Safehold SC 13G/A Istar Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. 3)*

Under the Securities Exchange Act of 1934

ISTAR INC.

(Name of Issuer)

Common Stock, par value $0.001

(Title of Class of Securities)

45031U101

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

x Rule 13d-1(c)

o Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SEC 1745 (3-06)

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Special Opportunities Managed Account, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) PN

2

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo SOMA Advisors, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) PN

3

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo SOMA Capital Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

4

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo SVF Management, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) PN

5

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo SVF Management GP, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

6

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Centre Street Partnership, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 981,357 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 981,357 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 981,357 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.4%
	12	Type of Reporting Person (See Instructions) PN

7

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Centre Street Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 981,357 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 981,357 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 981,357 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.4%
	12	Type of Reporting Person (See Instructions) OO

8

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Credit Strategies Master Fund Ltd.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 811,479 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 811,479 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 811,479 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.1%
	12	Type of Reporting Person (See Instructions) CO

9

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo ST Fund Management LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 811,479 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 811,479 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 811,479 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.1%
	12	Type of Reporting Person (See Instructions) OO

10

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo ST Operating LP
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 811,479 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 811,479 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 811,479 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.1%
	12	Type of Reporting Person (See Instructions) PN

11

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo ST Capital LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 811,479 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 811,479 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 811,479 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.1%
	12	Type of Reporting Person (See Instructions) OO

12

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). ST Management Holdings LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 811,479 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 811,479 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 811,479 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.1%
	12	Type of Reporting Person (See Instructions) OO

13

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo SK Strategic Investments, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) PN

14

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo SK Strategic Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

15

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Capital Spectrum Fund, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 144,614 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 144,614 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 144,614 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.2%
	12	Type of Reporting Person (See Instructions) PN

16

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Incubator Advisors, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 144,614 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 144,614 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 144,614 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.2%
	12	Type of Reporting Person (See Instructions) OO

17

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Incubator Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 144,614 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 144,614 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 144,614 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.2%
	12	Type of Reporting Person (See Instructions) OO

18

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Franklin Partnership, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) PN

19

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Franklin Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 0 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 0 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

20

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo TR Opportunistic Ltd.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 281,551 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 281,551 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 281,551 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.4%
	12	Type of Reporting Person (See Instructions) CO

21

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Total Return Master Fund LP
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 281,551 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 281,551 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 281,551 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.4%
	12	Type of Reporting Person (See Instructions) PN

22

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Total Return Management LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 281,551 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 281,551 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 281,551 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.4%
	12	Type of Reporting Person (See Instructions) OO

23

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Total Return Master Fund Enhanced LP
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 281,551 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 281,551 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 281,551 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.4%
	12	Type of Reporting Person (See Instructions) PN

24

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Total Return Enhanced Management LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 281,551 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 281,551 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 281,551 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.4%
	12	Type of Reporting Person (See Instructions) OO

25

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Alternative Credit Long Short Fund, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,916 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,916 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,916 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) PN

26

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Alternative Credit Long Short Advisors, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,916 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,916 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,916 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

27

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Alternative Credit Long Short Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,916 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,916 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,916 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

28

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo A-N Credit Fund (Delaware), L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 1,029,047 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 1,029,047 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 1,029,047 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.4%
	12	Type of Reporting Person (See Instructions) PN

29

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo A-N Credit Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 1,029,047 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 1,029,047 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 1,029,047 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 1.4%
	12	Type of Reporting Person (See Instructions) OO

30

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Credit Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 5,327 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 5,327 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 5,327 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

31

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Capital Credit Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 5,327 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 5,327 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 5,327 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

32

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Belenos Management LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 123,088 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 123,088 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 123,088 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.2%
	12	Type of Reporting Person (See Instructions) OO

33

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo SA Management, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 7,027 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 7,027 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 7,027 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) OO

34

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Capital Management, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,431,603 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,431,603 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,431,603 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11	Percent of Class Represented by Amount in Row (9) 4.7%
	12	Type of Reporting Person (See Instructions) PN

35

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Capital Management GP, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,431,603 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,431,603 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,431,603 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11	Percent of Class Represented by Amount in Row (9) 4.7%
	12	Type of Reporting Person (See Instructions) OO

