Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 03, 2018 | |
Entity Information [Line Items] | ||
Entity Registrant Name | Apollo Global Management LLC | |
Entity Central Index Key | 1,411,494 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | APO | |
Amendment Flag | false | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Common Class A Shares | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 201,570,641 | |
Common Class B Shares | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Assets: | ||
Cash and cash equivalents | $ 1,093,125 | $ 751,273 |
Restricted cash | 3,859 | 3,875 |
U.S. Treasury securities, at fair value | 0 | 364,649 |
Investments (includes performance allocations of $1,401,205 and $1,828,930 as of June 30, 2018 and December 31, 2017, respectively) | 3,230,588 | 3,559,834 |
Assets of consolidated variable interest entities: | ||
Cash and cash equivalents | 58,983 | 92,912 |
Other assets | 209,482 | 231,757 |
Incentive fees receivable | 17,496 | 43,176 |
Due from related parties | 315,244 | 262,588 |
Deferred tax assets, net | 364,061 | 337,638 |
Other assets | 209,482 | 231,757 |
Goodwill | 88,852 | 88,852 |
Intangible assets, net | 17,306 | 18,842 |
Total Assets | 6,639,013 | 6,991,070 |
Liabilities: | ||
Accounts payable and accrued expenses | 74,466 | 68,873 |
Accrued compensation and benefits | 110,311 | 62,474 |
Deferred revenue | 109,182 | 128,146 |
Due to related parties | 412,092 | 428,013 |
Profit sharing payable | 659,907 | 752,276 |
Debt | 1,357,640 | 1,362,402 |
Liabilities of consolidated variable interest entities: | ||
Other liabilities | 139,511 | 173,369 |
Other liabilities | 139,511 | 173,369 |
Total Liabilities | 3,817,036 | 4,093,274 |
Commitments and Contingencies (see note 14) | ||
Apollo Global Management, LLC shareholders’ equity: | ||
Additional paid in capital | 1,429,307 | 1,579,797 |
Accumulated deficit | (430,335) | (379,460) |
Accumulated other comprehensive loss | (3,130) | (1,809) |
Total Apollo Global Management, LLC shareholders’ equity | 1,550,055 | 1,462,926 |
Total Shareholders’ Equity | 2,821,977 | 2,897,796 |
Total Liabilities and Shareholders’ Equity | 6,639,013 | 6,991,070 |
Series A Preferred Shares | ||
Apollo Global Management, LLC shareholders’ equity: | ||
Preferred shares | 264,398 | 264,398 |
Series B Preferred Shares | ||
Apollo Global Management, LLC shareholders’ equity: | ||
Preferred shares | 289,815 | 0 |
Common Class A Shares | ||
Apollo Global Management, LLC shareholders’ equity: | ||
Class shares | 0 | 0 |
Common Class B Shares | ||
Apollo Global Management, LLC shareholders’ equity: | ||
Class shares | 0 | 0 |
Non-Controlling Interests in Apollo Operating Group | ||
Apollo Global Management, LLC shareholders’ equity: | ||
Non-Controlling Interests | 1,002,760 | 1,294,784 |
Consolidated Variable Interest Entities | ||
Assets of consolidated variable interest entities: | ||
Investments, at fair value | 1,182,771 | 1,196,190 |
Other assets | 57,246 | 39,484 |
Other assets | 57,246 | 39,484 |
Liabilities of consolidated variable interest entities: | ||
Debt, at fair value | 880,215 | 1,002,063 |
Other liabilities | 73,712 | 115,658 |
Other liabilities | 73,712 | 115,658 |
Consolidated Entities | ||
Apollo Global Management, LLC shareholders’ equity: | ||
Non-Controlling Interests | $ 269,162 | $ 140,086 |
CONDENSED CONSOLIDATED STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Performance allocations | $ 1,401,205 | $ 1,828,930 |
Series A Preferred Shares | ||
Preferred stock, shares issued (in shares) | 11,000,000 | 11,000,000 |
Preferred stock, shares outstanding (in shares) | 11,000,000 | 11,000,000 |
Series B Preferred Shares | ||
Preferred stock, shares issued (in shares) | 12,000,000 | 0 |
Preferred stock, shares outstanding (in shares) | 12,000,000 | 0 |
Common Class A Shares | ||
Common stock, shares authorized (in shares) | Unlimited | Unlimited |
Shares issued (in shares) | 201,585,096 | 195,267,669 |
Shares outstanding (in shares) | 201,585,096 | 195,267,669 |
Common Class B Shares | ||
Common stock, shares authorized (in shares) | Unlimited | Unlimited |
Shares issued (in shares) | 1 | 1 |
Shares outstanding (in shares) | 1 | 1 |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenues: | ||||
Performance allocations | $ 129,085 | $ 120,393 | $ 4,920 | $ 472,986 |
Principal investment income | 22,175 | 16,836 | 9,181 | 55,389 |
Total investment income | 151,260 | 137,229 | 14,101 | 528,375 |
Total Revenues | 523,316 | 449,708 | 690,219 | 1,131,812 |
Compensation and benefits: | ||||
Salary, bonus and benefits | 115,075 | 105,545 | 230,901 | 207,158 |
Equity-based compensation | 37,784 | 22,740 | 73,309 | 45,847 |
Profit sharing expense | 70,545 | 58,059 | 58,268 | 202,383 |
Total Compensation and Benefits | 223,404 | 186,344 | 362,478 | 455,388 |
Interest expense | 15,162 | 13,195 | 28,959 | 26,194 |
General, administrative and other | 62,517 | 59,729 | 124,194 | 121,769 |
Placement fees | 311 | 5,258 | 638 | 7,163 |
Total Expenses | 301,394 | 264,526 | 516,269 | 610,514 |
Other Income (Loss): | ||||
Net gains (losses) from investment activities | (67,505) | (513) | (134,638) | 34,004 |
Net gains from investment activities of consolidated variable interest entities | 9,213 | 6,132 | 15,745 | 10,240 |
Interest income | 4,547 | 622 | 8,106 | 1,425 |
Other income, net | (5,443) | 742 | (1,197) | 19,389 |
Total Other Income (Loss) | (59,188) | 6,983 | (111,984) | 65,058 |
Income before income tax provision | 162,734 | 192,165 | 61,966 | 586,356 |
Income tax (provision) benefit | (18,924) | 777 | (27,504) | (38,384) |
Net Income | 143,810 | 192,942 | 34,462 | 547,972 |
Net income attributable to Non-Controlling Interests | (80,200) | (101,262) | (29,114) | (311,096) |
Net Income Attributable to Apollo Global Management, LLC | 63,610 | 91,680 | 5,348 | 236,876 |
Net Income (Loss) Attributable to Apollo Global Management, LLC Class A Shareholders | $ 54,658 | $ 86,908 | $ (7,987) | $ 232,104 |
Distributions Declared per Class A Share (USD per share) | $ 0.38 | $ 0.49 | $ 1.04 | $ 0.94 |
Net Income (Loss) Per Class A Share: | ||||
Net Income (Loss) Available to Class A Share – Basic (USD per share) | 0.25 | 0.44 | (0.09) | 1.19 |
Net Income (Loss) Available to Class A Share – Diluted (USD per share) | $ 0.25 | $ 0.44 | $ (0.09) | $ 1.19 |
Weighted Average Number of Class A Shares Outstanding – Basic (in shares) | 200,711,475 | 190,591,756 | 199,578,334 | 188,564,562 |
Weighted Average Number of Class A Shares Outstanding – Diluted (in shares) | 200,711,475 | 190,591,756 | 199,578,334 | 188,564,562 |
Management fees | ||||
Revenues: | ||||
Revenues | $ 341,626 | $ 281,305 | $ 628,352 | $ 550,848 |
Advisory and transaction fees, net | ||||
Revenues: | ||||
Revenues | 15,440 | 23,629 | 28,991 | 38,696 |
Incentive fees | ||||
Revenues: | ||||
Revenues | 14,990 | 7,545 | 18,775 | 13,893 |
Series A Preferred Stock | ||||
Other Income (Loss): | ||||
Net income attributable to Preferred Shareholders | (4,383) | (4,772) | (8,766) | (4,772) |
Series B Preferred Stock | ||||
Other Income (Loss): | ||||
Net income attributable to Preferred Shareholders | $ (4,569) | $ 0 | $ (4,569) | $ 0 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income | $ 143,810 | $ 192,942 | $ 34,462 | $ 547,972 |
Other Comprehensive Income (Loss), net of tax: | ||||
Currency translation adjustments, net of tax | (17,885) | 11,219 | (12,865) | 8,940 |
Net gain from change in fair value of cash flow hedge instruments | 25 | 25 | 52 | 51 |
Net loss on available-for-sale securities | (196) | (149) | (237) | (101) |
Total Other Comprehensive Income (Loss), net of tax | (18,056) | 11,095 | (13,050) | 8,890 |
Comprehensive Income | 125,754 | 204,037 | 21,412 | 556,862 |
Comprehensive Income attributable to Non-Controlling Interests | (64,459) | (103,576) | (17,385) | (314,285) |
Comprehensive Income Attributable to Apollo Global Management, LLC | $ 61,295 | $ 100,461 | $ 4,027 | $ 242,577 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (UNAUDITED) - USD ($) $ in Thousands | Total | Additional Paid in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total Apollo Global Management, LLC Shareholders’ Equity | Non- Controlling Interests in Consolidated Entities | Non- Controlling Interests in Apollo Operating Group | Class A Shares | Class A SharesEquity securities | Class B SharesEquity securities | Series A Preferred SharesPreferred Shares | Series B Preferred SharesPreferred Shares |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Adoption of new accounting guidance | $ 22,901 | $ 22,901 | $ 22,901 | |||||||||
Balance, Beginning of Period at Dec. 31, 2016 | 1,867,528 | $ 1,830,025 | (986,186) | $ (8,723) | 835,116 | $ 90,063 | $ 942,349 | $ 0 | $ 0 | |||
Balance, Beginning of Period (in shares) at Dec. 31, 2016 | 185,460,294 | 1 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Dilution impact of issuance of Class A shares | (228) | (228) | (228) | |||||||||
Equity issued in connection with Preferred shares offering | 264,398 | 264,398 | 264,398 | |||||||||
Capital increase related to equity-based compensation | 35,106 | 35,106 | 35,106 | |||||||||
Capital contributions | 34,115 | 34,115 | ||||||||||
Distributions | (412,669) | (184,820) | (189,592) | (2,710) | (220,367) | (4,772) | 0 | |||||
Payments related to issuances of Class A shares for equity-based awards | (24,284) | (24,284) | (24,284) | |||||||||
Payments related to issuances of Class A shares for equity-based awards (in shares) | 1,863,332 | |||||||||||
Repurchase of Class A shares (in shares) | 0 | |||||||||||
Exchange of AOG Units for Class A shares | 9,459 | 36,055 | 36,055 | (26,596) | ||||||||
Exchange of AOG Units for Class A shares (in shares) | 5,432,418 | |||||||||||
Net income (loss) | 547,972 | 232,104 | 236,876 | 7,919 | 303,177 | 4,772 | ||||||
Currency translation adjustments, net of tax | 8,940 | 5,778 | 5,778 | 7,893 | (4,731) | |||||||
Net gain from change in fair value of cash flow hedge instruments | 51 | 24 | 24 | 27 | ||||||||
Net loss on available-for-sale securities | (101) | (101) | (101) | |||||||||
Balance, End of Period at Jun. 30, 2017 | 2,353,188 | 1,716,138 | (755,465) | (3,022) | 1,222,049 | 137,280 | 993,859 | 264,398 | 0 | |||
Balance, End of Period (in shares) at Jun. 30, 2017 | 192,756,044 | 1 | ||||||||||
Balance, Beginning of Period at Dec. 31, 2016 | 1,867,528 | 1,830,025 | (986,186) | (8,723) | 835,116 | 90,063 | 942,349 | 0 | 0 | |||
Balance, Beginning of Period (in shares) at Dec. 31, 2016 | 185,460,294 | 1 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Repurchase of Class A Shares | 0 | |||||||||||
Balance, End of Period at Dec. 31, 2017 | 2,897,796 | 1,579,797 | (379,460) | (1,809) | 1,462,926 | 140,086 | 1,294,784 | 264,398 | 0 | |||
Balance, End of Period (in shares) at Dec. 31, 2017 | 195,267,669 | 1 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Adoption of new accounting guidance | (19,359) | (8,149) | (8,149) | (11,210) | ||||||||
Dilution impact of issuance of Class A shares | 104 | 104 | 104 | |||||||||
Equity issued in connection with Preferred shares offering | 289,815 | 289,815 | 289,815 | |||||||||
Capital increase related to equity-based compensation | 57,065 | 57,065 | 57,065 | |||||||||
Capital contributions | 146,518 | 146,518 | ||||||||||
Distributions | (515,311) | (219,162) | (232,497) | (21,634) | (261,180) | (8,766) | (4,569) | |||||
Payments related to issuances of Class A shares for equity-based awards | (34,739) | (34,739) | (34,739) | |||||||||
Payments related to issuances of Class A shares for equity-based awards (in shares) | 1,986,612 | |||||||||||
Repurchase of Class A Shares | (28,728) | (28,728) | (28,728) | |||||||||
Repurchase of Class A shares (in shares) | (849,785) | (849,785) | ||||||||||
Exchange of AOG Units for Class A shares | 7,404 | 40,231 | 40,231 | (32,827) | ||||||||
Exchange of AOG Units for Class A shares (in shares) | 5,180,600 | |||||||||||
Net income (loss) | 34,462 | (7,987) | 5,348 | 14,695 | 14,419 | 8,766 | 4,569 | |||||
Currency translation adjustments, net of tax | (12,865) | (1,229) | (1,229) | (10,503) | (1,133) | |||||||
Net gain from change in fair value of cash flow hedge instruments | 52 | 26 | 26 | 26 | ||||||||
Net loss on available-for-sale securities | (237) | (118) | (118) | (119) | ||||||||
Balance, End of Period at Jun. 30, 2018 | $ 2,821,977 | $ 1,429,307 | $ (430,335) | $ (3,130) | $ 1,550,055 | $ 269,162 | $ 1,002,760 | $ 264,398 | $ 289,815 | |||
Balance, End of Period (in shares) at Jun. 30, 2018 | 201,585,096 | 1 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash Flows from Operating Activities: | ||
Net Income | $ 34,462 | $ 547,972 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Equity-based compensation | 73,309 | 45,847 |
Depreciation and amortization | 7,574 | 8,445 |
Unrealized (gains) losses from investment activities | 140,517 | (37,721) |
Principal investment income | (9,181) | (55,389) |
Performance allocations | (4,920) | (472,986) |
Change in fair value of contingent obligations | (8,034) | (2,561) |
Deferred taxes, net | 23,546 | 35,835 |
Other non-cash amounts included in net income (loss), net | (12,304) | 4,538 |
Cash flows due to changes in operating assets and liabilities: | ||
Incentive fees receivable | (9,029) | (5,215) |
Due from related parties | (48,586) | (41,600) |
Accounts payable and accrued expenses | 5,593 | 2,629 |
Accrued compensation and benefits | 47,837 | 44,761 |
Deferred revenue | (17,279) | (57,113) |
Due to related parties | 375 | (3,844) |
Profit sharing payable | (24,544) | 51,088 |
Other assets and other liabilities, net | (9,134) | (19,543) |
Cash distributions of earnings from principal investments | 39,656 | 30,197 |
Cash distributions of earnings from performance allocations | 257,128 | 426,634 |
Satisfaction of contingent obligation | (2,564) | (16,821) |
Apollo Fund and VIE related: | ||
Purchase of investments | (57,903) | (4,699) |
Net Cash Provided by Operating Activities | 395,075 | 419,969 |
Cash Flows from Investing Activities: | ||
Purchases of fixed assets | (5,108) | (3,616) |
Proceeds from sale of investments | 28,316 | 0 |
Purchase of investments | (57,903) | (4,699) |
Purchase of U.S. Treasury securities | (59,529) | 0 |
Proceeds from maturities of U.S. Treasury securities | 425,830 | 0 |
Cash contributions to equity method investments | (160,346) | (72,674) |
Cash distributions from equity method investments | 53,770 | 51,513 |
Issuance of related party loans | (1,650) | (5,834) |
Repayment of related party loans | 0 | 17,700 |
Other investing activities | 171 | (790) |
Net Cash Provided by (Used in) Investing Activities | 223,551 | (18,400) |
Cash Flows from Financing Activities: | ||
Principal repayments of debt | (300,000) | 0 |
Issuance of Preferred shares, net of issuance costs | 289,815 | 264,398 |
Distributions to Preferred Shareholders | (13,335) | (4,772) |
Satisfaction of tax receivable agreement | (50,267) | (17,895) |
Issuance of debt | 299,676 | 0 |
Purchase of Class A shares | (52,482) | (7,268) |
Payments related to issuances of Class A shares for RSUs | (34,739) | (24,284) |
Distributions paid | (219,162) | (184,820) |
Distributions paid to Non-Controlling Interests in Apollo Operating Group | (261,180) | (220,367) |
Other financing activities | (5,142) | (1,855) |
Apollo Fund and VIE related: | ||
Issuance of debt | 299,676 | 0 |
Principal repayment of debt | (300,000) | 0 |
Net Cash Used in Financing Activities | (310,719) | (131,005) |
Net Increase in Cash and Cash Equivalents, Restricted Cash and Cash Held at Consolidated Variable Interest Entities | 307,907 | 270,564 |
Cash and Cash Equivalents, Restricted Cash and Cash Held at Consolidated Variable Interest Entities, Beginning of Period | 848,060 | 859,662 |
Cash and Cash Equivalents, Restricted Cash and Cash Held at Consolidated Variable Interest Entities, End of Period | 1,155,967 | 1,130,226 |
Supplemental Disclosure of Cash Flow Information: | ||
Interest paid | 25,706 | 28,316 |
Interest paid by consolidated variable interest entities | 9,341 | 5,581 |
Income taxes paid | 5,494 | 5,616 |
Supplemental Disclosure of Non-Cash Investing Activities: | ||
Non-cash distributions from equity method investments | (24,902) | (25,808) |
Non-cash purchases of other investments, at fair value | 194,003 | 25,091 |
Non-cash distributions of other investments, at fair value | (46,623) | 0 |
Supplemental Disclosure of Non-Cash Financing Activities: | ||
Capital increases related to equity-based compensation | 57,065 | 35,106 |
Other non-cash financing activities | 105 | (247) |
Adjustments related to exchange of Apollo Operating Group units: | ||
Deferred tax assets | 47,009 | 39,298 |
Due to related parties | (39,605) | (29,839) |
Additional paid in capital | (7,404) | (9,459) |
Non-Controlling Interest in Apollo Operating Group | 32,827 | 26,596 |
Reconciliation of Cash and Cash Equivalents, Restricted Cash and Cash Held at Consolidated Variable Interest Entities to the Condensed Consolidated Statements of Financial Condition: | ||
Total Cash and Cash Equivalents, Restricted Cash and Cash and Cash Equivalents Held at Consolidated Variable Interest Entities | 848,060 | 859,662 |
Consolidated Variable Interest Entities | ||
Apollo Fund and VIE related: | ||
Net realized and unrealized gains from investing activities and debt | (20,714) | (10,590) |
Purchase of investments | (288,914) | (324,169) |
Proceeds from sale of investments | 279,606 | 280,657 |
Changes in other assets and other liabilities, net | (59,325) | (11,082) |
Cash Flows from Investing Activities: | ||
Purchase of investments | (288,914) | (324,169) |
Cash Flows from Financing Activities: | ||
Principal repayments of debt | (92,153) | (441,636) |
Issuance of debt | 0 | 474,234 |
Apollo Fund and VIE related: | ||
Issuance of debt | 0 | 474,234 |
Principal repayment of debt | (92,153) | (441,636) |
Distributions paid to Non-Controlling Interests in consolidated entities | (18,939) | (84) |
Contributions from Non-Controlling Interests in consolidated entities | $ 147,189 | $ 33,344 |
ORGANIZATION
ORGANIZATION | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION Apollo Global Management, LLC (“AGM”, together with its consolidated subsidiaries, the “Company” or “Apollo”) is a global alternative investment manager whose predecessor was founded in 1990. Its primary business is to raise, invest and manage credit, private equity and real assets funds as well as strategic investment accounts, on behalf of pension, endowment and sovereign wealth funds, as well as other institutional and individual investors. For these investment management services, Apollo receives management fees generally related to the amount of assets managed, transaction and advisory fees, incentive fees and performance allocations related to the performance of the respective funds that it manages. Apollo has three primary business segments: • Credit —primarily invests in non-control corporate and structured debt instruments including performing, stressed and distressed investments across the capital structure; • Private equity —primarily invests in control equity and related debt instruments, convertible securities and distressed debt investments; and • Real assets —primarily invests in real estate equity for the acquisition and recapitalization of real estate assets, portfolios, platforms and operating companies, and real estate debt including first mortgage and mezzanine loans, preferred equity and commercial mortgage backed securities. Organization of the Company The Company was formed as a Delaware limited liability company on July 3, 2007 and completed a reorganization of its predecessor businesses on July 13, 2007 (the “2007 Reorganization”). The Company is managed and operated by its manager, AGM Management, LLC, which in turn is indirectly wholly-owned and controlled by Leon Black, Joshua Harris and Marc Rowan, its Managing Partners. As of June 30, 2018 , the Company owned, through six intermediate holding companies, 49.9% of the economic interests of, and operated and controlled all of the businesses and affairs of, the Apollo Operating Group through its wholly-owned subsidiaries. AP Professional Holdings, L.P., a Cayman Islands exempted limited partnership (“Holdings”), is the entity through which the Managing Partners and certain of the Company’s other partners (the “Contributing Partners”) indirectly beneficially own interests in each of the partnerships that comprise the Apollo Operating Group (“AOG Units”). As of June 30, 2018 , Holdings owned the remaining 50.1% of the economic interests in the Apollo Operating Group. The Company consolidates the financial results of the Apollo Operating Group and its consolidated subsidiaries. Holdings’ ownership interest in the Apollo Operating Group is reflected as a Non-Controlling Interest in the accompanying condensed consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements are prepared in accordance with U.S. GAAP for interim financial information and instructions to the Quarterly Report on Form 10-Q. The condensed consolidated financial statements and these notes are unaudited and exclude some of the disclosures required in annual financial statements. Management believes it has made all necessary adjustments (consisting only of normal recurring items) so that the condensed consolidated financial statements are presented fairly and that estimates made in preparing its condensed consolidated financial statements are reasonable and prudent. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These condensed consolidated financial statements should be read in conjunction with the annual financial statements included in the 2017 Annual Report. The condensed consolidated financial statements include the accounts of the Company, its wholly-owned or majority-owned subsidiaries, the consolidated entities which are considered to be variable interest entities (“VIEs”) and for which the Company is considered the primary beneficiary, and certain entities which are not considered VIEs but which the Company controls through a majority voting interest. Intercompany accounts and transactions, if any, have been eliminated upon consolidation. Certain reclassifications, when applicable, have been made to the prior periods’ condensed consolidated financial statements and notes to conform to the current period’s presentation and are disclosed accordingly. Consolidation The types of entities with which Apollo is involved generally include subsidiaries (e.g., general partners and management companies related to the funds the Company manages), entities that have all the attributes of an investment company (e.g., funds) and securitization vehicles (e.g., CLOs). Each of these entities is assessed for consolidation on a case by case basis depending on the specific facts and circumstances surrounding that entity. Pursuant to the consolidation guidance, the Company first evaluates whether it holds a variable interest in an entity. Fees that are customary and commensurate with the level of services provided, and where the Company does not hold other economic interests in the entity that would absorb more than an insignificant amount of the expected losses or returns of the entity, would not be considered a variable interest. Apollo factors in all economic interests including proportionate interests through related parties, to determine if such interests are considered a variable interest. As Apollo’s interests in many of these entities are solely through market rate fees and/or insignificant indirect interests through related parties, Apollo is not considered to have a variable interest in many of these entities and no further consolidation analysis is performed. For entities where the Company has determined that it does hold a variable interest, the Company performs an assessment to determine whether each of those entities qualify as a VIE. The determination as to whether an entity qualifies as a VIE depends on the facts and circumstances surrounding each entity and therefore certain of Apollo’s funds may qualify as VIEs under the variable interest model whereas others may qualify as voting interest entities (“VOEs”) under the voting interest model. The granting of substantive kick-out rights is a key consideration in determining whether a limited partnership or similar entity is a VIE and whether or not that entity should be consolidated. Under the variable interest model, Apollo consolidates those entities where it is determined that the Company is the primary beneficiary of the entity. The Company is determined to be the primary beneficiary when it has a controlling financial interest in the VIE, which is defined as possessing both (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. When Apollo alone is not considered to have a controlling financial interest in the VIE but Apollo and its related parties under common control in the aggregate have a controlling financial interest in the VIE, Apollo will be deemed the primary beneficiary if it is the party that is most closely associated with the VIE. When Apollo and its related parties not under common control in the aggregate have a controlling financial interest in the VIE, Apollo would be deemed to be the primary beneficiary if substantially all the activities of the entity are performed on behalf of Apollo. Apollo determines whether it is the primary beneficiary of a VIE at the time it becomes initially involved with the VIE and reconsiders that conclusion continuously. Investments and redemptions (either by Apollo, related parties of Apollo or third parties) or amendments to the governing documents of the respective entity may affect an entity’s status as a VIE or the determination of the primary beneficiary. Assets and liabilities of the consolidated VIEs are primarily shown in separate sections within the condensed consolidated statements of financial condition. Changes in the fair value of the consolidated VIEs’ assets and liabilities and related interest, dividend and other income and expenses are presented within net gains from investment activities of consolidated variable interest entities in the condensed consolidated statements of operations. The portion attributable to Non-Controlling Interests is reported within net (income) loss attributable to Non-Controlling Interests in the condensed consolidated statements of operations. For additional disclosures regarding VIEs, see note 5 . Under the voting interest model, Apollo consolidates those entities it controls through a majority voting interest. Apollo does not consolidate those VOEs in which substantive kick-out rights have been granted to the unrelated investors to either dissolve the fund or remove the general partner. Cash and Cash Equivalents Apollo considers all highly liquid short-term investments with original maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents include money market funds and U.S. Treasury securities with original maturities of three months or less when purchased. Interest income from cash and cash equivalents is recorded in interest income in the condensed consolidated statements of operations. The carrying values of the money market funds and U.S. Treasury securities was $743.3 million and $404.7 million as of June 30, 2018 and December 31, 2017 , respectively, which approximate their fair values due to their short-term nature and are categorized as Level I within the fair value hierarchy. Substantially all of the Company’s cash on deposit is in interest bearing accounts with major financial institutions and exceed insured limits. U.S. Treasury securities, at fair value U.S. Treasury securities, at fair value includes U.S. Treasury bills with original maturities greater than three months when purchased. These securities are recorded at fair value. Interest income on such securities is separately presented from the overall change in fair value and is recognized in interest income in the condensed consolidated statements of operations. Any remaining change in fair value of such securities, that is not recognized as interest income, is recognized in net gains (losses) from investment activities in the condensed consolidated statements of operations. Fair Value of Financial Instruments Apollo has elected the fair value option for the Company’s investment in Athene Holding, the assets and liabilities of certain of its consolidated VIEs (including CLOs), the Company’s U.S. Treasury securities with original maturities greater than three months when purchased, and certain of the Company’s other investments. Such election is irrevocable and is applied to financial instruments on an individual basis at initial recognition. The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. Except for the Company’s debt obligations, financial instruments are generally recorded at fair value or at amounts whose carrying values approximate fair value. The actual realized gains or losses will depend on, among other factors, future operating results, the value of the assets and market conditions at the time of disposition, any related transaction costs and the timing and manner of sale, all of which may ultimately differ significantly from the assumptions on which the valuations were based. Fair Value Hierarchy U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is affected by a number of factors, including the type of financial instrument, the characteristics specific to the financial instrument and the state of the marketplace, including the existence and transparency of transactions between market participants. Financial instruments with readily available quoted prices in active markets generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Financial instruments measured and reported at fair value are classified and disclosed based on the observability of inputs used in the determination of fair values, as follows: Level I - Quoted prices are available in active markets for identical financial instruments as of the reporting date. The types of financial instruments included in Level I include listed equities and debt. The Company does not adjust the quoted price for these financial instruments, even in situations where the Company holds a large position and the sale of such position would likely deviate from the quoted price. Level II - Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. Financial instruments that are generally included in this category include corporate bonds and loans, less liquid and restricted equity securities and certain over-the-counter derivatives where the fair value is based on observable inputs. These financial instruments exhibit higher levels of liquid market observability as compared to Level III financial instruments. Level III - Pricing inputs are unobservable for the financial instrument and includes situations where there is little observable market activity for the financial instrument. The inputs into the determination of fair value may require significant management judgment or estimation. Financial instruments that are included in this category generally include general and limited partner interests in corporate private equity and real assets funds, opportunistic credit funds, distressed debt and non-investment grade residual interests in securitizations and CDOs and CLOs where the fair value is based on observable inputs as well as unobservable inputs. When a security is valued based on broker quotes, the Company subjects those quotes to various criteria in making the determination as to whether a particular financial instrument would qualify for classification as Level II or Level III. These criteria include, but are not limited to, the number and quality of the broker quotes, the standard deviations of the observed broker quotes, and the percentage deviation from independent pricing services. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, a financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument when the fair value is based on unobservable inputs. Transfers between levels of the fair value hierarchy are recognized as of the end of the reporting period. Equity Method Investments For investments in entities over which the Company exercises significant influence but which do not meet the requirements for consolidation and for which the Company has not elected the fair value option, the Company uses the equity method of accounting, whereby the Company records its share of the underlying income or loss of such entities. The Company’s share of the underlying net income or loss of such entities is recorded in principal investment income in the condensed consolidated statements of operations. The carrying amounts of equity method investments are recorded in investments in the condensed consolidated statements of financial condition. As the underlying entities that the Company manages and invests in are, for U.S. GAAP purposes, primarily investment companies which reflect their investments at estimated fair value, the carrying value of the Company’s equity method investments in such entities approximates fair value. Financial Instruments held by Consolidated VIEs The Company measures both the financial assets and financial liabilities of the consolidated CLOs in its condensed consolidated financial statements using the fair value of the financial assets of the consolidated CLOs, which are more observable than the fair value of the financial liabilities of the consolidated CLOs. As a result, the financial assets of the consolidated CLOs are measured at fair value and the financial liabilities are measured in consolidation as: (i) the sum of the fair value of the financial assets and the carrying value of any non-financial assets that are incidental to the operations of the CLOs less (ii) the sum of the fair value of any beneficial interests retained by the Company (other than those that represent compensation for services) and the Company’s carrying value of any beneficial interests that represent compensation for services. The resulting amount is allocated to the individual financial liabilities (other than the beneficial interest retained by the Company) using a reasonable and consistent methodology. Under the measurement alternative, net (income) loss attributable to Apollo Global Management, LLC reflects the Company’s own economic interests in the consolidated CLOs including (i) changes in the fair value of the beneficial interests retained by the Company and (ii) beneficial interests that represent compensation for collateral management services. The consolidated VIEs hold investments that could be traded over-the-counter. Investments in securities that are traded on a securities exchange or comparable over-the-counter quotation systems are valued based on the last reported sale price at that date. If no sales of such investments are reported on such date, and in the case of over-the-counter securities or other investments for which the last sale date is not available, valuations are based on independent market quotations obtained from market participants, recognized pricing services or other sources deemed relevant, and the prices are based on the average of the “bid” and “ask” prices, or at ascertainable prices at the close of business on such day. Market quotations are generally based on valuation pricing models or market transactions of similar securities adjusted for security-specific factors such as relative capital structure priority and interest and yield risks, among other factors. When market quotations are not available, a model based approach is used to determine fair value. Deferred Revenue Apollo records deferred revenue, which is a type of contract liability, when consideration is received in advance of management services provided. Apollo also earns management fees subject to the Management Fee Offset (described below). When advisory and transaction fees are earned by the management company, the Management Fee Offset reduces the management fee obligation of the fund. When the Company receives cash for advisory and transaction fees, a certain percentage of such advisory and/or transaction fees, as applicable, is allocated as a credit to reduce future management fees, otherwise payable by such fund. Such credit is recorded as deferred revenue in the condensed consolidated statements of financial condition. A portion of any excess advisory and transaction fees may be required to be returned to the limited partners of certain funds upon such fund’s liquidation. As the management fees earned by the Company are presented on a gross basis, any Management Fee Offsets calculated are presented as a reduction to advisory and transaction fees in the condensed consolidated statements of operations. Additionally, Apollo earns advisory fees pursuant to the terms of the advisory agreements with certain of the portfolio companies that are owned by the funds Apollo manages. When Apollo receives a payment from a portfolio company that exceeds the advisory fees earned at that point in time, the excess payment is recorded as deferred revenue in the condensed consolidated statements of financial condition. The advisory agreements with the portfolio companies vary in duration and the associated fees are received monthly, quarterly or annually. Deferred revenue is reversed and recognized as revenue over the period that the agreed upon services are performed. There was $119.7 million of revenue recognized during the six months ended June 30, 2018 that was previously deferred as of January 1, 2018. Under the terms of the funds’ partnership agreements, Apollo is normally required to bear organizational expenses over a set dollar amount and placement fees or costs in connection with the offering and sale of interests in the funds it manages to investors. The placement fees are payable to placement agents, who are independent third parties that assist in identifying potential investors, securing commitments to invest from such potential investors, preparing or revising offering and marketing materials, developing strategies for attempting to secure investments by potential investors and/or providing feedback and insight regarding issues and concerns of potential investors, when a limited partner either commits or funds a commitment to a fund. In certain instances the placement fees are paid over a period of time. Based on the management agreements with the funds, Apollo considers placement fees and organizational costs paid in determining if cash has been received in excess of the management fees earned. Placement fees and organizational costs are normally the obligation of Apollo but can be paid for by the funds. When these costs are paid by the fund, the resulting obligations are included within deferred revenue. The deferred revenue balance will also be reduced during future periods when management fees are earned but not paid. Revenues The Company’s revenues are reported in four separate categories that include (i) management fees; (ii) advisory and transaction fees, net; (iii) investment income which is comprised of two subcomponents: (1) performance allocations and (2) principal investment income; and (iv) incentive fees. On January 1, 2018, the Company adopted new revenue guidance issued by the FASB for recognizing revenue from contracts with customers. The new revenue guidance requires that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services (i.e., the transaction price). When determining the transaction price under the new revenue guidance, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. The new revenue guidance also requires improved disclosures to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue that is recognized. The Company has concluded that its management fees, advisory and transaction fees, and incentive fees are within the scope of the new revenue guidance. For incentive fees, the new revenue guidance delays the timing of certain revenues compared to the prior accounting treatment. These amounts were previously recognized in carried interest income in the condensed consolidated statements of operations and are now recognized separately within its own line, incentive fees. Effective January 1, 2018, the Company implemented a change in accounting principle for performance allocations to be accounted for under guidance applicable to equity method investments, and therefore not within the scope of the new revenue guidance. The accounting change does not change the timing or amount of revenue recognized related to performance allocation arrangements. These amounts were previously recognized within carried interest income in the condensed consolidated statements of operations and carried interest receivable within the condensed consolidated statements of financial condition. As a result of the change in accounting principle, the Company recognizes performance allocations within investment income along with the related principal investment income (as described further below) in the condensed consolidated statements of operations and within the investments line in the condensed consolidated statements of financial condition. The Company applied this change in accounting principle on a full retrospective basis. The new revenue guidance was adopted on a modified retrospective basis. The adoption of the new revenue guidance did not have a material impact on the Company. In connection with the adoption of the new revenue guidance, the Company recorded a cumulative effect adjustment to total shareholders’ equity as of January 1, 2018 in the amount of $19.4 million net of taxes. Prior periods have not been recast to reflect the new revenue guidance. Accordingly, prior periods reflect recognition under the previous guidance whereby incentive fees were recorded on an assumed liquidation basis at each reporting date. Refer to disclosures below for additional information on each of the Company’s revenue streams. Management Fees Management fees for funds are recognized over time during the periods in which the related services are performed in accordance with the contractual terms of the related agreement. Management fees are generally based on (1) a percentage of the capital committed during the commitment period, and thereafter based on the remaining invested capital of unrealized investments, or (2) net asset value, gross assets or as otherwise defined in the respective agreements. Included in management fees are certain expense reimbursements where the Company is considered the principal under the agreements and is required to record the expense and related reimbursement revenue on a gross basis. Advisory and Transaction Fees, Net Advisory fees, including monitoring fees and directors’ fees, are generally recognized over time as the underlying services are provided in accordance with the contractual terms of the related agreement. The Company receives such fees in exchange for ongoing management consulting, monitoring, and oversight of portfolio company operations. Transaction fees, including structuring fees and arranging fees are generally recognized at a point in time when the underlying services rendered are complete. The amounts due from portfolio companies are recorded in due from related parties, which is discussed further in note 13 . Under the terms of the limited partnership agreements for certain funds, the management fee payable by the funds may be subject to a reduction based on a certain percentage of such advisory and transaction fees, net of applicable broken deal costs (“Management Fee Offset”). Advisory and transaction fees are presented net of the Management Fee Offset in the condensed consolidated statements of operations. Underwriting fees, which are also included within advisory and transaction fees, net, include gains, losses and fees, arising from securities offerings in which one of the Company’s subsidiaries participates in the underwriter syndicate. Underwriting fees are recognized at a point in time when the underwriting is completed. Underwriting fees recognized but not received are recorded in other assets on the condensed consolidated statements of financial condition. During the normal course of business, the Company incurs certain costs related to certain transactions that are not consummated (“broken deal costs”). These costs (e.g., research costs, due diligence costs, professional fees, legal fees and other related items) are determined to be broken deal costs upon management’s decision to no longer pursue the transaction. In accordance with the related fund agreement, in the event the deal is deemed broken, all of the costs are reimbursed by the funds and then included as a component of the calculation of the Management Fee Offset. If a deal is successfully completed, Apollo is reimbursed by the fund or fund’s portfolio company for all costs incurred and no offset is generated. As the Company acts as an agent for the funds it manages, any transaction costs incurred and paid by the Company on behalf of the respective funds relating to successful or broken deals are recorded net on the Company’s condensed consolidated statements of operations, and any receivable from the respective funds is recorded in due from related parties on the condensed consolidated statements of financial condition. Investment Income Investment income is comprised of two subcomponents: (1) performance allocations and (2) principal investment income. Performance Allocations Performance allocations are a type of performance revenue (i.e., income earned based on the extent to which an entity’s performance exceeds predetermined thresholds). Performance allocations are generally structured from a legal standpoint as an allocation of capital in which the asset manager’s capital account receives allocations of the returns of an entity when those returns exceed predetermined thresholds. The determination