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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SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On March 30, 2026, Apollo Global Management, Inc. (the “Company”) issued $750,000,000 aggregate principal amount of its 5.700% Senior Notes due 2036 (the “Notes”), pursuant to a previously announced underwritten public offering (the “Offering”). The Notes were issued pursuant to an indenture, dated as of March 30, 2026 (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 5.700% per annum and will mature on March 30, 2036, unless earlier redeemed or repurchased. Interest on the Notes accrues from and including March 30, 2026 and is payable semi-annually in arrears on March 30 and September 30 of each year, commencing on September 30, 2026.
The Company intends to use the proceeds from the Offering for general corporate purposes, including to repurchase, repay, redeem or otherwise retire in full the $500,000,000 aggregate principal amount outstanding of Apollo Management Holdings, L.P.’s 4.400% Senior Notes due 2026 (the “2026 Senior Notes”), before or upon their maturity, 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 2026 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 March 25, 2026. The closing of the sale of the Notes occurred on March 30, 2026.
| 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 March 25, 2026 (the “Underwriting Agreement”), with BofA Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & 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: March 30, 2026
| APOLLO GLOBAL MANAGEMENT, INC. | ||
| By: | /s/ Jessica L. Lomm | |
| Name: | Jessica L. Lomm | |
| Title: | Vice President & Secretary | |