36

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Principal Holdings II, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 144,614 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 144,614 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 144,614 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.2%
	12	Type of Reporting Person (See Instructions) PN

37

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Principal Holdings II GP, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 144,614 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 144,614 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 144,614 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.2%
	12	Type of Reporting Person (See Instructions) OO

38

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Principal Holdings IX, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,916 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,916 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,916 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) PN

39

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Principal Holdings IX GP, Ltd
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,916 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,916 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,916 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x
	11	Percent of Class Represented by Amount in Row (9) 0.0%
	12	Type of Reporting Person (See Instructions) CO

40

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Management Holdings, L.P.
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,431,603 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,431,603 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,431,603 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11	Percent of Class Represented by Amount in Row (9) 4.7%
	12	Type of Reporting Person (See Instructions) PN

41

CUSIP No. 45031U101
	1	Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Apollo Management Holdings GP, LLC
	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:			5		Sole Voting Power
			6		Shared Voting Power 3,431,603 shares of Common Stock
			7		Sole Dispositive Power
			8		Shared Dispositive Power 3,431,603 shares of Common Stock
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,431,603 shares of Common Stock
	10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11	Percent of Class Represented by Amount in Row (9) 4.7%
	12	Type of Reporting Person (See Instructions) OO

42

Item 1.	(a)	Name of Issuer iStar Inc.
	(b)	Address of Issuer’s Principal Executive Offices 1114 Avenue of the Americas, 39th Floor New York, New York 10036
Item 2.	(a)	Name of Person Filing This statement is filed by (i) Apollo Special Opportunities Managed Account, L.P. (“SOMA Fund”), (ii) Apollo SOMA Advisors, L.P. (“SOMA Advisors”), (iii) Apollo SOMA Capital Management, LLC (“SOMA Capital Management”), (iv) Apollo SVF Management, L.P. (“SVF Management”), (v) Apollo SVF Management GP, LLC (“SVF Management GP”), (vi) Apollo Centre Street Partnership, L.P. (“Centre Street LP”), (vii) Apollo Centre Street Management, LLC (“Centre Street Management”), (viii) Apollo Credit Strategies Master Fund Ltd. (“Credit Strategies”), (ix) Apollo ST Fund Management LLC (“ST Management”), (x) Apollo ST Operating LP (“ST Operating”), (xi) Apollo ST Capital LLC (“ST Capital”), (xii) ST Management Holdings LLC (“ST Management Holdings”), (xiii) Apollo SK Strategic Investments, L.P. (“SK Strategic LP”), (xiv) Apollo SK Strategic Management, LLC (“SK Strategic Management”), (xv) Apollo Capital Spectrum Fund, L.P. (“Capital Spectrum”), (xvi) Apollo Incubator Advisors, LLC (“Incubator Advisors”), (xvii) Apollo Incubator Management, LLC (“Incubator Management”), (xviii) Apollo Franklin Partnership, L.P. (“Apollo Franklin”), (xix) Apollo Franklin Management, LLC (“Franklin Management”), (xx) Apollo TR Opportunistic Ltd. (“TR Opportunistic”), (xxi) Apollo Total Return Master Fund LP (“TR Master Fund”), (xxii) Apollo Total Return Management LLC (“TR Management”), (xxiii) Apollo Total Return Master Fund Enhanced LP (“TR Enhanced”) (xxiv) Apollo Total Return Enhanced Management LLC (“TR Enhanced Management”), (xxv) Apollo Alternative Credit Long Short Fund, L.P. (“AA Credit LP”), (xxvi) Apollo Alternative Credit Long Short Advisors, LLC (“AA Credit Advisors”), (xxvii) Apollo Alternative Credit Long Short Management, LLC (“AA Credit Management”), (xxviii) Apollo A-N Credit Fund (Delaware), L.P. (“A-N Credit”), (xxix) Apollo A-N Credit Management, LLC (“A-N Credit Management”), (xxx) Apollo Credit Management, LLC (“ACM LLC”), (xxxi) Apollo Capital Credit Management, LLC (“ACCM LLC”), (xxxiii) Apollo Belenos Management LLC (“Belenos Management”), (xxxiii) Apollo SA Management, LLC (“SA Management”), (xxxiv) Apollo Capital Management, L.P. (“Capital Management”), (xxxv) Apollo Capital Management GP, LLC (“Capital Management GP”), (xxxvi) Apollo Principal Holdings II, L.P. (“Principal II”), (xxxvii) Apollo Principal Holdings II GP, LLC (“Principal II GP”), (xxxviii) Apollo Principal Holdings IX, L.P. (“Principal IX”), (xxxix) Apollo Principal Holdings IX GP, Ltd (“Principal IX GP”), (xl) Apollo Management Holdings, L.P. (“Management Holdings”), and (xli) Apollo Management Holdings GP, LLC (“Management Holdings GP”).  The foregoing are collectively referred to herein as the “Reporting Persons.” Centre Street LP, Credit Strategies, Spectrum, TR Opportunistic, AA Credit LP and A-N Credit each hold securities of the Issuer.  SOMA Advisors serves as the general partner of SOMA Fund, and SOMA Capital Management serves as the general partner of SOMA Advisors.  SVF Management serves as the manager of SOMA Fund, and SVF Management GP serves as the general partner of SVF Management.  Centre Street Management serves as the investment manager for