of which performance revenues are considered performance allocations is primarily based on the terms of an agreement with the entity. As noted above, as a result of a change in accounting principle, the Company recognizes performance allocations within investment income along with the related principal investment income (as described further below) in the condensed consolidated statements of operations and within the investments line in the condensed consolidated statements of financial condition. Principal Investment Income Principal investment income includes the Company’s income or loss from equity method investments and certain other investments in entities in which the Company is generally eligible to receive performance allocations. Income from equity method investments includes the Company’s share of net income or loss generated from its investments, which are not consolidated, but in which the Company exerts significant influence. Prior to the change in accounting principle noted above, income from equity method investments was included within other income (loss) in the condensed consolidated statements of operations. All prior periods have been conformed to reflect this change in presentation. Incentive Fees Incentive fees are a type of performance revenue. Incentive fees differ from performance allocations in that incentive fees do not represent an allocation of capital but rather a contractual fee arrangement with the entity. Incentive fees are considered a form of variable consideration under the new guidance as they are subject to clawback or reversal and therefore must be deferred until the fees are probable to not be significantly reversed. Accrued but unpaid incentive fees are reported within incentive fees receivable in the Company’s condensed consolidated statements of financial condition. As noted earlier, prior to the adoption of the new revenue guidance, incentive fees were recognized on an assumed liquidation basis. The Company’s incentive fees primarily relate to the credit segment and are generally received from the management of CLOs, managed accounts and AINV. As it relates to AINV, incentive fees include a quarterly fee on the pre-incentive fee net investment income (“AINV Part I Fees”) of AINV. For purposes of the AINV Part I Fees, the net investment income of AINV includes interest income, dividend income and certain other income but excludes any realized and unrealized capital gains or losses. Such AINV Part I Fees are paid quarterly and are not subject to repayment. Therefore, the recognition of these fees are not impacted by the adoption of the new revenue guidance. Compensation and Benefits Equity-Based Compensation Equity-based awards granted to employees as compensation are measured based on the grant date fair value of the award. Equity-based awards that do not require future service (i.e., vested awards) are expensed immediately. Equity-based employee awards that require future service are expensed over the relevant service period. In addition, the Company provides for the vesting of certain restricted stock units (“RSUs”) subject to continued employment and certain performance metrics being achieved. In accordance with U.S. GAAP, equity-based compensation expense for such awards is recognized on an accelerated recognition method over the requisite service period to the extent the performance metrics are met or deemed probable. Equity-based awards granted to non-employees for services provided to related parties are remeasured to fair value at the end of each reporting period and expensed over the relevant service period. The Company accounts for forfeitures of equity-based awards when they occur. Profit Sharing Profit sharing expense and profit sharing payable primarily consist of a portion of performance allocations and incentive fees (collectively, “performance revenues”) earned from certain funds that are allocated to employees, former employees and Contributing Partners. Profit sharing amounts are recognized as the related performance revenues are earned. Accordingly, profit sharing amounts can be reversed during periods when there is a decline in performance revenues that were previously recognized. Profit sharing amounts are generally not paid until the related performance revenue is distributed to the general partner upon realization of the fund’s investments. Under certain profit sharing arrangements, the Company requires that a portion of certain of the performance revenues distributed to our employees be used to purchase Class A restricted shares issued under our 2007 Equity Plan. Prior to distribution of the performance revenue, the Company records the value of the equity-based awards expected to be granted in other assets and other liabilities within the condensed consolidated statements of financial condition. Such equity-based awards are recorded as equity-based compensation expense over the relevant service period once granted. Additionally, profit sharing amounts previously distributed may be subject to clawback from employees, former employees and Contributing Partners. When applicable, the accrual for potential clawback of previously distributed profit sharing amounts, which is a component of due from related parties on the condensed consolidated statements of financial condition, represents all amounts previously distributed to employees, former employees and Contributing Partners that would need to be returned to the general partner if the Apollo funds were to be liquidated based on the fair value of the underlying funds’ investments as of the reporting date. The actual general partner receivable, however, would not become realized until the end of a fund’s life. Profit sharing payable also includes contingent consideration obligations that were recognize |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Jun. 30, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENTS | INVESTMENTS The following table represents Apollo’s investments: As of As of Investments, at fair value $ 917,441 $ 866,998 Equity method investments 911,942 863,906 Performance allocations 1,401,205 1,828,930 Total Investments $ 3,230,588 $ 3,559,834 Investments, at Fair Value Investments, at fair value, consist of investments for which the fair value option has been elected and primarily include the Company’s investment in Athene Holding and investments in debt of unconsolidated CLOs. Changes in the fair value related to these investments are presented in net gains from investment activities except for certain investments for which the Company is entitled to receive performance allocations. For those investments, changes in fair value are presented in principal investment income. The Company’s investment in Athene Holding, for which the fair value option was elected, and its equity method investment in Fund VIII met the significance criteria as defined by the SEC for the period ended June 30, 2018 . As such, the following table presents summarized financial information of Athene Holding and Fund VIII: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 (1) 2017 2018 (1) 2017 in millions Statements of Operations Revenues $ 1,377 $ 2,329 $ 4,401 $ 4,855 Expenses 712 1,471 4,150 2,741 Income before income tax provision 665 858 251 2,114 Income tax provision 60 11 95 34 Net income $ 605 $ 847 $ 156 $ 2,080 (1) Certain financial information for the three and six months ended June 30, 2018 is presented a quarter in arrears and reflects the financial information for the three and six months ended March 31, 2018 , which represents the latest available financial information as of the date of this report. Net Gains (Losses) from Investment Activities The following table presents the realized and net change in unrealized gains (losses) reported in net gains (losses) from investment activities: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Realized gains (losses) on sales of investments, net $ — $ (148 ) $ 66 $ (148 ) Net change in unrealized gains (losses) due to changes in fair value (67,505 ) (365 ) (134,704 ) 34,152 Net gains (losses) from investment activities $ (67,505 ) $ (513 ) $ (134,638 ) $ 34,004 Equity Method Investments Apollo’s equity method investments include its investments in the credit, private equity and real assets funds it manages, which are not consolidated, but in which the Company exerts significant influence. Apollo’s share of net income generated by these investments is recorded in principal investment income in the condensed consolidated statements of operations. Equity method investments consisted of the following: Equity Held as of June 30, 2018 (4) December 31, 2017 (4) Credit (2) $ 403,336 $ 325,267 Private Equity (1) 480,699 509,707 Real Assets 27,907 28,932 Total equity method investments (3) $ 911,942 $ 863,906 (1) The equity method investment in Fund VIII was $385.0 million and $385.7 million as of June 30, 2018 and December 31, 2017 , respectively, representing an ownership percentage of 2.2% and 2.2% as of June 30, 2018 and December 31, 2017 , respectively. (2) The equity method investment in AINV was $54.9 million and $56.5 million as of June 30, 2018 and December 31, 2017 , respectively. The value of the Company’s investment in AINV was $49.4 million and $50.2 million based on the quoted market price as of June 30, 2018 and December 31, 2017 , respectively. (3) Certain funds invest across multiple segments. The presentation in the table above is based on the classification of the majority of such funds’ investments. (4) Some amounts included are a quarter in arrears. Performance Allocations Performance allocations from private equity, credit and real assets funds consisted of the following: As of June 30, 2018 As of December 31, 2017 Private Equity $ 981,558 $ 1,404,777 Credit 394,850 395,340 Real Assets 24,797 28,813 Total performance allocations $ 1,401,205 $ 1,828,930 The table below provides a roll forward of the performance allocations balance: Private Equity Credit Real Assets Total Performance allocations, January 1, 2018 $ 1,404,777 $ 395,340 $ 28,813 $ 1,828,930 Change in fair value of funds (87,702 ) 84,713 2,272 (717 ) Fund distributions to the Company (335,517 ) (1) (85,203 ) (6,288 ) (427,008 ) Performance allocations, June 30, 2018 $ 981,558 $ 394,850 $ 24,797 $ 1,401,205 (1) Includes realized performance allocations of $169.9 million from AP Alternative Assets, L.P. (“AAA”), settled in the form of shares of Athene Holding. The change in fair value of funds excludes the reversal of previously realized performance allocations due to the general partner obligation to return previously distributed performance allocations, which is recorded in due to related parties in the consolidated statements of financial condition. See note 13 for further disclosure regarding the general partner obligation. The timing of the payment of performance allocations due to the general partner or investment manager varies depending on the terms of the applicable fund agreements. Generally, performance allocations with respect to the private equity funds and certain credit and real assets funds is payable and is distributed to the fund’s general partner upon realization of an investment if the fund’s cumulative returns are in excess of the preferred return. |
PROFIT SHARING PAYABLE
PROFIT SHARING PAYABLE | 6 Months Ended |
Jun. 30, 2018 | |
Profit Sharing Payable [Abstract] | |
PROFIT SHARING PAYABLE | PROFIT SHARING PAYABLE Profit sharing payable consisted of the following: As of June 30, 2018 As of December 31, 2017 Credit $ 270,785 $ 265,791 Private Equity 377,691 475,556 Real Assets 11,431 10,929 Total profit sharing payable $ 659,907 $ 752,276 The table below provides a roll forward of the profit sharing payable balance: Private Equity Credit Real Assets Total Profit sharing payable, January 1, 2018 $ 475,556 $ 265,791 $ 10,929 $ 752,276 Profit sharing expense 4,490 51,207 1,247 56,944 Payments/other (1) (102,355 ) (2) (46,213 ) (745 ) (149,313 ) Profit sharing payable, June 30, 2018 $ 377,691 $ 270,785 $ 11,431 $ 659,907 (1) Includes $10.6 million associated with the adoption of new revenue recognition accounting guidance, as discussed in note 2 . (2) Includes $46.6 million associated with profit sharing expense related to AAA that was settled in the form of shares of Athene Holding. Profit sharing expense includes (i) changes in amounts payable to employees and former employees entitled to a share of performance revenues in Apollo’s funds and (ii) changes to the fair value of the contingent consideration obligations recognized in connection with certain Apollo acquisitions. Profit sharing expense excludes the potential return of profit sharing distributions that would be due if certain funds were liquidated, which is recorded in due from related parties in the consolidated statements of financial condition. See note 13 for further disclosure regarding the potential return of profit sharing distributions. As discussed in note 2 , under certain profit sharing arrangements, the Company requires that a portion of certain of the performance revenues distributed to our employees be used to purchase Class A restricted shares issued under our 2007 Equity Plan. Prior to distribution of the performance revenues, the Company records the value of the equity-based awards expected to be granted in other assets and other liabilities within the condensed consolidated statements of financial condition. See note 7 for further disclosure regarding deferred equity-based compensation. |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES | VARIABLE INTEREST ENTITIES As described in note 2 , the Company consolidates entities that are VIEs for which the Company has been designated as the primary beneficiary. There is no recourse to the Company for the consolidated VIEs’ liabilities. Consolidated Variable Interest Entities Apollo has consolidated VIEs in accordance with the policy described in note 2 . Through its role as investment manager of these VIEs, the Company determined that Apollo has the power to direct the activities that most significantly impact the economic performance of these VIEs. Additionally, Apollo determined that its interests, both directly and indirectly from these VIEs, represent rights to returns that could potentially be significant to such VIEs. As a result, Apollo determined that it is the primary beneficiary and therefore should consolidate the VIEs. Certain CLOs are consolidated by Apollo as the Company is considered to hold a controlling financial interest through direct and indirect interests in these CLOs exclusive of management and performance-based fees received. Through its role as collateral manager of these VIEs, the Company determined that Apollo has the power to direct the activities that most significantly impact the economic performance of these VIEs. These CLOs were formed for the sole purpose of issuing collateralized notes to investors. The assets of these VIEs are primarily comprised of senior secured loans and the liabilities are primarily comprised of debt. The assets of consolidated CLOs are not available to creditors of the Company. In addition, the investors in these consolidated CLOs have no recourse against the assets of the Company. The Company measures both the financial assets and the financial liabilities of the CLOs using the fair value of the financial assets as further described in note 2 . The Company has elected the fair value option for financial instruments held by its consolidated CLOs, which includes investments in loans and corporate bonds, as well as debt obligations and contingent obligations held by such consolidated CLOs. Other assets include amounts due from brokers and interest receivables. Other liabilities include payables for securities purchased, which represent open trades within the consolidated CLOs and primarily relate to corporate loans that are expected to settle within 60 days . Net Gains from Investment Activities of Consolidated Variable Interest Entities The following table presents net gains from investment activities of the consolidated VIEs: For the Three Months Ended For the Six Months Ended 2018 (1) 2017 (1) 2018 (1) 2017 (1) Net gains (losses) from investment activities $ (9 ) $ 7,526 $ 5,313 $ 9,516 Net gains from debt 6,824 3,567 8,174 2,684 Interest and other income 9,148 8,621 18,727 16,443 Interest and other expenses (6,750 ) (13,582 ) (16,469 ) (18,403 ) Net gains from investment activities of consolidated variable interest entities $ 9,213 $ 6,132 $ 15,745 $ 10,240 (1) Amounts reflect consolidation eliminations. Senior Secured Notes, Subordinated Notes and Secured Borrowings Included within debt are amounts due to third-party institutions by the consolidated VIEs. The following table summarizes the principal provisions of the debt of the consolidated VIEs: As of June 30, 2018 As of December 31, 2017 Principal Outstanding Weighted Average Interest Rate Weighted Average Remaining Maturity in Years Principal Outstanding Weighted Average Interest Rate Weighted Average Remaining Maturity in Years Senior Secured Notes (2) $ 783,596 1.66 % 11.7 $ 806,603 1.68 % 12.2 Subordinated Notes (2) 97,520 N/A (1) 21.9 100,188 N/A (1) 22.4 Secured Borrowings (2)(3) 18,976 3.20 % 9.3 109,438 2.70 % 9.3 Total $ 900,092 $ 1,016,229 (1) The subordinated notes do not have contractual interest rates but instead receive distributions from the excess cash flows of the VIEs. (2) The debt of the consolidated VIEs is collateralized by assets of the consolidated VIEs and assets of one vehicle may not be used to satisfy the liabilities of another vehicle. The fair value of the debt and collateralized assets of the Senior Secured Notes, Subordinated Notes and Secured Borrowings are presented below: As of June 30, 2018 As of December 31, 2017 Debt at fair value $ 880,215 $ 1,002,063 Collateralized assets $ 1,299,000 $ 1,328,586 (3) Secured borrowings consist of a consolidated VIE’s obligation through a repurchase agreement redeemable at maturity with a third party lender. The fair value of the secured borrowings as of June 30, 2018 and December 31, 2017 was $19.0 million and $109.4 million , respectively. The consolidated VIEs’ debt obligations contain various customary loan covenants. As of June 30, 2018 , the Company was not aware of any instances of non-compliance with any of these covenants. Variable Interest Entities Which are Not Consolidated The Company holds variable interests in certain VIEs which are not consolidated, as it has been determined that Apollo is not the primary beneficiary. The following table presents the carrying amounts of the assets and liabilities of the VIEs for which Apollo has concluded that it holds a significant variable interest, but that it is not the primary beneficiary. In addition, the table presents the maximum exposure to losses relating to these VIEs. As of As of Assets: Cash $ 188,818 $ 254,791 Investments 4,477,129 6,230,397 Receivables 62,831 36,601 Total Assets $ 4,728,778 $ 6,521,789 Liabilities: Debt and other payables $ 3,282,527 $ 3,285,263 Total Liabilities $ 3,282,527 $ 3,285,263 Apollo Exposure (1) $ 221,346 $ 252,605 (1) Represents Apollo’s direct investment in those entities in which Apollo holds a significant variable interest and certain other investments. Additionally, cumulative performance allocations are subject to reversal in the event of future losses, as discussed in note 14 . |
FAIR VALUE MEASUREMENTS OF FINA
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS | FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS The following tables summarize the Company’s financial assets and financial liabilities recorded at fair value by fair value hierarchy level: As of June 30, 2018 Level I Level II Level III Total Cost Assets Investments, at fair value: Investment in Athene Holding $ 178,042 $ 637,239 $ — $ 815,281 $ 510,784 Investment in Athora Holding — — 25,216 25,216 26,534 Other investments — 41,289 35,655 (1) 76,944 71,737 Total investments, at fair value 178,042 678,528 60,871 917,441 609,055 Investments of VIEs, at fair value — 910,276 268,623 1,178,899 Investments of VIEs, valued using NAV — — — 3,872 Total investments of VIEs, at fair value — 910,276 268,623 1,182,771 Derivative assets (2) — 293 — 293 Total Assets $ 178,042 $ 1,589,097 $ 329,494 $ 2,100,505 Liabilities Liabilities of VIEs, at fair value $ — $ 880,215 $ — $ 880,215 Contingent consideration obligations (3) — — 82,000 82,000 Derivative liabilities (2) — 1,073 — 1,073 Total Liabilities $ — $ 881,288 $ 82,000 $ 963,288 As of December 31, 2017 Level I Level II Level III Total Cost Assets U.S. Treasury securities, at fair value $ 364,649 $ — $ — $ 364,649 $ 363,812 Investments, at fair value: Investment in Athene Holding — 802,985 — 802,985 387,526 Other investments 205 28,107 35,701 64,013 61,179 Total investments, at fair value 205 831,092 35,701 866,998 448,705 Investments of VIEs, at fair value — 1,058,999 132,348 1,191,347 Investments of VIEs, valued using NAV — — — 4,843 Total investments of VIEs, at fair value — 1,058,999 132,348 1,196,190 Derivative assets (2) — 478 — 478 Total Assets $ 364,854 $ 1,890,569 $ 168,049 $ 2,428,315 Liabilities Liabilities of VIEs, at fair value $ — $ 1,002,063 $ 12,620 $ 1,014,683 Contingent consideration obligations (3) — — 92,600 92,600 Derivative liabilities (2) — 1,537 — 1,537 Total Liabilities $ — $ 1,003,600 $ 105,220 $ 1,108,820 (1) Other investments excludes $5.0 million of performance allocations classified as Level III related to certain investments for which the Company has elected the fair value option. The Company’s policy is to account for performance allocations as an investment. (2) Derivative assets and derivative liabilities are presented as a component of Other assets and Other liabilities, respectively, in the condensed consolidated statements of financial condition. (3) Profit sharing payable includes contingent obligations classified as Level III. There were no transfers of financial assets or liabilities between Level I and Level II for the three and six months ended June 30, 2018 and 2017 . The following tables summarize the changes in financial assets measured at fair value for which Level III inputs have been used to determine fair value: For the Three Months Ended June 30, 2018 Investment in Athora Holding Other Investments Investments of Consolidated VIEs Total Balance, Beginning of Period $ 26,534 $ 30,758 $ 293,260 $ 350,552 Purchases — — (4,665 ) (4,665 ) Sales of investments/distributions — (1 ) (2,544 ) (2,545 ) Net realized gains — 2 48 50 Changes in net unrealized gains (losses) (1,318 ) 2,953 8,210 9,845 Cumulative translation adjustment — (2,615 ) (8,030 ) (10,645 ) Transfer into Level III (1) — 4,558 — 4,558 Transfer out of Level III (1) — — (17,656 ) (17,656 ) Balance, End of Period $ 25,216 $ 35,655 $ 268,623 $ 329,494 Change in net unrealized gains (losses) included in net gains from investment activities related to investments still held at reporting date $ (1,318 ) $ 2,955 $ — $ 1,637 Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to investments still held at reporting date — — 9,951 9,951 (1) Transfers between Level II and III were a result of subjecting the broker quotes on these financial assets to various criteria which include the number and quality of broker quotes, the standard deviation of obtained broker quotes and the percentage deviation from independent pricing services. For the Three Months Ended June 30, 2017 Other Investments Investments of Consolidated VIEs Total Balance, Beginning of Period $ 46,242 $ 137,344 $ 183,586 Purchases 4,699 42,791 47,490 Sale of investments/distributions (8 ) (20,713 ) (20,721 ) Net realized gains — 138 138 Changes in net unrealized gains (losses) (324 ) 4,807 4,483 Cumulative translation adjustment 3,113 6,299 9,412 Balance, End of Period $ 53,722 $ 170,666 $ 224,388 Change in net unrealized losses included in net gains from investment activities related to investments still held at reporting date $ (325 ) $ — $ (325 ) Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to investments still held at reporting date — 5,013 5,013 For the Six Months Ended June 30, 2018 Investment in Athora Holding Other Investments Investments of Consolidated VIEs Total Balance, Beginning of Period $ — $ 35,701 $ 132,348 $ 168,049 Purchases 26,534 39,228 137,822 203,584 Sale of investments/distributions — (28,316 ) (14,205 ) (42,521 ) Net realized gains (losses) — 415 (1,112 ) (697 ) Changes in net unrealized gains (losses) (1,318 ) 2,738 17,119 18,539 Cumulative translation adjustment — (929 ) (4,476 ) (5,405 ) Transfer into Level III (1) — 4,558 18,783 23,341 Transfer out of Level III (1) — (17,740 ) (17,656 ) (35,396 ) Balance, End of Period $ 25,216 $ 35,655 $ 268,623 $ 329,494 Change in net unrealized gains (losses) included in net gains (losses) from investment activities related to investments still held at reporting date $ (1,318 ) $ 2,738 $ — $ 1,420 Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to investments still held at reporting date — — 15,963 15,963 For the Six Months Ended June 30, 2017 Other Investments Investments of Consolidated VIEs Total Balance, Beginning of Period $ 45,721 $ 92,474 $ 138,195 Purchases 4,699 86,240 90,939 Sale of investments/distributions (8 ) (32,801 ) (32,809 ) Net realized gains (losses) (14 ) 186 172 Changes in net unrealized gains (losses) (385 ) 7,809 7,424 Cumulative translation adjustment 3,649 7,189 10,838 Transfer into Level III (1) 60 9,569 9,629 Balance, End of Period $ 53,722 $ 170,666 $ 224,388 Change in net unrealized losses included in net gains (losses) from investment activities related to investments still held at reporting date $ (399 ) $ — $ (399 ) Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to investments still held at reporting date — 7,914 7,914 (1) Transfers between Level II and III were a result of subjecting the broker quotes on these financial assets to various criteria which include the number and quality of broker quotes, the standard deviation of obtained broker quotes and the percentage deviation from independent pricing services. The following tables summarize the changes in fair value in financial liabilities measured at fair value for which Level III inputs have been used to determine fair value: For the Three Months Ended June 30, 2018 2017 Contingent Consideration Obligations Liabilities of Consolidated VIEs & Apollo Funds Contingent Consideration Obligations Total Balance, Beginning of Period $ 90,500 $ 11,227 $ 87,663 $ 98,890 Payments — (35 ) (1,865 ) (1,900 ) Net realized gains — (1 ) — (1 ) Changes in net unrealized (gains) losses (1) (8,500 ) 816 1,102 1,918 Balance, End of Period $ 82,000 $ 12,007 $ 86,900 $ 98,907 Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to liabilities still held at reporting date $ — $ 815 $ — $ 815 (1) Changes in fair value of contingent consideration obligations are recorded in profit sharing expense in the condensed consolidated statements of operations. For the Six Months Ended June 30, 2018 2017 Liabilities of Consolidated VIEs & Apollo Funds Contingent Consideration Obligations Total Liabilities of Consolidated VIEs & Apollo Funds Contingent Consideration Obligations Total Balance, Beginning of Period $ 12,620 $ 92,600 $ 105,220 $ 11,055 $ 106,282 $ 117,337 Additions — — — 97 — 97 Payments (12,620 ) (2,564 ) (15,184 ) (94 ) (16,821 ) (16,915 ) Net realized gains — — — (10 ) — (10 ) Changes in net unrealized gains (losses) (1) — (8,036 ) (8,036 ) 959 (2,561 ) (1,602 ) Balance, End of Period $ — $ 82,000 $ 82,000 $ 12,007 $ 86,900 $ 98,907 Change in net unrealized gains (losses) included in net gains from investment activities of consolidated VIEs related to liabilities still held at reporting date $ — $ — $ — $ 952 $ — $ 952 (1) Changes in fair value of contingent consideration obligations are recorded in profit sharing expense in the condensed consolidated statements of operations. The following tables summarize the quantitative inputs and assumptions used for financial assets and liabilities categorized as Level III under the fair value hierarchy: As of June 30, 2018 Fair Value Valuation Techniques Unobservable Inputs Ranges Weighted Average Financial Assets Investment in Athora Holding $ 25,216 Cost (1) N/A N/A N/A Other investments 6,938 Third Party Pricing N/A N/A N/A 28,717 Discounted cash flow Discount rate 16.0% 16.0% Investments of consolidated VIEs: Equity securities 268,623 Book value multiple Book value multiple 0.59x 0.59x Discounted cash flow Discount rate 13.4% 13.4% Total Financial Assets $ 329,494 Financial Liabilities Contingent consideration obligation $ 82,000 Discounted cash flow Discount rate 16.8% 16.8% Total Financial Liabilities $ 82,000 As of December 31, 2017 Fair Value Valuation Techniques Unobservable Inputs Ranges Weighted Average Financial Assets Other investments $ 20,641 Third party pricing N/A N/A N/A 15,060 Cost (1) N/A N/A N/A Investments of consolidated VIEs: Corporate loans/bonds/CLO notes 6,824 Third party pricing N/A N/A N/A Equity securities 125,524 Book value multiple Book value multiple 0.71x 0.71x Discounted cash flow Discount rate 13.4% 13.4% Total investments of consolidated VIEs 132,348 Total Financial Assets $ 168,049 Financial Liabilities Liabilities of consolidated VIEs $ 12,620 Other N/A N/A N/A Contingent consideration obligation 92,600 Discounted cash flow Discount rate 17.3% 17.3% Total Financial Liabilities $ 105,220 (1) The valuation technique used is cost as it approximates the fair value of the investment. Fair Value Measurement of Investment in Athene Holding As of June 30, 2018 the fair value of Apollo’s Level I investment in Athene Holding was estimated using the closing market price of Athene Holding shares of $43.84 . As of June 30, 2018 and December 31, 2017 the fair value of Apollo’s Level II investment in Athene Holding was estimated using the closing market price of Athene Holding shares of $43.84 and $51.71 , respectively, less a discount due to a lack of marketability (“DLOM”) of 3.8% and 4.0% , respectively, as applicable. The DLOM was derived based on the average remaining lock up restrictions on the shares of Athene Holding held by Apollo ( 5.3 months and 11.3 months as of June 30, 2018 and December 31, 2017 , respectively) and the estimated volatility in such shares of Athene Holding. Due to the limited trading history in Athene Holding shares, the historical share price volatility of a representative set of Athene Holding’s publicly traded insurance peers was calculated over a period equivalent to the remaining average lock up on the shares of Athene Holding held by Apollo and used as a proxy to estimate the projected volatility in Athene Holding’s shares. Apollo uses the closing market price of shares of Athene Holding, adjusted for a DLOM in order to reflect the post initial public offering (“IPO”) sales restriction on such shares of Athene Holding, to value the opportunistic investment in Athene Holding. The DLOM is calculated based on the remaining length of such sales restrictions and the estimated market price volatility of the associated shares. Discounted Cash Flow Model When a discounted cash flow model is used to determine fair value, the significant input used in the valuation model is the discount rate applied to present value the projected cash flows. Increases in the discount rate can significantly lower the fair value of an investment and the contingent consideration obligations; conversely decreases in the discount rate can significantly increase the fair value of an investment and the contingent consideration obligations. Consolidated VIEs Investments As of June 30, 2018 and December 31, 2017 , the significant unobservable inputs used in the fair value measurement of the equity securities include the discount rate applied and the book value multiples applied in the valuation models. These unobservable inputs in isolation can cause significant increases or decreases in fair value. The discount rate is determined based on the market rates an investor would expect for a similar investment with similar risks. When a comparable multiple model is used to determine fair value, the comparable multiples are generally multiplied by the underlying companies’ earnings before interest, taxes, depreciation and amortization (“EBITDA”) to establish the total enterprise value of the company. The comparable multiple is determined based on the implied trading multiple of public industry peers. Liabilities As of June 30, 2018 and December 31, 2017 , the debt obligations of the consolidated CLOs were measured on the basis of the fair value of the financial assets of the CLOs as the financial assets were determined to be more observable and, as a result, categorized as Level II in the fair value hierarchy. Contingent Consideration Obligations The significant unobservable input used in the fair value measurement of the contingent consideration obligations is the discount rate applied in the valuation models. This input in isolation can cause significant increases or decreases in fair value. The discount rate was based on the hypothetical cost of equity in connection with the acquisition of Stone Tower Capital, LLC (together with its related management companies, “Stone Tower”). See note 14 for further discussion of the contingent consideration obligations. Valuation of Underlying Investments of Equity Method Investees As discussed previously, the underlying entities that the Company manages and invests in are primarily investment companies which account for their investments at estimated fair value. On a quarterly basis, Apollo utilizes valuation committees consisting of members from senior management, to review and approve the valuation results related to the investments of the funds it manages. For certain publicly traded vehicles managed by the Company, a review is performed by an independent board of directors. The Company also retains independent valuation firms to provide third-party valuation consulting services to Apollo, which consist of certain limited procedures that management identifies and requests them to perform. The limited procedures provided by the independent valuation firms assist management with validating their valuation results or determining fair value. The Company performs various back-testing procedures to validate their valuation approaches, including comparisons between expected and observed outcomes, forecast evaluations and variance analyses. However, because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. Credit Investments The majority of investments in Apollo’s credit funds are valued based on quoted market prices and valuation models. Quoted market prices are valued based on the average of the “bid” and the “ask” quotes provided by multiple brokers wherever possible without any adjustments. Apollo will designate certain brokers to use to value specific securities. In order to determine the designated brokers, Apollo considers the following: (i) brokers with which Apollo has previously transacted, (ii) the underwriter of the security and (iii) active brokers indicating executable quotes. In addition, when valuing a security based on broker quotes wherever possible Apollo tests the standard deviation amongst the quotes received and the variance between the concluded fair value and the value provided by a pricing service. When broker quotes are not available Apollo considers the use of pricing service quotes or other sources to mark a position. When relying on a pricing service as a primary source, Apollo (i) analyzes how the price has moved over the measurement period, (ii) reviews the number of brokers included in the pricing service’s population and (iii) validates the valuation levels with Apollo’s pricing team and traders. Debt and equity securities that are not publicly traded or whose market prices are not readily available are valued at fair value utilizing a model based approach to determine fair value. Valuation approaches used to estimate the fair value of illiquid credit investments also may include the market approach and the income approach, as previously described above. The valuation approaches used consider, as applicable, market risks, credit risks, counterparty risks and foreign currency risks. Private Equity Investments The fair value of liquid investments in Apollo’s private equity funds, where the primary market is an exchange (whether foreign or domestic) is determined using period end market prices. Such prices are generally based on the close price on the date of determination. Valuation approaches used to estimate the fair value of investments in Apollo’s private equity funds that are less liquid include the market approach and the income approach. The market approach provides an indication of fair value based on a comparison of the subject company to comparable publicly traded companies and transactions in the industry. The market approach is driven more by current market conditions, including actual trading levels of similar companies and, to the extent available, actual transaction data of similar companies. Judgment is required by management when assessing which companies are similar to the subject company being valued. Consideration may also be given to such factors as the Company’s historical and projected financial data, valuations given to comparable companies, the size and scope of the Company’s operations, the Company’s strengths, weaknesses, expectations relating to the market’s receptivity to an offering of the Company’s securities, applicable restrictions on transfer, industry and market information and assumptions, general economic and market conditions and other factors deemed relevant. The income approach provides an indication of fair value based on the present value of cash flows that a business or security is expected to generate in the future. The most widely used methodology in the income approach is a discounted cash flow method. Inherent in the discounted cash flow method are assumptions of expected results, the determination of a terminal value and a calculated discount rate. Real Assets Investments The estimated fair value of commercial mortgage-backed securities (“CMBS”) in Apollo’s real assets funds is determined by reference to market prices provided by certain dealers who make a market in these financial instruments. Broker quotes are only indicative of fair value and may not necessarily represent what the funds would receive in an actual trade for the applicable instrument. Additionally, the loans held-for-investment are stated at the principal amount outstanding, net of deferred loan fees and costs for certain investments. The loans in Apollo’s real assets funds are evaluated for possible impairment on a quarterly basis. For Apollo’s real assets funds, valuations of non-marketable underlying investments are determined using methods that include, but are not limited to (i) discounted cash flow estimates or comparable analysis prepared internally, (ii) third party appraisals or valuations by qualified real estate appraisers and (iii) contractual sales value of investments/properties subject to bona fide purchase contracts. Methods (i) and (ii) also incorporate consideration of the use of the income, cost, or sales comparison approaches of estimating property values. Certain of the credit, private equity, and real assets funds may also enter into foreign currency exchange contracts, total return swap contracts, credit default swap contracts, and other derivative contracts, which may include options, caps, collars and floors. Foreign currency exchange contracts are marked-to-market by recognizing the difference between the contract exchange rate and the current market rate as unrealized appreciation or depreciation. If securities are held at the end of the period, the changes in value are recorded in income as unrealized. Realized gains or losses are recognized when contracts are settled. Total return swap and credit default swap contracts are recorded at fair value as an asset or liability with changes in fair value recorded as unrealized appreciation or depreciation. Realized gains or losses are recognized at the termination of the contract based on the difference between the close-out price of the total return or credit default swap contract and the original contract price. Forward contracts are valued based on market rates obtained from counterparties or prices obtained from recognized financial data service providers. |
OTHER ASSETS
OTHER ASSETS | 6 Months Ended |
