Apollo Global Management Inc. 7.625% Fixed-Rate Resettable Jun filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Other Events
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On August 12, 2025, Apollo Global Management, Inc. (the “Company”) issued $500,000,000 aggregate principal amount of its 5.150% Senior Notes due 2035 (the “Notes”) pursuant to a previously announced underwritten public offering (the “Offering”). The Notes were issued pursuant to an indenture, dated as of August 12, 2025 (the “Indenture”), among the Company, each of the guarantors named therein and U.S. Bank Trust Company, National Association, as trustee. The Indenture is filed as Exhibit 4.1 hereto, and is incorporated by reference herein.
The Notes will bear interest at a rate of 5.150% per annum and will mature on August 12, 2035, unless earlier redeemed or repurchased. Interest on the Notes accrues from and including August 12, 2025 and is payable semi-annually in arrears on February 12 and August 12 of each year, commencing on February 12, 2026.
The Company intends to use the proceeds from the Offering for general corporate purposes, including to repay, upon the consummation of the acquisition of Bridge Investment Group Holdings Inc., all issued and outstanding senior secured notes of Bridge Investment Group Holdings LLC (“Bridge LLC”) (collectively, the “Bridge Senior Notes”) and certain other indebtedness of Bridge LLC, and to pay related fees and expenses in connection with the Offering and the use of proceeds therefrom. The information contained in this Current Report on Form 8-K does not constitute a notice of redemption with respect to the Bridge Senior Notes.
The Notes were sold pursuant to an effective automatic shelf registration statement on Form S-3 (the “Registration Statement”) (File No. 333-271275) filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 14, 2023. The terms of the Offering are described in a Prospectus dated April 14, 2023, as supplemented by a Prospectus Supplement dated August 7, 2025. The closing of the sale of the Notes occurred on August 12, 2025.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information contained in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
| Item 8.01 | Other Events. |
The information set forth above under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 8.01.
Underwriting Agreement
In connection with the issuance and sale of the Notes, the Company entered into an underwriting agreement, dated August 7, 2025 (the “Underwriting Agreement”), with Citigroup Global Markets Inc., BofA Securities, Inc., Barclays Capital Inc. and Goldman Sachs & Co. LLC, as representatives of the several underwriters named therein, relating to the Notes. The Underwriting Agreement is filed as Exhibit 1.1 hereto and is incorporated by reference herein.
Opinion of Counsel
The opinion of Paul, Weiss, Rifkind, Wharton & Garrison LLP, relating to the validity of the Notes and the related guarantees, is filed as Exhibit 5.1 hereto and is incorporated by reference into the Registration Statement.
| Item 9.01 | Financial Statements and Exhibits. |
The exhibits to this Current Report on Form 8-K (except Exhibit 104) are hereby incorporated by reference into the Registration Statement.
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 12, 2025
| APOLLO GLOBAL MANAGEMENT, INC. | ||
| By: | /s/ Jessica L. Lomm | |
| Name: | Jessica L. Lomm | |
| Title: | Vice President & Secretary | |