43

Centre Street LP.  ST Management serves as the investment manager for Credit Strategies.  ST Operating is the sole member of ST Management.  The general partner of ST Operating is ST Capital.  ST Management Holdings is the sole member of ST Capital.  SK Strategic Management serves as the investment manager for SK Strategic LP.  Incubator Advisors serves as the general partner of Capital Spectrum, and Incubator Management serves as the investment manager for Capital Spectrum.  Franklin Management serves as the investment manager for Apollo Franklin.  TR Master Fund and TR Enhanced are the shareholders of TR Opportunistic. TR Management serves as the investment manager for TR Master Fund and TR Enhanced Management serves as the investment manager for TR Enhanced.  AA Credit Advisors is the general partner of AA Credit LP, and AA Credit Management serves as the investment manager for AA Credit LP.  A-N Credit Management serves as the investment manager for A-N Credit.  ACM LLC provides investment management services for Franklin K2 Long Short Credit Fund (“Franklin K2”).  ACCM LLC is the sole member and manager of ACM, LLC.  Belenos Management provides investment management services for Amundi Absolute Return Apollo Fund plc (“Amundi Fund”).  SA Management provides investment management services for Franklin K2 Long Short Credit Fund (UCITS) (“Franklin K2 (UCITS)”). Capital Management serves as the sole member and manager of SVF Management GP, Centre Street Management, ST Management Holdings, SK Strategic Management, Incubator Management, Franklin Management, TR Management, TR Enhanced Management, AA Credit Management, A-N Credit Management. ACCM LLC, Belenos Management and SA Management, and provides investment management services for K2 Apollo Liquid Credit Master Fund Ltd (“K2 Apollo”).  Capital Management GP serves as the general partner of Capital Management.  Principal II serves as the sole member and manager of SOMA Capital Management and Incubator Advisors, and Principal II GP serves as the general partner of Principal II.  Principal IX is the sole member of AA Credit Advisors, and Principal IX GP is the general partner of Principal IX.  Management Holdings serves as the sole member and manager of Capital Management GP, and Management Holdings GP serves as the general partner of Management Holdings.

(b)

Address of Principal Business Office or, if none, Residence The principal office of Credit Strategies, Capital Spectrum, TR Opportunistic, TR Master Fund and TR Enhanced is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1 1104, Cayman Islands.  The principal office of Principal IX and Principal IX GP is c/o Intertrust Corporate Services (Cayman) Limited, 190 Elgin Street, George Town, Grand Cayman KY1-9005, Cayman Islands.  The principal office of SOMA Fund, SOMA Advisors, SOMA Capital Management, Centre Street LP, Centre Street Management, SK Strategic LP, Incubator Advisors, Apollo Franklin, AA Credit LP, AA Credit Advisors, AA Credit Management, A-N Credit, Principal II and Principal II GP is One Manhattanville Road, Suite 201, Purchase, New York 10577.  The principal office of each of SVF Management, SVF Management GP, ST Management, ST Operating, ST Capital, ST Management Holdings, SK Strategic Management, Incubator Management, Franklin Management, TR Management, TR Enhanced Management, A-N Credit Management, ACM LLC, ACCM LLC, Belenos Management, SA Management, Capital Management, Capital Management GP,