Jun. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER ASSETS | OTHER ASSETS Other assets consisted of the following: As of As of Fixed assets $ 103,191 $ 102,694 Less: Accumulated depreciation and amortization (84,938 ) (83,510 ) Fixed assets, net 18,253 19,184 Prepaid expenses 173,742 189,542 Tax receivables 10,474 9,236 Other 7,013 13,795 Total Other Assets $ 209,482 $ 231,757 Prepaid expenses includes $116.5 million and $135.0 million as of June 30, 2018 and December 31, 2017 , respectively, of deferred equity-based compensation related to the value of the equity-based awards that have been or are expected to be granted in connection with the settlement of certain profit sharing arrangements. A corresponding amount for awards expected to be granted of $93.3 million and $124.3 million , as of June 30, 2018 and December 31, 2017 , respectively, is included in other liabilities on the condensed consolidated statements of financial condition. Depreciation expense was $2.1 million and $2.2 million for the three months ended June 30, 2018 and 2017 , respectively, and $4.2 million and $4.4 million for the six months ended June 30, 2018 and 2017 , respectively, and is presented as a component of general, administrative and other expense in the condensed consolidated statements of operations. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company’s income tax (provision) benefit totaled $(18.9) million and $0.8 million for the three months ended June 30, 2018 and 2017 , respectively, and $(27.5) million and $(38.4) million for the six months ended June 30, 2018 and 2017 , respectively. The Company’s effective tax rate was approximately 11.6% and (0.4)% for the three months ended June 30, 2018 and 2017 , respectively, and 44.4% and 6.5% for the six months ended June 30, 2018 and 2017 , respectively. The Tax Cuts and Jobs Act (the “TCJA”) was signed into law on December 22, 2017 and includes a broad range of tax reforms including a reduction in the corporate income tax rate to 21% from 35% effective January 1, 2018. In situations where the accounting for the income tax effects of the TJCA are incomplete by the time the company issues its financial statements (but the company can determine a reasonable estimate for those effects), the company can report provisional amounts that would be subject to adjustment during a measurement period until the accounting is complete. These amounts are subject to change as we obtain information necessary to complete the calculations. We will recognize any changes to the provisional amounts as we refine our estimates. We expect to complete our analysis of the provisional items during the second half of 2018. The effects of other provisions of the TCJA are not expected to have a material impact on our condensed consolidated financial statements. Under U.S. GAAP, a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. Based upon the Company’s review of its federal, state, local and foreign income tax returns and tax filing positions, the Company determined that no unrecognized tax benefits for uncertain tax positions were required to be recorded. In addition, the Company does not believe that it has any tax positions for which it is reasonably possible that it will be required to record significant amounts of unrecognized tax benefits within the next twelve months. The Company’s primary jurisdictions in which it operates are the United States, New York State, New York City, California and the United Kingdom. There are no unremitted earnings with respect to the United Kingdom and other foreign entities due to the flow-through nature of these entities. In the normal course of business, the Company is subject to examination by federal and certain state, local and foreign tax authorities. With a few exceptions, as of June 30, 2018 , the Company’s U.S. federal, state, local and foreign income tax returns for the years 2014 through 2017 are open under the general statute of limitations provisions and therefore subject to examination. Currently, the Internal Revenue Service is examining the tax return of certain subsidiaries for the 2011 tax year. The State and City of New York are examining certain subsidiaries’ tax returns for tax years 2011 to 2016. The Company has recorded a deferred tax asset for the future amortization of tax basis intangibles as a result of the 2007 Reorganization. The Company recorded additional deferred tax assets as a result of the step-up in tax basis of intangibles from subsequent exchanges of AOG Units for Class A shares. A related tax receivable agreement liability is recorded in due to related parties in the condensed consolidated statements of financial condition for the expected payments under the tax receivable agreement entered into by and among APO Corp., the Managing Partners, the Contributing Partners, and other parties thereto (as amended, the “tax receivable agreement”) (see note 13 ). The benefit the Company obtains from the difference in the tax asset recognized and the related liability results in an increase to additional paid in capital. The amortization period for these tax basis intangibles is 15 years and the deferred tax assets will reverse over the same period. The table below presents the impact to the deferred tax asset, tax receivable agreement liability and additional paid in capital related to the exchange of AOG Units for Class A shares. Exchange of AOG Units for Class A shares Increase in Deferred Tax Asset Increase in Tax Receivable Agreement Liability Increase to Additional Paid In Capital For the Six Months Ended June 30, 2018 $ 47,009 $ 39,605 $ 7,404 For the Six Months Ended June 30, 2017 $ 39,298 $ 29,839 $ 9,459 |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Debt consisted of the following: As of June 30, 2018 As of December 31, 2017 Outstanding Balance Fair Value Annualized Weighted Average Interest Rate Outstanding Balance Fair Value Annualized Weighted Average Interest Rate 2013 AMH Credit Facilities - Term Facility (1) $ — $ — N/A $ 299,655 $ 298,875 (3) 2.33 % 2024 Senior Notes (1) 496,185 496,700 (4) 4.00 % 495,860 511,096 (4) 4.00 2026 Senior Notes (1) 495,935 499,249 (4) 4.40 495,678 525,273 (4) 4.40 2048 Senior Notes (1) 296,324 298,143 (4) 5.00 — — — 2014 AMI Term Facility I (2) 15,933 16,011 (3) 2.00 16,399 16,482 (3) 2.00 2014 AMI Term Facility II (2) 17,996 18,092 (3) 1.75 18,548 18,605 (3) 1.75 2016 AMI Term Facility I (2) 19,800 19,800 (3) 1.35 20,372 20,372 (3) 1.75 2016 AMI Term Facility II (2) 15,467 15,469 (3) 2.00 15,890 15,931 (3) 2.00 Total Debt $ 1,357,640 $ 1,363,464 $ 1,362,402 $ 1,406,634 (1) Includes amortization of note discount, as applicable. Outstanding balance is presented net of unamortized debt issuance costs: As of June 30, 2018 As of December 31, 2017 2013 AMH Credit Facilities - Term Facility $ — $ 345 2024 Senior Notes 3,222 3,498 2026 Senior Notes 3,717 3,951 2048 Senior Notes 3,354 — (2) Apollo Management International LLP (“AMI”), a subsidiary of the Company, entered into five year credit agreements to fund the Company’s investment in certain European CLOs it manages. Facility Date Loan Amount 2014 AMI Term Facility I July 3, 2014 € 13,636 2014 AMI Term Facility II December 9, 2014 € 15,400 2016 AMI Term Facility I January 18, 2016 € 16,945 2016 AMI Term Facility II June 22, 2016 € 13,236 (3) Fair value is based on obtained broker quotes. These notes are classified as a Level III liability within the fair value hierarchy based on the number and quality of broker quotes obtained, the standard deviations of the observed broker quotes and the percentage deviation from independent pricing services. For instances where broker quotes are not available, a discounted cash flow method is used to obtain a fair value. (4) Fair value is based on obtained broker quotes. These notes are classified as a Level II liability within the fair value hierarchy based on the number and quality of broker quotes obtained, the standard deviations of the observed broker quotes and the percentage deviation from independent pricing services. 2013 AMH Credit Facilities —On December 18, 2013, AMH and its subsidiaries and certain other subsidiaries of the Company (collectively, the “Borrowers”) entered into new credit facilities (the “2013 AMH Credit Facilities”) with JPMorgan Chase Bank, N.A. The 2013 AMH Credit Facilities provide for (i) a term loan facility to AMH (the “Term Facility”) that includes $750 million of the term loan from third-party lenders and $271.7 million of the term loan held by a subsidiary of the Company and (ii) a $500 million revolving credit facility (the “Revolver Facility”), in each case, with an original maturity date of January 18, 2019. On March 11, 2016, the maturity date of both the Term Facility and the Revolver Facility was extended by two years to January 18, 2021. The extension was determined to be a modification of the 2013 AMH Credit Facilities in accordance with U.S. GAAP. In connection with the issuance of the 2024 Senior Notes, the 2026 Senior Notes and the 2048 Senior Notes (as defined below), $250 million , $200 million and $300 million of the proceeds, respectively, were used to repay the entire remaining amount of the Term Facility as of June 30, 2018 . The Revolver Facility is to remain available until its maturity, and any undrawn revolving commitments bear a commitment fee. The commitment fee on the $500 million undrawn Revolver Facility as of June 30, 2018 was 0.125% . Borrowings under the Revolver Facility may be used for working capital and general corporate purposes, including, without limitation, permitted acquisitions. In addition, the Borrowers may incur incremental facilities in respect of the Revolver Facility and the Term Facility in an aggregate amount not to exceed $500 million plus additional amounts so long as the Borrowers are in compliance with a net leverage ratio not to exceed 3.75 to 1.00 . As of June 30, 2018 and December 31, 2017 , the Revolver Facility was undrawn. 2024 Senior Notes —On May 30, 2014, AMH issued $500 million in aggregate principal amount of its 4.000% Senior Notes due 2024 (the “2024 Senior Notes”), at an issue price of 99.722% of par. Interest on the 2024 Senior Notes is payable semi-annually in arrears on May 30 and November 30 of each year. The 2024 Senior Notes will mature on May 30, 2024. The discount is amortized into interest expense on the condensed consolidated statements of operations over the term of the 2024 Senior Notes. The face amount of $500 million related to the 2024 Senior Notes is the amount for which the Company is obligated to settle the 2024 Senior Notes. 2026 Senior Notes —On May 27, 2016, AMH issued $500 million in aggregate principal amount of its 4.400% Senior Notes due 2026 (the “2026 Senior Notes”), at an issue price of 99.912% of par. Interest on the 2026 Senior Notes is payable semi-annually in arrears on May 27 and November 27 of each year. The 2026 Senior Notes will mature on May 27, 2026. The discount is amortized into interest expense on the condensed consolidated statements of operations over the term of the 2026 Senior Notes. The face amount of $500 million related to the 2026 Senior Notes is the amount for which the Company is obligated to settle the 2026 Senior Notes. 2048 Senior Notes —On March 15, 2018, AMH issued $300 million in aggregate principal amount of its 5.000% Senior Notes due 2048 (the “2048 Senior Notes”), at an issue price of 99.892% of par. Interest on the 2048 Senior Notes is payable semi-annually in arrears on March 15 and September 15 of each year. The 2048 Senior Notes will mature on March 15, 2048. The discount is amortized into interest expense on the condensed consolidated statements of operations over the term of the 2048 Senior Notes. The face amount of $300 million related to the 2048 Senior Notes is the amount for which the Company is obligated to settle the 2048 Senior Notes. As of June 30, 2018 , the indentures governing the 2024 Senior Notes, the 2026 Senior Notes and the 2048 Senior Notes (the “Indentures”) include covenants that restrict the ability of AMH and, as applicable, the guarantors of the notes under the Indentures to incur indebtedness secured by liens on voting stock or profit participating equity interests of their respective subsidiaries or merge, consolidate or sell, transfer or lease assets. The Indentures also provide for customary events of default. The following table presents the interest expense incurred related to the Company’s debt: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Interest Expense: (1) 2013 AMH Term Facility $ 280 $ 2,047 $ 2,244 $ 3,959 2024 Senior Notes 5,163 5,163 10,326 10,326 2026 Senior Notes 5,628 5,628 11,256 11,256 2048 Senior Notes 3,778 — 4,445 — AMI Term Facilities 313 357 688 653 Total Interest Expense $ 15,162 $ 13,195 $ 28,959 $ 26,194 (1) Debt issuance costs incurred in connection with the Term Facility, the 2024 Senior Notes, the 2026 Senior Notes and the 2048 Senior Notes are amortized into interest expense over the term of the debt arrangement. |
NET INCOME (LOSS) PER CLASS A S
NET INCOME (LOSS) PER CLASS A SHARE | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER CLASS A SHARE | NET INCOME (LOSS) PER CLASS A SHARE The table below presents basic and diluted net income (loss) per Class A share using the two-class method: Basic and Diluted For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Numerator: Net income attributable to Apollo Global Management, LLC Class A Shareholders $ 54,658 $ 86,908 $ (7,987 ) $ 232,104 Distributions declared on Class A shares (1) (76,602 ) (94,451 ) (209,625 ) (178,666 ) Distributions on participating securities (2) (4,153 ) (3,295 ) (9,537 ) (6,154 ) Earnings allocable to participating securities — (3) — (3) — (3) (1,760 ) Undistributed income (loss) attributable to Class A shareholders: Basic and Diluted $ (26,097 ) $ (10,838 ) $ (227,149 ) $ 45,524 Denominator: Weighted average number of Class A shares outstanding: Basic and Diluted 200,711,475 190,591,756 199,578,334 188,564,562 Net Income (Loss) per Class A Share: Basic and Diluted (4) Distributed Income $ 0.38 $ 0.49 $ 1.04 $ 0.94 Undistributed Income (Loss) (0.13 ) (0.05 ) (1.13 ) 0.25 Net Income (Loss) per Class A Share: Basic and Diluted $ 0.25 $ 0.44 $ (0.09 ) $ 1.19 (1) See note 12 for information regarding the quarterly distributions declared and paid during 2018 and 2017 . (2) Participating securities consist of vested and unvested RSUs that have rights to distributions and unvested restricted shares. (3) No allocation of undistributed losses was made to the participating securities as the holders do not have a contractual obligation to share in the losses of the Company with Class A shareholders. (4) For the three and six months ended June 30, 2018 and 2017 , all of the classes of securities were determined to be anti-dilutive. The Company has granted RSUs that provide the right to receive, subject to vesting during continued employment, Class A shares pursuant to the Company’s 2007 Omnibus Equity Incentive Plan (the “2007 Equity Plan”). The Company has three types of RSU grants, which we refer to as Plan Grants, Bonus Grants, and Performance Grants. “Plan Grants” vest over time (generally up to six years ) and may or may not provide the right to receive distribution equivalents on vested RSUs on an equal basis with the Class A shareholders any time a distribution is declared. “Bonus Grants” vest over time (generally three years ) and generally provide the right to receive distribution equivalents on both vested and unvested RSUs on an equal basis with the Class A shareholders any time a distribution is declared. “Performance Grants” vest over time (generally five years ), subject to the availability of sufficient net performance revenues in accordance with the applicable RSU award agreement. Performance Grants provide the right to receive distribution equivalents on vested RSUs and may also provide the right to receive distribution equivalents on unvested RSUs. Any distribution equivalent paid to an employee will not be returned to the Company upon forfeiture of the award by the employee. Vested and unvested RSUs that are entitled to non-forfeitable distribution equivalents qualify as participating securities and are included in the Company’s basic and diluted earnings per share computations using the two-class method. The holder of an RSU participating security would have a contractual obligation to share in the losses of the entity if the holder is obligated to fund the losses of the issuing entity or if the contractual principal or mandatory redemption amount of the participating security is reduced as a result of losses incurred by the issuing entity. The RSU participating securities do not have a mandatory redemption amount and the holders of the participating securities are not obligated to fund losses, therefore, neither the vested RSUs nor the unvested RSUs are subject to any contractual obligation to share in losses of the Company. Holders of AOG Units are subject to the transfer restrictions set forth in the agreements with the respective holders and may, a limited number of times each year, upon notice (subject to the terms of the Exchange Agreement), exchange their AOG Units for Class A shares on a one -for- one basis. An AOG Unit holder must exchange one unit in each of the Apollo Operating Group partnerships to effectuate an exchange for one Class A share. Apollo Global Management, LLC has one Class B share outstanding, which is held by BRH Holdings GP, Ltd. (“BRH”). The voting power of the Class B share is reduced on a one vote per one AOG Unit basis in the event of an exchange of AOG Units for Class A shares, as discussed above. The Class B share has no net income (loss) per share as it does not participate in Apollo’s earnings (losses) or distributions. The Class B share has no distribution or liquidation rights. The Class B share has voting rights on a pari passu basis with the Class A shares. The Class B share represented 52.4% and 54.5% of the total voting power of the Company’s shares entitled to vote as of June 30, 2018 and 2017 , respectively. The following table summarizes the anti-dilutive securities. For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Weighted average vested RSUs 111,995 224,100 641,282 728,892 Weighted average unvested RSUs 8,350,200 6,555,432 8,085,325 6,403,785 Weighted average unexercised options 204,167 210,420 204,167 216,670 Weighted average AOG Units outstanding 202,559,221 211,895,190 203,562,398 213,591,049 Weighted average unvested restricted shares 871,010 244,503 770,400 159,432 |
EQUITY-BASED COMPENSATION
EQUITY-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
EQUITY-BASED COMPENSATION | EQUITY-BASED COMPENSATION Equity-based awards granted to employees as compensation are measured based on the grant date fair value of the award. Equity-based awards that do not require future service (i.e., vested awards) are expensed immediately. Equity-based employee awards that require future service are expensed over the relevant service period. Equity-based awards that require performance metrics to be met are only expensed when the performance metric is met or deemed probable. Equity-based awards granted to non-employees for services provided to related parties are remeasured to fair value at the end of each reporting period and expensed over the relevant service period. RSUs The Company grants RSUs under the 2007 Equity Plan. The fair value of all grants is based on the grant date fair value, which considers the public share price of the Company’s Class A shares subject to certain discounts, as applicable. The following table summarizes the weighted average discounts for Plan Grants, Bonus Grants and Performance Grants. For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Plan Grants: Discount for the lack of distributions until vested (1) 14.2 % 13.5 % 13.1 % 11.2 % Marketability discount for transfer restrictions (2) 4.0 % 4.7 % 3.9 % 3.3 % Bonus Grants: Marketability discount for transfer restrictions (2) N/A 2.3 % 2.3 % 2.3 % Performance Grants: Marketability discount for transfer restrictions (2) 5.8 % N/A 5.6 % N/A (1) Based on the present value of a growing annuity calculation. (2) Based on the Finnerty Model calculation. The estimated total grant date fair value for Plan Grants and Bonus Grants is charged to compensation expense on a straight-line basis over the vesting period, which for Plan Grants is generally up to six years, with the first installment vesting one year after grant and quarterly vesting thereafter, and for Bonus Grants is generally annual vesting over three years. During the six months ended June 30, 2018 , the Company granted 4.3 million RSUs to certain executives with a grant date fair value of $140.6 million , which vest over time (generally 5 years) subject to the availability of sufficient net performance revenues in accordance with the applicable RSU award agreement. In accordance with U.S. GAAP, equity-based compensation expense for such awards is recognized on an accelerated recognition method over the requisite service period to the extent the performance metrics are met or deemed probable. Accordingly, for the three and six months ended June 30, 2018 , equity-based compensation expense of $14.5 million and $26.9 million , respectively, was recognized relating to these RSUs. The fair value of all RSU grants made during the six months ended June 30, 2018 and 2017 was $198.6 million and $22.2 million , respectively. The following table presents the forfeiture rate and equity-based compensation expense recognized: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Actual forfeiture rate 3.7 % 4.0 % 7.8 % 7.6 % Equity-based compensation $ 31,630 $ 16,670 $ 62,377 $ 33,701 The following table summarizes RSU activity: Unvested Weighted Average Grant Date Fair Value Vested Total Number of RSUs Outstanding Balance at January 1, 2018 6,262,288 $ 15.58 2,802,277 9,064,565 (1) Granted 6,107,842 32.51 — 6,107,842 Forfeited (965,216 ) 17.21 — (965,216 ) Vested (752,204 ) 19.84 752,204 — Issued — 18.39 (3,186,284 ) (3,186,284 ) Balance at June 30, 2018 10,652,710 (2) $ 24.84 368,197 11,020,907 (1) (1) Amount excludes RSUs which have vested and have been issued in the form of Class A shares. (2) RSUs were expected to vest over the weighted average period of 3.0 years. Restricted Share Awards The Company has granted restricted share awards under the 2007 Equity Plan primarily in connection with certain profit sharing arrangements. The fair value of restricted share grants is the public share price of the Company’s Class A shares on the grant date. The grant date fair value of these awards is recognized as equity-based compensation expense on a straight-line basis over the vesting period. The fair value of restricted share award grants made during the six months ended June 30, 2018 and 2017 was $19.0 million and $7.2 million , respectively. The following table presents the equity-based compensation expense recognized: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Equity-based compensation $ 3,342 $ 1,279 $ 5,538 $ 2,336 Restricted Share Awards—Athene Holding The Company has granted Athene Holding restricted share awards to certain employees of the Company. Separately, Athene Holding has also granted restricted share awards to certain employees of the Company. Both awards are collectively referred to as the “AHL Awards”. Certain of the AHL Awards function similarly to options as they are exchangeable for Class A shares of Athene Holding upon payment of a conversion price and the satisfaction of certain other conditions. The awards granted are either subject to time-based vesting conditions that generally vest over three to five years or vest upon achieving certain metrics, such as attainment of certain rates of return and realized cash received by certain investors in Athene Holding upon sale of their shares. The Company records the AHL Awards in other assets and other liabilities in the condensed consolidated statements of financial condition. The fair value of the asset is amortized through equity-based compensation over the vesting period. The fair value of the liability is remeasured each period with any changes in fair value recorded in compensation expense in the condensed consolidated statements of operations. For AHL Awards granted by Athene Holding, compensation expense related to amortization of the asset is offset, with certain exceptions, by related management fees earned by the Company from Athene. The grant date fair value of the AHL Awards is based on the share price of Athene Holding, less discounts for transfer restrictions. The AHL Awards that function similarly to options were valued using a multiple-scenario model, which considers the price volatility of the underlying share price of Athene Holding, time to expiration and the risk-free rate, while the other awards were valued using the share price of Athene Holding less any discounts for transfer restrictions. The following table summarizes the management fees, equity-based compensation expense and actual forfeiture rates for the AHL Awards: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Management fees $ (1,009 ) $ 74 $ (1,887 ) $ 2,138 Equity-based compensation (1,353 ) 551 (2,273 ) 3,455 Actual forfeiture rate 3.6 % — % 3.6 % — % Equity-Based Compensation Allocation Equity-based compensation is allocated based on ownership interests. Therefore, the amortization of equity-based compensation is allocated to shareholders’ equity attributable to AGM and the Non-Controlling Interests, which results in a difference in the amounts charged to equity-based compensation expense and the amounts credited to shareholders’ equity attributable to AGM in the Company’s condensed consolidated financial statements. Below is a reconciliation of the equity-based compensation allocated to Apollo Global Management, LLC: For the Six Months Ended June 30, 2018 Total Amount Non-Controlling Interest % in Apollo Operating Group Allocated to Non-Controlling Interest in Apollo Operating Group (1) Allocated to Apollo Global Management, LLC RSUs, share options and restricted share awards $ 67,581 — % $ — $ 67,581 AHL Awards (2,273 ) 50.1 (1,139 ) (1,134 ) Other equity-based compensation awards 8,001 50.1 4,010 3,991 Total equity-based compensation $ 73,309 2,871 70,438 Less other equity-based compensation awards (2) (2,871 ) (13,373 ) Capital increase related to equity-based compensation $ — $ 57,065 For the Six Months Ended June 30, 2017 Total Amount Non-Controlling Interest % in Apollo Operating Group Allocated to Non-Controlling Interest in Apollo Operating Group (1) Allocated to Apollo Global Management, LLC RSUs, share options and restricted share awards $ 36,709 — % $ — $ 36,709 AHL Awards 3,455 52.1 1,800 1,655 Other equity-based compensation awards 5,683 52.1 2,961 2,722 Total equity-based compensation $ 45,847 4,761 41,086 Less other equity-based compensation awards (2) (4,761 ) (5,980 ) Capital increase related to equity-based compensation $ — $ 35,106 (1) Calculated based on average ownership percentage for the period considering Class A share issuances during the period. (2) Includes equity-based compensation reimbursable by certain funds. |
EQUITY
EQUITY | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
EQUITY | EQUITY Class A Shares Class A shares represent limited liability company interests in the Company. Holders of Class A shares are entitled to participate in distributions from the Company on a pro rata basis. Class A shareholders do not elect the Company’s manager or the manager’s executive committee and have limited voting rights. During the three and six months ended June 30, 2018 and 2017 , the Company issued Class A shares in settlement of vested RSUs. The Company has generally allowed holders of vested RSUs and exercised share options to settle their tax liabilities by reducing the number of Class A shares issued to them, which the Company refers to as “net share settlement.” Additionally, the Company has generally allowed holders of share options to settle their exercise price by reducing the number of Class A shares issued to them at the time of exercise by an amount sufficient to cover the exercise price. The net share settlement results in a liability for the Company and a corresponding accumulated deficit adjustment. In February 2016, Apollo announced its adoption of a program to repurchase up to $250 million in the aggregate of its Class A shares, including up to $150 million in the aggregate of its outstanding Class A shares through a share repurchase program and up to $100 million through net share settlement of equity-based awards granted under the 2007 Equity Plan. The Company intends to continue the net share settlement program in excess of the $100 million pursuant to the repurchase plan adopted in February 2016. The table below summarizes the issuance of Class A shares for equity-based awards: For the Six Months Ended June 30, 2018 2017 Class A shares issued in settlement of vested RSUs and share options exercised (1) 3,192,534 2,931,649 Reduction of Class A shares issued (2) (1,042,757 ) (1,067,648 ) Class A shares purchased related to share issuances and forfeitures (3) (163,165 ) (669 ) Issuance of Class A shares for equity-based awards 1,986,612 1,863,332 (1) The gross value of shares issued was $106.6 million and $66.4 million for the six months ended June 30, 2018 and 2017 , respectively, based on the closing price of a Class A share at the time of issuance. (2) Cash paid for tax liabilities associated with net share settlement was $34.7 million and $24.3 million for the six months ended June 30, 2018 and 2017 , respectively. (3) Certain Apollo employees receive a portion of the profit sharing proceeds of certain funds in the form of (a) restricted Class A shares of AGM that they are required to purchase with such proceeds or (b) RSUs, in each case which equity-based awards generally vest over three years. These equity-based awards are granted under the Company's 2007 Equity Plan. To prevent dilution on account of these awards, Apollo may, in its discretion, repurchase Class A shares on the open market and retire them. During the six months ended June 30, 2018 and 2017 , we issued 569,452 and 265,383 of such restricted shares and 69,287 and zero of such RSUs under the 2007 Equity Plan, respectively, and repurchased 720,215 and 265,383 Class A shares in open-market transactions not pursuant to a publicly-announced repurchase plan or program, respectively. In addition, there were 12,402 and 669 restricted shares forfeited during the six months ended June 30, 2018 and 2017 , respectively. Additionally, during the six months ended June 30, 2018 , 849,785 Class A shares were repurchased as part of the publicly announced share repurchase program adopted in February 2016. Cash paid for open market share repurchases and cancellations was $28.7 million for the six months ended June 30, 2018 . During the six months ended June 30, 2017 , there were no open market share repurchases as part of the publicly announced share repurchase program. Preferred Share Issuance On March 7, 2017, Apollo issued 11,000,000 6.375% Series A Preferred shares (the “Series A Preferred shares”) for gross proceeds of $275.0 million , or $264.4 million net of issuance costs and on March 19, 2018, Apollo issued 12,000,000 6.375% Series B Preferred shares (the “Series B Preferred shares” and collectively with the Series A Preferred shares, the “Preferred shares”) for gross proceeds of $300.0 million or $289.8 million net of issuance costs. When, as and if declared by the manager of Apollo, distributions on the Preferred shares will be payable quarterly on March 15, June 15, September 15 and December 15 of each year, beginning on June 15, 2018 for the Series B Preferred shares, at a rate per annum equal to 6.375% . Distributions on the Preferred shares are discretionary and non-cumulative. Subject to certain exceptions, unless distributions have been declared and paid or declared and set apart for payment on the Preferred shares for a quarterly distribution period, during the remainder of that distribution period Apollo may not declare or pay or set apart payment for distributions on any Class A shares or any other equity securities that the Company may issue in the future ranking as to the payment of distributions, junior to the Preferred shares (“Junior Shares”) and Apollo may not repurchase any Junior Shares. These restrictions are not applicable during the initial distribution period, which is the period from March 19, 2018 to but excluding June 15, 2018 for the Series B Preferred shares. The Series A Preferred shares and the Series B Preferred shares may be redeemed at Apollo’s option, in whole or in part, at any time on or after March 15, 2022 and March 15, 2023, respectively, at a price of $25.00 per Preferred share, plus declared and unpaid distributions to, but excluding, the redemption date, without payment of any undeclared distributions. Holders of the Preferred shares will have no right to require the redemption of the Preferred shares and there is no maturity date. If a certain change of control event or a certain tax redemption event occurs prior to March 15, 2022 and March 15, 2023 for Series A Preferred shares and the Series B Preferred shares, respectively, the Preferred shares may be redeemed at Apollo’s option, in whole but not in part, upon at least 30 days’ notice, within 60 days of the occurrence of such change of control event or such tax redemption event, as applicable, at a price of $25.25 per Preferred share, plus declared and unpaid distributions to, but excluding, the redemption date, without payment of any undeclared distributions. If a certain rating agency event occurs prior to March 15, 2023, the Series B Preferred shares may be redeemed at Apollo’s option, in whole but not in part, upon at least 30 days’ notice, within 60 days of the occurrence of such rating agency event, at a price of $25.50 per Series B Preferred share, plus declared and unpaid distributions to, but excluding, the redemption date, without payment of any undeclared distributions. If (i) a change of control event occurs (whether before, on or after March 15, 2022 and March 15, 2023 for the Series A Preferred shares and the Series B Preferred shares, respectively) and (ii) Apollo does not give notice prior to the 31st day following the change of control event to redeem all the outstanding Preferred shares, the distribution rate per annum on the Preferred shares will increase by 5.00% , beginning on the 31st day following such change of control event. The Preferred shares are not convertible into Class A shares and have no voting rights, except in limited circumstances as provided in the Company’s limited liability company agreement. In connection with the issuance of the Preferred shares, certain Apollo Operating Group entities issued for the benefit of Apollo a series of preferred units with economic terms that mirror those of the Preferred shares. The table below summarizes the distributions on the Preferred shares: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Series A Preferred Shares total distribution $ 4,383 $ 4,772 $ 8,766 $ 4,772 Series B Preferred Shares total distribution 4,569 — 4,569 — Distributions The table below presents information regarding the quarterly distributions which were made at the sole discretion of the manager of the Company (in millions, except per share data). Certain subsidiaries of AGM may be subject to U.S. federal, state, local and non-U.S. income taxes at the entity level and may pay taxes and/or make payments under the tax receivable agreement in a given fiscal year; therefore, the net amounts ultimately distributed by AGM to its Class A shareholders in respect of each fiscal year are generally expected to be less than the net amounts distributed to AOG Unitholders. Distribution Declaration Date Distribution per Class A Share Distribution Payment Date Distribution to Class A Shareholders Distribution to Non-Controlling Interest Holders in the Apollo Operating Group Total Distributions from Apollo Operating Group Distribution Equivalents on Participating Securities February 3, 2017 $ 0.45 February 28, 2017 $ 84.2 $ 97.0 $ 181.2 $ 2.9 April 13, 2017 — April 13, 2017 — 20.5 (1) 20.5 — April 28, 2017 0.49 May 31, 2017 94.5 102.9 197.4 3.3 August 2, 2017 0.52 August 31, 2017 100.6 108.8 209.4 3.2 November 1, 2017 0.39 November 30, 2017 75.6 81.6 157.2 2.4 For the year ended December 31, 2017 $ 1.85 $ 354.9 $ 410.8 $ 765.7 $ 11.8 February 1, 2018 $ 0.66 February 28, 2018 $ 133.0 $ 133.7 $ 266.7 $ 5.4 April 12, 2018 — April 12, 2018 — 50.5 (1) 50.5 — May 03, 2018 0.38 May 31, 2018 76.6 77.0 153.6 4.1 For the six months ended June 30, 2018 $ 1.04 $ 209.6 $ 261.2 $ 470.8 $ 9.5 (1) On April 13, 2017 and April 12, 2018, the Company made a $0.10 and $0.25 per AOG Unit pro rata distribution, respectively, to the Non-Controlling Interest holders in the Apollo Operating Group, in connection with taxes and payments made under the tax receivable agreement. See note 13 for more information regarding the tax receivable agreement. Non-Controlling Interests The table below presents equity interests in Apollo’s consolidated, but not wholly-owned, subsidiaries and funds. Net income and comprehensive income attributable to Non-Controlling Interests consisted of the following: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Net income attributable to Non-Controlling Interests in consolidated entities: Interest in management companies and a co-investment vehicle (1) $ 1,714 $ 760 $ 3,109 $ 1,627 Other consolidated entities 7,002 3,775 11,586 6,292 Net income attributable to Non-Controlling Interests in consolidated entities $ 8,716 $ 4,535 $ 14,695 $ 7,919 Net income attributable to Non-Controlling Interests in the Apollo Operating Group: Net income $ 143,810 $ 192,942 $ 34,462 $ 547,972 Net income attributable to Non-Controlling Interests in consolidated entities (8,716 ) (4,535 ) (14,695 ) (7,919 ) Net income after Non-Controlling Interests in consolidated entities 135,094 188,407 19,767 540,053 Adjustments: Income tax provision (benefit) (2) 18,924 (777 ) 27,504 38,384 NYC UBT and foreign tax benefit (3) (2,631 ) 976 (4,187 ) (4,419 ) Net loss in non-Apollo Operating Group entities 189 — 275 2 Net income attributable to Series A Preferred Shareholders (4,383 ) (4,772 ) (8,766 ) (4,772 ) Net income attributable to Series B Preferred Shareholders (4,569 ) — (4,569 ) — Total adjustments 7,530 (4,573 ) 10,257 29,195 Net income after adjustments 142,624 183,834 30,024 569,248 Weighted average ownership percentage of Apollo Operating Group 50.1 % 52.6 % 50.4 % 53.1 % Net income attributable to Non-Controlling Interests in Apollo Operating Group $ 71,484 $ 96,727 $ 14,419 $ 303,177 Net Income attributable to Non-Controlling Interests $ 80,200 $ 101,262 $ 29,114 $ 311,096 Other comprehensive income (loss) attributable to Non-Controlling Interests (15,741 ) 2,314 (11,729 ) 3,189 Comprehensive Income Attributable to Non-Controlling Interests $ 64,459 $ 103,576 $ 17,385 $ 314,285 (1) Reflects the remaining interest held by certain individuals who receive an allocation of income from certain of the credit funds managed by Apollo. (2) Reflects all taxes recorded in our condensed consolidated statements of operations. Of this amount, U.S. federal, state, and local corporate income taxes attributable to APO Corp. are added back to income of the Apollo Operating Group before calculating Non-Controlling Interests as the income allocable to the Apollo Operating Group is not subject to such taxes. (3) Reflects New York City Unincorporated Business Tax (“NYC UBT”) and foreign taxes that are attributable to the Apollo Operating Group and its subsidiaries related to its operations in the U.S. as partnerships and in non-U.S. jurisdictions as corporations. As such, these amounts are considered in the income attributable to the Apollo Operating Group. |
RELATED PARTY TRANSACTIONS AND
RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES | RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES Management fees, transaction and advisory fees and reimbursable expenses from the funds the Company manages and their portfolio companies are included in due from related parties in the condensed consolidated statements of financial condition. The Company also typically facilitates the payment of certain operating costs incurred by the funds that it manages as well as their related parties. These costs are normally reimbursed by such funds and are included in due from related parties. Due from related parties and due to related parties are comprised of the following: As of As of Due from Related Parties: Due from credit funds $ 155,408 $ 128,198 Due from private equity funds 18,662 18,120 Due from real assets funds 21,464 20,105 Due from portfolio companies 60,405 37,366 Due from Contributing Partners, employees and former employees 59,305 58,799 Total Due from Related Parties $ 315,244 $ 262,588 Due to Related Parties: Due to Managing Partners and Contributing Partners $ 322,718 $ 333,379 Due to credit funds 41,982 63,491 Due to private equity funds 46,952 30,848 Due to real assets funds 285 283 Distributions payable to employees 155 12 Total Due to Related Parties $ 412,092 $ 428,013 Tax Receivable Agreement and Other Subject to certain restrictions, each of the Managing Partners and Contributing Partners has the right to exchange their vested AOG Units for the Company’s Class A shares. Certain Apollo Operating Group entities have made an election under Section 754 of the U.S. Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), which will result in an adjustment to the tax basis of the assets owned by the Apollo Operating Group at the time of the exchange. These exchanges will result in increases in tax deductions that will reduce the amount of tax that APO Corp. will otherwise be required to pay in the future. The tax receivable agreement provides for the payment to the Managing Partners and Contributing Partners of 85% of the amount of cash savings, if any, in U.S. federal, state, local and foreign income taxes that APO Corp. would realize as a result of the increases in tax basis of assets that resulted from the 2007 Reorganization and exchanges of AOG Units for Class A shares. APO Corp. retains the benefit from the remaining 15% of actual cash tax savings. If the Company does not make the required annual payment on a timely basis as outlined in the tax receivable agreement, interest is accrued on the balance until the payment date. These payments are expected to occur approximately over the next 15 years . As a result of the exchanges of AOG Units for Class A shares during the six months ended June 30, 2018 and 2017 , a $39.6 million and $29.8 million liability was recorded, respectively, to estimate the amount of the future expected payments to be made by APO Corp. to the Managing Partners and Contributing Partners pursuant to the tax receivable agreement. In April 2018, Apollo made a $50.3 million cash payment pursuant to the tax receivable agreement resulting from the realized tax benefit for the 2017 tax year. Additionally, in connection with this payment, the Company made a corresponding pro rata distribution of $50.5 million ( $0.25 per AOG Unit) to the Non-Controlling Interest holders in the Apollo Operating Group. In April 2017, Apollo made a $17.9 million cash payment pursuant to the tax receivable agreement resulting from the realized tax benefit for the 2016 tax year. Additionally, in connection with this payment, the Company made a corresponding pro rata distribution of $20.5 million ( $0.10 per AOG Unit) to the Non-Controlling Interest holders in the Apollo Operating Group. Due from Contributing Partners, Employees and Former Employees As of June 30, 2018 and December 31, 2017 , due from Contributing Partners, Employees and Former Employees includes various amounts due to the Company including employee loans and return of profit sharing distributions. As of June 30, 2018 and December 31, 2017 , the balance included interest-bearing employee loans receivable of $15.5 million and $15.3 million , respectively. The outstanding principal amount of the loans as well as all accrued and unpaid interest is required to be repaid at the earlier of the eighth anniversary of the date of the relevant loan or at the date of the relevant employee’s resignation from the Company. The Company recorded a receivable from the Contributing Partners and certain employees and former employees for the potential return of profit sharing distributions that would be due if certain funds were liquidated as of June 30, 2018 and December 31, 2017 of $35.3 million and $36.4 million , respectively. Indemnity Performance revenues from certain funds can be distributed to the Company on a current basis, but is subject to repayment by the subsidiaries of the Apollo Operating Group that act as general partners of the funds in the event that certain specified return thresholds are not ultimately achieved. The Managing Partners, Contributing Partners and certain other investment professionals have personally guaranteed, subject to certain limitations, the obligations of these subsidiaries in respect of this general partner obligation. Such guarantees are several and not joint and are limited to a particular Managing Partner’s or Contributing Partner’s distributions. Pursuant to an existing shareholders agreement, the Company has agreed to indemnify each of the Company’s Managing Partners and certain Contributing Partners against all amounts that they pay pursuant to any of these personal guarantees in favor of certain funds that the Company manages (including costs and expenses related to investigating the basis for or objecting to any claims made in respect of the guarantees) for all interests that the Company’s Managing Partners and Contributing Partners have contributed or sold to the Apollo Operating Group. Accordingly, in the event that the Company’s Managing Partners, Contributing Partners and certain investment professionals are required to pay amounts in connection with a general partner obligation for the return of previously made distributions with respect to Fund IV, Fund V and Fund VI, the Company will be obligated to reimburse the Company’s Managing Partners and certain Contributing Partners for the indemnifiable percentage of amounts that they are required to pay even though the Company did not receive the certain distribution to which that general partner obligation related. The Company recorded an indemnification liability of $10.0 million and $10.5 million as of June 30, 2018 and December 31, 2017 , respectively. Due to Private Equity and Credit Funds Based upon an assumed liquidation of certain of the credit and private equity funds the Company manages the Company has recorded a general partner obligation to return previously distributed performance allocations, which represents amounts due to these funds. The general partner obligation is recognized based upon an assumed liquidation of a fund’s net assets as of the reporting date. The actual determination and any required payment of any such general partner obligation would not take place until the final disposition of a fund’s investments based on the contractual termination of the fund or as otherwise set forth in the respective limited partnership agreement or other governing document of the fund. There was a general partner obligation to return previously distributed performance allocations related to certain private equity funds of $41.5 million and $30.1 million accrued as of June 30, 2018 and December 31, 2017 , respectively. There was a general partner obligation to return previously distributed performance allocations related to certain credit funds of $37.8 million and $56.1 million accrued as of June 30, 2018 and December 31, 2017 , respectively. Athene Athene Holding was founded in 2009 to capitalize on favorable market conditions in the dislocated life insurance sector. Athene Holding, through its subsidiaries, is a leading retirement services company that issues, reinsures and acquires retirement savings products designed for the increasing number of individuals and institutions seeking to fund retirement needs. The products and services offered by Athene include fixed and fixed indexed annuity products, reinsurance services offered to third-party annuity providers; and institutional products, such as funding agreements. Athene Holding became an effective registrant under the Exchange Act on December 9, 2016. Athene Holding is currently listed on the New York Stock Exchange (NYSE) under the symbol “ATH”. The Company provides asset management and advisory services to Athene, including asset allocation services, direct asset management services, asset and liability matching management, mergers and acquisitions, asset diligence hedging and other asset management services. The Company, through its consolidated subsidiary Athene Asset Management, or AAM, earns management fees of 0.40% per year on all assets that it manages in accounts owned by Athene in the U.S. and Bermuda or in accounts supporting reinsurance ceded to U.S. and Bermuda subsidiaries of Athene Holding by third-party insurers (collectively, the “Athene North American Accounts”) up to $65.846 billion (the level of assets in the Athene North American Accounts as of December 31, 2016) and 0.30% per year on all assets in excess of $65.846 billion , respectively, subject to certain discounts and exceptions. Athora The Company, through its consolidated subsidiary, AAME, provides investment advisory services to Athora, a strategic platform established to acquire or reinsure blocks of insurance business in the German and broader European life insurance market (collectively, the “Athora European Accounts”). Athene and Athora Sub-Advised The Company, through AAM, provides sub-advisory services with respect to a portion of the assets in the Athene North American Accounts. In addition, Apollo, through AAME, provides sub-advisory services with respect to a portion of the assets in the Athora European Accounts. From time to time, Athene also invests in funds and investment vehicles that Apollo manages. The Company refers to such assets which are invested directly as “Athene Assets Directly Invested.” The Company broadly refers to “Athene Sub-Advised” assets as those assets in the Athene North American Accounts which the Company explicitly sub-advises as well as Athene Assets Directly Invested. The Company broadly refers to “Athora Sub-Advised” assets as those assets in the Athora European Accounts which the Company explicitly sub-advises as well as those assets in the Athora European Accounts which are invested directly in funds and investment vehicles Apollo manages. With limited exceptions, the sub-advisory fee arrangements between the Company, Athene, Athora and the fee arrangements with respect to Athene Assets Directly Invested are presented in the following table: As of Athene North American Accounts sub-advised by AAM (1) : Assets up to $10.0 billion 0.40 % Assets