44

		Management Holdings and Management Holdings GP is 9 W. 57th Street, 43rd Floor, New York, New York 10019.
	(c)	Citizenship SOMA Fund, SOMA Advisors, SVF Management, Centre Street LP, ST Operating, Apollo Franklin, AA Credit LP, A-N Credit, Capital Management, Principal II and Management Holdings are each Delaware limited partnerships.  SOMA Capital Management, SVF Management GP, Centre Street Management, ST Management, ST Capital, ST Management Holdings, SK Strategic Management, Incubator Advisors, Incubator Management, Franklin Management, TR Management, TR Enhanced Management, AA Credit Advisors, AA Credit Management, A-N Credit Management, ACM LLC, ACCM LLC, Belenos Management, SA Management, Capital Management GP, Principal II GP and Management Holdings GP are each Delaware limited liability companies. SK Strategic LP, Capital Spectrum, TR Master Fund and TR Enhanced are each exempted limited partnerships registered in the Cayman Islands.  Credit Strategies, TR Opportunistic and Principal IX GP are each exempted companies incorporated in the Cayman Islands with limited liability.
	(d)	Title of Class of Securities Common stock, par value $0.001 (the “Common Stock”).
	(e)	CUSIP Number 45031U101
Item 3.	If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: Not applicable.

Item 4.	Ownership.
	(a)	Amount beneficially owned:
		SOMA Fund:	0
		SOMA Advisors:	0
		SOMA Capital Management:	0
		SVF Management:	0
		SVF Management GP:	0
		Centre Street LP:	981,357
		Centre Street Management:	981,357
		Credit Strategies:	811,479
		ST Management:	811,479
		ST Operating:	811,479
		ST Capital:	811,479
		ST Management Holdings:	811,479
		SK Strategic LP:	0
		SK Strategic Management:	0
		Capital Spectrum:	144,614
		Incubator Advisors:	144,614
		Incubator Management:	144,614
		Apollo Franklin:	0
		Franklin Management:	0

45

TR Opportunistic:	281,551
TR Master Fund:	281,551
TR Management:	281,551
TR Enhanced	281,551
TR Enhanced Management	281,551
AA Credit LP:	3,916
AA Credit Advisors:	3,916
AA Credit Management:	3,916
A-N Credit:	1,029,047
A-N Credit Management:	1,029,047
ACM LLC:	5,327
ACCM LLC:	5,327
Belenos Management:	123,088
SA Management:	7,027
Capital Management:	3,431,603
Capital Management GP:	3,431,603
Principal II:	144,614
Principal II GP:	144,614
Principal IX:	3,916
Principal IX GP:	3,916
Management Holdings:	3,431,603
Management Holdings GP:	3,431,603
The shares of Common Stock reported as beneficially owned include shares of Common Stock held of record by Credit Strategies and AA Credit LP, as well as shares of Common Stock issuable upon conversion of the 4.5% Series J Cumulative Convertible Perpetual Preferred Stock of the Issuer held by Centre Street LP, Credit Strategies, TR Opportunistic and A-N Credit, respectively. The number of shares reported as beneficially owned by ACM LLC and ACCM LLC include 7,027 shares of Common Stock held by Franklin K2, for which ACM LLC has the authority to vote and to make investment decisions.  The number of shares reported as beneficially owned by Belenos Management include 123,088 shares of Common Stock held by Amundi Fund, for which Belenos Management has the authority to vote and to make investment decisions.  The number of shares reported as beneficially owned by SA Management include 7,027 shares of Common Stock held by Franklin K2 (UCITS), for which SA Managment has the authority to vote and to make investment decisions.  The shares of Common Stock reported as beneficially owned by ACM LLC, ACCM LLC, Belenos Management and SA Management are also included in the shares reported as beneficially owned by Capital Management, Capital Management GP, Management Holdings and Management Holdings GP. Centre Street LP, Credit Strategies, Capital Spectrum, TR Opportunistic, AA Credit LP and A-N Credit each disclaims beneficial ownership of all shares of the Common Stock included in this report other than the shares of Common Stock held of record by, or issuable upon conversion or exercise of the securities of the Issuer held by, such Reporting Person, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose.  SOMA Fund, SOMA Advisors, SOMA Capital Management, SVF Management, SVF Management GP, Centre Street Management, ST Management, ST Operating, ST