between $10.0 billion to $12.4 billion 0.35 % Assets between $12.4 billion to $16.0 billion 0.40 % Assets in excess of $16.0 billion 0.35 % Athora European Accounts sub-advised by AAME 0.35 % Athene Assets Directly Invested (2) 0% to 1.75% (1) The sub-advisory fees with respect to the assets in the Athene North American Accounts are in addition to the management fee earned by the Company described above. (2) With respect to Athene Assets Directly Invested, Apollo earns performance revenues of 0% to 20% in addition to the fees presented above. The fees set forth above with respect to the Athene Assets Directly Invested, and the performance revenues that Apollo earns on such assets, are in addition to the fees described above, with certain limited exceptions. AAA Investments Apollo, as general partner of AAA Investments, is generally entitled to performance allocations equal to 20% of the realized returns (net of related expenses, including borrowing costs) on the investments of AAA Investments, except that Apollo is not entitled to receive any performance allocations with respect to the shares of Athene Holding that were acquired (and not in satisfaction of prior commitments to buy such shares) by AAA Investments in the contribution of certain assets by AAA to Athene in October 2012. The following table presents the performance allocations earned from AAA Investments: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Performance allocations from AAA Investments, net (1) $ (158 ) $ 1,915 $ (4,999 ) $ 16,050 (1) Net of related profit sharing expense. The following table presents the revenues earned in aggregate from Athene, Athora and AAA Investments: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Revenues earned in aggregate from Athene, Athora and AAA Investments, net (1)(2) $ 50,682 $ 96,979 $ 88,825 $ 249,216 (1) Consisting of management fees, sub-advisory fees, performance revenues from Athene, Athora and AAA Investments, as applicable (net of related profit sharing expense) and changes in the market value of the Athene Holding shares owned directly by Apollo. These amounts exclude the deferred revenue recognized as management fees associated with the vesting of AHL Awards granted to employees of Apollo as further described in note 11 . (2) Gains (losses) on the market value of the shares of Athene Holding owned directly by Apollo were $(68.1) million and $(0.1) million for the three months ended June 30, 2018 and 2017 , respectively, and $(135.0) million and $34.5 million for the six months ended June 30, 2018 and 2017 , respectively. During the six months ended June 30, 2018 , the Company received performance allocations of $169.9 million and settled $46.6 million of profit sharing expense in the form of Athene Holding shares. The following table presents performance allocations and profit sharing payable from AAA Investments: As of As of Performance allocations $ 1,830 $ 178,600 Profit sharing payable 502 49,038 The Company’s economic ownership interest in Athene Holding is comprised of the following: As of (1) As of (1) Indirect interest in Athene Holding: Interest in AAA 2.2 % 2.2 % Plus: Interest in AAA Investments 0.1 % 0.1 % Total Interest in AAA and AAA Investments 2.3 % 2.3 % Multiplied by: AAA Investments’ interest in Athene Holding 0.3 % 14.0 % Indirect interest in Athene Holding — % 0.3 % Plus: Direct interest in Athene Holding 10.1 % 8.5 % Total interest in Athene Holding 10.1 % 8.8 % (1) Ownership interest percentages are based on approximate share count as of the reporting date. AAA Investments Credit Agreement On April 30, 2015, Apollo entered into a revolving credit agreement with AAA Investments (“AAA Investments Credit Agreement”). Under the terms of the AAA Investments Credit Agreement, the Company shall make available to AAA Investments one or more advances at the discretion of AAA Investments in the aggregate amount not to exceed a balance of $10.0 million at an applicable rate of LIBOR plus 1.5% . The Company receives an annual commitment fee of 0.125% on the unused portion of the loan. As of June 30, 2018 and December 31, 2017 , $6.2 million and $4.5 million , respectively, had been advanced by the Company and remained outstanding on the AAA Investments Credit Agreement. AAA Investments shall pay the aggregate borrowings plus accrued interest at the earlier of (a) the third anniversary of the closing date, or (b) the date that is fifteen months following the initial public offering of shares of Athene Holding Ltd. (the “Maturity Date”). On January 30, 2018, the Company and AAA agreed to extend the maturity date of the AAA Investments Credit Agreement to April 30, 2019. Regulated Entities Apollo Global Securities, LLC (“AGS”) is a registered broker dealer with the SEC and is a member of the Financial Industry Regulatory Authority, subject to the minimum net capital requirements of the SEC. AGS was in compliance with these requirements at June 30, 2018 . From time to time, this entity is involved in transactions with related parties of Apollo, including portfolio companies of the funds Apollo manages, whereby AGS earns underwriting and transaction fees for its services. Other Transactions The Company recognized $3.8 million of other income in the condensed consolidated statements of operations from the assignment of a CLO collateral management agreement to a related party during the six months ended June 30, 2018 . |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Investment Commitments— As a limited partner, general partner and manager of the Apollo funds, Apollo had unfunded capital commitments as of June 30, 2018 and December 31, 2017 of $1.4 billion and $1.7 billion , respectively, of which $696 million and $823 million related to Fund IX as of June 30, 2018 and December 31, 2017 , respectively. Debt Covenants— Apollo’s debt obligations contain various customary loan covenants. As of June 30, 2018 , the Company was not aware of any instances of non-compliance with the financial covenants contained in the documents governing the Company’s debt obligations. Litigation and Contingencies— Apollo is, from time to time, party to various legal actions arising in the ordinary course of business including claims and lawsuits, reviews, investigations or proceedings by governmental and self-regulatory agencies regarding its business. Various state attorneys general and federal and state agencies have initiated industry-wide investigations into the use of placement agents in connection with the solicitation of investments, particularly with respect to investments by public pension funds. Certain affiliates of Apollo have received subpoenas and other requests for information from various government regulatory agencies and investors in Apollo’s funds, seeking information regarding the use of placement agents. CalPERS announced on October 14, 2009, that it had initiated a special review of placement agents and related issues. The report of the CalPERS’ Special Review was issued on March 14, 2011. That report does not allege any wrongdoing on the part of Apollo or its affiliates. Apollo is continuing to cooperate with all such investigations and other reviews. In addition, on May 6, 2010, the California Attorney General filed a civil complaint against Alfred Villalobos and his company, Arvco Capital Research, LLC (“Arvco”) (a placement agent that Apollo has used) and Federico Buenrostro Jr., the former CEO of CalPERS, alleging conduct in violation of certain California laws in connection with CalPERS’s purchase of securities in various funds managed by Apollo and another asset manager. Apollo is not a party to the civil lawsuit and the lawsuit does not allege any misconduct on the part of Apollo. Likewise, on April 23, 2012, the SEC filed a lawsuit alleging securities fraud on the part of Arvco, as well as Messrs. Buenrostro and Villalobos, in connection with their activities concerning certain CalPERS investments in funds managed by Apollo. This lawsuit also does not allege wrongdoing on the part of Apollo, and alleges that Apollo was defrauded by Arvco, Villalobos, and Buenrostro. On March 14, 2013, the United States Department of Justice unsealed an indictment against Messrs. Villalobos and Buenrostro alleging, among other crimes, fraud in connection with those same activities; again, Apollo is not accused of any wrongdoing and in fact is alleged to have been defrauded by the defendants. The criminal action was set for trial in a San Francisco federal court in July 2014, but was put on hold after Mr. Buenrostro pleaded guilty on July 11, 2014. As part of Mr. Buenrostro’s plea agreement, he admitted to taking cash and other bribes from Mr. Villalobos in exchange for several improprieties, including attempting to influence CalPERS’ investing decisions and improperly preparing disclosure letters to satisfy Apollo’s requirements. There is no suggestion that Apollo was aware that Mr. Buenrostro had signed the letters with a corrupt motive. The government has indicated that they will file new charges against Mr. Villalobos incorporating Mr. Buenrostro’s admissions. On August 7, 2014, the government filed a superseding indictment against Mr. Villalobos asserting additional charges. Trial had been scheduled for February 23, 2015, but Mr. Villalobos passed away on January 13, 2015. Additionally, on April 15, 2013, Mr. Villalobos, Arvco and related entities (the “Arvco Debtors”) brought a civil action in the United States Bankruptcy Court for the District of Nevada (the “Bankruptcy Court”) against Apollo. The action is related to the ongoing bankruptcy proceedings of the Arvco Debtors. This action alleges that Arvco served as a placement agent for Apollo in connection with several funds associated with Apollo, and seeks to recover purported fees the Arvco Debtors claim Apollo has not paid them for a portion of Arvco’s placement agent services. In addition, the Arvco Debtors allege that Apollo has interfered with the Arvco Debtors’ commercial relationships with third parties, purportedly causing the Arvco Debtors to lose business and to incur fees and expenses in the defense of various investigations and litigations. The Arvco Debtors also seek compensation from Apollo for these alleged lost profits and fees and expenses. The Arvco Debtors’ complaint asserts various theories of recovery under the Bankruptcy Code and common law. Apollo denies the merit of all of the Arvco Debtors’ claims and will vigorously contest them. The Bankruptcy Court had stayed this action pending the result in the criminal case against Mr. Villalobos but lifted the stay on May 1, 2015; in light of Mr. Villalobos’s death, the criminal case was dismissed. On August 25, 2016, Christina Lovato, in her capacity as the Chapter 7 Trustee for the Arvco Debtors, filed an amended complaint. On March 20, 2017, the court granted Apollo’s motion to dismiss the equitable claims asserted in the amended complaint, leaving just two breach of contract claims remaining. On October 20, 2017, Apollo moved for summary judgment as to the trustee’s remaining claims and a counterclaim by Apollo that seeks indemnification for attorneys’ fees and expenses. The court granted summary judgment in favor of Apollo in part, and ordered supplemental briefing on the remaining claims, on May 23, 2018. On August 2, 2018, the court granted summary judgment on the balance of the plaintiff’s claims. No estimate of possible loss, if any, can be made at this time. On June 18, 2014, BOKF N.A. (the “First Lien Trustee”), the successor indenture trustee under the indenture governing the First Lien Notes issued by Momentive Performance Materials, Inc. (“Momentive”), commenced a lawsuit in the Supreme Court for the State of New York, New York County against AGM and members of an ad hoc group of Second Lien Noteholders (including, but not limited to, Euro VI (BC) S.a.r.l.). The First Lien Trustee amended its complaint on July 2, 2014 (the “First Lien Intercreditor Action”). In the First Lien Intercreditor Action, the First Lien Trustee seeks, among other things, a declaration that the defendants violated an intercreditor agreement entered into between holders of the First Lien Notes and holders of the second lien notes. On July 16, 2014, the successor indenture trustee under the indenture governing the 1.5 Lien Notes (the “1.5 Lien Trustee,” and, together with the First Lien Trustee, the “Indenture Trustees”) filed an action in the Supreme Court of the State of New York, New York County that is substantially similar to the First Lien Intercreditor Action (the “1.5 Lien Intercreditor Action,” and, together with the First Lien Intercreditor Action, the “Intercreditor Actions”). AGM subsequently removed the Intercreditor Actions to federal district court, and the Intercreditor Actions were automatically referred to the Bankruptcy Court adjudicating the Momentive chapter 11 bankruptcy cases. The Indenture Trustees then filed motions with the Bankruptcy Court to remand the Intercreditor Actions back to the state court (the “Remand Motions”). On September 9, 2014, the Bankruptcy Court denied the Remand Motions. On August 15, 2014, the defendants in the Intercreditor Actions (including AGM) filed a motion to dismiss the 1.5 Lien Intercreditor Action and a motion for judgment on the pleadings in the First Lien Intercreditor Action (the “Dismissal Motions”). On September 30, 2014, the Bankruptcy Court granted the Dismissal Motions. In its order granting the Dismissal Motions, the Bankruptcy Court gave the Indenture Trustees until mid-November 2014 to move to amend some, but not all, of the claims alleged in their respective complaints. On November 14, 2014, the Indenture Trustees moved to amend their respective complaints pursuant to the Bankruptcy Court’s order (the “Motions to Amend”). On January 9, 2015, the defendants filed their oppositions to the Motions to Amend. On January 16, 2015, the Bankruptcy Court denied the Motions to Amend (the “Dismissal Order”), but gave the Indenture Trustees until March 2, 2015 to seek to amend their respective complaints. On March 2, 2015, the First Lien Trustee filed a motion seeking to amend its complaint. On April 10, 2015, the defendants, including AGM and Euro VI (BC) S.a.r.l., filed an opposition to the First Lien Trustee’s motion to amend. Instead of moving again to amend its complaint, the 1.5 Lien Trustee chose to appeal the Dismissal Order (the “1.5 Lien Appeal”). On March 30, 2015, the 1.5 Lien Trustee filed its Statement of Issues and Designation of Record on Appeal. On March 31, 2015, because the legal issues presented in the 1.5 Lien Appeal are substantially similar to those presented in the First Lien Intercreditor Action, the parties in the 1.5 Lien Appeal submitted a joint stipulation and proposed order to the District Court staying the briefing schedule on the 1.5 Lien Appeal pending the outcome of the First Lien Trustee’s most recent motion to amend. On April 13, 2015, the Defendants filed their Counter-Designation of the Record on Appeal in the 1.5 Lien Appeal. On May 8, 2015, the Bankruptcy Court denied the motion to amend filed on March 2, 2015 by the First Lien Trustee. On May 27, 2015, the First Lien Trustee filed a notice of appeal from the orders of the Bankruptcy Court dismissing the First Lien Intercreditor Action and denying the First Lien Trustee’s motions to amend (the “First Lien Appeal”). On June 2, 2015, the First Lien Trustee filed its Statement of Issues and Designation of Record on Appeal. On June 24, 2015, the defendants filed their Counter-Designation of the Record on Appeal in the First Lien Appeal. On July 31, 2015, the 1.5 Lien Trustee sent a letter to the federal district court hearing the 1.5 Lien Appeal asking the court to consolidate the 1.5 Lien Appeal with the First Lien Appeal which had been assigned to a different judge (the “Consolidation Request”). On April 8, 2016, the court granted the Consolidation Request. On May 20, 2016, the Indenture Trustees filed their opening appellate brief. The Appellees filed their response brief on July 14, 2016, and the Indenture Trustees filed their reply brief on August 5, 2016. On October 2, 2017, the court stayed the Intercreditor Actions pending a decision by the U.S. Court of Appeals for the Second Circuit in an appeal concerning the Momentive chapter 11 bankruptcy cases. On October 20, 2017, the Second Circuit issued its ruling in the appeal concerning the Momentive chapter 11 bankruptcy cases. As a result, the court has lifted the stay on the Intercreditor Actions, but no further proceedings have been held in the Intercreditor Actions. Apollo is unable at this time to assess a potential risk of loss. In addition, Apollo does not believe that AGM is a proper defendant in these actions. Following the January 16, 2014 announcement that CEC Entertainment, Inc. (“CEC”) had entered into a merger agreement with certain entities affiliated with Apollo (the “Merger Agreement”), four putative shareholder class actions were filed in the District Court of Shawnee County, Kansas on behalf of purported stockholders of CEC against, among others, CEC, its directors and Apollo and certain of its affiliates, which include Queso Holdings Inc., Q Merger Sub Inc., Apollo Management VIII, L.P., and AP VIII Queso Holdings, L.P. The first purported class action, which is captioned Hilary Coyne v. Richard M. Frank et al., Case No. 14C57, was filed on January 21, 2014 (the “Coyne Action”). The second purported class action, which was captioned John Solak v. CEC Entertainment, Inc. et al., Civil Action No. 14C55, was filed on January 22, 2014 (the “Solak Action”). The Solak Action was dismissed for lack of prosecution on October 14, 2014. The third purported class action, which is captioned Irene Dixon v. CEC Entertainment, Inc. et al., Case No. 14C81, was filed on January 24, 2014 and additionally names as defendants Apollo Management VIII, L.P. and AP VIII Queso Holdings, L.P. (the “Dixon Action”). The fourth purported class action, which is captioned Louisiana Municipal Public Employees’ Retirement System v. Frank, et al., Case No. 14C97, was filed on January 31, 2014 (the “LMPERS Action”) (together with the Coyne and Dixon Actions, the “Shareholder Actions”). A fifth purported class action, which was captioned McCullough v. Frank, et al., Case No. CC-14-00622-B, was filed in the County Court of Dallas County, Texas on February 7, 2014. This action was dismissed for want of prosecution on May 21, 2014. Each of the Shareholder Actions alleges, among other things, that CEC’s directors breached their fiduciary duties to CEC’s stockholders in connection with their consideration and approval of the Merger Agreement, including by agreeing to an inadequate price, agreeing to impermissible deal protection devices, and filing materially deficient disclosures regarding the transaction. Each of the Shareholder Actions further alleges that Apollo and certain of its affiliates aided and abetted those alleged breaches. As filed, the Shareholder Actions seek, among other things, rescission of the various transactions associated with the merger, damages and attorneys’ and experts’ fees and costs. On February 7, 2014 and February 11, 2014, the plaintiffs in the Shareholder Actions pursued a consolidated action for damages after the transaction closed. Thereafter, the Shareholder Actions were consolidated under the caption In re CEC Entertainment, Inc. Stockholder Litigation, Case No. 14C57, and the parties engaged in limited discovery. On July 21, 2015, a consolidated class action complaint was brought by Twin City Pipe Trades Pension Trust in the Shareholder Actions that did not name as defendants Apollo, Queso Holdings Inc., Q Merger Sub Inc., Apollo Management VIII, L.P., or AP VIII Queso Holdings, L.P., continued to assert claims against CEC and its former directors, and added The Goldman Sachs Group Inc. (“Goldman Sachs”) as a defendant. The consolidated complaint alleges, among other things, that CEC’s former directors breached their fiduciary duties to CEC’s stockholders by conducting a deficient sales process, agreeing to impermissible deal protection devices, and filing materially deficient disclosures regarding the transaction. It further alleges that two members of the board who also served as the senior managers of CEC had material conflicts of interest and that Goldman Sachs aided and abetted the board’s breaches as a result of various conflicts of interest facing the bank. The consolidated complaint seeks, among other things, to recover damages, attorneys’ fees and costs. On October 22, 2015, the parties to the consolidated action moved to dismiss the complaint. On March 1, 2017, the special master appointed by the Kansas court to oversee pre-trial proceedings recommended that the Kansas court grant defendants’ motions to dismiss the complaint. On March 30, 2017, plaintiff moved for leave to amend the consolidated complaint. The proposed amended consolidated complaint does not name as defendants CEC or its former directors, and purports to substitute Goldman, Sachs & Co. in place of the Goldman Sachs Group Inc. on the claim for aiding and abetting breach of fiduciary duty. On June 1, 2017, the Court granted the parties’ joint motion to dismiss all claims against CEC and the former directors, and dismissed the former CEC directors from the action. Although Apollo cannot predict the ultimate outcome of the consolidated action, and therefore no reasonable estimate of possible loss, if any, can be made at this time, Apollo believes that such action is without merit. On March 4, 2016, the Public Employees Retirement System of Mississippi filed a putative securities class action against Sprouts Farmers Market, Inc. (“SFM”), several SFM directors (including Andrew Jhawar, an Apollo partner), AP Sprouts Holdings, LLC and AP Sprouts Holdings (Overseas), L.P. (the “AP Entities”), which are controlled by entities managed by Apollo affiliates, and two underwriters of a March 2015 secondary offering of SFM common stock. The AP Entities sold SFM common stock in the March 2015 secondary offering. The complaint, filed in Arizona Superior Court and captioned Public Employees Retirement System of Mississippi v. Sprouts Farmers Market, Inc. (CV2016-050480), alleges that SFM filed a materially misleading registration statement for the secondary offering that incorporated alleged misrepresentations in SFM’s 2014 annual report regarding SFM’s business prospects, and failed to disclose alleged accelerating produce deflation. Plaintiffs alleged causes of action against the AP Entities for violations of Sections 11 and 15 of the Securities Act of 1933, seeking compensatory damages for alleged losses sustained from a decline in SFM’s stock price. Defendants moved to dismiss the action, and the court dismissed the Section 11 claim against the AP Entities but not the Section 15 claim. Discovery is ongoing. Because this action is in its early stages, no reasonable estimate of possible loss, if any, can be made at this time. On June 20, 2016 Banca Carige S.p.A. (“Carige”) commenced a lawsuit in the Court of Genoa (Italy) (No. 8965/2016), against its former Chairman, its former Chief Executive Officer, AGM and certain entities (the “Apollo Entities”) organized and owned by investment funds managed by affiliates of AGM. The complaint alleges that AGM and the Apollo Entities (i) aided and abetted breaches of fiduciary duty to Carige allegedly committed by Carige’s former Chairman and former CEO in connection with the sale to the Apollo Entities of Carige subsidiaries engaged in the insurance business; and (ii) took wrongful actions aimed at weakening Banca Carige’s financial condition supposedly to facilitate an eventual acquisition of Carige. The causes of action are based in tort under Italian law. Carige purportedly seeks damages of €450 million in connection with the sale of the insurance businesses and €800 million for other losses. Hearings were held on May 17, 2017, on June 14, 2017, on November 7, 2017 and on January 18, 2018. After the Court’s decision dated December 6, 2017, that the case can be decided without further evidence, the parties filed their final two briefs on March 19, 2018 and April 9, 2018, respectively. Based on the allegations made by the plaintiff during the proceedings, Apollo believes that there is no merit to Carige’s claims. Additionally, although the case appears to be in its final stages, no reasonable estimate of possible loss, if any, can be made at this time. On December 12, 2016, the CORE Litigation Trust (the “Trust”), which was created under the Chapter 11 reorganization plan for CORE Media and other affiliated entities, including CORE Entertainment, Inc. (“CORE”), approved by the Southern District of New York Bankruptcy Court on September 22, 2016, commenced an action in California Superior Court for Los Angeles County, captioned Core Litigation Trust v. Apollo Global Management, LLC, et al., Case No. BC 643732, which was removed to the United States District Court for the Central District of California on February 3, 2017. On April 5, 2017, the C.D. Cal. District Court granted Defendants’ motion to transfer the case to the Southern District of New York (“SDNY”) and denied the Trust’s motion to remand the action to California state court, without prejudice to the Trust refiling its remand motion in the SDNY. On April 20, 2017, the SDNY District Court referred the case to the SDNY Bankruptcy Court. On July 17, 2017, the SDNY Bankruptcy Court granted the Trust’s motion for mandatory abstention and remanded the case to Los Angeles County Superior Court. On October 3, 2017, the Los Angeles County Superior Court granted defendants’ motion to stay all proceedings in the California state court action on forum non conveniens grounds in favor of litigating the case in New York state court. On November 9, 2017, the Trust filed a complaint in the Supreme Court of the State of New York for New York County, commencing an action captioned Core Litigation Trust v. Apollo Global Management, LLC, et al., Index No. 656856/2017. The complaint names as defendants: (i) AGM, (ii) Apollo Global Securities, LLC, (iii) other AGM subsidiaries, (iv) the funds managed by Apollo that were the beneficial owners of CORE Media (the “CORE Funds”), (v) certain affiliated-entities through which the CORE Funds owned their beneficial interest in CORE Media, (vi) Twenty-First Century Fox, Inc. (“Fox”) and certain Fox affiliates, (vii) Endemol USA Holding, Inc. (“Endemol”) and certain Endemol-affiliated entities, and (viii) the joint venture through which the CORE Funds and Fox beneficially owned CORE Media and Endemol Shine. The Trust’s complaint asserts against all defendants claims for inducing the breach of and tortiously interfering with $360 million in loans under the 2011 loan agreements entered into between CORE and certain First and Second Lien Lenders (the “Lenders”), who assigned their loan-agreement claims to the Trust as part of CORE’s Chapter 11 plan of reorganization. The Trust alleges that defendants’ participation in certain transactions related to CORE, including the December 12, 2014 formation of the joint venture through which the CORE Funds and Fox beneficially owned CORE Media and Endemol Shine, induced CORE to breach the loan agreements and tortiously interfered with CORE’s performance of its obligations under the loan agreements. The Trust also asserts alter-ego and de-facto-merger claims seeking to hold certain defendants liable for the guarantee provided by CORE Entertainment Holdings, Inc. (CORE’s parent holding company) of CORE's repayment obligations under the loans’ repayment. The Trust seeks $240 million in compensatory, unspecified punitive damages, pre-judgment interests, and costs and expenses. On January 16, 2018, defendants filed motions to dismiss the complaint. The Trust opposed the motions to dismiss on February 16, 2018. Defendants filed their replies on March 12, 2018. The court heard oral argument on defendants’ motions on May 17, 2018. On April 27, 2018, the Trust filed an adversary complaint in the Southern District of New York Bankruptcy Court captioned Core Litigation Trust v. Apollo Global Management, LLC, et al., Case No. 16-11090. The complaint names as defendants (i) AGM, (ii) certain affiliated-entities through which the CORE Funds owned their beneficial interest in CORE Media, (iii) certain former CORE directors who are current or former employees of AGM subsidiaries (the “Directors”), (iv) CORE Entertainment Holdings (CORE’s direct parent), and (v) the joint venture through which the CORE Funds and Fox beneficially owned CORE Media and Endemol Shine. The Trust asserts a breach of fiduciary duty claim against the Directors and an aiding-and-abetting claim against AGM for allegedly preventing CORE Media from investing in the joint venture, and a fiduciary-duty breach claim against the Directors and Apollo CORE Holdings, and an aiding-and-abetting claim against all defendants (except the joint venture) for allegedly causing CORE Media to pay $93 million to a former shareholder to satisfy a legal judgment in March 2015. The Trust further asserts fraudulent-conveyance claims against AGM under bankruptcy and New York law in connection with payment of that judgment. The Trust seeks unspecified compensatory damages, to avoid and recover the $93 million judgment payment, pre-judgment interest, and costs and fees. Defendants moved to dismiss the complaint on June 29, 2018. Apollo believes the claims in each action are without merit. Because the actions are in their early stages, no reasonable estimate of possible loss, if any, can be made at this time. On August 3, 2017, a putative class action was commenced in the United States District Court for the Middle District of Florida against AGM, Gareth Turner (an Apollo Partner) and Mark Beith (a former Apollo Principal) by Michael McEvoy on behalf of a class of current and former employees of subsidiaries of CEVA Group, LLC (“CEVA Group”) who purchased restricted Class A shares in CEVA Investment Limited (“CIL”), the former parent company of CEVA Group. The complaint alleges that the defendants breached fiduciary duties to and defrauded the plaintiffs by inducing them to purchase shares in CIL and subsequently participating in a debt restructuring of CEVA Group in which shareholders of CIL did not receive a recovery. The complaint purports to seek damages in excess of €14 million . On October 18, 2017, the bankruptcy trustee for CIL filed a motion in the Bankruptcy Court for the Southern District of New York to prevent McEvoy and his counsel from continuing to prosecute the Florida action on the basis that the relevant claims belong to the CIL bankruptcy estate. On November 21, 2017, the Florida court granted the parties’ joint motion to stay the case pending resolution of the CIL bankruptcy trustee’s motion to enforce the automatic stay, staying the case until further Order. On February 9, 2018, the bankruptcy court granted the CIL trustee’s motion to enforce the automatic stay and enjoined further prosecution of the McEvoy Action (the “February 9 Order”). On February 23, 2018, Mr. McEvoy filed a motion for leave to appeal the February 9 Order. On May 4, 2018, the District Court for the Southern District of New York denied McEvoy’s appeal of the February 9 Order, but permitted McEvoy to file a motion in the bankruptcy court to clarify the scope of the injunction or to modify the order to permit him to amend the complaint. On May 24, 2018, McEvoy filed a motion with the bankruptcy court seeking clarification or modification of the February 9 Order, which the CIL Trustee and Mr. Turner opposed. On June 1, 2018, the Florida court entered an order continuing the stay in the case pending the bankruptcy court’s ruling on McEvoy’s motion for clarification. The bankruptcy court held a hearing on McEvoy’s motion for clarification on June 28, 2018, at which it directed McEvoy to file a reply and proposed amended complaint. The reply and proposed amended complaint were filed on July 10, 2018. The proposed amended complaint no longer asserts claims against Messrs. Turner and Beith but adds Apollo Management VI, L.P. and CEVA Group as proposed defendants. The proposed amended complaint purports to seek damages of approximately €30 million and asserts, among other things, claims for violations of the Investment Advisors Act of 1940, breach of fiduciary duties, and breach of contract. Based on the allegations in the complaint, Apollo believes that there is no merit to the claims. Additionally, as the case is in its early stages, no reasonable estimate of possible loss, if any, can be made at this time. Between July 25 and August 15, 2017, plaintiffs filed three purported stockholder class actions in the Nevada state and federal court against ClubCorp Holdings Inc. (“ClubCorp”), the directors of ClubCorp, and AGM, in connection with the proposed acquisition of ClubCorp. The cases in the District Court for Clark County, Nevada were originally captioned Meng v. ClubCorp Holdings, Inc., et al., No. A-17-758912-B (“Meng”); Baum v. Affeldt, et al., No. A-17-759227-C (“Baum”); and Solak v. Affeldt, et al., No. A-17-759987-B (“Solak”). On August 16, 2017, the Meng and Baum actions were consolidated with two other similar actions that did not name AGM as a defendant. The consolidated action is captioned In re ClubCorp Holdings Shareholder Litigation, Case No. A-17-758912-B (“In re ClubCorp”). On September 21, 2017, the Solak action was consolidated into In re ClubCorp. On October 12, 2017, plaintiffs in In re ClubCorp filed a consolidated amended complaint. The complaint purports to assert claims against the directors of ClubCorp for allegedly breaching their fiduciary duties of loyalty, due care, good faith, and candor owed to the plaintiff and the public stockholders of ClubCorp. The complaint includes allegations that the directors, among other things, agreed to a transaction at an unreasonably low price, failed to take the necessary steps to maximize stockholder value, gave preferential severance benefits to certain executives, agreed to preclusive deal protection provisions, and included materially incomplete and misleading information in the proxy statement recommending that stockholders vote in favor of the acquisition. The complaint also purports to assert a claim against AGM for aiding and abetting the directors’ purported breach of fiduciary duty. On November 15, 2017, another plaintiff with separate counsel filed a motion to intervene, attaching a proposed complaint in intervention containing similar allegations but asserting claims only against ClubCorp and its directors, not AGM. On December 19, 2017, a hearing was held in which the motion to intervene was denied. On January 26, 2018, plaintiffs filed a second consolidated amended complaint. On February 23, 2018, AGM, ClubCorp, and the ClubCorp directors filed motions to dismiss the second consolidated amended complaint. On March 23, 2018, plaintiffs filed a brief in opposition to the motions to dismiss. On April 20, 2018, defendants filed reply briefs in further support of their motions to dismiss. On May 24, 2018, the court granted AGM’s motion to dismiss and continued the ClubCorp directors’ motion to dismiss pending additional discovery. On June 21, 2018, the court executed an order dismissing the claims against AGM with prejudice. On December 21, 2017, Harbinger Capital Partners II, LP, Harbinger Capital Partners Master Fund I, Ltd., Harbinger Capital Partners Special Situations Fund, L.P., Harbinger Capital Partners Special Situations GP, LLC, Harbinger Capital Partners Offshore Manager, L.L.C., Global Opportunities Breakaway Ltd. (in voluntary liquidation), and Credit Distressed Blue Line Master Fund, Ltd. (collectively, “Harbinger”) commenced an action in New York Supreme Court captioned Harbinger Capital Partners II LP et al. v. Apollo Global Management LLC, et al. (No. 657515/2017). The complaint names as defendants (i) AGM, (ii) the funds managed by Apollo that invested in SkyTerra Communications, Inc. (“SkyTerra”) equity before selling their interests to Harbinger under an April 2008 agreement that closed in 2010, and (iii) six former SkyTerra directors, five of whom are current or former Apollo employees. The complaint alleges that during the period of Harbinger’s various equity and debt investments in SkyTerra, from 2004 to 2010, Defendants concealed from Harbinger material defects in SkyTerra technology that was to be used to create a new mobile wi-fi network. The complaint alleges that Harbinger would not have made investments in SkyTerra totaling approximately $1.9 billion had it known of the defects, and that the public disclosure of these defects ultimately led to SkyTerra filing for bankruptcy in 2012 (after it had been renamed LightSquared). The complaint asserts claims against (i) all defendants for fraud, civil conspiracy, and negligent misrepresentation, (ii) AGM and the Apollo-managed funds only for breach of fiduciary duty, breach of contract, and unjust enrichment, and (iii) the SkyTerra director defendants only for aiding and abetting breach of fiduciary duty. The complaint seeks $1.9 billion in damages, as well as punitive damages, interest, costs, and fees. On February 14, 2018, the parties filed a stipulation in the state court to stay the state court action until December 31, 2018. The Court entered the stay on February 21, 2018. On February 14, 2018, Defendants moved the United States Bankruptcy Court for the Southern District of New York to reopen the LightSquared bankruptcy proceeding for the limited purpose of enforcing Harbinger’s assignment and release in that bankruptcy of the claims that it asserts in the New York state court action. On February 23, 2018, Apollo filed a Notice of Adjournment on behalf of all parties that adjourned without date the hearing on the motion to reopen, to be rescheduled to a new date and time fo |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING Apollo conducts its business primarily in the United States and substantially all of its revenues are generated domestically. Apollo’s business is conducted through three reportable segments: credit, private equity and real assets. Segment information is utilized by our Managing Partners, who operate collectively as our chief operating decision maker, to assess performance and to allocate resources. These segments were established based on the nature of investment activities in each underlying fund, including the specific type of investment made and the level of control over the investment. The performance is measured by the Company’s chief operating decision maker on an unconsolidated basis because management makes operating decisions and assesses the performance of each of Apollo’s business segments based on financial and operating metrics and data that exclude the effects of consolidation of any of the affiliated funds. Economic Income (Loss) Economic Income (Loss), or “EI”, is a key performance measure used by management in evaluating the performance of Apollo’s credit, private equity and real assets segments. Management believes the components of EI, such as the amount of management fees, advisory and transaction fees and performance fees, are indicative of the Company’s performance. Management uses EI in making key operating decisions such as the following: • Decisions related to the allocation of resources such as staffing decisions including hiring and locations for deployment of the new hires; • Decisions related to capital deployment such as providing capital to facilitate growth for the business and/or to facilitate expansion into new businesses; and • Decisions related to expenses, such as determining annual discretionary bonuses and equity-based compensation awards to its employees. With respect to compensation, management seeks to align the interests of certain professionals and selected other individuals with those of the investors in such funds and those of the Company’s shareholders by providing such individuals a profit sharing interest in the performance fees earned in relation to the funds. To achieve that objective, a certain amount of compensation is based on the Company’s performance and growth for the year. EI is a measure of profitability and has certain limitations in that it does not take into account certain items included under U.S. GAAP. EI represents segment income (loss) before income tax provision excluding transaction-related charges arising from the 2007 private placement, and any acquisitions. Transaction-related charges includes equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. In addition, EI excludes non-cash revenue and expense related to equity awards granted by unconsolidated related parties to employees of the Company, compensation and administrative related expense reimbursements, as well as the assets, liabilities and operating results of the funds and VIEs that are included in the condensed consolidated financial statements. We believe the exclusion of the non-cash charges related to the 2007 Reorganization for equity-based compensation provides investors with a meaningful indication of our performance because these charges relate to the equity portion of our capital structure and not our core operating performance. EI also excludes impacts of the remeasurement of the tax receivable agreement recorded in other income, which arises from changes in the associated deferred tax balance, including the impacts related to the TCJA. Management believes that excluding the remeasurement of the tax receivable agreement from EI is meaningful as it increases comparability between periods. Remeasurement of the tax receivable agreement is an estimate, and may change due to changes in interpretations and assumptions based on additional guidance that may be issued pertaining to the TCJA. The following tables present financial data for Apollo’s reportable segments. As of and for the Three Months Ended June 30, 2018 Credit Segment Private Equity Segment Real Assets Segment Total Reportable Segments Revenues: Management fees $ 184,587 $ 122,812 $ 18,465 $ 325,864 Advisory and transaction fees, net 2,284 13,294 2 15,580 Performance fees (1) : Unrealized (2) 7,649 13,228 (258 ) 20,619 Realized 64,797 52,641 2,802 120,240 Total performance fees 72,446 65,869 2,544 140,859 Principal investment income 10,888 11,105 799 22,792 Total Revenues (3) 270,205 213,080 21,810 505,095 Expenses: Compensation and benefits: Salary, bonus and benefits 57,894 36,509 10,098 104,501 Equity-based compensation 8,311 6,875 847 16,033 Profit sharing expense: Unrealized 3,052 6,380 (307 ) 9,125 Realized 37,106 31,644 1,060 69,810 Equity-based (4) 2,072 15,483 290 17,845 Total profit sharing expense 42,230 53,507 1,043 96,780 Total compensation and benefits 108,435 96,891 11,988 217,314 Non-compensation expenses: General, administrative and other 33,626 15,740 6,310 55,676 Placement fees 279 32 — 311 Total non-compensation expenses 33,905 15,772 6,310 55,987 Total Expenses (3) 142,340 112,663 18,298 273,301 Other Loss: Net gains (losses) from investment activities (47,432 ) (20,137 ) 4 (67,565 ) Net interest loss (5,382 ) (3,857 ) (1,097 ) (10,336 ) Other loss, net (2,319 ) (2,398 ) (699 ) (5,416 ) Total Other Loss (3) (55,133 ) (26,392 ) (1,792 ) (83,317 ) Non-Controlling Interests (1,364 ) — — (1,364 ) Economic Income (3) $ 71,368 $ 74,025 $ 1,720 $ 147,113 Total Assets (3) $ 2,648,979 $ 2,568,187 $ 206,413 $ 5,423,579 (1) Performance fees includes performance allocations and incentive fees. (2) Included in unrealized performance fees for the three months ended June 30, 2018 was a reversal of previously realized performance fees due to the general partner obligation to return previously distributed performance fees. (3) Refer below for a reconciliation of total revenues, total expenses, other income and total assets for Apollo’s total reportable segments to total consolidated revenues, total consolidated expenses, total consolidated other income (loss) and total assets. (4) Relates to amortization of restricted share awards granted under certain profit sharing arrangements. For the Three Months Ended June 30, 2017 Credit Segment Private Equity Segment Real Assets Segment Total Reportable Segments Revenues: Management fees $ 169,856 $ 77,275 $ 19,777 $ 266,908 Advisory and transaction fees, net 3,709 19,302 618 23,629 Performance fees (1) : Unrealized (2) 26,921 (98,372 ) 926 (70,525 ) Realized 57,119 136,497 5,175 198,791 Total performance fees 84,040 38,125 6,101 128,266 Principal investment income 5,856 10,348 1,015 17,219 Total Revenues (3) 263,461 145,050 27,511 436,022 Expenses: Compensation and benefits: Salary, bonus and benefits 59,244 30,294 9,022 98,560 Equity-based compensation 9,228 7,704 634 17,566 Profit sharing expense: Unrealized 12,927 (34,983 ) (70 ) (22,126 ) Realized 23,080 53,137 2,866 79,083 Equity-based (4) 582 462 — 1,044 Total profit sharing expense 36,589 18,616 2,796 58,001 Total compensation and benefits 105,061 56,614 12,452 174,127 Non-compensation expenses: General, administrative and other 31,760 16,617 5,297 53,674 Placement fees 3,918 1,341 — 5,259 Total non-compensation expenses 35,678 17,958 5,297 58,933 Total Expenses (3) 140,739 74,572 17,749 233,060 Other Loss: Net losses from investment activities (299 ) (100 ) — (399 ) Net interest loss (6,484 ) (4,336 ) (1,247 ) (12,067 ) Other income (loss), net (241 ) 781 240 780 Total Other Loss (3) (7,024 ) (3,655 ) (1,007 ) (11,686 ) Non-Controlling Interests (559 ) — — (559 ) Economic Income (3) $ 115,139 $ 66,823 $ 8,755 $ 190,717 (1) Performance fees includes performance allocations and incentive fees. (2) Included in unrealized performance fees for the three months ended June 30, 2017 was a reversal of previously realized performance