46

Capital, ST Management Holdings, SK Strategic LP, SK Strategic Management, Incubator Advisors, Incubator Management, Apollo Franklin, Franklin Management, TR Master Fund, TR Management, TR Enhanced, TR Enhanced Management, AA Credit Advisors, AA Credit Management, A-N Credit Management, ACM LLC, ACCM LLC, Belenos Management, SA Management, Capital Management, Capital Management GP, Principal II, Principal II GP, Principal IX, Principal IX GP, Management Holdings and Management Holdings GP , and Messrs. Leon Black, Joshua Harris and Marc Rowan, the managers of Principal II GP, the directors of Principal IX GP, and the managers, as well as executive officers, of Management Holdings GP, each disclaim beneficial ownership of all shares of Common Stock included in this report, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose.

(b)	Percent of class:
	SOMA Fund:	0.0	%
	SOMA Advisors:	0.0	%
	SOMA Capital Management:	0.0	%
	SVF Management:	0.0	%
	SVF Management GP:	0.0	%
	Centre Street LP:	1.4	%
	Centre Street Management:	1.4	%
	Credit Strategies:	1.1	%
	ST Management:	1.1	%
	ST Operating:	1.1	%
	ST Capital:	1.1	%
	ST Management Holdings:	1.1	%
	SK Strategic LP:	0.0	%
	SK Strategic Management:	0.0	%
	Capital Spectrum:	0.2	%
	Incubator Advisors:	0.2	%
	Incubator Management:	0.2	%
	Apollo Franklin:	0.0	%
	Franklin Management:	0.0	%
	TR Opportunistic:	0.4	%
	TR Master Fund:	0.4	%
	TR Management:	0.4	%
	TR Enhanced	0.4	%
	TR Enhanced Management	0.4	%
	AA Credit LP:	0.0	%
	AA Credit Advisors:	0.0	%
	AA Credit Management:	0.0	%
	A-N Credit:	1.4	%
	A-N Credit Management:	1.4	%
	ACM LLC:	0.0	%
	ACCM LLC:	0.0	%
	Belenos Management:	0.2	%
	SA Management:	0.0	%
	Capital Management:	4.7	%
	Capital Management GP:	4.7	%
	Principal II:	0.2	%
	Principal II GP:	0.2	%

47

	Principal IX:		0.0	%
	Principal IX GP:		0.0	%
	Management Holdings:		4.7	%
	Management Holdings GP:		4.7	%
	The percentage amounts are based on 71,176,420 shares of Common Stock outstanding as of November 1, 2016, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2016, plus, where applicable, the shares of Common Stock issuable upon conversion of the 4.5% Series J Cumulative Convertible Perpetual Preferred Stock of the Issuer.
(c)	Number of shares as to which the person has:
	(i)	Sole power to vote or to direct the vote:    0 for all Reporting Persons
	(ii)	Shared power to vote or to direct the vote:
		SOMA Fund:	0
		SOMA Advisors:	0
		SOMA Capital Management:	0
		SVF Management:	0
		SVF Management GP:	0
		Centre Street LP:	981,357
		Centre Street Management:	981,357
		Credit Strategies:	811,479
		ST Management:	811,479
		ST Operating:	811,479
		ST Capital:	811,479
		ST Management Holdings:	811,479
		SK Strategic LP:	0
		SK Strategic Management:	0
		Capital Spectrum:	144,614
		Incubator Advisors:	144,614
		Incubator Management:	144,614
		Apollo Franklin:	0
		Franklin Management:	0
		TR Opportunistic:	281,551
		TR Master Fund:	281,551
		TR Management:	281,551
		TR Enhanced	281,551
		TR Enhanced Management	281,551
		AA Credit LP:	3,916
		AA Credit Advisors:	3,916
		AA Credit Management:	3,916
		A-N Credit:	1,029,047
		A-N Credit Management:	1,029,047
		ACM LLC:	5,327
		ACCM LLC:	5,327
		Belenos Management:	123,088
		SA Management:	7,027
		Capital Management:	3,431,603
		Capital Management GP:	3,431,603

48

	Principal II:	144,614
	Principal II GP:	144,614
	Principal IX:	3,916
	Principal IX GP:	3,916
	Management Holdings:	3,431,603
	Management Holdings GP:	3,431,603
(iii)	Sole power to dispose or to direct the disposition of:    0 for all Reporting Persons
(iv)	Shared power to dispose or to direct the disposition of:
	SOMA Fund:	0
	SOMA Advisors:	0
	SOMA Capital Management:	0
	SVF Management:	0
	SVF Management GP:	0
	Centre Street LP:	981,357
	Centre Street Management:	981,357
	Credit Strategies:	811,479
	ST Management:	811,479
	ST Operating:	811,479
	ST Capital:	811,479
	ST Management Holdings:	811,479
	SK Strategic LP:	0
	SK Strategic Management:	0
	Capital Spectrum:	144,614
	Incubator Advisors:	144,614
	Incubator Management:	144,614
	Apollo Franklin:	0
	Franklin Management:	0
	TR Opportunistic:	281,551
	TR Master Fund:	281,551
	TR Management:	281,551
	TR Enhanced	281,551
	TR Enhanced Management	281,551
	AA Credit LP:	3,916
	AA Credit Advisors:	3,916
	AA Credit Management:	3,916
	A-N Credit:	1,029,047
	A-N Credit Management:	1,029,047
	ACM LLC:	5,327
	ACCM LLC:	5,327
	Belenos Management:	123,088
	SA Management:	7,027
	Capital Management:	3,431,603
	Capital Management GP:	3,431,603
	Principal II:	144,614
	Principal II GP:	144,614
	Principal IX:	3,916
	Principal IX GP:	3,916
	Management Holdings:	3,431,603
	Management Holdings GP:	3,431,603

49

Item 5.	Ownership of Five Percent or Less of a Class.
	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x
Item 6.	Ownership of More than Five Percent on Behalf of Another Person.
	Not applicable.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
	Not applicable.
Item 8.	Identification and Classification of Members of the Group.
	Not applicable.
Item 9.	Notice of Dissolution of Group.
	Not applicable.
Item 10.	Certification.
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

[The remainder of this page intentionally left blank.]

50

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:  February 14, 2017

APOLLO SPECIAL OPPORTUNITIES MANAGED ACCOUNT, L.P.
By:	Apollo SOMA Advisors, L.P.
	its general partner
	By:	Apollo SOMA Capital Management, LLC
		its general partner
		By:	/s/ Joseph D. Glatt
			Joseph D. Glatt
			Vice President
APOLLO SOMA ADVISORS, L.P.
By:	Apollo SOMA Capital Management, LLC
	its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President
APOLLO SOMA CAPITAL MANAGEMENT, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO SVF MANAGEMENT, L.P.
By:	Apollo SVF Management GP, LLC
	its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President

51

APOLLO SVF MANAGEMENT GP, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO CENTRE STREET PARTNERSHIP, L.P.
By:	Apollo Centre Street Advisors (APO DC), L.P.
	its general partner
	By:	Apollo Centre Street Advisors (APO DC-GP), LLC
		its general partner
		By:	/s/ Joseph D. Glatt
			Joseph D. Glatt
			Vice President
APOLLO CENTRE STREET MANAGEMENT, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO CREDIT STRATEGIES MASTER FUND LTD.
By:	Apollo ST Fund Management LLC
	its investment manager
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President
APOLLO ST FUND MANAGEMENT LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President

52

APOLLO ST OPERATING LP
By:	Apollo ST Capital LLC
	its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President
APOLLO ST CAPITAL LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
ST MANAGEMENT HOLDINGS LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO SK STRATEGIC INVESTMENTS, L.P.
By:	Apollo SK Strategic Advisors, L.P.
	its general partner
	By:	Apollo SK Strategic Advisors GP, LLC
		its general partner
		By:	/s/ Joseph D. Glatt
			Joseph D. Glatt
			Vice President
APOLLO SK STRATEGIC MANAGEMENT, LLC
By:	Apollo Capital Management, L.P.
	its sole member
	By:	Apollo SK Strategic Advisors GP, LLC
		its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President