fees due to the general partner obligation to return previously distributed performance fees. (3) Refer below for a reconciliation of total revenues, total expenses and other income for Apollo’s total reportable segments to total consolidated revenues, total consolidated expenses and total consolidated other income (loss). (4) Relates to amortization of equity-based awards granted under certain profit sharing arrangements. The following table reconciles total consolidated revenues to total revenues for Apollo’s reportable segments. For the Three Months Ended June 30, 2018 2017 Total Consolidated Revenues $ 523,316 $ 449,708 Equity awards granted by unconsolidated related parties and reimbursable expenses (1) (20,200 ) (15,179 ) Adjustments related to consolidated funds and VIEs (1) 1,979 1,493 Total Reportable Segments Revenues $ 505,095 $ 436,022 (1) Represents advisory fees, management fees and performance fees earned from consolidated VIEs which are eliminated in consolidation. Includes non-cash revenues related to equity awards granted by unconsolidated related parties to employees of the Company and certain compensation and administrative related expense reimbursements. The following table reconciles total consolidated expenses to total expenses for Apollo’s reportable segments For the Three Months Ended June 30, 2018 2017 Total Consolidated Expenses $ 301,394 $ 264,526 Equity awards granted by unconsolidated related parties and reimbursable expenses (1) (19,836 ) (15,179 ) Transaction-related compensation charges (1) 7,854 (1,549 ) Reclassification of interest expenses (15,162 ) (13,195 ) Amortization of transaction-related intangibles (1) (949 ) (1,543 ) Total Reportable Segments Expenses $ 273,301 $ 233,060 (1) Represents the addition of expenses of consolidated funds and VIEs, transaction-related charges, non-cash expenses related to equity awards granted by unconsolidated related parties to employees of the Company and certain compensation and administrative expenses. Transaction-related charges include equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. The following table reconciles total consolidated other income (loss) to total other loss for Apollo’s reportable segments. For the Three Months Ended June 30, 2018 2017 Total Consolidated Other Income (Loss) $ (59,188 ) $ 6,983 Reclassification of interest expense (15,162 ) (13,195 ) Adjustments related to consolidated funds and VIEs (1) (8,967 ) (5,474 ) Total Reportable Segments Other Loss $ (83,317 ) $ (11,686 ) (1) Represents the addition of other income of consolidated funds and VIEs. The following table presents the reconciliation of income before income tax provision reported in the condensed consolidated statements of operations to Economic Income. For the Three Months Ended June 30, 2018 2017 Income before income tax provision $ 162,734 $ 192,165 Adjustments: Net income attributable to Non-Controlling Interests in consolidated entities (8,716 ) (4,535 ) Transaction-related charges, net (1) (6,905 ) 3,087 Total consolidation adjustments and other (15,621 ) (1,448 ) Economic Income $ 147,113 $ 190,717 (1) Transaction-related charges include equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. The following tables present financial data for Apollo’s reportable segments. As of and for the Six Months Ended June 30, 2018 Credit Segment Private Equity Segment Real Assets Segment Total Reportable Segments Revenues: Management fees $ 367,657 $ 193,972 $ 36,438 $ 598,067 Advisory and transaction fees, net 4,632 23,892 50 28,574 Performance fees (1) : Unrealized (2) 35,360 (432,240 ) (2,923 ) (399,803 ) Realized 79,854 331,916 5,928 417,698 Total performance fees 115,214 (100,324 ) 3,005 17,895 Principal investment income (loss) 16,297 (6,426 ) 317 10,188 Total Revenues (3) 503,800 111,114 39,810 654,724 Expenses: Compensation and benefits: Salary, bonus and benefits 118,968 71,530 20,534 211,032 Equity-based compensation 18,038 13,647 1,706 33,391 Profit sharing expense: Unrealized 18,765 (131,253 ) (1,398 ) (113,886 ) Realized 43,708 133,726 2,646 180,080 Equity-based (4) 3,863 28,084 539 32,486 Total profit sharing expense 66,336 30,557 1,787 98,680 Total compensation and benefits 203,342 115,734 24,027 343,103 Non-compensation expenses: General, administrative and other 66,761 30,838 12,452 110,051 Placement fees 555 83 — 638 Total non-compensation expenses 67,316 30,921 12,452 110,689 Total Expenses (3) 270,658 146,655 36,479 453,792 Other Loss: Net gains (losses) from investment activities (102,699 ) (32,014 ) 11 (134,702 ) Net interest loss (10,353 ) (7,784 ) (2,140 ) (20,277 ) Other income (loss), net 1,627 (2,147 ) (636 ) (1,156 ) Total Other Loss (3) (111,425 ) (41,945 ) (2,765 ) (156,135 ) Non-Controlling Interests (2,579 ) — — (2,579 ) Economic Income (Loss) (3) $ 119,138 $ (77,486 ) $ 566 $ 42,218 Total Assets (3) $ 2,648,979 $ 2,568,187 $ 206,413 $ 5,423,579 (1) Performance fees includes performance allocations and incentive fees. (2) Included in unrealized performance fees for the six months ended June 30, 2018 was a reversal of previously realized performance fees due to the general partner obligation to return previously distributed performance fees. (3) Refer below for a reconciliation of total revenues, total expenses, other income and total assets for Apollo’s total reportable segments to total consolidated revenues, total consolidated expenses, total consolidated other income (loss) and total assets. (4) Relates to amortization of equity-based awards granted under certain profit sharing arrangements. For the Six Months Ended June 30, 2017 Credit Segment Private Equity Segment Real Assets Segment Total Reportable Segments Revenues: Management fees $ 328,198 $ 154,673 $ 36,090 $ 518,961 Advisory and transaction fees, net 6,265 31,074 1,357 38,696 Performance fees (1) : Unrealized (2) 33,243 65,247 3,530 102,020 Realized 88,055 291,958 5,239 385,252 Total performance fees 121,298 357,205 8,769 487,272 Principal investment income 12,339 42,076 2,018 56,433 Total Revenues (3) 468,100 585,028 48,234 1,101,362 Expenses: Compensation and benefits: Salary, bonus and benefits 114,126 61,763 17,392 193,281 Equity-based compensation 18,330 14,799 1,182 34,311 Profit sharing expense: Unrealized 15,142 20,033 1,964 37,139 Realized 36,525 128,389 2,892 167,806 Equity-based 869 462 — 1,331 Total profit sharing expense 52,536 148,884 4,856 206,276 Total compensation and benefits 184,992 225,446 23,430 433,868 Non-compensation expenses: General, administrative and other 63,850 33,977 9,779 107,606 Placement fees 5,688 1,475 — 7,163 Total non-compensation expenses 69,538 35,452 9,779 114,769 Total Expenses (3) 254,530 260,898 33,209 548,637 Other Income (Loss): Net gains from investment activities 30,795 3,296 — 34,091 Net interest loss (13,006 ) (8,578 ) (2,471 ) (24,055 ) Other income, net 570 18,571 303 19,444 Total Other Income (Loss) (3) 18,359 13,289 (2,168 ) 29,480 Non-Controlling Interests (1,493 ) — — (1,493 ) Economic Income (3) $ 230,436 $ 337,419 $ 12,857 $ 580,712 (1) Performance fees includes performance allocations and incentive fees. (2) Included in unrealized performance fees for the six months ended June 30, 2017 was a reversal of previously realized performance fees due to the general partner obligation to return previously distributed performance fees. (3) Refer below for a reconciliation of total revenues, total expenses and other income for Apollo’s total reportable segments to total consolidated revenues, total consolidated expenses and total consolidated other income (loss). The following table reconciles total consolidated revenues to total revenues for Apollo’s reportable segments: For the Six Months Ended June 30, 2018 2017 Total Consolidated Revenues $ 690,219 $ 1,131,812 Equity awards granted by unconsolidated related parties, reimbursable expenses and other (1) (39,113 ) (33,402 ) Adjustments related to consolidated funds and VIEs (1) 3,618 2,952 Total Reportable Segments Revenues $ 654,724 $ 1,101,362 (1) Represents advisory fees, management fees and performance fees earned from consolidated VIEs which are eliminated in consolidation. Includes non-cash revenues related to equity awards granted by unconsolidated related parties to employees of the Company and certain compensation and administrative related expense reimbursements. The following table reconciles total consolidated expenses to total expenses for Apollo’s reportable segments: For the Six Months Ended June 30, 2018 2017 Total Consolidated Expenses $ 516,269 $ 610,514 Equity awards granted by unconsolidated related parties, reimbursable expenses and other (1) (38,571 ) (33,402 ) Transaction-related compensation charges (1) 6,962 1,134 Reclassification of interest expenses (28,959 ) (26,194 ) Amortization of transaction-related intangibles (1) (1,909 ) (3,415 ) Total Reportable Segments Expenses $ 453,792 $ 548,637 (1) Represents the addition of expenses of consolidated funds and VIEs, transaction-related charges, non-cash expenses related to equity awards granted by unconsolidated related parties to employees of the Company and certain compensation and administrative expenses. Transaction-related charges include equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. The following table reconciles total consolidated other income (loss) to total other income (loss) for Apollo’s reportable segments: For the Six Months Ended June 30, 2018 2017 Total Consolidated Other Income (Loss) $ (111,984 ) $ 65,058 Reclassification of interest expense (28,959 ) (26,194 ) Adjustments related to consolidated funds and VIEs (1) (15,192 ) (9,384 ) Total Reportable Segments Other Income (Loss) $ (156,135 ) $ 29,480 (1) Represents the addition of other income of consolidated funds and VIEs. The following table presents the reconciliation of income before income tax provision reported in the condensed consolidated statements of operations to Economic Income: For the Six Months Ended June 30, 2018 2017 Income before income tax provision $ 61,966 $ 586,356 Adjustments: Transaction-related charges (1) (5,053 ) 2,275 Net income attributable to Non-Controlling Interests in consolidated entities and appropriated partners’ capital (14,695 ) (7,919 ) Total consolidation adjustments and other (19,748 ) (5,644 ) Economic Income $ 42,218 $ 580,712 (1) Transaction-related charges include equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. The following table presents the reconciliation of Apollo’s total reportable segment assets to total assets: As of As of Total reportable segment assets $ 5,423,579 $ 5,740,943 Adjustments (1) 1,215,434 1,250,127 Total assets $ 6,639,013 $ 6,991,070 (1) Represents the addition of assets of consolidated funds and VIEs and consolidation elimination adjustments. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On August 2, 2018 , the Company declared a cash distribution of $0.43 per Class A share, which will be paid on August 31, 2018 to holders of record on August 17, 2018 . On August 2, 2018 , the Company declared a cash distribution of $0.398438 per Series A Preferred share and Series B Preferred share which will be paid on September 17, 2018 to holders of record on September 1, 2018 . On July 11, 2018, AMH as borrower (the “Borrower”) entered into a new credit agreement (the “2018 AMH Credit Facility”) with the lenders and issuing banks party thereto and Citibank, N.A., as administrative agent for the lenders. The 2018 AMH Credit Facility replaces the Revolver Facility (see note 9 ) and provides for a $750 million revolving credit facility to the Borrower with a final maturity date of July 11, 2023. In addition, the Borrower may incur incremental facilities in respect of the 2018 AMH Credit Facility in an aggregate amount not to exceed $250 million plus additional amounts so long as the Borrower is in compliance with a maximum net leverage ratio. As of July 11, 2018, the 2018 AMH Credit Facility was undrawn. The interest rate on the 2018 AMH Credit Facility as of the closing date was based on adjusted LIBOR and the applicable margin was 1.00% . The undrawn revolving commitment fee was 0.09% as of the closing date. Borrowings under the 2018 AMH Credit Facility may be used for working capital and general corporate purposes, including, without limitation, permitted acquisitions. The 2013 AMH Credit Facilities and all related loan documents were terminated as of July 11, 2018. On July 30, 2018, the Company entered into an agreement to lease office space at 9 West 57th Street, New York, New York. The term of the lease extends through 2036. See note 14 for information regarding aggregate minimum future payments. |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Organization of the Company | Organization of the Company The Company was formed as a Delaware limited liability company on July 3, 2007 and completed a reorganization of its predecessor businesses on July 13, 2007 (the “2007 Reorganization”). The Company is managed and operated by its manager, AGM Management, LLC, which in turn is indirectly wholly-owned and controlled by Leon Black, Joshua Harris and Marc Rowan, its Managing Partners. As of June 30, 2018 , the Company owned, through six intermediate holding companies, 49.9% of the economic interests of, and operated and controlled all of the businesses and affairs of, the Apollo Operating Group through its wholly-owned subsidiaries. AP Professional Holdings, L.P., a Cayman Islands exempted limited partnership (“Holdings”), is the entity through which the Managing Partners and certain of the Company’s other partners (the “Contributing Partners”) indirectly beneficially own interests in each of the partnerships that comprise the Apollo Operating Group (“AOG Units”). As of June 30, 2018 , Holdings owned the remaining 50.1% of the economic interests in the Apollo Operating Group. The Company consolidates the financial results of the Apollo Operating Group and its consolidated subsidiaries. Holdings’ ownership interest in the Apollo Operating Group is reflected as a Non-Controlling Interest in the accompanying condensed consolidated financial statements. |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements are prepared in accordance with U.S. GAAP for interim financial information and instructions to the Quarterly Report on Form 10-Q. The condensed consolidated financial statements and these notes are unaudited and exclude some of the disclosures required in annual financial statements. Management believes it has made all necessary adjustments (consisting only of normal recurring items) so that the condensed consolidated financial statements are presented fairly and that estimates made in preparing its condensed consolidated financial statements are reasonable and prudent. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These condensed consolidated financial statements should be read in conjunction with the annual financial statements included in the 2017 Annual Report. The condensed consolidated financial statements include the accounts of the Company, its wholly-owned or majority-owned subsidiaries, the consolidated entities which are considered to be variable interest entities (“VIEs”) and for which the Company is considered the primary beneficiary, and certain entities which are not considered VIEs but which the Company controls through a majority voting interest. |
Reclassifications | Certain reclassifications, when applicable, have been made to the prior periods’ condensed consolidated financial statements and notes to conform to the current period’s presentation and are disclosed accordingly. |
Consolidation | Consolidation The types of entities with which Apollo is involved generally include subsidiaries (e.g., general partners and management companies related to the funds the Company manages), entities that have all the attributes of an investment company (e.g., funds) and securitization vehicles (e.g., CLOs). Each of these entities is assessed for consolidation on a case by case basis depending on the specific facts and circumstances surrounding that entity. Pursuant to the consolidation guidance, the Company first evaluates whether it holds a variable interest in an entity. Fees that are customary and commensurate with the level of services provided, and where the Company does not hold other economic interests in the entity that would absorb more than an insignificant amount of the expected losses or returns of the entity, would not be considered a variable interest. Apollo factors in all economic interests including proportionate interests through related parties, to determine if such interests are considered a variable interest. As Apollo’s interests in many of these entities are solely through market rate fees and/or insignificant indirect interests through related parties, Apollo is not considered to have a variable interest in many of these entities and no further consolidation analysis is performed. For entities where the Company has determined that it does hold a variable interest, the Company performs an assessment to determine whether each of those entities qualify as a VIE. The determination as to whether an entity qualifies as a VIE depends on the facts and circumstances surrounding each entity and therefore certain of Apollo’s funds may qualify as VIEs under the variable interest model whereas others may qualify as voting interest entities (“VOEs”) under the voting interest model. The granting of substantive kick-out rights is a key consideration in determining whether a limited partnership or similar entity is a VIE and whether or not that entity should be consolidated. Under the variable interest model, Apollo consolidates those entities where it is determined that the Company is the primary beneficiary of the entity. The Company is determined to be the primary beneficiary when it has a controlling financial interest in the VIE, which is defined as possessing both (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. When Apollo alone is not considered to have a controlling financial interest in the VIE but Apollo and its related parties under common control in the aggregate have a controlling financial interest in the VIE, Apollo will be deemed the primary beneficiary if it is the party that is most closely associated with the VIE. When Apollo and its related parties not under common control in the aggregate have a controlling financial interest in the VIE, Apollo would be deemed to be the primary beneficiary if substantially all the activities of the entity are performed on behalf of Apollo. Apollo determines whether it is the primary beneficiary of a VIE at the time it becomes initially involved with the VIE and reconsiders that conclusion continuously. Investments and redemptions (either by Apollo, related parties of Apollo or third parties) or amendments to the governing documents of the respective entity may affect an entity’s status as a VIE or the determination of the primary beneficiary. Assets and liabilities of the consolidated VIEs are primarily shown in separate sections within the condensed consolidated statements of financial condition. Changes in the fair value of the consolidated VIEs’ assets and liabilities and related interest, dividend and other income and expenses are presented within net gains from investment activities of consolidated variable interest entities in the condensed consolidated statements of operations. The portion attributable to Non-Controlling Interests is reported within net (income) loss attributable to Non-Controlling Interests in the condensed consolidated statements of operations. For additional disclosures regarding VIEs, see note 5 . Under the voting interest model, Apollo consolidates those entities it controls through a majority voting interest. Apollo does not consolidate those VOEs in which substantive kick-out rights have been granted to the unrelated investors to either dissolve the fund or remove the general partner. |
Cash and Cash Equivalents | Cash and Cash Equivalents Apollo considers all highly liquid short-term investments with original maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents include money market funds and U.S. Treasury securities with original maturities of three months or less when purchased. Interest income from cash and cash equivalents is recorded in interest income in the condensed consolidated statements of operations. The carrying values of the money market funds and U.S. Treasury securities was $743.3 million and $404.7 million as of June 30, 2018 and December 31, 2017 , respectively, which approximate their fair values due to their short-term nature and are categorized as Level I within the fair value hierarchy. Substantially all of the Company’s cash on deposit is in interest bearing accounts with major financial institutions and exceed insured limits. |
U.S. Treasury securities, at fair value | U.S. Treasury securities, at fair value U.S. Treasury securities, at fair value includes U.S. Treasury bills with original maturities greater than three months when purchased. These securities are recorded at fair value. Interest income on such securities is separately presented from the overall change in fair value and is recognized in interest income in the condensed consolidated statements of operations. Any remaining change in fair value of such securities, that is not recognized as interest income, is recognized in net gains (losses) from investment activities in the condensed consolidated statements of operations. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Apollo has elected the fair value option for the Company’s investment in Athene Holding, the assets and liabilities of certain of its consolidated VIEs (including CLOs), the Company’s U.S. Treasury securities with original maturities greater than three months when purchased, and certain of the Company’s other investments. Such election is irrevocable and is applied to financial instruments on an individual basis at initial recognition. The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. Except for the Company’s debt obligations, financial instruments are generally recorded at fair value or at amounts whose carrying values approximate fair value. The actual realized gains or losses will depend on, among other factors, future operating results, the value of the assets and market conditions at the time of disposition, any related transaction costs and the timing and manner of sale, all of which may ultimately differ significantly from the assumptions on which the valuations were based. Fair Value Hierarchy U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is affected by a number of factors, including the type of financial instrument, the characteristics specific to the financial instrument and the state of the marketplace, including the existence and transparency of transactions between market participants. Financial instruments with readily available quoted prices in active markets generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Financial instruments measured and reported at fair value are classified and disclosed based on the observability of inputs used in the determination of fair values, as follows: Level I - Quoted prices are available in active markets for identical financial instruments as of the reporting date. The types of financial instruments included in Level I include listed equities and debt. The Company does not adjust the quoted price for these financial instruments, even in situations where the Company holds a large position and the sale of such position would likely deviate from the quoted price. Level II - Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. Financial instruments that are generally included in this category include corporate bonds and loans, less liquid and restricted equity securities and certain over-the-counter derivatives where the fair value is based on observable inputs. These financial instruments exhibit higher levels of liquid market observability as compared to Level III financial instruments. Level III - Pricing inputs are unobservable for the financial instrument and includes situations where there is little observable market activity for the financial instrument. The inputs into the determination of fair value may require significant management judgment or estimation. Financial instruments that are included in this category generally include general and limited partner interests in corporate private equity and real assets funds, opportunistic credit funds, distressed debt and non-investment grade residual interests in securitizations and CDOs and CLOs where the fair value is based on observable inputs as well as unobservable inputs. When a security is valued based on broker quotes, the Company subjects those quotes to various criteria in making the determination as to whether a particular financial instrument would qualify for classification as Level II or Level III. These criteria include, but are not limited to, the number and quality of the broker quotes, the standard deviations of the observed broker quotes, and the percentage deviation from independent pricing services. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, a financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument when the fair value is based on unobservable inputs. Transfers between levels of the fair value hierarchy are recognized as of the end of the reporting period. |
Equity Method Investments | Equity Method Investments For investments in entities over which the Company exercises significant influence but which do not meet the requirements for consolidation and for which the Company has not elected the fair value option, the Company uses the equity method of accounting, whereby the Company records its share of the underlying income or loss of such entities. The Company’s share of the underlying net income or loss of such entities is recorded in principal investment income in the condensed consolidated statements of operations. The carrying amounts of equity method investments are recorded in investments in the condensed consolidated statements of financial condition. As the underlying entities that the Company manages and invests in are, for U.S. GAAP purposes, primarily investment companies which reflect their investments at estimated fair value, the carrying value of the Company’s equity method investments in such entities approximates fair value. |
Financial Instruments held by Consolidated VIEs | Financial Instruments held by Consolidated VIEs The Company measures both the financial assets and financial liabilities of the consolidated CLOs in its condensed consolidated financial statements using the fair value of the financial assets of the consolidated CLOs, which are more observable than the fair value of the financial liabilities of the consolidated CLOs. As a result, the financial assets of the consolidated CLOs are measured at fair value and the financial liabilities are measured in consolidation as: (i) the sum of the fair value of the financial assets and the carrying value of any non-financial assets that are incidental to the operations of the CLOs less (ii) the sum of the fair value of any beneficial interests retained by the Company (other than those that represent compensation for services) and the Company’s carrying value of any beneficial interests that represent compensation for services. The resulting amount is allocated to the individual financial liabilities (other than the beneficial interest retained by the Company) using a reasonable and consistent methodology. Under the measurement alternative, net (income) loss attributable to Apollo Global Management, LLC reflects the Company’s own economic interests in the consolidated CLOs including (i) changes in the fair value of the beneficial interests retained by the Company and (ii) beneficial interests that represent compensation for collateral management services. The consolidated VIEs hold investments that could be traded over-the-counter. Investments in securities that are traded on a securities exchange or comparable over-the-counter quotation systems are valued based on the last reported sale price at that date. If no sales of such investments are reported on such date, and in the case of over-the-counter securities or other investments for which the last sale date is not available, valuations are based on independent market quotations obtained from market participants, recognized pricing services or other sources deemed relevant, and the prices are based on the average of the “bid” and “ask” prices, or at ascertainable prices at the close of business on such day. Market quotations are generally based on valuation pricing models or market transactions of similar securities adjusted for security-specific factors such as relative capital structure priority and interest and yield risks, among other factors. When market quotations are not available, a model based approach is used to determine fair value. |
Deferred Revenue and Revenues | Deferred Revenue Apollo records deferred revenue, which is a type of contract liability, when consideration is received in advance of management services provided. Apollo also earns management fees subject to the Management Fee Offset (described below). When advisory and transaction fees are earned by the management company, the Management Fee Offset reduces the management fee obligation of the fund. When the Company receives cash for advisory and transaction fees, a certain percentage of such advisory and/or transaction fees, as applicable, is allocated as a credit to reduce future management fees, otherwise payable by such fund. Such credit is recorded as deferred revenue in the condensed consolidated statements of financial condition. A portion of any excess advisory and transaction fees may be required to be returned to the limited partners of certain funds upon such fund’s liquidation. As the management fees earned by the Company are presented on a gross basis, any Management Fee Offsets calculated are presented as a reduction to advisory and transaction fees in the condensed consolidated statements of operations. Additionally, Apollo earns advisory fees pursuant to the terms of the advisory agreements with certain of the portfolio companies that are owned by the funds Apollo manages. When Apollo receives a payment from a portfolio company that exceeds the advisory fees earned at that point in time, the excess payment is recorded as deferred revenue in the condensed consolidated statements of financial condition. The advisory agreements with the portfolio companies vary in duration and the associated fees are received monthly, quarterly or annually. Deferred revenue is reversed and recognized as revenue over the period that the agreed upon services are performed. There was $119.7 million of revenue recognized during the six months ended June 30, 2018 that was previously deferred as of January 1, 2018. Under the terms of the funds’ partnership agreements, Apollo is normally required to bear organizational expenses over a set dollar amount and placement fees or costs in connection with the offering and sale of interests in the funds it manages to investors. The placement fees are payable to placement agents, who are independent third parties that assist in identifying potential investors, securing commitments to invest from such potential investors, preparing or revising offering and marketing materials, developing strategies for attempting to secure investments by potential investors and/or providing feedback and insight regarding issues and concerns of potential investors, when a limited partner either commits or funds a commitment to a fund. In certain instances the placement fees are paid over a period of time. Based on the management agreements with the funds, Apollo considers placement fees and organizational costs paid in determining if cash has been received in excess of the management fees earned. Placement fees and organizational costs are normally the obligation of Apollo but can be paid for by the funds. When these costs are paid by the fund, the resulting obligations are included within deferred revenue. The deferred revenue balance will also be reduced during future periods when management fees are earned but not paid. Revenues The Company’s revenues are reported in four separate categories that include (i) management fees; (ii) advisory and transaction fees, net; (iii) investment income which is comprised of two subcomponents: (1) performance allocations and (2) principal investment income; and (iv) incentive fees. On January 1, 2018, the Company adopted new revenue guidance issued by the FASB for recognizing revenue from contracts with customers. The new revenue guidance requires that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services (i.e., the transaction price). When determining the transaction price under the new revenue guidance, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. The new revenue guidance also requires improved disclosures to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue that is recognized. The Company has concluded that its management fees, advisory and transaction fees, and incentive fees are within the scope of the new revenue guidance. For incentive fees, the new revenue guidance delays the timing of certain revenues compared to the prior accounting treatment. These amounts were previously recognized in carried interest income in the condensed consolidated statements of operations and are now recognized separately within its own line, incentive fees. Effective January 1, 2018, the Company implemented a change in accounting principle for performance allocations to be accounted for under guidance applicable to equity method investments, and therefore not within the scope of the new revenue guidance. The accounting change does not change the timing or amount of revenue recognized related to performance allocation arrangements. These amounts were previously recognized within carried interest income in the condensed consolidated statements of operations and carried interest receivable within the condensed consolidated statements of financial condition. As a result of the change in accounting principle, the Company recognizes performance allocations within investment income along with the related principal investment income (as described further below) in the condensed consolidated statements of operations and within the investments line in the condensed consolidated statements of financial condition. The Company applied this change in accounting principle on a full retrospective basis. The new revenue guidance was adopted on a modified retrospective basis. The adoption of the new revenue guidance did not have a material impact on the Company. In connection with the adoption of the new revenue guidance, the Company recorded a cumulative effect adjustment to total shareholders’ equity as of January 1, 2018 in the amount of $19.4 million net of taxes. Prior periods have not been recast to reflect the new revenue guidance. Accordingly, prior periods reflect recognition under the previous guidance whereby incentive fees were recorded on an assumed liquidation basis at each reporting date. Refer to disclosures below for additional information on each of the Company’s revenue streams. |
Management Fees | Management Fees Management fees for funds are recognized over time during the periods in which the related services are performed in accordance with the contractual terms of the related agreement. Management fees are generally based on (1) a percentage of the capital committed during the commitment period, and thereafter based on the remaining invested capital of unrealized investments, or (2) net asset value, gross assets or as otherwise defined in the respective agreements. Included in management fees are certain expense reimbursements where the Company is considered the principal under the agreements and is required to record the expense and related reimbursement revenue on a gross basis. |
Advisory and Transaction Fees, Net | Advisory and Transaction Fees, Net Advisory fees, including monitoring fees and directors’ fees, are generally recognized over time as the underlying services are provided in accordance with the contractual terms of the related agreement. The Company receives such fees in exchange for ongoing management consulting, monitoring, and oversight of portfolio company operations. Transaction fees, including structuring fees and arranging fees are generally recognized at a point in time when the underlying services rendered are complete. The amounts due from portfolio companies are recorded in due from related parties, which is discussed further in note 13 . Under the terms of the limited partnership agreements for certain funds, the management fee payable by the funds may be subject to a reduction based on a certain percentage of such advisory and transaction fees, net of applicable broken deal costs (“Management Fee Offset”). Advisory and transaction fees are presented net of the Management Fee Offset in the condensed consolidated statements of operations. Underwriting fees, which are also included within advisory and transaction fees, net, include gains, losses and fees, arising from securities offerings in which one of the Company’s subsidiaries participates in the underwriter syndicate. Underwriting fees are recognized at a point in time when the underwriting is completed. Underwriting fees recognized but not received are recorded in other assets on the condensed consolidated statements of financial condition. During the normal course of business, the Company incurs certain costs related to certain transactions that are not consummated (“broken deal costs”). These costs (e.g., research costs, due diligence costs, professional fees, legal fees and other related items) are determined to be broken deal costs upon management’s decision to no longer pursue the transaction. In accordance with the related fund agreement, in the event the deal is deemed broken, all of the costs are reimbursed by the funds and then included as a component of the calculation of the Management Fee Offset. If a deal is successfully completed, Apollo is reimbursed by the fund or fund’s portfolio company for all costs incurred and no offset is generated. As the Company acts as an agent for the funds it manages, any transaction costs incurred and paid by the Company on behalf of the respective funds relating to successful or broken deals are recorded net on the Company’s condensed consolidated statements of operations, and any receivable from the respective funds is recorded in due from related parties on the condensed consolidated statements of financial condition. |
Investment Income | Investment Income Investment income is comprised of two subcomponents: (1) performance allocations and (2) principal investment income. Performance Allocations Performance allocations are a type of performance revenue (i.e., income earned based on the extent to which an entity’s performance exceeds predetermined thresholds). Performance allocations are generally structured from a legal standpoint as an allocation of capital in which the asset manager’s capital account receives allocations of the returns of an entity when those returns exceed predetermined thresholds. The determination of which performance revenues are considered performance allocations is primarily based on the terms of an agreement with the entity. As noted above, as a result of a change in accounting principle, the Company recognizes performance allocations within investment income along with the related principal investment income (as described further below) in the condensed consolidated statements of operations and within the investments line in the condensed consolidated statements of financial condition. Principal Investment Income Principal investment income includes the Company’s income or loss from equity method investments and certain other investments in entities in which the Company is generally eligible to receive performance allocations. Income from equity method investments includes the Company’s share of net income or loss generated from its investments, which are not consolidated, but in which the Company exerts significant influence. Prior to the change in accounting principle noted above, income from equity method investments was included within other income (loss) in the condensed consolidated statements of operations. All prior periods have been conformed to reflect this change in presentation. |
Incentive Fees | Incentive Fees Incentive fees are a type of performance revenue. Incentive fees differ from performance allocations in that incentive fees do not represent an allocation of capital but rather a contractual fee arrangement with the entity. Incentive fees are considered a form of variable consideration under the new guidance as they are subject to clawback or reversal and therefore must be deferred until the fees are probable to not be significantly reversed. Accrued but unpaid incentive fees are reported within incentive fees receivable in the Company’s condensed consolidated statements of financial condition. As noted earlier, prior to the adoption of the new revenue guidance, incentive fees were recognized on an assumed liquidation basis. The Company’s incentive fees primarily relate to the credit segment and are generally received from the management of CLOs, managed accounts and AINV. As it relates to AINV, incentive fees include a quarterly fee on the pre-incentive fee net investment income (“AINV Part I Fees”) of AINV. For purposes of the AINV Part I Fees, the net investment income of AINV includes interest income, dividend income and certain other income but excludes any realized and unrealized capital gains or losses. Such AINV Part I Fees are paid quarterly and are not subject to repayment. Therefore, the recognition of these fees are not impacted by the adoption of the new revenue guidance. |
Equity-Based Compensation | Equity-Based Compensation Equity-based awards granted to employees as compensation are measured based on the grant date fair value of the award. Equity-based awards that do not require future service (i.e., vested awards) are expensed immediately. Equity-based employee awards that require future service are expensed over the relevant service period. In addition, the Company provides for the vesting of certain restricted stock units (“RSUs”) subject to continued employment and certain performance metrics being achieved. In accordance with U.S. GAAP, equity-based compensation expense for such awards is recognized on an accelerated recognition method over the requisite service period to the extent the performance metrics are met or deemed probable. Equity-based awards granted to non-employees for services provided to related parties are remeasured to fair value at the end of each reporting period and expensed over the relevant service period. The Company accounts for forfeitures of equity-based awards when they occur. |
Profit Sharing | Profit Sharing Profit sharing expense and profit sharing payable primarily consist of a portion of performance allocations and incentive fees (collectively, “performance revenues”) earned from certain funds that are allocated to employees, former employees and Contributing Partners. Profit sharing amounts are recognized as the related performance revenues are earned. Accordingly, profit sharing amounts can be reversed during periods when there is a decline in performance revenues that were previously recognized. Profit sharing amounts are generally not paid until the related performance revenue is distributed to the general partner upon realization of the fund’s investments. Under certain profit sharing arrangements, the Company requires that a portion of certain of the performance revenues distributed to our employees be used to purchase Class A restricted shares issued under our 2007 Equity Plan. Prior to distribution of the performance revenue, the Company records the value of the equity-based awards expected to be granted in other assets and other liabilities within the condensed consolidated statements of financial condition. Such equity-based awards are recorded as equity-based compensation expense over the relevant service period once granted. Additionally, profit sharing amounts previously distributed may be subject to clawback from employees, former employees and Contributing Partners. When applicable, the accrual for potential clawback of previously distributed profit sharing amounts, which is a component of due from related parties on the condensed consolidated statements of financial condition, represents all amounts previously distributed to employees, former employees and Contributing Partners that would need to be returned to the general partner if the Apollo funds were to be liquidated based on the fair value of the underlying funds’ investments as of the reporting date. The actual general partner receivable, however, would not become realized until the end of a fund’s life. Profit sharing payable also includes contingent consideration obligations that were recognized in connection with certain Apollo acquisitions. Changes in the fair value of the contingent consideration obligations are reflected in the Company’s condensed consolidated statements of operations as profit sharing expense. The Company has a performance-based incentive arrangement for certain Apollo partners and employees designed to more closely align compensation on an annual basis with the overall realized performance of the Company. This arrangement enables certain partners and employees to earn discretionary compensation based on performance revenue earned by the Company in a given year, which amounts are reflected in profit sharing expense in the accompanying condensed consolidated financial statements. |
401(k) Savings Plan | 401(k) Savings Plan The Company sponsors a 401(k) savings plan (the “401(k) Plan”) whereby U.S.-based employees are entitled to participate in the 401(k) Plan based upon satisfying certain eligibility requirements. The Company matches 50% of eligible annual employee contributions up to 3% of the eligible employees’ annual compensation. Matching contributions vest after three years of service. |
General, Administrative and Other | General, Administrative and Other General, administrative and other primarily includes professional fees, occupancy, depreciation and amortization, travel, information technology and administration expenses. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed consolidated financial statements, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Apollo’s most significant estimates include goodwill, intangible assets, income taxes, performance allocations, incentive fees, contingent consideration obligation related to an acquisition, non-cash compensation, and fair value of investments and debt. Actual results could differ materially from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued guidance that amends the accounting for leases. The amended guidance requires recognition of a lease asset and a lease liability by lessees for leases classified as operating leases. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from existing guidance. The amended guidance is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2018. Early application is permitted for all entities. The Company expects its total assets and total liabilities on its condensed consolidated statements of financial condition to increase upon adoption of this guidance as a result of recording a lease asset and lease liability related to our operating leases. The Company is continuing to evaluate the impact that this guidance will have on its condensed consolidated financial statements. The Company expects to adopt the new leasing guidance on January 1, 2019. In November 2016, the FASB issued guidance to reduce diversity in practice in the classification and presentation of changes in restricted cash on the statements of cash flows. The new guidance requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash. Entities are also required to reconcile such total to amounts on the Company’s condensed consolidated statements of financial condition and disclose the nature of the restrictions. The Company adopted the standard beginning January 1, 2018 using a retrospective transition method to each period presented. Upon adoption of this standard restricted cash and cash and cash equivalents held at consolidated variable interest entities are included within the beginning of period and end of period balances in the Company’s condensed consolidated statements of cash flows. Refer to the Company’s condensed consolidated statements of cash flows for the impact of this standard. In January 2017, the FASB issued guidance that changes the definition of a business with the objective of adding guidance to assist companies with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The guidance is effective for interim and annual periods beginning after December 15, 2017. The adoption of this standard did not have an impact on the condensed consolidated financial statements of the Company. In January 2017, the FASB issued guidance to simplify the test for goodwill impairment. The new guidance removes the requirement to perform a hypothetical purchase price allocation to measure goodwill impairment (Step 2). Under the new guidance, a goodwill impairment is calculated as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill in the reporting unit. The guidance is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019 and should be performed prospectively. Early adoption is permitted for interim or annual goodwill impairment tests performed after January 1, 2017. The guidance is not expected to have an impact on the condensed consolidated financial statements of the Company. |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of investments | The following table represents Apollo’s investments: As of As of Investments, at fair value $ 917,441 $ 866,998 Equity method investments 911,942 863,906 Performance allocations 1,401,205 1,828,930 Total Investments $ 3,230,588 $ 3,559,834 |
Summary of equity method investments | Equity method investments consisted of the following: Equity Held as of June 30, 2018 (4) December 31, 2017 (4) Credit (2) $ 403,336 $ 325,267 Private Equity (1) 480,699 509,707 Real Assets 27,907 28,932 Total equity method investments (3) $ 911,942 $ 863,906 (1) The equity method investment in Fund VIII was $385.0 million and $385.7 million as of June 30, 2018 and December 31, 2017 , respectively, representing an ownership percentage of 2.2% and 2.2% as of June 30, 2018 and December 31, 2017 , respectively. (2) The equity method investment in AINV was $54.9 million and $56.5 million as of June 30, 2018 and December 31, 2017 , respectively. The value of the Company’s investment in AINV was $49.4 million and $50.2 million based on the quoted market price as of June 30, 2018 and December 31, 2017 , respectively. (3) Certain funds invest across multiple segments. The presentation in the table above is based on the classification of the majority of such funds’ investments. (4) Some amounts included are a quarter in arrears. As such, the following table presents summarized financial information of Athene Holding and Fund VIII: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 (1) 2017 2018 (1) 2017 in millions Statements of Operations Revenues $ 1,377 $ 2,329 $ 4,401 $ 4,855 Expenses 712 1,471 4,150 2,741 Income before income tax provision 665 858 251 2,114 Income tax provision 60 11 95 34 Net income $ 605 $ 847 $ 156 $ 2,080 (1) Certain financial information for the three and six months ended June 30, 2018 is presented a quarter in arrears and reflects the financial information for the three and six months ended March 31, 2018 , which represents the latest available financial information as of the date of this report. |
Summary of realized and net change in unrealized gains on investments, at fair value | The following table presents the realized and net change in unrealized gains (losses) reported in net gains (losses) from investment activities: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Realized gains (losses) on sales of investments, net $ — $ (148 ) $ 66 $ (148 ) Net change in unrealized gains (losses) due to changes in fair value (67,505 ) (365 ) (134,704 ) 34,152 Net gains (losses) from investment activities $ (67,505 ) $ (513 ) $ (134,638 ) $ 34,004 |
Summary of performance allocation | Performance allocations from private equity, credit and real assets funds consisted of the following: As of June 30, 2018 As of December 31, 2017 Private Equity $ 981,558 $ 1,404,777 Credit 394,850 395,340 Real Assets 24,797 28,813 Total performance allocations $ 1,401,205 $ 1,828,930 The table below provides a roll forward of the performance allocations balance: Private Equity Credit Real Assets Total Performance allocations, January 1, 2018 $ 1,404,777 $ 395,340 $ 28,813 $ 1,828,930 Change in fair value of funds (87,702 ) 84,713 2,272 (717 ) Fund distributions to the Company (335,517 ) (1) (85,203 ) (6,288 ) (427,008 ) Performance allocations, June 30, 2018 $ 981,558 $ 394,850 $ 24,797 $ 1,401,205 (1) Includes realized performance allocations of $169.9 million from AP Alternative Assets, L.P. (“AAA”), settled in the form of shares of Athene Holding. |
PROFIT SHARING PAYABLE (Tables)
PROFIT SHARING PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Profit Sharing Payable [Abstract] | |
Summary of Profit Sharing From Private Equity, Credit, and Real Estate Funds | Profit sharing payable consisted of the following: As of June 30, 2018 As of December 31, 2017 Credit $ 270,785 $ 265,791 Private Equity 377,691 475,556 Real Assets 11,431 10,929 Total profit sharing payable $ 659,907 $ 752,276 |
Rollforward Summary of Profit Sharing From Private Equity, Credit, and Real Estate Funds | The table below provides a roll forward of the profit sharing payable balance: Private Equity Credit Real Assets Total Profit sharing payable, January 1, 2018 $ 475,556 $ 265,791 $ 10,929 $ 752,276 Profit sharing expense 4,490 51,207 1,247 56,944 Payments/other (1) (102,355 ) (2) (46,213 ) (745 ) (149,313 ) Profit sharing payable, June 30, 2018 $ 377,691 $ 270,785 $ 11,431 $ 659,907 (1) Includes $10.6 million associated with the adoption of new revenue recognition accounting guidance, as discussed in note 2 . (2) Includes $46.6 million associated with profit sharing expense related to AAA that was settled in the form of shares of Athene Holding. |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Gain Loss on Investments of Variable Interest Entities | The following table presents net gains from investment activities of the consolidated VIEs: For the Three Months Ended For the Six Months Ended 2018 (1) 2017 (1) 2018 (1) 2017 (1) Net gains (losses) from investment activities $ (9 ) $ 7,526 $ 5,313 $ 9,516 Net gains from debt 6,824 3,567 8,174 2,684 Interest and other income 9,148 8,621 18,727 16,443 Interest and other expenses (6,750 ) (13,582 ) (16,469 ) (18,403 ) Net gains from investment activities of consolidated variable interest entities $ 9,213 $ 6,132 $ 15,745 $ 10,240 (1) Amounts reflect consolidation eliminations. |
Principal Provisions of Debt | The following table summarizes the principal provisions of the debt of the consolidated VIEs: As of June 30, 2018 As of December 31, 2017 Principal Outstanding Weighted Average Interest Rate Weighted Average Remaining Maturity in Years Principal Outstanding Weighted Average Interest Rate Weighted Average Remaining Maturity in Years Senior Secured Notes (2) $ 783,596 1.66 % 11.7 $ 806,603 1.68 % 12.2 Subordinated Notes (2) 97,520 N/A (1) 21.9 100,188 N/A (1) 22.4 Secured Borrowings (2)(3) 18,976 3.20 % 9.3 109,438 2.70 % 9.3 Total $ 900,092 $ 1,016,229 (1) The subordinated notes do not have contractual interest rates but instead receive distributions from the excess cash flows of the VIEs. (2) The debt of the consolidated VIEs is collateralized by assets of the consolidated VIEs and assets of one vehicle may not be used to satisfy the liabilities of another vehicle. The fair value of the debt and collateralized assets of the Senior Secured Notes, Subordinated Notes and Secured Borrowings are presented below: As of June 30, 2018 As of December 31, 2017 Debt at fair value $ 880,215 $ 1,002,063 Collateralized assets $ 1,299,000 $ 1,328,586 (3) Secured borrowings consist of a consolidated VIE’s obligation through a repurchase agreement redeemable at maturity with a third party lender. The fair value of the secured borrowings as of June 30, 2018 and December 31, 2017 was $19.0 million and $109.4 million , respectively. |
Carrying Amounts of Assets and Liabilities | The following table presents the carrying amounts of the assets and liabilities of the VIEs for which Apollo has concluded that it holds a significant variable interest, but that it is not the primary beneficiary. In addition, the table presents the maximum exposure to losses relating to these VIEs. As of As of Assets: Cash $ 188,818 $ 254,791 Investments 4,477,129 6,230,397 Receivables 62,831 36,601 Total Assets $ 4,728,778 $ 6,521,789 Liabilities: Debt and other payables $ 3,282,527 $ 3,285,263 Total Liabilities $ 3,282,527 $ 3,285,263 Apollo Exposure (1) $ 221,346 $ 252,605 (1) Represents Apollo’s direct investment in those entities in which Apollo holds a significant variable interest and certain other investments. Additionally, cumulative performance allocations are subject to reversal in the event of future losses, as discussed in note 14 . |
FAIR VALUE MEASUREMENTS OF FI28
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Valuation of the Financial Assets and Liabilities by the Fair Value Hierarchy | The following tables summarize the Company’s financial assets and financial liabilities recorded at fair value by fair value hierarchy level: As of June 30, 2018 Level I Level II Level III Total Cost Assets Investments, at fair value: Investment in Athene Holding $ 178,042 $ 637,239 $ — $ 815,281 $ 510,784 Investment in Athora Holding — — 25,216 25,216 26,534 Other investments — 41,289 35,655 (1) 76,944 71,737 Total investments, at fair value 178,042 678,528 60,871 917,441 609,055 Investments of VIEs, at fair value — 910,276 268,623 1,178,899 Investments of VIEs, valued using NAV — — — 3,872 Total investments of VIEs, at fair value — 910,276 268,623 1,182,771 Derivative assets (2) — 293 — 293 Total Assets $ 178,042 $ 1,589,097 $ 329,494 $ 2,100,505 Liabilities Liabilities of VIEs, at fair value $ — $ 880,215 $ — $ 880,215 Contingent consideration obligations (3) — — 82,000 82,000 Derivative liabilities (2) — 1,073 — 1,073 Total Liabilities $ — $ 881,288 $ 82,000 $ 963,288 As of December 31, 2017 Level I Level II Level III Total Cost Assets U.S. Treasury securities, at fair value $ 364,649 $ — $ — $ 364,649 $ 363,812 Investments, at fair value: Investment in Athene Holding — 802,985 — 802,985 387,526 Other investments 205 28,107 35,701 64,013 61,179 Total investments, at fair value 205 831,092 35,701 866,998 448,705 Investments of VIEs, at fair value — 1,058,999 132,348 1,191,347 Investments of VIEs, valued using NAV — — — 4,843 Total investments of VIEs, at fair value — 1,058,999 132,348 1,196,190 Derivative assets (2) — 478 — 478 Total Assets $ 364,854 $ 1,890,569 $ 168,049 $ 2,428,315 Liabilities Liabilities of VIEs, at fair value $ — $ 1,002,063 $ 12,620 $ 1,014,683 Contingent consideration obligations (3) — — 92,600 92,600 Derivative liabilities (2) — 1,537 — 1,537 Total Liabilities $ — $ 1,003,600 $ 105,220 $ 1,108,820 (1) Other investments excludes $5.0 million of performance allocations classified as Level III related to certain investments for which the Company has elected the fair value option. The Company’s policy is to account for performance allocations as an investment. (2) Derivative assets and derivative liabilities are presented as a component of Other assets and Other liabilities, respectively, in the condensed consolidated statements of financial condition. (3) Profit sharing payable includes contingent obligations classified as Level III |
Changes in Fair Value in Financial Assets, Measured at Fair Value and Characterized as Level III Investments | The following tables summarize the changes in financial assets measured at fair value for which Level III inputs have been used to determine fair value: For the Three Months Ended June 30, 2018 Investment in Athora Holding Other Investments Investments of Consolidated VIEs Total Balance, Beginning of Period $ 26,534 $ 30,758 $ 293,260 $ 350,552 Purchases — — (4,665 ) (4,665 ) Sales of investments/distributions — (1 ) (2,544 ) (2,545 ) Net realized gains — 2 48 50 Changes in net unrealized gains (losses) (1,318 ) 2,953 8,210 9,845 Cumulative translation adjustment — (2,615 ) (8,030 ) (10,645 ) Transfer into Level III (1) — 4,558 — 4,558 Transfer out of Level III (1) — — (17,656 ) (17,656 ) Balance, End of Period $ 25,216 $ 35,655 $ 268,623 $ 329,494 Change in net unrealized gains (losses) included in net gains from investment activities related to investments still held at reporting date $ (1,318 ) $ 2,955 $ — $ 1,637 Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to investments still held at reporting date — — 9,951 9,951 (1) Transfers between Level II and III were a result of subjecting the broker quotes on these financial assets to various criteria which include the number and quality of broker quotes, the standard deviation of obtained broker quotes and the percentage deviation from independent pricing services. For the Three Months Ended June 30, 2017 Other Investments Investments of Consolidated VIEs Total Balance, Beginning of Period $ 46,242 $ 137,344 $ 183,586 Purchases 4,699 42,791 47,490 Sale of investments/distributions (8 ) (20,713 ) (20,721 ) Net realized gains — 138 138 Changes in net unrealized gains (losses) (324 ) 4,807 4,483 Cumulative translation adjustment 3,113 6,299 9,412 Balance, End of Period $ 53,722 $ 170,666 $ 224,388 Change in net unrealized losses included in net gains from investment activities related to investments still held at reporting date $ (325 ) $ — $ (325 ) Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to investments still held at reporting date — 5,013 5,013 For the Six Months Ended June 30, 2018 Investment in Athora Holding Other Investments Investments of Consolidated VIEs Total Balance, Beginning of Period $ — $ 35,701 $ 132,348 $ 168,049 Purchases 26,534 39,228 137,822 203,584 Sale of investments/distributions — (28,316 ) (14,205 ) (42,521 ) Net realized gains (losses) — 415 (1,112 ) (697 ) Changes in net unrealized gains (losses) (1,318 ) 2,738 17,119 18,539 Cumulative translation adjustment — (929 ) (4,476 ) (5,405 ) Transfer into Level III (1) — 4,558 18,783 23,341 Transfer out of Level III (1) — (17,740 ) (17,656 ) (35,396 ) Balance, End of Period $ 25,216 $ 35,655 $ 268,623 $ 329,494 Change in net unrealized gains (losses) included in net gains (losses) from investment activities related to investments still held at reporting date $ (1,318 ) $ 2,738 $ — $ 1,420 Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to investments still held at reporting date — — 15,963 15,963 For the Six Months Ended June 30, 2017 Other Investments Investments of Consolidated VIEs Total Balance, Beginning of Period $ 45,721 $ 92,474 $ 138,195 Purchases 4,699 86,240 90,939 Sale of investments/distributions (8 ) (32,801 ) (32,809 ) Net realized gains (losses) (14 ) 186 172 Changes in net unrealized gains (losses) (385 ) 7,809 7,424 Cumulative translation adjustment 3,649 7,189 10,838 Transfer into Level III (1) 60 9,569 9,629 Balance, End of Period $ 53,722 $ 170,666 $ 224,388 Change in net unrealized losses included in net gains (losses) from investment activities related to investments still held at reporting date $ (399 ) $ — $ (399 ) Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to investments still held at reporting date — 7,914 7,914 (1) Transfers between Level II and III were a result of subjecting the broker quotes on these financial assets to various criteria which include the number and quality of broker quotes, the standard deviation of obtained broker quotes and the percentage deviation from independent pricing services. |
Changes in Fair Value in Financial Liabilities, Measured at Fair Value and Characterized as Level III Liabilities | The following tables summarize the changes in fair value in financial liabilities measured at fair value for which Level III inputs have been used to determine fair value: For the Three Months Ended June 30, 2018 2017 Contingent Consideration Obligations Liabilities of Consolidated VIEs & Apollo Funds Contingent Consideration Obligations Total Balance, Beginning of Period $ 90,500 $ 11,227 $ 87,663 $ 98,890 Payments — (35 ) (1,865 ) (1,900 ) Net realized gains — (1 ) — (1 ) Changes in net unrealized (gains) losses (1) (8,500 ) 816 1,102 1,918 Balance, End of Period $ 82,000 $ 12,007 $ 86,900 $ 98,907 Change in net unrealized gains included in net gains from investment activities of consolidated VIEs related to liabilities still held at reporting date $ — $ 815 $ — $ 815 (1) Changes in fair value of contingent consideration obligations are recorded in profit sharing expense in the condensed consolidated statements of operations. For the Six Months Ended June 30, 2018 2017 Liabilities of Consolidated VIEs & Apollo Funds Contingent Consideration Obligations Total Liabilities of Consolidated VIEs & Apollo Funds Contingent Consideration Obligations Total Balance, Beginning of Period $ 12,620 $ 92,600 $ 105,220 $ 11,055 $ 106,282 $ 117,337 Additions — — — 97 — 97 Payments (12,620 ) (2,564 ) (15,184 ) (94 ) (16,821 ) (16,915 ) Net realized gains — — — (10 ) — (10 ) Changes in net unrealized gains (losses) (1) — (8,036 ) (8,036 ) 959 (2,561 ) (1,602 ) Balance, End of Period $ — $ 82,000 $ 82,000 $ 12,007 $ 86,900 $ 98,907 Change in net unrealized gains (losses) included in net gains from investment activities of consolidated VIEs related to liabilities still held at reporting date $ — $ — $ — $ 952 $ — $ 952 (1) Changes in fair value of contingent consideration obligations are recorded in profit sharing expense in the condensed consolidated statements of operations. |
Quantitative Inputs and Assumptions used for Financial Assets and Liabilities Categorized in Level III | The following tables summarize the quantitative inputs and assumptions used for financial assets and liabilities categorized as Level III under the fair value hierarchy: As of June 30, 2018 Fair Value Valuation Techniques Unobservable Inputs Ranges Weighted Average Financial Assets Investment in Athora Holding $ 25,216 Cost (1) N/A N/A N/A Other investments 6,938 Third Party Pricing N/A N/A N/A 28,717 Discounted cash flow Discount rate 16.0% 16.0% Investments of consolidated VIEs: Equity securities 268,623 Book value multiple Book value multiple 0.59x 0.59x Discounted cash flow Discount rate 13.4% 13.4% Total Financial Assets $ 329,494 Financial Liabilities Contingent consideration obligation $ 82,000 Discounted cash flow Discount rate 16.8% 16.8% Total Financial Liabilities $ 82,000 As of December 31, 2017 Fair Value Valuation Techniques Unobservable Inputs Ranges Weighted Average Financial Assets Other investments $ 20,641 Third party pricing N/A N/A N/A 15,060 Cost (1) N/A N/A N/A Investments of consolidated VIEs: Corporate loans/bonds/CLO notes 6,824 Third party pricing N/A N/A N/A Equity securities 125,524 Book value multiple Book value multiple 0.71x 0.71x Discounted cash flow Discount rate 13.4% 13.4% Total investments of consolidated VIEs 132,348 Total Financial Assets $ 168,049 Financial Liabilities Liabilities of consolidated VIEs $ 12,620 Other N/A N/A N/A Contingent consideration obligation 92,600 Discounted cash flow Discount rate 17.3% 17.3% Total Financial Liabilities $ 105,220 (1) The valuation technique used is cost as it approximates the fair value of the investment. |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets consisted of the following: As of As of Fixed assets $ 103,191 $ 102,694 Less: Accumulated depreciation and amortization (84,938 ) (83,510 ) Fixed assets, net 18,253 19,184 Prepaid expenses 173,742 189,542 Tax receivables 10,474 9,236 Other 7,013 13,795 Total Other Assets $ 209,482 $ 231,757 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Change in Deferred Tax Assets and Deferred Tax Liabilities | The table below presents the impact to the deferred tax asset, tax receivable agreement liability and additional paid in capital related to the exchange of AOG Units for Class A shares. Exchange of AOG Units for Class A shares Increase in Deferred Tax Asset Increase in Tax Receivable Agreement Liability Increase to Additional Paid In Capital For the Six Months Ended June 30, 2018 $ 47,009 $ 39,605 $ 7,404 For the Six Months Ended June 30, 2017 $ 39,298 $ 29,839 $ 9,459 |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Summary of Debt | Debt consisted of the following: As of June 30, 2018 As of December 31, 2017 Outstanding Balance Fair Value Annualized Weighted Average Interest Rate Outstanding Balance Fair Value Annualized Weighted Average Interest Rate 2013 AMH Credit Facilities - Term Facility (1) $ — $ — N/A $ 299,655 $ 298,875 (3) 2.33 % 2024 Senior Notes (1) 496,185 496,700 (4) 4.00 % 495,860 511,096 (4) 4.00 2026 Senior Notes (1) 495,935 499,249 (4) 4.40 495,678 525,273 (4) 4.40 2048 Senior Notes (1) 296,324 298,143 (4) 5.00 — — — 2014 AMI Term Facility I (2) 15,933 16,011 (3) 2.00 16,399 16,482 (3) 2.00 2014 AMI Term Facility II (2) 17,996 18,092 (3) 1.75 18,548 18,605 (3) 1.75 2016 AMI Term Facility I (2) 19,800 19,800 (3) 1.35 20,372 20,372 (3) 1.75 2016 AMI Term Facility II (2) 15,467 15,469 (3) 2.00 15,890 15,931 (3) 2.00 Total Debt $ 1,357,640 $ 1,363,464 $ 1,362,402 $ 1,406,634 (1) Includes amortization of note discount, as applicable. Outstanding balance is presented net of unamortized debt issuance costs: As of June 30, 2018 As of December 31, 2017 2013 AMH Credit Facilities - Term Facility $ — $ 345 2024 Senior Notes 3,222 3,498 2026 Senior Notes 3,717 3,951 2048 Senior Notes 3,354 — (2) Apollo Management International LLP (“AMI”), a subsidiary of the Company, entered into five year credit agreements to fund the Company’s investment in certain European CLOs it manages. Facility Date Loan Amount 2014 AMI Term Facility I July 3, 2014 € 13,636 2014 AMI Term Facility II December 9, 2014 € 15,400 2016 AMI Term Facility I January 18, 2016 € 16,945 2016 AMI Term Facility II June 22, 2016 € 13,236 (3) Fair value is based on obtained broker quotes. These notes are classified as a Level III liability within the fair value hierarchy based on the number and quality of broker quotes obtained, the standard deviations of the observed broker quotes and the percentage deviation from independent pricing services. For instances where broker quotes are not available, a discounted cash flow method is used to obtain a fair value. (4) Fair value is based on obtained broker quotes. These notes are classified as a Level II liability within the fair value hierarchy based on the number and quality of broker quotes obtained, the standard deviations of the observed broker quotes and the percentage deviation from independent pricing services. |
Schedule of Interest Expense | The following table presents the interest expense incurred related to the Company’s debt: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Interest Expense: (1) 2013 AMH Term Facility $ 280 $ 2,047 $ 2,244 $ 3,959 2024 Senior Notes 5,163 5,163 10,326 10,326 2026 Senior Notes 5,628 5,628 11,256 11,256 2048 Senior Notes 3,778 — 4,445 — AMI Term Facilities 313 357 688 653 Total Interest Expense $ 15,162 $ 13,195 $ 28,959 $ 26,194 (1) Debt issuance costs incurred in connection with the Term Facility, the 2024 Senior Notes, the 2026 Senior Notes and the 2048 Senior Notes are amortized into interest expense over the term of the debt arrangement. The following table presents the performance allocations earned from AAA Investments: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Performance allocations from AAA Investments, net (1) $ (158 ) $ 1,915 $ (4,999 ) $ 16,050 (1) Net of related profit sharing expense. The following table presents the revenues earned in aggregate from Athene, Athora and AAA Investments: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Revenues earned in aggregate from Athene, Athora and AAA Investments, net (1)(2) $ 50,682 $ 96,979 $ 88,825 $ 249,216 (1) Consisting of management fees, sub-advisory fees, performance revenues from Athene, Athora and AAA Investments, as applicable (net of related profit sharing expense) and changes in the market value of the Athene Holding shares owned directly by Apollo. These amounts exclude the deferred revenue recognized as management fees associated with the vesting of AHL Awards granted to employees of Apollo as further described in note 11 . (2) Gains (losses) on the market value of the shares of Athene Holding owned directly by Apollo were $(68.1) million and $(0.1) million for the three months ended June 30, 2018 and 2017 , respectively, and $(135.0) million and $34.5 million for the six months ended June 30, 2018 and 2017 , respectively. During the six months ended June 30, 2018 , the Company received performance allocations of $169.9 million and settled $46.6 million of profit sharing expense in the form of Athene Holding shares. The following table presents performance allocations and profit sharing payable from AAA Investments: As of As of Performance allocations $ 1,830 $ 178,600 Profit sharing payable 502 49,038 |
NET INCOME (LOSS) PER CLASS A32
NET INCOME (LOSS) PER CLASS A SHARE (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Income (Loss) Per Class A Share | The table below presents basic and diluted net income (loss) per Class A share using the two-class method: Basic and Diluted For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Numerator: Net income attributable to Apollo Global Management, LLC Class A Shareholders $ 54,658 $ 86,908 $ (7,987 ) $ 232,104 Distributions declared on Class A shares (1) (76,602 ) (94,451 ) (209,625 ) (178,666 ) Distributions on participating securities (2) (4,153 ) (3,295 ) (9,537 ) (6,154 ) Earnings allocable to participating securities — (3) — (3) — (3) (1,760 ) Undistributed income (loss) attributable to Class A shareholders: Basic and Diluted $ (26,097 ) $ (10,838 ) $ (227,149 ) $ 45,524 Denominator: Weighted average number of Class A shares outstanding: Basic and Diluted 200,711,475 190,591,756 199,578,334 188,564,562 Net Income (Loss) per Class A Share: Basic and Diluted (4) Distributed Income $ 0.38 $ 0.49 $ 1.04 $ 0.94 Undistributed Income (Loss) (0.13 ) (0.05 ) (1.13 ) 0.25 Net Income (Loss) per Class A Share: Basic and Diluted $ 0.25 $ 0.44 $ (0.09 ) $ 1.19 (1) See note 12 for information regarding the quarterly distributions declared and paid during 2018 and 2017 . (2) Participating securities consist of vested and unvested RSUs that have rights to distributions and unvested restricted shares. (3) No allocation of undistributed losses was made to the participating securities as the holders do not have a contractual obligation to share in the losses of the Company with Class A shareholders. (4) For the three and six months ended June 30, 2018 and 2017 , all of the classes of securities were determined to be anti-dilutive. |
Schedule of Weighted Average Number of Shares | The following table summarizes the anti-dilutive securities. For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Weighted average vested RSUs 111,995 224,100 641,282 728,892 Weighted average unvested RSUs 8,350,200 6,555,432 8,085,325 6,403,785 Weighted average unexercised options 204,167 210,420 204,167 216,670 Weighted average AOG Units outstanding 202,559,221 211,895,190 203,562,398 213,591,049 Weighted average unvested restricted shares 871,010 244,503 770,400 159,432 |
EQUITY-BASED COMPENSATION (Tabl
EQUITY-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule or Description of Weighted Average Discount Rate | The following table summarizes the weighted average discounts for Plan Grants, Bonus Grants and Performance Grants. For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Plan Grants: Discount for the lack of distributions until vested (1) 14.2 % 13.5 % 13.1 % 11.2 % Marketability discount for transfer restrictions (2) 4.0 % 4.7 % 3.9 % 3.3 % Bonus Grants: Marketability discount for transfer restrictions (2) N/A 2.3 % 2.3 % 2.3 % Performance Grants: Marketability discount for transfer restrictions (2) 5.8 % N/A 5.6 % N/A (1) Based on the present value of a growing annuity calculation. (2) Based on the Finnerty Model calculation. |
Schedule or Description of Forfeiture Rate and Compensation Expense | The following table presents the forfeiture rate and equity-based compensation expense recognized: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Actual forfeiture rate 3.7 % 4.0 % 7.8 % 7.6 % Equity-based compensation $ 31,630 $ 16,670 $ 62,377 $ 33,701 The following table summarizes the management fees, equity-based compensation expense and actual forfeiture rates for the AHL Awards: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Management fees $ (1,009 ) $ 74 $ (1,887 ) $ 2,138 Equity-based compensation (1,353 ) 551 (2,273 ) 3,455 Actual forfeiture rate 3.6 % — % 3.6 % — % The following table presents the equity-based compensation expense recognized: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Equity-based compensation $ 3,342 $ 1,279 $ 5,538 $ 2,336 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes RSU activity: Unvested Weighted Average Grant Date Fair Value Vested Total Number of RSUs Outstanding Balance at January 1, 2018 6,262,288 $ 15.58 2,802,277 9,064,565 (1) Granted 6,107,842 32.51 — 6,107,842 Forfeited (965,216 ) 17.21 — (965,216 ) Vested (752,204 ) 19.84 752,204 — Issued — 18.39 (3,186,284 ) (3,186,284 ) Balance at June 30, 2018 10,652,710 (2) $ 24.84 368,197 11,020,907 (1) (1) Amount excludes RSUs which have vested and have been issued in the form of Class A shares. (2) RSUs were expected to vest over the weighted average period of 3.0 years. |
Schedule of Share-based Compensation, Activity | Below is a reconciliation of the equity-based compensation allocated to Apollo Global Management, LLC: For the Six Months Ended June 30, 2018 Total Amount Non-Controlling Interest % in Apollo Operating Group Allocated to Non-Controlling Interest in Apollo Operating Group (1) Allocated to Apollo Global Management, LLC RSUs, share options and restricted share awards $ 67,581 — % $ — $ 67,581 AHL Awards (2,273 ) 50.1 (1,139 ) (1,134 ) Other equity-based compensation awards 8,001 50.1 4,010 3,991 Total equity-based compensation $ 73,309 2,871 70,438 Less other equity-based compensation awards (2) (2,871 ) (13,373 ) Capital increase related to equity-based compensation $ — $ 57,065 For the Six Months Ended June 30, 2017 Total Amount Non-Controlling Interest % in Apollo Operating Group Allocated to Non-Controlling Interest in Apollo Operating Group (1) Allocated to Apollo Global Management, LLC RSUs, share options and restricted share awards $ 36,709 — % $ — $ 36,709 AHL Awards 3,455 52.1 1,800 1,655 Other equity-based compensation awards 5,683 52.1 2,961 2,722 Total equity-based compensation $ 45,847 4,761 41,086 Less other equity-based compensation awards (2) (4,761 ) (5,980 ) Capital increase related to equity-based compensation $ — $ 35,106 (1) Calculated based on average ownership percentage for the period considering Class A share issuances during the period. (2) Includes equity-based compensation reimbursable by certain funds. |
EQUITY (Tables)
EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The table below summarizes the issuance of Class A shares for equity-based awards: For the Six Months Ended June 30, 2018 2017 Class A shares issued in settlement of vested RSUs and share options exercised (1) 3,192,534 2,931,649 Reduction of Class A shares issued (2) (1,042,757 ) (1,067,648 ) Class A shares purchased related to share issuances and forfeitures (3) (163,165 ) (669 ) Issuance of Class A shares for equity-based awards 1,986,612 1,863,332 (1) The gross value of shares issued was $106.6 million and $66.4 million for the six months ended June 30, 2018 and 2017 , respectively, based on the closing price of a Class A share at the time of issuance. (2) Cash paid for tax liabilities associated with net share settlement was $34.7 million and $24.3 million for the six months ended June 30, 2018 and 2017 , respectively. (3) Certain Apollo employees receive a portion of the profit sharing proceeds of certain funds in the form of (a) restricted Class A shares of AGM that they are required to purchase with such proceeds or (b) RSUs, in each case which equity-based awards generally vest over three years. These equity-based awards are granted under the Company's 2007 Equity Plan. To prevent dilution on account of these awards, Apollo may, in its discretion, repurchase Class A shares on the open market and retire them. During the six months ended June 30, 2018 and 2017 , we issued 569,452 and 265,383 of such restricted shares and 69,287 and zero of such RSUs under the 2007 Equity Plan, respectively, and repurchased 720,215 and 265,383 Class A shares in open-market transactions not pursuant to a publicly-announced repurchase plan or program, respectively. In addition, there were 12,402 and 669 restricted shares forfeited during the six months ended June 30, 2018 and 2017 , respectively. |
Schedule of Distributions | The table below presents information regarding the quarterly distributions which were made at the sole discretion of the manager of the Company (in millions, except per share data). Certain subsidiaries of AGM may be subject to U.S. federal, state, local and non-U.S. income taxes at the entity level and may pay taxes and/or make payments under the tax receivable agreement in a given fiscal year; therefore, the net amounts ultimately distributed by AGM to its Class A shareholders in respect of each fiscal year are generally expected to be less than the net amounts distributed to AOG Unitholders. Distribution Declaration Date Distribution per Class A Share Distribution Payment Date Distribution to Class A Shareholders Distribution to Non-Controlling Interest Holders in the Apollo Operating Group Total Distributions from Apollo Operating Group Distribution Equivalents on Participating Securities February 3, 2017 $ 0.45 February 28, 2017 $ 84.2 $ 97.0 $ 181.2 $ 2.9 April 13, 2017 — April 13, 2017 — 20.5 (1) 20.5 — April 28, 2017 0.49 May 31, 2017 94.5 102.9 197.4 3.3 August 2, 2017 0.52 August 31, 2017 100.6 108.8 209.4 3.2 November 1, 2017 0.39 November 30, 2017 75.6 81.6 157.2 2.4 For the year ended December 31, 2017 $ 1.85 $ 354.9 $ 410.8 $ 765.7 $ 11.8 February 1, 2018 $ 0.66 February 28, 2018 $ 133.0 $ 133.7 $ 266.7 $ 5.4 April 12, 2018 — April 12, 2018 — 50.5 (1) 50.5 — May 03, 2018 0.38 May 31, 2018 76.6 77.0 153.6 4.1 For the six months ended June 30, 2018 $ 1.04 $ 209.6 $ 261.2 $ 470.8 $ 9.5 (1) On April 13, 2017 and April 12, 2018, the Company made a $0.10 and $0.25 per AOG Unit pro rata distribution, respectively, to the Non-Controlling Interest holders in the Apollo Operating Group, in connection with taxes and payments made under the tax receivable agreement. See note 13 for more information regarding the tax receivable agreement. The table below summarizes the distributions on the Preferred shares: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Series A Preferred Shares total distribution $ 4,383 $ 4,772 $ 8,766 $ 4,772 Series B Preferred Shares total distribution 4,569 — 4,569 — |
Net Income Loss Attributable to Non-Controlling Interests | The table below presents equity interests in Apollo’s consolidated, but not wholly-owned, subsidiaries and funds. Net income and comprehensive income attributable to Non-Controlling Interests consisted of the following: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Net income attributable to Non-Controlling Interests in consolidated entities: Interest in management companies and a co-investment vehicle (1) $ 1,714 $ 760 $ 3,109 $ 1,627 Other consolidated entities 7,002 3,775 11,586 6,292 Net income attributable to Non-Controlling Interests in consolidated entities $ 8,716 $ 4,535 $ 14,695 $ 7,919 Net income attributable to Non-Controlling Interests in the Apollo Operating Group: Net income $ 143,810 $ 192,942 $ 34,462 $ 547,972 Net income attributable to Non-Controlling Interests in consolidated entities (8,716 ) (4,535 ) (14,695 ) (7,919 ) Net income after Non-Controlling Interests in consolidated entities 135,094 188,407 19,767 540,053 Adjustments: Income tax provision (benefit) (2) 18,924 (777 ) 27,504 38,384 NYC UBT and foreign tax benefit (3) (2,631 ) 976 (4,187 ) (4,419 ) Net loss in non-Apollo Operating Group entities 189 — 275 2 Net income attributable to Series A Preferred Shareholders (4,383 ) (4,772 ) (8,766 ) (4,772 ) Net income attributable to Series B Preferred Shareholders (4,569 ) — (4,569 ) — Total adjustments 7,530 (4,573 ) 10,257 29,195 Net income after adjustments 142,624 183,834 30,024 569,248 Weighted average ownership percentage of Apollo Operating Group 50.1 % 52.6 % 50.4 % 53.1 % Net income attributable to Non-Controlling Interests in Apollo Operating Group $ 71,484 $ 96,727 $ 14,419 $ 303,177 Net Income attributable to Non-Controlling Interests $ 80,200 $ 101,262 $ 29,114 $ 311,096 Other comprehensive income (loss) attributable to Non-Controlling Interests (15,741 ) 2,314 (11,729 ) 3,189 Comprehensive Income Attributable to Non-Controlling Interests $ 64,459 $ 103,576 $ 17,385 $ 314,285 (1) Reflects the remaining interest held by certain individuals who receive an allocation of income from certain of the credit funds managed by Apollo. (2) Reflects all taxes recorded in our condensed consolidated statements of operations. Of this amount, U.S. federal, state, and local corporate income taxes attributable to APO Corp. are added back to income of the Apollo Operating Group before calculating Non-Controlling Interests as the income allocable to the Apollo Operating Group is not subject to such taxes. (3) Reflects New York City Unincorporated Business Tax (“NYC UBT”) and foreign taxes that are attributable to the Apollo Operating Group and its subsidiaries related to its operations in the U.S. as partnerships and in non-U.S. jurisdictions as corporations. As such, these amounts are considered in the income attributable to the Apollo Operating Group. |
RELATED PARTY TRANSACTIONS AN35
RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Due from related parties and due to related parties are comprised of the following: As of As of Due from Related Parties: Due from credit funds $ 155,408 $ 128,198 Due from private equity funds 18,662 18,120 Due from real assets funds 21,464 20,105 Due from portfolio companies 60,405 37,366 Due from Contributing Partners, employees and former employees 59,305 58,799 Total Due from Related Parties $ 315,244 $ 262,588 Due to Related Parties: Due to Managing Partners and Contributing Partners $ 322,718 $ 333,379 Due to credit funds 41,982 63,491 Due to private equity funds 46,952 30,848 Due to real assets funds 285 283 Distributions payable to employees 155 12 Total Due to Related Parties $ 412,092 $ 428,013 |
Sub-Advisory Fee Schedule | With limited exceptions, the sub-advisory fee arrangements between the Company, Athene, Athora and the fee arrangements with respect to Athene Assets Directly Invested are presented in the following table: As of Athene North American Accounts sub-advised by AAM (1) : Assets up to $10.0 billion 0.40 % Assets between $10.0 billion to $12.4 billion 0.35 % Assets between $12.4 billion to $16.0 billion 0.40 % Assets in excess of $16.0 billion 0.35 % Athora European Accounts sub-advised by AAME 0.35 % Athene Assets Directly Invested (2) 0% to 1.75% (1) The sub-advisory fees with respect to the assets in the Athene North American Accounts are in addition to the management fee earned by the Company described above. (2) With respect to Athene Assets Directly Invested, Apollo earns performance revenues of 0% to 20% in addition to the fees presented above. The fees set forth above with respect to the Athene Assets Directly Invested, and the performance revenues that Apollo earns on such assets, are in addition to the fees described above, with certain limited exceptions. |
Interest Income and Interest Expense | The following table presents the interest expense incurred related to the Company’s debt: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Interest Expense: (1) 2013 AMH Term Facility $ 280 $ 2,047 $ 2,244 $ 3,959 2024 Senior Notes 5,163 5,163 10,326 10,326 2026 Senior Notes 5,628 5,628 11,256 11,256 2048 Senior Notes 3,778 — 4,445 — AMI Term Facilities 313 357 688 653 Total Interest Expense $ 15,162 $ 13,195 $ 28,959 $ 26,194 (1) Debt issuance costs incurred in connection with the Term Facility, the 2024 Senior Notes, the 2026 Senior Notes and the 2048 Senior Notes are amortized into interest expense over the term of the debt arrangement. The following table presents the performance allocations earned from AAA Investments: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Performance allocations from AAA Investments, net (1) $ (158 ) $ 1,915 $ (4,999 ) $ 16,050 (1) Net of related profit sharing expense. The following table presents the revenues earned in aggregate from Athene, Athora and AAA Investments: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Revenues earned in aggregate from Athene, Athora and AAA Investments, net (1)(2) $ 50,682 $ 96,979 $ 88,825 $ 249,216 (1) Consisting of management fees, sub-advisory fees, performance revenues from Athene, Athora and AAA Investments, as applicable (net of related profit sharing expense) and changes in the market value of the Athene Holding shares owned directly by Apollo. These amounts exclude the deferred revenue recognized as management fees associated with the vesting of AHL Awards granted to employees of Apollo as further described in note 11 . (2) Gains (losses) on the market value of the shares of Athene Holding owned directly by Apollo were $(68.1) million and $(0.1) million for the three months ended June 30, 2018 and 2017 , respectively, and $(135.0) million and $34.5 million for the six months ended June 30, 2018 and 2017 , respectively. During the six months ended June 30, 2018 , the Company received performance allocations of $169.9 million and settled $46.6 million of profit sharing expense in the form of Athene Holding shares. The following table presents performance allocations and profit sharing payable from AAA Investments: As of As of Performance allocations $ 1,830 $ 178,600 Profit sharing payable 502 49,038 |
Schedule of Other Ownership Interests | The Company’s economic ownership interest in Athene Holding is comprised of the following: As of (1) As of (1) Indirect interest in Athene Holding: Interest in AAA 2.2 % 2.2 % Plus: Interest in AAA Investments 0.1 % 0.1 % Total Interest in AAA and AAA Investments 2.3 % 2.3 % Multiplied by: AAA Investments’ interest in Athene Holding 0.3 % 14.0 % Indirect interest in Athene Holding — % 0.3 % Plus: Direct interest in Athene Holding 10.1 % 8.5 % Total interest in Athene Holding 10.1 % 8.8 % (1) Ownership interest percentages are based on approximate share count as of the reporting date. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Approximate Aggregate Minimum Future Payments Required for Operating Leases | The approximate aggregate minimum future payments required for operating leases are presented below and include the future payments for a lease signed on July 30, 2018: Remaining 2018 2019 2020 2021 2022 Thereafter Total Aggregate minimum future payments (1) $ 18,403 $ 36,546 $ 24,400 $ 31,485 $ 35,395 $ 435,506 $ 581,735 (1) Includes payments associated with a lease which was signed on July 30, 2018. |