53

APOLLO CAPITAL SPECTRUM FUND, L.P.
By:	Apollo Incubator Advisors, LLC
	its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President
APOLLO INCUBATOR ADVISORS, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO INCUBATOR MANAGEMENT, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO FRANKLIN PARTNERSHIP, L.P.
By:	Apollo Franklin Advisors (APO DC), L.P.
	its general partner
	By:	Apollo Franklin Advisors (APO DC-GP), LLC
		its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President
APOLLO FRANKLIN MANAGEMENT, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President

54

APOLLO TR OPPORTUNISTIC LTD.
By:	Apollo Total Return Master Fund LP
	its shareholder
	By:	Apollo Total Return Advisors LP
		its general partner
		By:	Apollo Total Return Advisors GP LLC
			its general partner
			By:	/s/ Joseph D. Glatt
				Joseph D. Glatt
				Vice President
By:	Apollo Total Return Master Fund Enhanced LP
	its shareholder
	By:	Apollo Total Return Enhanced Advisors LP
		its general partner
		By:	Apollo Total Return Enhanced Advisors GP LLC
			its general partner
			By:	/s/ Joseph D. Glatt
				Joseph D. Glatt
				Vice President
APOLLO TOTAL RETURN MASTER FUND LP
By:	Apollo Total Return Advisors LP
	its general partner
	By:	Apollo Total Return Advisors GP LLC
		its general partner
		By:	/s/ Joseph D. Glatt
			Joseph D. Glatt
			Vice President
APOLLO TOTAL RETURN MANAGEMENT LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO TOTAL RETURN MASTER FUND ENHANCED LP
By:	Apollo Total Return Enhanced Advisors LP
	its general partner
	By:	Apollo Total Return Enhanced Advisors GP LLC
		its general partner
		By:	/s/ Joseph D. Glatt
			Joseph D. Glatt
			Vice President
APOLLO TOTAL RETURN ENHANCED MANAGEMENT LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO ALTERNATIVE CREDIT LONG SHORT FUND, L.P.
By:	Apollo Alternative Credit Long Short Advisors LLC
	its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President

55

APOLLO ALTERNATIVE CREDIT LONG SHORT ADVISORS LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO ALTERNATIVE CREDIT LONG SHORT MANAGEMENT LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO A-N CREDIT FUND (DELAWARE), L.P.
By:	Apollo A-N Credit Advisors (APO FC Delaware), L.P.
	its general partner
	By:	Apollo A-N Credit Advisors (APO FC-GP), LLC
		its general partner
		By:	/s/ Joseph D. Glatt
			Joseph D. Glatt
			Vice President
APOLLO A-N CREDIT MANAGEMENT, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO CREDIT MANAGEMENT, LLC
By:	Apollo Capital Credit Management, LLC
	its sole member
	By:	Apollo Capital Management, L.P.
		its sole member
		By:	Apollo Capital Management GP, LLC
			its general partner
			By:	/s/ Joseph D. Glatt
				Joseph D. Glatt
				Vice President

56

APOLLO CAPITAL CREDIT MANAGEMENT, LLC
By:	Apollo Capital Management, L.P.
	its sole member
	By:	Apollo Capital Management GP, LLC
		its general partner
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO BELENOS MANAGEMENT LLC
By:	Apollo Capital Management, L.P.
	its sole member
	By:	Apollo Capital Management GP, LLC
		its general partner
		By:	/s/ Joseph D. Glatt
			Joseph D. Glatt
			Vice President
APOLLO SA MANAGEMENT, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO CAPITAL MANAGEMENT, L.P.
By:	Apollo Capital Management GP, LLC
	its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President
APOLLO CAPITAL MANAGEMENT GP, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President

57

APOLLO PRINCIPAL HOLDINGS II, L.P.
By:	Apollo Principal Holdings II GP, LLC
	its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President
APOLLO PRINCIPAL HOLDINGS II GP, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO PRINCIPAL HOLDINGS IX, L.P.
By:	Apollo Principal Holdings IX GP, Ltd.
	its general partner
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO PRINCIPAL HOLDINGS IX GP, LTD.
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President
APOLLO MANAGEMENT HOLDINGS, L.P.
By:	Apollo Management Holdings GP, LLC
	its general partner
	By:	/s/ Joseph D. Glatt
		Joseph D. Glatt
		Vice President
APOLLO MANAGEMENT HOLDINGS GP, LLC
By:	/s/ Joseph D. Glatt
	Joseph D. Glatt
	Vice President

58