Summary of Fixed and Determinable Payments | As of June 30, 2018 , fixed and determinable payments due in connection with these obligations were as follows: Remaining 2018 2019 2020 2021 2022 Thereafter Total Other long-term obligations $ 13,841 $ 7,172 $ 2,357 $ 2,107 $ 1,497 $ 1,240 $ 28,214 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Financial Data for Reportable Segments | The following tables present financial data for Apollo’s reportable segments. As of and for the Three Months Ended June 30, 2018 Credit Segment Private Equity Segment Real Assets Segment Total Reportable Segments Revenues: Management fees $ 184,587 $ 122,812 $ 18,465 $ 325,864 Advisory and transaction fees, net 2,284 13,294 2 15,580 Performance fees (1) : Unrealized (2) 7,649 13,228 (258 ) 20,619 Realized 64,797 52,641 2,802 120,240 Total performance fees 72,446 65,869 2,544 140,859 Principal investment income 10,888 11,105 799 22,792 Total Revenues (3) 270,205 213,080 21,810 505,095 Expenses: Compensation and benefits: Salary, bonus and benefits 57,894 36,509 10,098 104,501 Equity-based compensation 8,311 6,875 847 16,033 Profit sharing expense: Unrealized 3,052 6,380 (307 ) 9,125 Realized 37,106 31,644 1,060 69,810 Equity-based (4) 2,072 15,483 290 17,845 Total profit sharing expense 42,230 53,507 1,043 96,780 Total compensation and benefits 108,435 96,891 11,988 217,314 Non-compensation expenses: General, administrative and other 33,626 15,740 6,310 55,676 Placement fees 279 32 — 311 Total non-compensation expenses 33,905 15,772 6,310 55,987 Total Expenses (3) 142,340 112,663 18,298 273,301 Other Loss: Net gains (losses) from investment activities (47,432 ) (20,137 ) 4 (67,565 ) Net interest loss (5,382 ) (3,857 ) (1,097 ) (10,336 ) Other loss, net (2,319 ) (2,398 ) (699 ) (5,416 ) Total Other Loss (3) (55,133 ) (26,392 ) (1,792 ) (83,317 ) Non-Controlling Interests (1,364 ) — — (1,364 ) Economic Income (3) $ 71,368 $ 74,025 $ 1,720 $ 147,113 Total Assets (3) $ 2,648,979 $ 2,568,187 $ 206,413 $ 5,423,579 (1) Performance fees includes performance allocations and incentive fees. (2) Included in unrealized performance fees for the three months ended June 30, 2018 was a reversal of previously realized performance fees due to the general partner obligation to return previously distributed performance fees. (3) Refer below for a reconciliation of total revenues, total expenses, other income and total assets for Apollo’s total reportable segments to total consolidated revenues, total consolidated expenses, total consolidated other income (loss) and total assets. (4) Relates to amortization of restricted share awards granted under certain profit sharing arrangements. For the Three Months Ended June 30, 2017 Credit Segment Private Equity Segment Real Assets Segment Total Reportable Segments Revenues: Management fees $ 169,856 $ 77,275 $ 19,777 $ 266,908 Advisory and transaction fees, net 3,709 19,302 618 23,629 Performance fees (1) : Unrealized (2) 26,921 (98,372 ) 926 (70,525 ) Realized 57,119 136,497 5,175 198,791 Total performance fees 84,040 38,125 6,101 128,266 Principal investment income 5,856 10,348 1,015 17,219 Total Revenues (3) 263,461 145,050 27,511 436,022 Expenses: Compensation and benefits: Salary, bonus and benefits 59,244 30,294 9,022 98,560 Equity-based compensation 9,228 7,704 634 17,566 Profit sharing expense: Unrealized 12,927 (34,983 ) (70 ) (22,126 ) Realized 23,080 53,137 2,866 79,083 Equity-based (4) 582 462 — 1,044 Total profit sharing expense 36,589 18,616 2,796 58,001 Total compensation and benefits 105,061 56,614 12,452 174,127 Non-compensation expenses: General, administrative and other 31,760 16,617 5,297 53,674 Placement fees 3,918 1,341 — 5,259 Total non-compensation expenses 35,678 17,958 5,297 58,933 Total Expenses (3) 140,739 74,572 17,749 233,060 Other Loss: Net losses from investment activities (299 ) (100 ) — (399 ) Net interest loss (6,484 ) (4,336 ) (1,247 ) (12,067 ) Other income (loss), net (241 ) 781 240 780 Total Other Loss (3) (7,024 ) (3,655 ) (1,007 ) (11,686 ) Non-Controlling Interests (559 ) — — (559 ) Economic Income (3) $ 115,139 $ 66,823 $ 8,755 $ 190,717 (1) Performance fees includes performance allocations and incentive fees. (2) Included in unrealized performance fees for the three months ended June 30, 2017 was a reversal of previously realized performance fees due to the general partner obligation to return previously distributed performance fees. (3) Refer below for a reconciliation of total revenues, total expenses and other income for Apollo’s total reportable segments to total consolidated revenues, total consolidated expenses and total consolidated other income (loss). (4) Relates to amortization of equity-based awards granted under certain profit sharing arrangements. The following tables present financial data for Apollo’s reportable segments. As of and for the Six Months Ended June 30, 2018 Credit Segment Private Equity Segment Real Assets Segment Total Reportable Segments Revenues: Management fees $ 367,657 $ 193,972 $ 36,438 $ 598,067 Advisory and transaction fees, net 4,632 23,892 50 28,574 Performance fees (1) : Unrealized (2) 35,360 (432,240 ) (2,923 ) (399,803 ) Realized 79,854 331,916 5,928 417,698 Total performance fees 115,214 (100,324 ) 3,005 17,895 Principal investment income (loss) 16,297 (6,426 ) 317 10,188 Total Revenues (3) 503,800 111,114 39,810 654,724 Expenses: Compensation and benefits: Salary, bonus and benefits 118,968 71,530 20,534 211,032 Equity-based compensation 18,038 13,647 1,706 33,391 Profit sharing expense: Unrealized 18,765 (131,253 ) (1,398 ) (113,886 ) Realized 43,708 133,726 2,646 180,080 Equity-based (4) 3,863 28,084 539 32,486 Total profit sharing expense 66,336 30,557 1,787 98,680 Total compensation and benefits 203,342 115,734 24,027 343,103 Non-compensation expenses: General, administrative and other 66,761 30,838 12,452 110,051 Placement fees 555 83 — 638 Total non-compensation expenses 67,316 30,921 12,452 110,689 Total Expenses (3) 270,658 146,655 36,479 453,792 Other Loss: Net gains (losses) from investment activities (102,699 ) (32,014 ) 11 (134,702 ) Net interest loss (10,353 ) (7,784 ) (2,140 ) (20,277 ) Other income (loss), net 1,627 (2,147 ) (636 ) (1,156 ) Total Other Loss (3) (111,425 ) (41,945 ) (2,765 ) (156,135 ) Non-Controlling Interests (2,579 ) — — (2,579 ) Economic Income (Loss) (3) $ 119,138 $ (77,486 ) $ 566 $ 42,218 Total Assets (3) $ 2,648,979 $ 2,568,187 $ 206,413 $ 5,423,579 (1) Performance fees includes performance allocations and incentive fees. (2) Included in unrealized performance fees for the six months ended June 30, 2018 was a reversal of previously realized performance fees due to the general partner obligation to return previously distributed performance fees. (3) Refer below for a reconciliation of total revenues, total expenses, other income and total assets for Apollo’s total reportable segments to total consolidated revenues, total consolidated expenses, total consolidated other income (loss) and total assets. (4) Relates to amortization of equity-based awards granted under certain profit sharing arrangements. For the Six Months Ended June 30, 2017 Credit Segment Private Equity Segment Real Assets Segment Total Reportable Segments Revenues: Management fees $ 328,198 $ 154,673 $ 36,090 $ 518,961 Advisory and transaction fees, net 6,265 31,074 1,357 38,696 Performance fees (1) : Unrealized (2) 33,243 65,247 3,530 102,020 Realized 88,055 291,958 5,239 385,252 Total performance fees 121,298 357,205 8,769 487,272 Principal investment income 12,339 42,076 2,018 56,433 Total Revenues (3) 468,100 585,028 48,234 1,101,362 Expenses: Compensation and benefits: Salary, bonus and benefits 114,126 61,763 17,392 193,281 Equity-based compensation 18,330 14,799 1,182 34,311 Profit sharing expense: Unrealized 15,142 20,033 1,964 37,139 Realized 36,525 128,389 2,892 167,806 Equity-based 869 462 — 1,331 Total profit sharing expense 52,536 148,884 4,856 206,276 Total compensation and benefits 184,992 225,446 23,430 433,868 Non-compensation expenses: General, administrative and other 63,850 33,977 9,779 107,606 Placement fees 5,688 1,475 — 7,163 Total non-compensation expenses 69,538 35,452 9,779 114,769 Total Expenses (3) 254,530 260,898 33,209 548,637 Other Income (Loss): Net gains from investment activities 30,795 3,296 — 34,091 Net interest loss (13,006 ) (8,578 ) (2,471 ) (24,055 ) Other income, net 570 18,571 303 19,444 Total Other Income (Loss) (3) 18,359 13,289 (2,168 ) 29,480 Non-Controlling Interests (1,493 ) — — (1,493 ) Economic Income (3) $ 230,436 $ 337,419 $ 12,857 $ 580,712 (1) Performance fees includes performance allocations and incentive fees. (2) Included in unrealized performance fees for the six months ended June 30, 2017 was a reversal of previously realized performance fees due to the general partner obligation to return previously distributed performance fees. (3) Refer below for a reconciliation of total revenues, total expenses and other income for Apollo’s total reportable segments to total consolidated revenues, total consolidated expenses and total consolidated other income (loss). |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | The following table reconciles total consolidated revenues to total revenues for Apollo’s reportable segments: For the Six Months Ended June 30, 2018 2017 Total Consolidated Revenues $ 690,219 $ 1,131,812 Equity awards granted by unconsolidated related parties, reimbursable expenses and other (1) (39,113 ) (33,402 ) Adjustments related to consolidated funds and VIEs (1) 3,618 2,952 Total Reportable Segments Revenues $ 654,724 $ 1,101,362 (1) Represents advisory fees, management fees and performance fees earned from consolidated VIEs which are eliminated in consolidation. Includes non-cash revenues related to equity awards granted by unconsolidated related parties to employees of the Company and certain compensation and administrative related expense reimbursements. The following table reconciles total consolidated expenses to total expenses for Apollo’s reportable segments: For the Six Months Ended June 30, 2018 2017 Total Consolidated Expenses $ 516,269 $ 610,514 Equity awards granted by unconsolidated related parties, reimbursable expenses and other (1) (38,571 ) (33,402 ) Transaction-related compensation charges (1) 6,962 1,134 Reclassification of interest expenses (28,959 ) (26,194 ) Amortization of transaction-related intangibles (1) (1,909 ) (3,415 ) Total Reportable Segments Expenses $ 453,792 $ 548,637 (1) Represents the addition of expenses of consolidated funds and VIEs, transaction-related charges, non-cash expenses related to equity awards granted by unconsolidated related parties to employees of the Company and certain compensation and administrative expenses. Transaction-related charges include equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. The following table reconciles total consolidated other income (loss) to total other income (loss) for Apollo’s reportable segments: For the Six Months Ended June 30, 2018 2017 Total Consolidated Other Income (Loss) $ (111,984 ) $ 65,058 Reclassification of interest expense (28,959 ) (26,194 ) Adjustments related to consolidated funds and VIEs (1) (15,192 ) (9,384 ) Total Reportable Segments Other Income (Loss) $ (156,135 ) $ 29,480 (1) Represents the addition of other income of consolidated funds and VIEs. The following table presents the reconciliation of income before income tax provision reported in the condensed consolidated statements of operations to Economic Income: For the Six Months Ended June 30, 2018 2017 Income before income tax provision $ 61,966 $ 586,356 Adjustments: Transaction-related charges (1) (5,053 ) 2,275 Net income attributable to Non-Controlling Interests in consolidated entities and appropriated partners’ capital (14,695 ) (7,919 ) Total consolidation adjustments and other (19,748 ) (5,644 ) Economic Income $ 42,218 $ 580,712 (1) Transaction-related charges include equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. The following table reconciles total consolidated revenues to total revenues for Apollo’s reportable segments. For the Three Months Ended June 30, 2018 2017 Total Consolidated Revenues $ 523,316 $ 449,708 Equity awards granted by unconsolidated related parties and reimbursable expenses (1) (20,200 ) (15,179 ) Adjustments related to consolidated funds and VIEs (1) 1,979 1,493 Total Reportable Segments Revenues $ 505,095 $ 436,022 (1) Represents advisory fees, management fees and performance fees earned from consolidated VIEs which are eliminated in consolidation. Includes non-cash revenues related to equity awards granted by unconsolidated related parties to employees of the Company and certain compensation and administrative related expense reimbursements. The following table reconciles total consolidated expenses to total expenses for Apollo’s reportable segments For the Three Months Ended June 30, 2018 2017 Total Consolidated Expenses $ 301,394 $ 264,526 Equity awards granted by unconsolidated related parties and reimbursable expenses (1) (19,836 ) (15,179 ) Transaction-related compensation charges (1) 7,854 (1,549 ) Reclassification of interest expenses (15,162 ) (13,195 ) Amortization of transaction-related intangibles (1) (949 ) (1,543 ) Total Reportable Segments Expenses $ 273,301 $ 233,060 (1) Represents the addition of expenses of consolidated funds and VIEs, transaction-related charges, non-cash expenses related to equity awards granted by unconsolidated related parties to employees of the Company and certain compensation and administrative expenses. Transaction-related charges include equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. The following table reconciles total consolidated other income (loss) to total other loss for Apollo’s reportable segments. For the Three Months Ended June 30, 2018 2017 Total Consolidated Other Income (Loss) $ (59,188 ) $ 6,983 Reclassification of interest expense (15,162 ) (13,195 ) Adjustments related to consolidated funds and VIEs (1) (8,967 ) (5,474 ) Total Reportable Segments Other Loss $ (83,317 ) $ (11,686 ) (1) Represents the addition of other income of consolidated funds and VIEs. The following table presents the reconciliation of income before income tax provision reported in the condensed consolidated statements of operations to Economic Income. For the Three Months Ended June 30, 2018 2017 Income before income tax provision $ 162,734 $ 192,165 Adjustments: Net income attributable to Non-Controlling Interests in consolidated entities (8,716 ) (4,535 ) Transaction-related charges, net (1) (6,905 ) 3,087 Total consolidation adjustments and other (15,621 ) (1,448 ) Economic Income $ 147,113 $ 190,717 (1) Transaction-related charges include equity-based compensation charges, the amortization of intangible assets, contingent consideration and certain other charges associated with acquisitions. |
Reconciliation of Assets from Segment to Consolidated | The following table presents the reconciliation of Apollo’s total reportable segment assets to total assets: As of As of Total reportable segment assets $ 5,423,579 $ 5,740,943 Adjustments (1) 1,215,434 1,250,127 Total assets $ 6,639,013 $ 6,991,070 (1) Represents the addition of assets of consolidated funds and VIEs and consolidation elimination adjustments. |
ORGANIZATION (Details)
ORGANIZATION (Details) | 6 Months Ended | |
Jun. 30, 2018holding_companySegment | Dec. 31, 2017 | |
Entity Information [Line Items] | ||
Number of segments | Segment | 3 | |
Number of holding company | holding_company | 6 | |
Economic interest | 2.30% | 2.30% |
Parent Company | ||
Entity Information [Line Items] | ||
Economic interest | 49.90% | |
Apollo Operating Group | ||
Entity Information [Line Items] | ||
Economic interest | 50.10% |
SUMMARY OF SIGNIFICANT ACCOUN39
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Deferred revenue recognized | $ 119,700 | ||
Cumulative effect adjustment | $ 19,359 | $ (22,901) | |
Percent of eligible employee contributions | 50.00% | ||
Percent of the eligible employees’ compensation | 3.00% | ||
Service period | 3 years | ||
Retained Earnings | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Cumulative effect adjustment | 8,149 | $ (22,901) | |
Level I | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Money market funds and U.S. treasury securities | $ 743,300 | $ 404,700 |
INVESTMENTS - Apollo's Investme
INVESTMENTS - Apollo's Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Equity Method Investments and Joint Ventures [Abstract] | ||
Investments, at fair value | $ 917,441 | $ 866,998 |
Equity method investments | 911,942 | 863,906 |
Performance allocations | 1,401,205 | 1,828,930 |
Total Investments | $ 3,230,588 | $ 3,559,834 |
INVESTMENTS - Summarized Financ
INVESTMENTS - Summarized Financial Information of Athene Holding (Details) - Investment in Athene Holding - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Schedule of Equity Method Investments [Line Items] | ||||
Revenues | $ 1,377 | $ 2,329 | $ 4,401 | $ 4,855 |
Expenses | 712 | 1,471 | 4,150 | 2,741 |
Income before income tax provision | 665 | 858 | 251 | 2,114 |
Income tax provision | 60 | 11 | 95 | 34 |
Net income | $ 605 | $ 847 | $ 156 | $ 2,080 |
INVESTMENTS - Summary of Net Ga
INVESTMENTS - Summary of Net Gains (Losses) from Investment Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | ||||
Realized gains (losses) on sales of investments, net | $ 0 | $ (148) | $ 66 | $ (148) |
Net change in unrealized gains (losses) due to changes in fair value | (67,505) | (365) | (134,704) | 34,152 |
Net gains (losses) from investment activities | $ (67,505) | $ (513) | $ (134,638) | $ 34,004 |
INVESTMENTS - Summary of Equity
INVESTMENTS - Summary of Equity Method Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | $ 911,942 | $ 863,906 |
Credit | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | 403,336 | 325,267 |
Credit | Apollo Investment Corporation | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | 54,900 | 56,500 |
Value of company's investment | 49,400 | 50,200 |
Private Equity | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | 480,699 | 509,707 |
Private Equity | Fund Eight Investments | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | $ 385,000 | $ 385,700 |
% of Ownership | 2.20% | 2.20% |
Real Assets | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | $ 27,907 | $ 28,932 |
INVESTMENTS - Performance Alloc
INVESTMENTS - Performance Allocations (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Schedule of Equity Method Investments [Line Items] | |
Total performance allocations | $ 1,828,930 |
Performance Allocation [Roll Forward] | |
Performance allocations beginning balance | 1,828,930 |
Change in fair value of funds | (717) |
Fund distributions to the Company | (427,008) |
Performance allocations ending balance | 1,401,205 |
Athene Holding | |
Performance Allocation [Roll Forward] | |
Realized performance fees | 169,900 |
Private Equity | |
Schedule of Equity Method Investments [Line Items] | |
Total performance allocations | 1,404,777 |
Performance Allocation [Roll Forward] | |
Performance allocations beginning balance | 1,404,777 |
Change in fair value of funds | (87,702) |
Fund distributions to the Company | (335,517) |
Performance allocations ending balance | 981,558 |
Credit | |
Schedule of Equity Method Investments [Line Items] | |
Total performance allocations | 395,340 |
Performance Allocation [Roll Forward] | |
Performance allocations beginning balance | 395,340 |
Change in fair value of funds | 84,713 |
Fund distributions to the Company | (85,203) |
Performance allocations ending balance | 394,850 |
Real Assets | |
Schedule of Equity Method Investments [Line Items] | |
Total performance allocations | 28,813 |
Performance Allocation [Roll Forward] | |
Performance allocations beginning balance | 28,813 |
Change in fair value of funds | 2,272 |
Fund distributions to the Company | (6,288) |
Performance allocations ending balance | $ 24,797 |
PROFIT SHARING PAYABLE - Summar
PROFIT SHARING PAYABLE - Summary of Profit Sharing (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Profit Sharing Payable Summary [Line Items] | ||
Total profit sharing payable | $ 659,907 | $ 752,276 |
Credit | ||
Profit Sharing Payable Summary [Line Items] | ||
Total profit sharing payable | 270,785 | 265,791 |
Private Equity | ||
Profit Sharing Payable Summary [Line Items] | ||
Total profit sharing payable | 377,691 | 475,556 |
Real Assets | ||
Profit Sharing Payable Summary [Line Items] | ||
Total profit sharing payable | $ 11,431 | $ 10,929 |
PROFIT SHARING PAYABLE - Rollfo
PROFIT SHARING PAYABLE - Rollforward Summary of Profit Sharing (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Profit Sharing Payable Rollforward [Roll Forward] | ||||
Profit sharing payable, beginning balance | $ 752,276 | |||
Profit sharing expense | 56,944 | |||
Payments/other | (149,313) | |||
Profit sharing payable, ending balance | $ 659,907 | 659,907 | ||
Revenue recognition impact on profit sharing payable | 10,600 | |||
Profit sharing expense | 70,545 | $ 58,059 | 58,268 | $ 202,383 |
Private Equity | ||||
Profit Sharing Payable Rollforward [Roll Forward] | ||||
Profit sharing payable, beginning balance | 475,556 | |||
Profit sharing expense | 4,490 | |||
Payments/other | (102,355) | |||
Profit sharing payable, ending balance | 377,691 | 377,691 | ||
Credit | ||||
Profit Sharing Payable Rollforward [Roll Forward] | ||||
Profit sharing payable, beginning balance | 265,791 | |||
Profit sharing expense | 51,207 | |||
Payments/other | (46,213) | |||
Profit sharing payable, ending balance | 270,785 | 270,785 | ||
Real Assets | ||||
Profit Sharing Payable Rollforward [Roll Forward] | ||||
Profit sharing payable, beginning balance | 10,929 | |||
Profit sharing expense | 1,247 | |||
Payments/other | (745) | |||
Profit sharing payable, ending balance | $ 11,431 | 11,431 | ||
Athene Holding | ||||
Profit Sharing Payable Rollforward [Roll Forward] | ||||
Profit sharing expense | $ 46,600 |
VARIABLE INTEREST ENTITIES - Na
VARIABLE INTEREST ENTITIES - Narrative (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of days trade is open with VIE | 60 days |
VARIABLE INTEREST ENTITIES - Sc
VARIABLE INTEREST ENTITIES - Schedule of Net Gains from Investment Activities of Consolidated Variable Interest Entities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Net gains (losses) from investment activities | $ (9) | $ 7,526 | $ 5,313 | $ 9,516 |
Net gains from debt | 6,824 | 3,567 | 8,174 | 2,684 |
Interest and other income | 9,148 | 8,621 | 18,727 | 16,443 |
Interest and other expenses | (6,750) | (13,582) | (16,469) | (18,403) |
Net gains from investment activities of consolidated variable interest entities | $ 9,213 | $ 6,132 | $ 15,745 | $ 10,240 |
VARIABLE INTEREST ENTITIES - Pr
VARIABLE INTEREST ENTITIES - Principal Provisions of Debt (Details) - Consolidated Variable Interest Entities - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Principal Outstanding | $ 900,092 | $ 1,016,229 |
Debt, at fair value | 880,215 | 1,002,063 |
Collateralized assets | 1,299,000 | 1,328,586 |
Senior Secured Notes | ||
Debt Instrument [Line Items] | ||
Principal Outstanding | $ 783,596 | $ 806,603 |
Weighted Average Interest Rate | 1.66% | 1.68% |
Weighted Average Remaining Maturity in Years | 11 years 8 months 12 days | 12 years 2 months 12 days |
Subordinated Notes | ||
Debt Instrument [Line Items] | ||
Principal Outstanding | $ 97,520 | $ 100,188 |
Weighted Average Remaining Maturity in Years | 21 years 10 months 24 days | 22 years 4 months 24 days |
Secured Borrowings | ||
Debt Instrument [Line Items] | ||
Principal Outstanding | $ 18,976 | $ 109,438 |
Weighted Average Interest Rate | 3.20% | 2.70% |
Weighted Average Remaining Maturity in Years | 9 years 3 months 18 days | 9 years 3 months 18 days |
VARIABLE INTEREST ENTITIES - Va
VARIABLE INTEREST ENTITIES - Variable Interest Entities Which are Not Consolidated (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Assets: | ||
Investments | $ 3,230,588 | $ 3,559,834 |
Variable Interest Entity, Not Primary Beneficiary | ||
Assets: | ||
Cash | 188,818 | 254,791 |
Investments | 4,477,129 | 6,230,397 |
Receivables | 62,831 | 36,601 |
Total Assets | 4,728,778 | 6,521,789 |
Liabilities: | ||
Debt and other payables | 3,282,527 | 3,285,263 |
Total Liabilities | 3,282,527 | 3,285,263 |
Apollo Exposure | $ 221,346 | $ 252,605 |
FAIR VALUE MEASUREMENTS OF FI51
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - Valuation of Financial Assets and Liabilities by the Fair Value Hierarchy (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Assets | ||
U.S. Treasury securities, at fair value | $ 0 | $ 364,649 |
Liabilities | ||
Performance allocations | 1,401,205 | 1,828,930 |
Consolidated Variable Interest Entities | ||
Investments, at fair value: | ||
Investments, at fair value | 1,182,771 | 1,196,190 |
Total Assets | 1,299,000 | 1,328,586 |
Liabilities | ||
Liabilities of VIEs, at fair value | 880,215 | 1,002,063 |
Fair Value, Measurements, Recurring | ||
Assets | ||
U.S. Treasury securities, at fair value | 364,649 | |
Investments, at fair value: | ||
Derivative assets | 293 | 478 |
Total Assets | 2,100,505 | 2,428,315 |
Liabilities | ||
Derivative liabilities | 1,073 | 1,537 |
Total Liabilities | 963,288 | 1,108,820 |
Cost | 363,812 | |
Fair Value, Measurements, Recurring | Consolidated Variable Interest Entities | ||
Investments, at fair value: | ||
Investments, at fair value | 1,182,771 | 1,196,190 |
Investments of VIEs, at fair value | 1,178,899 | 1,191,347 |
Liabilities | ||
Liabilities of VIEs, at fair value | 880,215 | 1,014,683 |
Fair Value, Measurements, Recurring | Contingent consideration obligations | ||
Liabilities | ||
Contingent consideration obligations | 82,000 | 92,600 |
Fair Value, Measurements, Recurring | Investment in Athene Holding | ||
Investments, at fair value: | ||
Investments, at fair value | 815,281 | 802,985 |
Liabilities | ||
Cost | 510,784 | 387,526 |
Fair Value, Measurements, Recurring | Investment in Athora Holding | ||
Investments, at fair value: | ||
Investments, at fair value | 25,216 | |
Liabilities | ||
Cost | 26,534 | |
Fair Value, Measurements, Recurring | Other Investments | ||
Investments, at fair value: | ||
Investments, at fair value | 76,944 | 64,013 |
Liabilities | ||
Cost | 71,737 | 61,179 |
Fair Value, Measurements, Recurring | Total investments, at fair value | ||
Investments, at fair value: | ||
Investments, at fair value | 917,441 | 866,998 |
Liabilities | ||
Cost | 609,055 | 448,705 |
Fair Value, Measurements, Recurring | Level I | ||
Assets | ||
U.S. Treasury securities, at fair value | 364,649 | |
Investments, at fair value: | ||
Derivative assets | 0 | 0 |
Total Assets | 178,042 | 364,854 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Total Liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | Level I | Consolidated Variable Interest Entities | ||
Investments, at fair value: | ||
Investments, at fair value | 0 | 0 |
Investments of VIEs, at fair value | 0 | 0 |
Liabilities | ||
Liabilities of VIEs, at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Level I | Contingent consideration obligations | ||
Liabilities | ||
Contingent consideration obligations | 0 | 0 |
Fair Value, Measurements, Recurring | Level I | Investment in Athene Holding | ||
Investments, at fair value: | ||
Investments, at fair value | 178,042 | 0 |
Fair Value, Measurements, Recurring | Level I | Investment in Athora Holding | ||
Investments, at fair value: | ||
Investments, at fair value | 0 | |
Fair Value, Measurements, Recurring | Level I | Other Investments | ||
Investments, at fair value: | ||
Investments, at fair value | 0 | 205 |
Fair Value, Measurements, Recurring | Level I | Total investments, at fair value | ||
Investments, at fair value: | ||
Investments, at fair value | 178,042 | 205 |
Fair Value, Measurements, Recurring | Level II | ||
Assets | ||
U.S. Treasury securities, at fair value | 0 | |
Investments, at fair value: | ||
Derivative assets | 293 | 478 |
Total Assets | 1,589,097 | 1,890,569 |
Liabilities | ||
Derivative liabilities | 1,073 | 1,537 |
Total Liabilities | 881,288 | 1,003,600 |
Fair Value, Measurements, Recurring | Level II | Consolidated Variable Interest Entities | ||
Investments, at fair value: | ||
Investments, at fair value | 910,276 | 1,058,999 |
Investments of VIEs, at fair value | 910,276 | 1,058,999 |
Liabilities | ||
Liabilities of VIEs, at fair value | 880,215 | 1,002,063 |
Fair Value, Measurements, Recurring | Level II | Contingent consideration obligations | ||
Liabilities | ||
Contingent consideration obligations | 0 | 0 |
Fair Value, Measurements, Recurring | Level II | Investment in Athene Holding | ||
Investments, at fair value: | ||
Investments, at fair value | 637,239 | 802,985 |
Fair Value, Measurements, Recurring | Level II | Investment in Athora Holding | ||
Investments, at fair value: | ||
Investments, at fair value | 0 | |
Fair Value, Measurements, Recurring | Level II | Other Investments | ||
Investments, at fair value: | ||
Investments, at fair value | 41,289 | 28,107 |
Fair Value, Measurements, Recurring | Level II | Total investments, at fair value | ||
Investments, at fair value: | ||
Investments, at fair value | 678,528 | 831,092 |
Fair Value, Measurements, Recurring | Level III | ||
Assets | ||
U.S. Treasury securities, at fair value | 0 | |
Investments, at fair value: | ||
Derivative assets | 0 | 0 |
Total Assets | 329,494 | 168,049 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Total Liabilities | 82,000 | 105,220 |
Fair Value, Measurements, Recurring | Level III | Consolidated Variable Interest Entities | ||
Investments, at fair value: | ||
Investments, at fair value | 268,623 | 132,348 |
Investments of VIEs, at fair value | 268,623 | 132,348 |
Liabilities | ||
Liabilities of VIEs, at fair value | 0 | 12,620 |
Fair Value, Measurements, Recurring | Level III | Contingent consideration obligations | ||
Liabilities | ||
Contingent consideration obligations | 82,000 | 92,600 |
Fair Value, Measurements, Recurring | Level III | Investment in Athene Holding | ||
Investments, at fair value: | ||
Investments, at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Level III | Investment in Athora Holding | ||
Investments, at fair value: | ||
Investments, at fair value | 25,216 | |
Fair Value, Measurements, Recurring | Level III | Other Investments | ||
Investments, at fair value: | ||
Investments, at fair value | 35,655 | 35,701 |
Liabilities | ||
Performance allocations | 5,000 | |
Fair Value, Measurements, Recurring | Level III | Total investments, at fair value | ||
Investments, at fair value: | ||
Investments, at fair value | 60,871 | 35,701 |
Fair Value, Measurements, Recurring | NAV | Consolidated Variable Interest Entities | ||
Investments, at fair value: | ||
Investments of VIEs, valued using NAV | $ 3,872 | $ 4,843 |
FAIR VALUE MEASUREMENTS OF FI52
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - Changes in Fair Value in Financial Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, Beginning of Period | $ 350,552 | $ 183,586 | $ 168,049 | $ 138,195 |
Purchases | (4,665) | 47,490 | 203,584 | 90,939 |
Sales of investments/distributions | (2,545) | (20,721) | (42,521) | (32,809) |
Net realized gains (losses) | 50 | 138 | (697) | 172 |
Changes in net unrealized gains (losses) | 9,845 | 4,483 | 18,539 | 7,424 |
Cumulative translation adjustment | (10,645) | 9,412 | (5,405) | 10,838 |
Transfer into Level III | 4,558 | 23,341 | 9,629 | |
Transfer out of Level III | (17,656) | (35,396) | ||
Balance, End of Period | 329,494 | 224,388 | 329,494 | 224,388 |
Gains (losses) on investments | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized gains (losses) | 1,637 | (325) | 1,420 | (399) |
Unrealized gains (losses) | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized gains (losses) | 9,951 | 5,013 | 15,963 | 7,914 |
Investments of Consolidated VIEs | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, Beginning of Period | 293,260 | 137,344 | 132,348 | 92,474 |
Purchases | (4,665) | 42,791 | 137,822 | 86,240 |
Sales of investments/distributions | (2,544) | (20,713) | (14,205) | (32,801) |
Net realized gains (losses) | 48 | 138 | (1,112) | 186 |
Changes in net unrealized gains (losses) | 8,210 | 4,807 | 17,119 | 7,809 |
Cumulative translation adjustment | (8,030) | 6,299 | (4,476) | 7,189 |
Transfer into Level III | 0 | 18,783 | 9,569 | |
Transfer out of Level III | (17,656) | (17,656) | ||
Balance, End of Period | 268,623 | 170,666 | 268,623 | 170,666 |
Investments of Consolidated VIEs | Gains (losses) on investments | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized gains (losses) | 0 | 0 | 0 | 0 |
Investments of Consolidated VIEs | Unrealized gains (losses) | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized gains (losses) | 9,951 | 5,013 | 15,963 | 7,914 |
Investment in Athora Holding | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, Beginning of Period | 26,534 | 0 | ||
Purchases | 0 | 26,534 | ||
Sales of investments/distributions | 0 | 0 | ||
Net realized gains (losses) | 0 | 0 | ||
Changes in net unrealized gains (losses) | (1,318) | (1,318) | ||
Cumulative translation adjustment | 0 | 0 | ||
Transfer into Level III | 0 | 0 | ||
Transfer out of Level III | 0 | 0 | ||
Balance, End of Period | 25,216 | 25,216 | ||
Investment in Athora Holding | Gains (losses) on investments | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized gains (losses) | (1,318) | (1,318) | ||
Investment in Athora Holding | Unrealized gains (losses) | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized gains (losses) | 0 | 0 | ||
Other Investments | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, Beginning of Period | 30,758 | 46,242 | 35,701 | 45,721 |
Purchases | 0 | 4,699 | 39,228 | 4,699 |
Sales of investments/distributions | (1) | (8) | (28,316) | (8) |
Net realized gains (losses) | 2 | 0 | 415 | (14) |
Changes in net unrealized gains (losses) | 2,953 | (324) | 2,738 | (385) |
Cumulative translation adjustment | (2,615) | 3,113 | (929) | 3,649 |
Transfer into Level III | 4,558 | 4,558 | 60 | |
Transfer out of Level III | 0 | (17,740) | ||
Balance, End of Period | 35,655 | 53,722 | 35,655 | 53,722 |
Other Investments | Gains (losses) on investments | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized gains (losses) | 2,955 | (325) | 2,738 | (399) |
Other Investments | Unrealized gains (losses) | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized gains (losses) | $ 0 | $ 0 | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS OF FI53
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - Changes in Fair Value in Financial Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, Beginning of Period | $ 98,890 | $ 105,220 | $ 117,337 | |
Additions | 0 | 97 | ||
Payments | (1,900) | (15,184) | (16,915) | |
Net realized gains | (1) | 0 | (10) | |
Changes in net unrealized (gains) losses | 1,918 | (8,036) | (1,602) | |
Balance, End of Period | $ 82,000 | 98,907 | 82,000 | 98,907 |
Unrealized gains (losses) | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized (gains) losses | (815) | 0 | (952) | |
Liabilities of Consolidated VIEs & Apollo Funds | Investments of Consolidated VIEs | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, Beginning of Period | 11,227 | 12,620 | 11,055 | |
Additions | 0 | 97 | ||
Payments | (35) | (12,620) | (94) | |
Net realized gains | (1) | 0 | (10) | |
Changes in net unrealized (gains) losses | 816 | 0 | 959 | |
Balance, End of Period | 0 | 12,007 | 0 | 12,007 |
Liabilities of Consolidated VIEs & Apollo Funds | Investments of Consolidated VIEs | Unrealized gains (losses) | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized (gains) losses | (815) | (952) | ||
Contingent Consideration Obligations | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, Beginning of Period | 90,500 | 87,663 | 92,600 | 106,282 |
Additions | 0 | 0 | ||
Payments | 0 | (1,865) | (2,564) | (16,821) |
Net realized gains | 0 | 0 | 0 | 0 |
Changes in net unrealized (gains) losses | (8,500) | 1,102 | (8,036) | (2,561) |
Balance, End of Period | 82,000 | 86,900 | 82,000 | 86,900 |
Contingent Consideration Obligations | Discounted cash flow | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, End of Period | 82,000 | 82,000 | ||
Contingent Consideration Obligations | Unrealized gains (losses) | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Changes in net unrealized (gains) losses | $ 0 | $ 0 | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS OF FI54
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - Quantitative Inputs and Assumptions used for Financial Assets and Liabilities Categories (Details) $ in Thousands | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Financial Assets | ||||||
Assets | $ 329,494 | $ 350,552 | $ 168,049 | $ 224,388 | $ 183,586 | $ 138,195 |
Financial Liabilities | ||||||
Liabilities | 82,000 | 105,220 | 98,907 | 98,890 | 117,337 | |
Contingent consideration obligations | ||||||
Financial Liabilities | ||||||
Liabilities | 82,000 | 90,500 | 92,600 | 86,900 | 87,663 | 106,282 |
Contingent consideration obligations | Discounted cash flow | ||||||
Financial Liabilities | ||||||
Liabilities | 82,000 | |||||
Investment in Athora Holding | ||||||
Financial Assets | ||||||
Assets | 25,216 | 26,534 | 0 | |||
Investments of Consolidated VIEs | ||||||
Financial Assets | ||||||
Investments, at fair value | 1,182,771 | 1,196,190 | ||||
Assets | 268,623 | $ 293,260 | 132,348 | 170,666 | 137,344 | 92,474 |
Investments of Consolidated VIEs | Liabilities of consolidated VIEs | ||||||
Financial Liabilities | ||||||
Liabilities | 0 | 12,620 | $ 12,007 | $ 11,227 | $ 11,055 | |
Level III | ||||||
Financial Assets | ||||||
Assets | 329,494 | 168,049 | ||||
Financial Liabilities | ||||||
Liabilities | 82,000 | 105,220 | ||||
Level III | Contingent consideration obligations | Discounted cash flow | ||||||
Financial Liabilities | ||||||
Liabilities | 92,600 | |||||
Level III | Investment in Athora Holding | Cost | ||||||
Financial Assets | ||||||
Investments, at fair value | 25,216 | |||||
Level III | Other investments | Cost | ||||||
Financial Assets | ||||||
Investments, at fair value | 15,060 | |||||
Level III | Other investments | Third Party Pricing | ||||||
Financial Assets | ||||||
Investments, at fair value | 6,938 | 20,641 | ||||
Level III | Other investments | Discounted cash flow | ||||||
Financial Assets | ||||||
Investments, at fair value | 28,717 | |||||
Level III | Investments of Consolidated VIEs | ||||||
Financial Assets | ||||||
Assets | 132,348 | |||||
Level III | Investments of Consolidated VIEs | Liabilities of consolidated VIEs | Other | ||||||
Financial Liabilities | ||||||
Liabilities | 12,620 | |||||
Level III | Investments of Consolidated VIEs | Corporate loans/bonds/CLO notes | Third Party Pricing | ||||||
Financial Assets | ||||||
Assets | 6,824 | |||||
Level III | Investments of Consolidated VIEs | Equity securities | Book Value Multiple | ||||||
Financial Assets | ||||||
Assets | $ 268,623 | $ 125,524 | ||||
Fair Value Measurement Inputs and Valuation Techniques [Abstract] | ||||||
Equity securities, measurement input | 0.59 | 0.71 | ||||
Level III | Discount rate | Contingent consideration obligations | Discounted cash flow | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Abstract] | ||||||
Contingent consideration obligation, measurement input | 0.168 | 0.173 | ||||
Level III | Discount rate | Contingent consideration obligations | Weighted Average | Discounted cash flow | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Abstract] | ||||||
Contingent consideration obligation, measurement input | 0.168 | 0.173 | ||||
Level III | Discount rate | Other investments | Discounted cash flow | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Abstract] | ||||||
Other investments, measurement input | 16.00% | |||||
Level III | Discount rate | Other investments | Weighted Average | Discounted cash flow | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Abstract] | ||||||
Other investments, measurement input | 16.00% | |||||
Level III | Discount rate | Investments of Consolidated VIEs | Equity securities | Discounted cash flow | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Abstract] | ||||||
Equity securities, measurement input | 0.134 | 0.134 | ||||
Level III | Discount rate | Investments of Consolidated VIEs | Equity securities | Weighted Average | Discounted cash flow | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Abstract] | ||||||
Equity securities, measurement input | 0.134 | 0.134 |
FAIR VALUE MEASUREMENTS OF FI55
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - Narrative (Details) - Investment in Athene Holding - Market Approach Valuation Technique | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018$ / shares | Dec. 31, 2017$ / shares | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Market price (in dollars per share) | $ 43.84 | $ 51.71 |
Holding period | 5 months 9 days | 11 months 9 days |
Measurement Input, DLOM | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
DLOM percent | 0.038 | 0.040 |
OTHER ASSETS - Schedule of Othe
OTHER ASSETS - Schedule of Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Fixed assets | $ 103,191 | $ 102,694 |
Less: Accumulated depreciation and amortization | (84,938) | (83,510) |
Fixed assets, net | 18,253 | 19,184 |
Prepaid expenses | 173,742 | 189,542 |
Tax receivables | 10,474 | 9,236 |
Other | 7,013 | 13,795 |
Total Other Assets | $ 209,482 | $ 231,757 |
OTHER ASSETS - Narrative (Detai
OTHER ASSETS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Deferred equity based compensation | $ 116.5 | $ 135 | |||
Depreciation | $ 2.1 | $ 2.2 | 4.2 | $ 4.4 | |
Other Liabilities | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Deferred equity based compensation | $ 93.3 | $ 124.3 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (provision) benefit | $ (18,924,000) | $ 777,000 | $ (27,504,000) | $ (38,384,000) |
Effective tax rate | 11.60% | (0.40%) | 44.40% | 6.50% |
Unrecognized tax benefits | $ 0 | $ 0 | ||
Period of recognition for tax intangibles | 15 years | |||
Increase in Deferred Tax Asset | $ 47,009,000 | $ 39,298,000 | ||
Increase in Tax Receivable Agreement Liability | 39,605,000 | 29,839,000 | ||
Increase to Additional Paid In Capital | $ 7,404,000 | $ 9,459,000 |
DEBT - Summary of Debt (Details
DEBT - Summary of Debt (Details) € in Thousands, $ in Thousands | Jun. 30, 2018USD ($) | Jun. 30, 2018EUR (€) | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | |||
Outstanding Balance | $ 1,357,640 | $ 1,362,402 | |
Fair Value | 1,363,464 | 1,406,634 | |
2013 AMH Credit Facilities - Term Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | 0 | 299,655 | |
Fair Value | 0 | $ 298,875 | |
Annualized Weighted Average Interest Rate | 2.33% | ||
Unamortized debt issuance cost | 0 | $ 345 | |
2024 Senior Notes | Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | 496,185 | 495,860 | |
Fair Value | $ 496,700 | $ 511,096 | |
Annualized Weighted Average Interest Rate | 4.00% | 4.00% | 4.00% |
Unamortized debt issuance cost | $ 3,222 | $ 3,498 | |
2026 Senior Notes | Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | 495,935 | 495,678 | |
Fair Value | $ 499,249 | $ 525,273 | |
Annualized Weighted Average Interest Rate | 4.40% | 4.40% | 4.40% |
Unamortized debt issuance cost | $ 3,717 | $ 3,951 | |
2048 Senior Notes | Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | 296,324 | 0 | |
Fair Value | $ 298,143 | $ 0 | |
Annualized Weighted Average Interest Rate | 5.00% | 5.00% | 0.00% |
Unamortized debt issuance cost | $ 3,354 | $ 0 | |
2014 AMI Term Facility I | Line of Credit | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | 15,933 | 16,399 | |
Fair Value | $ 16,011 | $ 16,482 | |
Annualized Weighted Average Interest Rate | 2.00% | 2.00% | 2.00% |
Loan Amount | € | € 13,636 | ||
2014 AMI Term Facility II | Line of Credit | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | $ 17,996 | $ 18,548 | |
Fair Value | $ 18,092 | $ 18,605 | |
Annualized Weighted Average Interest Rate | 1.75% | 1.75% | 1.75% |
Loan Amount | € | € 15,400 | ||
2016 AMI Term Facility I | Line of Credit | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | $ 19,800 | $ 20,372 | |
Fair Value | $ 19,800 | $ 20,372 | |
Annualized Weighted Average Interest Rate | 1.35% | 1.35% | 1.75% |
Loan Amount | € | € 16,945 | ||
2016 AMI Term Facility II | Line of Credit | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | $ 15,467 | $ 15,890 | |
Fair Value | $ 15,469 | $ 15,931 | |
Annualized Weighted Average Interest Rate | 2.00% | 2.00% | 2.00% |
Loan Amount | € | € 13,236 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | Mar. 11, 2016 | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Mar. 15, 2018USD ($) | Dec. 31, 2017USD ($) | May 27, 2016USD ($) | May 30, 2014USD ($) | Dec. 18, 2013USD ($) |
Debt Instrument [Line Items] | ||||||||
Debt | $ 1,357,640,000 | $ 1,362,402,000 | ||||||
Principal payments on debt | 300,000,000 | $ 0 | ||||||
Term Loan | 2013 AMH Credit Facilities - Term Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | $ 750,000,000 | |||||||
Term Loan held by affiliate | 2013 AMH Credit Facilities - Term Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | $ 271,700,000 | |||||||
Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | $ 500,000,000 | |||||||
Leverage ratio maximum | 3.75 | |||||||
Revolving Credit Facility | 2013 AMH Credit Facilities - Term Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | $ 500,000,000 | |||||||
Extension of debt | 2 years | |||||||
Commitment fee percent | 0.125% | |||||||
Line of Credit | 2013 AMH Credit Facilities - Term Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | $ 0 | 299,655,000 | ||||||
Principal payments on debt | 250,000,000 | |||||||
Senior Secured Notes | 2026 Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | 495,935,000 | 495,678,000 | ||||||
Principal payments on debt | 200,000,000 | |||||||
Debt face amount | $ 500,000,000 | |||||||
Debt interest rate | 4.40% | |||||||
Debt issuance price percent | 99.912% | |||||||
Senior Secured Notes | 2048 Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | 296,324,000 | 0 | ||||||
Principal payments on debt | 300,000,000 | |||||||
Debt face amount | $ 300,000,000 | |||||||
Debt interest rate | 5.00% | |||||||
Debt issuance price percent | 99.892% | |||||||
Senior Secured Notes | 2024 Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | $ 496,185,000 | $ 495,860,000 | ||||||
Debt face amount | $ 500,000,000 | |||||||
Debt interest rate | 4.00% | |||||||
Debt issuance price percent | 99.722% |
DEBT - Debt Expense (Details)
DEBT - Debt Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Debt Instrument [Line Items] | ||||
Total Interest Expense | $ 15,162 | $ 13,195 | $ 28,959 | $ 26,194 |
Line of Credit | 2013 AMH Term Facility | ||||
Debt Instrument [Line Items] | ||||
Total Interest Expense | 280 | 2,047 | 2,244 | 3,959 |
Line of Credit | AMI Term Facilities | ||||
Debt Instrument [Line Items] | ||||
Total Interest Expense | 313 | 357 | 688 | 653 |
Senior Secured Notes | 2024 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Total Interest Expense | 5,163 | 5,163 | 10,326 | 10,326 |
Senior Secured Notes | 2026 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Total Interest Expense | 5,628 | 5,628 | 11,256 | 11,256 |
Senior Secured Notes | 2048 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Total Interest Expense | $ 3,778 | $ 0 | $ 4,445 | $ 0 |
NET INCOME (LOSS) PER CLASS A62
NET INCOME (LOSS) PER CLASS A SHARE - Basic and Diluted Net Income (Loss) Per Class A Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator: | ||||
Net income attributable to Apollo Global Management, LLC Class A Shareholders | $ 54,658 | $ 86,908 | $ (7,987) | $ 232,104 |
Distributions declared on Class A shares | (76,602) | (94,451) | (209,625) | (178,666) |
Distributions on participating securities | (4,153) | (3,295) | (9,537) | (6,154) |
Earnings allocable to participating securities | 0 | 0 | 0 | (1,760) |
Undistributed income (loss) attributable to Class A shareholders: Basic and Diluted | $ (26,097) | $ (10,838) | $ (227,149) | $ 45,524 |
Denominator: | ||||
Weighted average number of Class A shares outstanding: Basic and Diluted (in shares) | 200,711,475 | 190,591,756 | 199,578,334 | 188,564,562 |
Net Income (Loss) per Class A Share: Basic and Diluted | ||||
Distributed Income (in USD per share) | $ 0.38 | $ 0.49 | $ 1.04 | $ 0.94 |
Undistributed Income (Loss) (in USD per share) | (0.13) | (0.05) | (1.13) | 0.25 |
Net Income (Loss) per Class A Share: Basic and Diluted (in USD per share) | $ 0.25 | $ 0.44 | $ (0.09) | $ 1.19 |
NET INCOME (LOSS) PER CLASS A63
NET INCOME (LOSS) PER CLASS A SHARE - Narrative (Details) | 6 Months Ended | ||
Jun. 30, 2018USD ($)votegrantshares | Jun. 30, 2017 | Dec. 31, 2017shares | |
Common Class A Shares | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Conversion ratio of AOG units (in shares) | 1 | ||
Shares outstanding (in shares) | 201,585,096 | 195,267,669 | |
Common Class B Shares | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Conversion ratio of AOG units (in shares) | 1 | ||
Shares outstanding (in shares) | 1 | 1 | |
Number of votes (in votes) | vote | 1 | ||
Class B share net income (loss) | $ | $ 0 | ||
Class B share distribution or liquidation rights (in shares) | 0 | ||
Class B voting power, percent of voting rights | 52.40% | 54.50% | |
RSUs | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Number of types of grants | grant | 3 | ||
Vesting period | 3 years | ||
Plan Grants | RSUs | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Vesting period | 6 years | ||
Bonus Grants | RSUs | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Vesting period | 3 years | ||
Performance Grants | RSUs | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Vesting period | 5 years |
NET INCOME (LOSS) PER CLASS A64
NET INCOME (LOSS) PER CLASS A SHARE - Weighted Average Shares Issued (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Weighted average vested/unvested RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average vested units (in shares) | 111,995 | 224,100 | 641,282 | 728,892 |
Weighted average unvested units (in shares) | 8,350,200 | 6,555,432 | 8,085,325 | 6,403,785 |
Weighted average unexercised options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average unexercised options (in shares) | 204,167 | 210,420 | 204,167 | 216,670 |
Weighted average AOG Units outstanding | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average unvested units (in shares) | 202,559,221 | 211,895,190 | 203,562,398 | 213,591,049 |
Weighted average unvested restricted shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average unvested units (in shares) | 871,010 | 244,503 | 770,400 | 159,432 |
EQUITY-BASED COMPENSATION - Wei
EQUITY-BASED COMPENSATION - Weighted Average Discounts (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Plan Grants | ||||
Class of Stock [Line Items] | ||||
Discount for the lack of distributions until vested | 14.20% | 13.50% | 13.10% | 11.20% |
Marketability discount for transfer restrictions | 4.00% | 4.70% | 3.90% | 3.30% |
Bonus Grants | ||||
Class of Stock [Line Items] | ||||
Marketability discount for transfer restrictions | 2.30% | 2.30% | 2.30% | |
Performance Grants | ||||
Class of Stock [Line Items] | ||||
Marketability discount for transfer restrictions | 5.80% | 5.60% |
EQUITY-BASED COMPENSATION - Nar
EQUITY-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of grants | $ 116,500 | $ 135,000 | |||
Equity-based compensation | $ 37,784 | $ 22,740 | $ 73,309 | $ 45,847 | |
RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Granted (in shares) | 6,107,842 | ||||
Equity-based compensation | 31,630 | 16,670 | $ 62,377 | 33,701 | |
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of grants | 19,000 | 7,200 | |||
Equity-based compensation | 1,279 | $ 3,342 | 2,336 | $ 5,538 | |
Plan Grants | RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 6 years | ||||
Fair value of grants | $ 198,600 | 22,200 | |||
Equity-based compensation | 14,500 | $ 26,900 | |||
Bonus Grants | RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Vesting period one | Plan Grants | RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 year | ||||
Vesting period two | Bonus Grants | RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Athene Holding | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation | $ (1,353) | $ 551 | $ (2,273) | $ 3,455 | |
Minimum | Athene Holding | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Maximum | Athene Holding | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 5 years | ||||
Executive Officer | RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 5 years | ||||
Granted (in shares) | 4,300,000 | ||||
Fair value of grants | $ 140,600 |
EQUITY-BASED COMPENSATION - Sch
EQUITY-BASED COMPENSATION - Schedule or Description of Forfeiture Rate and Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation | $ 37,784 | $ 22,740 | $ 73,309 | $ 45,847 | |
RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Actual forfeiture rate | 3.70% | 4.00% | 7.80% | 7.60% | |
Equity-based compensation | $ 31,630 | $ 16,670 | $ 62,377 | $ 33,701 | |
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation | $ 1,279 | $ 3,342 | $ 2,336 | $ 5,538 | |
Athene Holding | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Actual forfeiture rate | 3.60% | 0.00% | 3.60% | 0.00% | |
Equity-based compensation | $ (1,353) | $ 551 | $ (2,273) | $ 3,455 | |
Management fees | $ (1,009) | $ 74 | $ (1,887) | $ 2,138 |
EQUITY-BASED COMPENSATION - Uni
EQUITY-BASED COMPENSATION - Units and Award Activity (Details) - RSUs | 6 Months Ended |
Jun. 30, 2018$ / sharesshares | |
Unvested | |
Beginning balance (in shares) | 6,262,288 |
Granted (in shares) | 6,107,842 |
Forfeited (in shares) | (965,216) |
Vested (in shares) | (752,204) |
Ending balance (in shares) | 10,652,710 |
Weighted Average Grant Date Fair Value | |
Beginning of period (in USD per share) | $ / shares | $ 15.58 |
Granted (in USD per share) | $ / shares | 32.51 |
Forfeited (in USD per share) | $ / shares | 17.21 |
Vested (in USD per share) | $ / shares | 19.84 |
Issued (in USD per share) | $ / shares | 18.39 |
End of period (in USD per share) | $ / shares | $ 24.84 |
Total Number of RSUs Outstanding | |
Beginning balance (in shares) | 9,064,565 |
Granted (in shares) | 6,107,842 |
Forfeited (in shares) | (965,216) |
Vested (in shares) | 752,204 |
Issued (in shares) | (3,186,284) |
Ending balance (in shares) | 11,020,907 |
Vesting period | 3 years |
Vested | |
Unvested | |
Vested (in shares) | (752,204) |
Total Number of RSUs Outstanding | |
Beginning balance (in shares) | 2,802,277 |
Vested (in shares) | 752,204 |
Issued (in shares) | (3,186,284) |
Ending balance (in shares) | 368,197 |
EQUITY-BASED COMPENSATION - Rec
EQUITY-BASED COMPENSATION - Reconciliation of Equity-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | $ 37,784 | $ 22,740 | $ 73,309 | $ 45,847 |
Non-Controlling Interests in Apollo Operating Group | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | 2,871 | 4,761 | ||
Less other equity-based compensation awards | (2,871) | (4,761) | ||
Capital increase related to equity-based compensation | 0 | 0 | ||
Allocated to Apollo Global Management, LLC | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | 70,438 | 41,086 | ||
Less other equity-based compensation awards | (13,373) | (5,980) | ||
Capital increase related to equity-based compensation | 57,065 | 35,106 | ||
RSUs, share options and restricted share awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | 67,581 | 36,709 | ||
RSUs, share options and restricted share awards | Non-Controlling Interests in Apollo Operating Group | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | $ 0 | $ 0 | ||
Non-Controlling Interest % in Apollo Operating Group | 0.00% | 0.00% | ||
RSUs, share options and restricted share awards | Allocated to Apollo Global Management, LLC | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | $ 67,581 | $ 36,709 | ||
AHL Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | (2,273) | 3,455 | ||
AHL Awards | Non-Controlling Interests in Apollo Operating Group | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | $ (1,139) | $ 1,800 | ||
Non-Controlling Interest % in Apollo Operating Group | 50.10% | 52.10% | ||
AHL Awards | Allocated to Apollo Global Management, LLC | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | $ (1,134) | $ 1,655 | ||
Other equity-based compensation awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | 8,001 | 5,683 | ||
Other equity-based compensation awards | Non-Controlling Interests in Apollo Operating Group | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | $ 4,010 | $ 2,961 | ||
Non-Controlling Interest % in Apollo Operating Group | 50.10% | 52.10% | ||
Other equity-based compensation awards | Allocated to Apollo Global Management, LLC | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | $ 3,991 | $ 2,722 |
EQUITY - Narrative (Details)
EQUITY - Narrative (Details) - USD ($) | Mar. 19, 2018 | Mar. 07, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Feb. 29, 2016 |
Class of Stock [Line Items] | ||||||
Authorized shares for repurchase (up to) | $ 250,000,000 | |||||
Repurchases and canceled amount | $ 28,728,000 | |||||
Issuance of Preferred shares, net of issuance costs | $ 289,800,000 | $ 264,400,000 | 289,815,000 | $ 264,398,000 | ||
Additional Paid in Capital | ||||||
Class of Stock [Line Items] | ||||||
Repurchases and canceled amount | $ 28,728,000 | $ 0 | ||||
Common Class A Shares | ||||||
Class of Stock [Line Items] | ||||||
Authorized shares for repurchase (up to) | 150,000,000 | |||||
Authorized shares to be repurchased to satisfy obligations (up to) | $ 100,000,000 | |||||
Repurchase and canceled (in shares) | 849,785 | 0 | ||||
Series A Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Number of shares issued (in shares) | 11,000,000 | 11,000,000 | 11,000,000 | |||
Issuance of Preferred shares, net of issuance costs | $ 275,000,000 | |||||
Series B Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Number of shares issued (in shares) | 12,000,000 | 12,000,000 | 0 | |||
Distribution rate per annum | 6.375% | 6.375% | ||||
Issuance of Preferred shares, net of issuance costs | $ 300,000,000 | |||||
Series B Preferred Stock | Equity, Redemption, Period One | ||||||
Class of Stock [Line Items] | ||||||
Redemption price (in dollars per share) | $ 25.50 | |||||
Required days notice | 30 days | |||||
Number of days within occurrence | 60 days | |||||
Preferred Shares | ||||||
Class of Stock [Line Items] | ||||||
Increase to distribution rate | 5.00% | |||||
Preferred Shares | Equity, Redemption, Period Two | ||||||
Class of Stock [Line Items] | ||||||
Redemption price (in dollars per share) | $ 25 | |||||
Preferred Shares | Equity, Redemption, Period One | ||||||
Class of Stock [Line Items] | ||||||
Redemption price (in dollars per share) | $ 25.25 | |||||
Required days notice | 30 days | |||||
Number of days within occurrence | 60 days |
EQUITY - Class A Share Activity
EQUITY - Class A Share Activity (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Class of Stock [Line Items] | ||
Class A shares issued (in shares) | 1,986,612 | 1,863,332 |
Cash paid for settlement | $ 34.7 | $ 24.3 |
Restricted Stock Units and Share Options | ||
Class of Stock [Line Items] | ||
Class A shares issued (in shares) | 3,192,534 | 2,931,649 |
Gross value of shares | $ 106.6 | $ 66.4 |
RSUs | ||
Class of Stock [Line Items] | ||
Class A shares issued (in shares) | (1,042,757) | (1,067,648) |
Vesting period | 3 years | |
Forfeited (in shares) | 965,216 | |
Restricted Stock | ||
Class of Stock [Line Items] | ||
Class A shares issued (in shares) | (163,165) | (669) |
Forfeited (in shares) | 12,402 | 669 |
Common Class A Shares | RSUs | ||
Class of Stock [Line Items] | ||
Shares issued (in shares) | 69,287 | 0 |
Common Class A Shares | Restricted Stock | ||
Class of Stock [Line Items] | ||
Shares issued (in shares) | 569,452 | 265,383 |
Repurchased shares (in shares) | 720,215 | 265,383 |
EQUITY - Distributions on the P
EQUITY - Distributions on the Preferred Shares (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Class of Stock [Line Items] | ||||
Distributions | $ 515,311 | $ 412,669 | ||
Preferred Shares | Series A Preferred Shares | ||||
Class of Stock [Line Items] | ||||
Distributions | $ 4,383 | $ 4,772 | 8,766 | 4,772 |
Preferred Shares | Series B Preferred Shares | ||||
Class of Stock [Line Items] | ||||
Distributions | $ 4,569 | $ 0 | $ 4,569 | $ 0 |
EQUITY - Schedule of Distributi
EQUITY - Schedule of Distributions (Details) - USD ($) $ / shares in Units, $ in Millions | May 03, 2018 | Apr. 12, 2018 | Feb. 01, 2018 | Nov. 01, 2017 | Aug. 02, 2017 | Apr. 28, 2017 | Apr. 13, 2017 | Feb. 03, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Class of Stock [Line Items] | |||||||||||||
Distribution per Class A Share (USD per share) | $ 0.38 | $ 0.49 | $ 1.04 | $ 0.94 | |||||||||
Distributions | $ 153.6 | $ 50.5 | $ 266.7 | $ 157.2 | $ 209.4 | $ 197.4 | $ 20.5 | $ 181.2 | $ 470.8 | $ 765.7 | |||
Distribution made (in dollars per share) | $ 0.38 | $ 0.49 | $ 1.04 | $ 0.94 | |||||||||
Common Class A Shares | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Distribution per Class A Share (USD per share) | $ 0.38 | $ 0 | $ 0.66 | $ 0.39 | $ 0.52 | $ 0.49 | $ 0 | $ 0.45 | $ 1.04 | $ 1.85 | |||
Distributions | $ 76.6 | $ 0 | $ 133 | $ 75.6 | $ 100.6 | $ 94.5 | $ 0 | $ 84.2 | $ 209.6 | $ 354.9 | |||
Participating Security | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Distributions | 4.1 | 0 | 5.4 | 2.4 | 3.2 | 3.3 | 0 | 2.9 | 9.5 | 11.8 | |||
Noncontrolling Interest | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Distribution to Non-Controlling Interest Holders in the Apollo Operating Group | $ 77 | $ 50.5 | $ 133.7 | $ 81.6 | $ 108.8 | $ 102.9 | $ 20.5 | $ 97 | $ 261.2 | $ 410.8 | |||
Distribution made (in dollars per share) | $ 0.25 | $ 0.10 |
EQUITY - Interests in Consolida
EQUITY - Interests in Consolidated Entities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Net income attributable to Non-Controlling Interests in consolidated entities: | ||||
Net Income attributable to Non-Controlling Interests | $ (80,200) | $ (101,262) | $ (29,114) | $ (311,096) |
Net income attributable to Non-Controlling Interests in the Apollo Operating Group: | ||||
Net Income | 143,810 | 192,942 | 34,462 | 547,972 |
Net income after Non-Controlling Interests in consolidated entities | (63,610) | (91,680) | (5,348) | (236,876) |
Adjustments: | ||||
Income tax provision (benefit) | 18,924 | (777) | 27,504 | 38,384 |
NYC UBT and foreign tax benefit | (2,631) | 976 | (4,187) | (4,419) |
Net loss in non-Apollo Operating Group entities | (63,610) | (91,680) | (5,348) | (236,876) |
Total adjustments | 7,530 | (4,573) | 10,257 | 29,195 |
Net income after adjustments | 143,810 | 192,942 | 34,462 | 547,972 |
Other comprehensive income (loss) attributable to Non-Controlling Interests | (15,741) | 2,314 | (11,729) | 3,189 |
Comprehensive Income Attributable to Non-Controlling Interests | 64,459 | 103,576 | 17,385 | 314,285 |
Series A Preferred Stock | ||||
Adjustments: | ||||
Net income attributable to Series A Preferred Shareholders | (4,383) | (4,772) | (8,766) | (4,772) |
Series B Preferred Stock | ||||
Adjustments: | ||||
Net income attributable to Series A Preferred Shareholders | (4,569) | 0 | (4,569) | 0 |
Interest in management companies and co-investment vehicle | ||||
Net income attributable to Non-Controlling Interests in consolidated entities: | ||||
Net Income attributable to Non-Controlling Interests | (1,714) | (760) | (3,109) | (1,627) |
Other consolidated entities | ||||
Net income attributable to Non-Controlling Interests in consolidated entities: | ||||
Net Income attributable to Non-Controlling Interests | (7,002) | (3,775) | (11,586) | (6,292) |
Consolidated Entities | ||||
Net income attributable to Non-Controlling Interests in consolidated entities: | ||||
Net Income attributable to Non-Controlling Interests | (8,716) | (4,535) | (14,695) | (7,919) |
Net income attributable to Non-Controlling Interests in the Apollo Operating Group: | ||||
Net Income | 142,624 | 183,834 | 30,024 | 569,248 |
Net income after Non-Controlling Interests in consolidated entities | (135,094) | (188,407) | (19,767) | (540,053) |
Adjustments: | ||||
Net loss in non-Apollo Operating Group entities | (135,094) | (188,407) | (19,767) | (540,053) |
Net income after adjustments | 142,624 | 183,834 | 30,024 | 569,248 |
Apollo Operating Group | ||||
Net income attributable to Non-Controlling Interests in consolidated entities: | ||||
Net Income attributable to Non-Controlling Interests | (71,484) | (96,727) | (14,419) | (303,177) |
Net income attributable to Non-Controlling Interests in the Apollo Operating Group: | ||||
Net income after Non-Controlling Interests in consolidated entities | 189 | 0 | 275 | 2 |
Adjustments: | ||||
Net loss in non-Apollo Operating Group entities | $ 189 | $ 0 | $ 275 | $ 2 |
Weighted average ownership percentage of Apollo Operating Group | 50.10% | 52.60% | 50.40% | 53.10% |
RELATED PARTY TRANSACTIONS AN75
RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES - Due from and Due to Affiliates (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Due from Related Parties: | ||
Total Due from Related Parties | $ 315,244 | $ 262,588 |
Due to Related Parties: | ||
Total Due to Related Parties | 412,092 | 428,013 |
Due from/to credit funds | ||
Due from Related Parties: | ||
Total Due from Related Parties | 155,408 | 128,198 |
Due to Related Parties: | ||
Total Due to Related Parties | 41,982 | 63,491 |
Due from/to private equity funds | ||
Due from Related Parties: | ||
Total Due from Related Parties | 18,662 | 18,120 |
Due to Related Parties: | ||
Total Due to Related Parties | 46,952 | 30,848 |
Due from/to real assets funds | ||
Due from Related Parties: | ||
Total Due from Related Parties | 21,464 | 20,105 |
Due to Related Parties: | ||
Total Due to Related Parties | 285 | 283 |
Due from portfolio companies | ||
Due from Related Parties: | ||
Total Due from Related Parties | 60,405 | 37,366 |
Due from/to Contributing Partners, employees and former employees | ||
Due from Related Parties: | ||
Total Due from Related Parties | 59,305 | 58,799 |
Due to Related Parties: | ||
Total Due to Related Parties | 155 | 12 |
Due to Managing Partners and Contributing Partners | ||
Due to Related Parties: | ||
Total Due to Related Parties | $ 322,718 | $ 333,379 |
RELATED PARTY TRANSACTIONS AN76
RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES - Narrative (Details) - USD ($) | May 03, 2018 | Apr. 12, 2018 | Feb. 01, 2018 | Nov. 01, 2017 | Aug. 02, 2017 | Apr. 28, 2017 | Apr. 13, 2017 | Feb. 03, 2017 | Apr. 30, 2015 | Apr. 30, 2018 | Apr. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 |
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of amount of cash savings | 15.00% | ||||||||||||||||
Period of payments pursuant to tax receivable agreement | 15 years | ||||||||||||||||
Recorded liability | $ 39,605,000 | $ 29,839,000 | |||||||||||||||
Payments for tax receivable agreement | $ 50,300,000 | $ 17,900,000 | $ 50,267,000 | $ 17,895,000 | |||||||||||||
Pro rata distribution (in USD per share) | $ 0.38 | $ 0.49 | $ 1.04 | $ 0.94 | |||||||||||||
Loans to related party | $ 15,500,000 | $ 15,500,000 | $ 15,300,000 | ||||||||||||||
Loans due upon liquidation of fund | 35,300,000 | 35,300,000 | 36,400,000 | ||||||||||||||
Indemnity liability | 10,000,000 | $ 10,000,000 | 10,500,000 | ||||||||||||||
Management fee rate | 0.40% | ||||||||||||||||
Asset threshold | 6,639,013,000 | $ 6,639,013,000 | 6,991,070,000 | ||||||||||||||
Carried interest payable rate | 20.00% | ||||||||||||||||
Profit sharing expense | 70,545,000 | $ 58,059,000 | $ 58,268,000 | $ 202,383,000 | |||||||||||||
Private Equity Fund | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
General partner obligation | 41,500,000 | 41,500,000 | 30,100,000 | ||||||||||||||
Credit | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
General partner obligation | 37,800,000 | 37,800,000 | 56,100,000 | ||||||||||||||
AAA Investment Credit Agreement | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Maximum advance | $ 10,000,000 | ||||||||||||||||
Commitment fee on advance | 0.125% | ||||||||||||||||
Advances to affiliate | $ 6,200,000 | 6,200,000 | 4,500,000 | ||||||||||||||
Payment period following initial public stock offering | 15 months | ||||||||||||||||
LIBOR | AAA Investment Credit Agreement | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Spread on advance | 1.50% | ||||||||||||||||
CLO Collateral Management Agreement | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Other income | 3,800,000 | ||||||||||||||||
Athene Holding | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Other income | 169,900,000 | ||||||||||||||||
Profit sharing expense | $ 46,600,000 | ||||||||||||||||
Athene Holding | Revised Fee Agreement | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Management fee rate | 0.30% | ||||||||||||||||
Asset threshold | $ 65,846,000,000 | ||||||||||||||||
Noncontrolling Interest | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Pro rata distribution | $ 77,000,000 | $ 50,500,000 | $ 133,700,000 | $ 81,600,000 | $ 108,800,000 | $ 102,900,000 | $ 20,500,000 | $ 97,000,000 | $ 261,200,000 | $ 410,800,000 | |||||||
Pro rata distribution (in USD per share) | $ 0.25 | $ 0.10 | |||||||||||||||
Managing Partners | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of amount of cash savings | 85.00% |
RELATED PARTY TRANSACTIONS AN77
RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES - Sub-Advisory Fee Schedule (Details) | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Related Party Transaction [Line Items] | |
Management fee rate | 0.40% |
Carried interest payable rate | 20.00% |
Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Management fee rate | 0.35% |
Minimum | |
Related Party Transaction [Line Items] | |
Athene fee percent | 0.00% |
Carried interest payable rate | 0.00% |
Maximum | |
Related Party Transaction [Line Items] | |
Athene fee percent | 1.75% |
Carried interest payable rate | 20.00% |
Assets up to $10.0 billion | Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Management fee rate | 0.40% |
Assets explicitly sub-advised | $ 10,000,000,000 |
Assets between $10.0 billion to $12.4 billion | Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Management fee rate | 0.35% |
Assets between $10.0 billion to $12.4 billion | Minimum | Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Assets explicitly sub-advised | $ 10,000,000,000 |
Assets between $10.0 billion to $12.4 billion | Maximum | Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Assets explicitly sub-advised | $ 12,400,000,000 |
Assets between $12.4 billion to $16.0 billion | Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Management fee rate | 0.40% |
Assets between $12.4 billion to $16.0 billion | Minimum | Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Assets explicitly sub-advised | $ 12,400,000,000 |
Assets between $12.4 billion to $16.0 billion | Maximum | Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Assets explicitly sub-advised | $ 16,000,000,000 |
Assets in excess of $16.0 billion | Athene Holding | Amended Sub-Advisory Fee Agreement | |
Related Party Transaction [Line Items] | |
Management fee rate | 0.35% |
Assets explicitly sub-advised | $ 16,000,000,000 |
RELATED PARTY TRANSACTIONS AN78
RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES - Interest Income and Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||||
Performance allocations from AAA Investments, net | $ (158) | $ 1,915 | $ (4,999) | $ 16,050 | |
Net change in unrealized gains (losses) due to changes in fair value | (67,505) | (365) | (134,704) | 34,152 | |
Performance allocations | 1,830 | 1,830 | $ 178,600 | ||
Profit sharing payable | 502 | 502 | $ 49,038 | ||
Athene and Athene Life Re Ltd. | |||||
Related Party Transaction [Line Items] | |||||
Revenues earned in aggregate from Athene, Athora and AAA Investments, net | 50,682 | 96,979 | 88,825 | 249,216 | |
Net change in unrealized gains (losses) due to changes in fair value | $ (68,100) | $ (100) | $ (135,000) | $ 34,500 |
RELATED PARTY TRANSACTIONS AN79
RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES - Schedule of Economic Ownership Interests (Details) | Jun. 30, 2018 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | ||
Economic interest | 2.30% | 2.30% |
AAA and AAA Guarantor - Athene L.P. | ||
Related Party Transaction [Line Items] | ||
% of Ownership | 2.20% | 2.20% |
Athene Holding | ||
Related Party Transaction [Line Items] | ||
% of Ownership | 0.00% | 0.30% |
Economic interest | 10.10% | 8.80% |
Private Placement | ||
Related Party Transaction [Line Items] | ||
Economic interest | 0.30% | 14.00% |
Parent Company | ||
Related Party Transaction [Line Items] | ||
Economic interest | 49.90% | |
Parent Company | Athene Holding | ||
Related Party Transaction [Line Items] | ||
% of Ownership | 10.10% | 8.50% |
Athene and Athene Life Re Ltd. | ||
Related Party Transaction [Line Items] | ||
Economic interest | 0.10% | 0.10% |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Thousands, € in Millions | Jul. 12, 2018USD ($) | Jul. 10, 2018EUR (€) | Dec. 21, 2017USD ($)defendant | Aug. 03, 2017EUR (€) | Dec. 12, 2016USD ($) | Jun. 20, 2016EUR (€) | Jul. 21, 2015defendant | Jan. 21, 2014litigation | Apr. 09, 2018brief | Aug. 15, 2017litigation | Mar. 31, 2015USD ($) | Jun. 30, 2018USD ($) | May 31, 2018litigation | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) |
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Unfunded capital commitments | $ 1,400,000 | $ 1,400,000 | $ 1,700,000 | ||||||||||||||
Amount of loans | 1,357,640 | 1,357,640 | 1,362,402 | ||||||||||||||
Expenses related to non-cancellable contractual obligations | 10,200 | $ 10,100 | 20,000 | $ 20,400 | |||||||||||||
Fair value of the contingent obligation | 82,000 | 82,000 | 92,600 | ||||||||||||||
CEC Entertainment, Inc. Stockholder Litigation, Case No. 14C57 | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Number of suits (in litigation) | litigation | 4 | ||||||||||||||||
Court of Genoa (Italy) (No. 8965/2016) | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Number of suits (in litigation) | brief | 2 | ||||||||||||||||
Core Litigation Trust v. Apollo Global Management, LLC, et al., Case No. BC 643732 | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Damages sought | $ 240,000 | ||||||||||||||||
United States District Court Middle District Of Florida, AGM, Gareth Turner And Mark Beith | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Damages sought | € | € 14 | ||||||||||||||||
ClubCorp Holdings Shareholder Litigation | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Number of suits (in litigation) | litigation | 3 | ||||||||||||||||
Harbinger Capital Partners II LP et al. v. Apollo Global Management LLC, et al. (No. 657515/2017) | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Damages sought | $ 1,900,000 | ||||||||||||||||
Goldstrand Investments Inc. . ADT Inc., Krebsbach v. ADT Inc., Katz v. ADT Inc., And Sweet v. ADT Inc. | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Number of suits (in litigation) | litigation | 5 | ||||||||||||||||
Director | CEC Entertainment, Inc. Stockholder Litigation, Case No. 14C57 | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Number of defendants | defendant | 2 | ||||||||||||||||
Director | Harbinger Capital Partners II LP et al. v. Apollo Global Management LLC, et al. (No. 657515/2017) | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Number of defendants | defendant | 6 | ||||||||||||||||
Directors, currently or formerly employed | Harbinger Capital Partners II LP et al. v. Apollo Global Management LLC, et al. (No. 657515/2017) | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Number of defendants | defendant | 5 | ||||||||||||||||
Sale of Insurance Business | Court of Genoa (Italy) (No. 8965/2016) | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Damages sought | € | € 450 | ||||||||||||||||
Other Losses | Court of Genoa (Italy) (No. 8965/2016) | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Damages sought | € | € 800 | ||||||||||||||||
Loan Agreements 2011 | Core Litigation Trust v. Apollo Global Management, LLC, et al., Case No. BC 643732 | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Amount of loans | $ 360,000 | ||||||||||||||||
Variable Interest Entity, Not Primary Beneficiary | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Cumulative revenues recognized if existing investments become worthless | 3,500,000 | 3,500,000 | |||||||||||||||
Fund IX | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Unfunded capital commitments | $ 696,000 | $ 696,000 | $ 823,000 | ||||||||||||||
Subsequent Event | United States District Court Middle District Of Florida, AGM, Gareth Turner And Mark Beith | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Damages sought | € | € 30 | ||||||||||||||||
Subsequent Event | Caldera Litigation, Index No. 652175/2018 | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Damages sought | $ 1,500,000 | ||||||||||||||||
CORE Media | Core Litigation Trust v. Apollo Global Management, LLC, et al., Case No. BC 643732 | |||||||||||||||||
Long-term Purchase Commitment [Line Items] | |||||||||||||||||
Payments for legal settlements | $ 93,000 |
COMMITMENTS AND CONTINGENCIES81
COMMITMENTS AND CONTINGENCIES - Summary of Approximate Aggregate Minimum Future Payments Required for Operating Leases (Details) $ in Thousands | Jun. 30, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remaining 2,018 | $ 18,403 |
2,019 | 36,546 |
2,020 | 24,400 |
2,021 | 31,485 |
2,022 | 35,395 |
Thereafter | 435,506 |
Total | $ 581,735 |
COMMITMENTS AND CONTINGENCIES82
COMMITMENTS AND CONTINGENCIES - Summary of Fixed and Determinable Payments (Details) - Management and Consulting Payable $ in Thousands | Jun. 30, 2018USD ($) |
Other Commitments [Line Items] | |
Remaining 2,018 | $ 13,841 |
2,019 | 7,172 |
2,020 | 2,357 |
2,021 | 2,107 |
2,022 | 1,497 |
Thereafter | 1,240 |
Total | $ 28,214 |
SEGMENT REPORTING - Narrative (
SEGMENT REPORTING - Narrative (Details) | 6 Months Ended |
Jun. 30, 2018Segment | |
Segment Reporting [Abstract] | |
Number of segments | 3 |
SEGMENT REPORTING - Reconciliat
SEGMENT REPORTING - Reconciliation of Revenue from Segments to Consolidated (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Performance fees: | |||||
Total performance fees | $ 129,085 | $ 120,393 | $ 4,920 | $ 472,986 | |
Principal investment income (loss) | 22,175 | 16,836 | 9,181 | 55,389 | |
Total Revenues | 523,316 | 449,708 | 690,219 | 1,131,812 | |
Compensation and benefits: | |||||
Salary, bonus and benefits | 115,075 | 105,545 | 230,901 | 207,158 | |
Equity-based compensation | 37,784 | 22,740 | 73,309 | 45,847 | |
Profit sharing expense: | |||||
Total profit sharing expense | 70,545 | 58,059 | 58,268 | 202,383 | |
Total Compensation and Benefits | 223,404 | 186,344 | 362,478 | 455,388 | |
Non-compensation expenses: | |||||
General, administrative and other | 62,517 | 59,729 | 124,194 | 121,769 | |
Placement fees | 311 | 5,258 | 638 | 7,163 | |
Total Expenses | 301,394 | 264,526 | 516,269 | 610,514 | |
Other Income (Loss): | |||||
Net gains (losses) from investment activities | (67,505) | (513) | (134,638) | 34,004 | |
Other income (loss), net | (5,443) | 742 | (1,197) | 19,389 | |
Total Other Income (Loss) | (59,188) | 6,983 | (111,984) | 65,058 | |
Total Assets | 6,639,013 | 6,639,013 | $ 6,991,070 | ||
Management fees | |||||
Revenues: | |||||
Revenues | 341,626 | 281,305 | 628,352 | 550,848 | |
Advisory and transaction fees, net | |||||
Revenues: | |||||
Revenues | 15,440 | 23,629 | 28,991 | 38,696 | |
Total Reportable Segments | |||||
Performance fees: | |||||
Unrealized | 20,619 | (70,525) | (399,803) | 102,020 | |
Realized | 120,240 | 198,791 | 417,698 | 385,252 | |
Total performance fees | 140,859 | 128,266 | 17,895 | 487,272 | |
Principal investment income (loss) | 22,792 | 17,219 | 10,188 | 56,433 | |
Total Revenues | 505,095 | 436,022 | 654,724 | 1,101,362 | |
Compensation and benefits: | |||||
Salary, bonus and benefits | 104,501 | 98,560 | 211,032 | 193,281 | |
Equity-based compensation | 16,033 | 17,566 | 33,391 | 34,311 | |
Profit sharing expense: | |||||
Unrealized | 9,125 | (22,126) | (113,886) | 37,139 | |
Realized | 69,810 | 79,083 | 180,080 | 167,806 | |
Equity-based | 17,845 | 1,044 | 32,486 | 1,331 | |
Total profit sharing expense | 96,780 | 58,001 | 98,680 | 206,276 | |
Total Compensation and Benefits | 217,314 | 174,127 | 343,103 | 433,868 | |
Non-compensation expenses: | |||||
General, administrative and other | 55,676 | 53,674 | 110,051 | 107,606 | |
Placement fees | 311 | 5,259 | 638 | 7,163 | |
Total non-compensation expenses | 55,987 | 58,933 | 110,689 | 114,769 | |
Total Expenses | 273,301 | 233,060 | 453,792 | 548,637 | |
Other Income (Loss): | |||||
Net gains (losses) from investment activities | (67,565) | (399) | (134,702) | 34,091 | |
Net interest loss | (10,336) | (12,067) | (20,277) | (24,055) | |
Other income (loss), net | (5,416) | 780 | (1,156) | 19,444 | |
Total Other Income (Loss) | (83,317) | (11,686) | (156,135) | 29,480 | |
Non-Controlling Interests | (1,364) | (559) | (2,579) | (1,493) | |
Economic Income (Loss) | 147,113 | 190,717 | 42,218 | 580,712 | |
Total Assets | 5,423,579 | 5,423,579 | $ 5,740,943 | ||
Total Reportable Segments | Management fees | |||||
Revenues: | |||||
Revenues | 325,864 | 266,908 | 598,067 | 518,961 | |
Total Reportable Segments | Advisory and transaction fees, net | |||||
Revenues: | |||||
Revenues | 15,580 | 23,629 | 28,574 | 38,696 | |
Total Reportable Segments | Credit Segment | |||||
Performance fees: | |||||
Unrealized | 7,649 | 26,921 | 35,360 | 33,243 | |
Realized | 64,797 | 57,119 | 79,854 | 88,055 | |
Total performance fees | 72,446 | 84,040 | 115,214 | 121,298 | |
Principal investment income (loss) | 10,888 | 5,856 | 16,297 | 12,339 | |
Total Revenues | 270,205 | 263,461 | 503,800 | 468,100 | |
Compensation and benefits: | |||||
Salary, bonus and benefits | 57,894 | 59,244 | 118,968 | 114,126 | |
Equity-based compensation | 8,311 | 9,228 | 18,038 | 18,330 | |
Profit sharing expense: | |||||
Unrealized | 3,052 | 12,927 | 18,765 | 15,142 | |
Realized | 37,106 | 23,080 | 43,708 | 36,525 | |
Equity-based | 2,072 | 582 | 3,863 | 869 | |
Total profit sharing expense | 42,230 | 36,589 | 66,336 | 52,536 | |
Total Compensation and Benefits | 108,435 | 105,061 | 203,342 | 184,992 | |
Non-compensation expenses: | |||||
General, administrative and other | 33,626 | 31,760 | 66,761 | 63,850 | |
Placement fees | 279 | 3,918 | 555 | 5,688 | |
Total non-compensation expenses | 33,905 | 35,678 | 67,316 | 69,538 | |
Total Expenses | 142,340 | 140,739 | 270,658 | 254,530 | |
Other Income (Loss): | |||||
Net gains (losses) from investment activities | (47,432) | (299) | (102,699) | 30,795 | |
Net interest loss | (5,382) | (6,484) | (10,353) | (13,006) | |
Other income (loss), net | (2,319) | (241) | 1,627 | 570 | |
Total Other Income (Loss) | (55,133) | (7,024) | (111,425) | 18,359 | |
Non-Controlling Interests | (1,364) | (559) | (2,579) | (1,493) | |
Economic Income (Loss) | 71,368 | 115,139 | 119,138 | 230,436 | |
Total Assets | 2,648,979 | 2,648,979 | |||
Total Reportable Segments | Credit Segment | Management fees | |||||
Revenues: | |||||
Revenues | 184,587 | 169,856 | 367,657 | 328,198 | |
Total Reportable Segments | Credit Segment | Advisory and transaction fees, net | |||||
Revenues: | |||||
Revenues | 2,284 | 3,709 | 4,632 | 6,265 | |
Total Reportable Segments | Private Equity Segment | |||||
Performance fees: | |||||
Unrealized | 13,228 | (98,372) | (432,240) | 65,247 | |
Realized | 52,641 | 136,497 | 331,916 | 291,958 | |
Total performance fees | 65,869 | 38,125 | (100,324) | 357,205 | |
Principal investment income (loss) | 11,105 | 10,348 | (6,426) | 42,076 | |
Total Revenues | 213,080 | 145,050 | 111,114 | 585,028 | |
Compensation and benefits: | |||||
Salary, bonus and benefits | 36,509 | 30,294 | 71,530 | 61,763 | |
Equity-based compensation | 6,875 | 7,704 | 13,647 | 14,799 | |
Profit sharing expense: | |||||
Unrealized | 6,380 | (34,983) | (131,253) | 20,033 | |
Realized | 31,644 | 53,137 | 133,726 | 128,389 | |
Equity-based | 15,483 | 462 | 28,084 | 462 | |
Total profit sharing expense | 53,507 | 18,616 | 30,557 | 148,884 | |
Total Compensation and Benefits | 96,891 | 56,614 | 115,734 | 225,446 | |
Non-compensation expenses: | |||||
General, administrative and other | 15,740 | 16,617 | 30,838 | 33,977 | |
Placement fees | 32 | 1,341 | 83 | 1,475 | |
Total non-compensation expenses | 15,772 | 17,958 | 30,921 | 35,452 | |
Total Expenses | 112,663 | 74,572 | 146,655 | 260,898 | |
Other Income (Loss): | |||||
Net gains (losses) from investment activities | (20,137) | (100) | (32,014) | 3,296 | |
Net interest loss | (3,857) | (4,336) | (7,784) | (8,578) | |
Other income (loss), net | (2,398) | 781 | (2,147) | 18,571 | |
Total Other Income (Loss) | (26,392) | (3,655) | (41,945) | 13,289 | |
Non-Controlling Interests | 0 | 0 | 0 | 0 | |
Economic Income (Loss) | 74,025 | 66,823 | (77,486) | 337,419 | |
Total Assets | 2,568,187 | 2,568,187 | |||
Total Reportable Segments | Private Equity Segment | Management fees | |||||
Revenues: | |||||
Revenues | 122,812 | 77,275 | 193,972 | 154,673 | |
Total Reportable Segments | Private Equity Segment | Advisory and transaction fees, net | |||||
Revenues: | |||||
Revenues | 13,294 | 19,302 | 23,892 | 31,074 | |
Total Reportable Segments | Real Assets Segment | |||||
Performance fees: | |||||
Unrealized | (258) | 926 | (2,923) | 3,530 | |
Realized | 2,802 | 5,175 | 5,928 | 5,239 | |
Total performance fees | 2,544 | 6,101 | 3,005 | 8,769 | |
Principal investment income (loss) | 799 | 1,015 | 317 | 2,018 | |
Total Revenues | 21,810 | 27,511 | 39,810 | 48,234 | |
Compensation and benefits: | |||||
Salary, bonus and benefits | 10,098 | 9,022 | 20,534 | 17,392 | |
Equity-based compensation | 847 | 634 | 1,706 | 1,182 | |
Profit sharing expense: | |||||
Unrealized | (307) | (70) | (1,398) | 1,964 | |
Realized | 1,060 | 2,866 | 2,646 | 2,892 | |
Equity-based | 290 | 0 | 539 | 0 | |
Total profit sharing expense | 1,043 | 2,796 | 1,787 | 4,856 | |
Total Compensation and Benefits | 11,988 | 12,452 | 24,027 | 23,430 | |
Non-compensation expenses: | |||||
General, administrative and other | 6,310 | 5,297 | 12,452 | 9,779 | |
Placement fees | 0 | 0 | 0 | 0 | |
Total non-compensation expenses | 6,310 | 5,297 | 12,452 | 9,779 | |
Total Expenses | 18,298 | 17,749 | 36,479 | 33,209 | |
Other Income (Loss): | |||||
Net gains (losses) from investment activities | 4 | 0 | 11 | 0 | |
Net interest loss | (1,097) | (1,247) | (2,140) | (2,471) | |
Other income (loss), net | (699) | 240 | (636) | 303 | |
Total Other Income (Loss) | (1,792) | (1,007) | (2,765) | (2,168) | |
Non-Controlling Interests | 0 | 0 | 0 | 0 | |
Economic Income (Loss) | 1,720 | 8,755 | 566 | 12,857 | |
Total Assets | 206,413 | 206,413 | |||
Total Reportable Segments | Real Assets Segment | Management fees | |||||
Revenues: | |||||
Revenues | 18,465 | 19,777 | 36,438 | 36,090 | |
Total Reportable Segments | Real Assets Segment | Advisory and transaction fees, net | |||||
Revenues: | |||||
Revenues | $ 2 | $ 618 | $ 50 | $ 1,357 |
SEGMENT REPORTING - Table Footn
SEGMENT REPORTING - Table Footnotes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||||
Revenues | $ 523,316 | $ 449,708 | $ 690,219 | $ 1,131,812 | |
Total expenses | 301,394 | 264,526 | 516,269 | 610,514 | |
Total Other Income (Loss) | (59,188) | 6,983 | (111,984) | 65,058 | |
Income before income tax provision | 162,734 | 192,165 | 61,966 | 586,356 | |
Net income attributable to Non-Controlling Interests | (80,200) | (101,262) | (29,114) | (311,096) | |
Assets | 6,639,013 | 6,639,013 | $ 6,991,070 | ||
Segment Reconciling Items | |||||
Segment Reporting Information [Line Items] | |||||
Equity awards granted by unconsolidated related parties and reimbursable expenses | (20,200) | (15,179) | (39,113) | (33,402) | |
Adjustments related to consolidated funds and VIEs | 1,979 | 1,493 | 3,618 | 2,952 | |
Equity awards granted by unconsolidated related parties and reimbursable expenses | (19,836) | (15,179) | (38,571) | (33,402) | |
Transaction-related compensation charges | 7,854 | (1,549) | 6,962 | 1,134 | |
Reclassification of interest expenses | (15,162) | (13,195) | (28,959) | (26,194) | |
Amortization of transaction-related intangibles | (949) | (1,543) | (1,909) | (3,415) | |
Reclassification of interest expense | (15,162) | (13,195) | (28,959) | (26,194) | |
Adjustments related to consolidated funds and VIEs | (8,967) | (5,474) | (15,192) | (9,384) | |
Total Reportable Segments | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 505,095 | 436,022 | 654,724 | 1,101,362 | |
Total expenses | 273,301 | 233,060 | 453,792 | 548,637 | |
Total Other Income (Loss) | (83,317) | (11,686) | (156,135) | 29,480 | |
Economic Income | 147,113 | 190,717 | 42,218 | 580,712 | |
Assets | 5,423,579 | 5,423,579 | 5,740,943 | ||
Intersegment Eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 1,215,434 | 1,215,434 | $ 1,250,127 | ||
Parent Company | |||||
Segment Reporting Information [Line Items] | |||||
Total Other Income (Loss) | (15,621) | (1,448) | (19,748) | (5,644) | |
Net income attributable to Non-Controlling Interests | (8,716) | (4,535) | (14,695) | (7,919) | |
Transaction-related charges, net | $ (6,905) | $ 3,087 | $ (5,053) | $ 2,275 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | Aug. 02, 2018 | Jul. 11, 2018 | May 03, 2018 | Apr. 12, 2018 | Feb. 01, 2018 | Nov. 01, 2017 | Aug. 02, 2017 | Apr. 28, 2017 | Apr. 13, 2017 | Feb. 03, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Subsequent Event [Line Items] | |||||||||||||||
Distributions declared (USD per share) | $ 0.38 | $ 0.49 | $ 1.04 | $ 0.94 | |||||||||||
Common Class A Shares | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Distributions declared (USD per share) | $ 0.38 | $ 0 | $ 0.66 | $ 0.39 | $ 0.52 | $ 0.49 | $ 0 | $ 0.45 | $ 1.04 | $ 1.85 | |||||
Subsequent Event | Common Class A Shares | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Distributions declared (USD per share) | $ 0.43 | ||||||||||||||
Subsequent Event | Series A Preferred Stock | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Distributions declared (USD per share) | 0.398438 | ||||||||||||||
Subsequent Event | Series B Preferred Stock | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Distributions declared (USD per share) | $ 0.398438 | ||||||||||||||
Subsequent Event | 2018 AMH Credit Facility | Revolving Credit Facility | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Maximum borrowing capacity | $ 750,000,000 | ||||||||||||||
Incremental facilities | $ 250,000,000 | ||||||||||||||
Commitment fee percent | 0.09% | ||||||||||||||
Subsequent Event | 2018 AMH Credit Facility | Revolving Credit Facility | LIBOR | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Basis spread on variable rate | 1.00% |