EXHIBIT 99.1
UNAUDITED RECONCILIATION OF FINANCIAL DATA
The following tables present the historical unaudited financial information for the Apollo Operating Group as of and for the three and six months ended June 30, 2018. The Apollo Operating Group does not report audited or unaudited financial information on a stand-alone basis. Accordingly, the financial data presented herein for the Apollo Operating Group has been reconciled to Apollo Global Management, LLC’s financial statements for the relevant periods.
|
| | | | | | | | | | | | | | | |
| As of June 30, 2018 |
| Total Apollo Operating Group Consolidated | | Consolidated Funds & VIEs | | Other (1) | | Total Apollo Global Management, LLC Consolidated |
Statement of Financial Data | (dollars in thousands) |
Assets: | | | | | | | |
Cash and cash equivalents | $ | 1,091,861 |
| | $ | 5 |
| | $ | 1,259 |
| | $ | 1,093,125 |
|
Restricted cash | 3,859 |
| | — |
| | — |
| | 3,859 |
|
U.S. Treasury securities, at fair value | — |
| | — |
| | — |
| | — |
|
Investments (includes performance allocations of $1,401,205 as of June 30, 2018) | 3,312,457 |
| | 694 |
| | (82,563 | ) | | 3,230,588 |
|
Assets of consolidated variable interest entities: | | | | | | | |
Cash and cash equivalents | — |
| | 58,983 |
| | — |
| | 58,983 |
|
Investments, at fair value | — |
| | 1,183,085 |
| | (314 | ) | | 1,182,771 |
|
Other assets | — |
| | 57,246 |
| | — |
| | 57,246 |
|
Incentive fee receivable | 17,496 |
| | — |
| | — |
| | 17,496 |
|
Due from related parties | 540,900 |
| | — |
| | (225,656 | ) | | 315,244 |
|
Deferred tax assets, net | 9,118 |
| | — |
| | 354,943 |
| | 364,061 |
|
Other assets | 209,864 |
| | — |
| | (382 | ) | | 209,482 |
|
Goodwill | 88,852 |
| | — |
| | — |
| | 88,852 |
|
Intangible assets, net | 17,306 |
| | — |
| | — |
| | 17,306 |
|
Total Assets | $ | 5,291,713 |
| | $ | 1,300,013 |
| | $ | 47,287 |
| | $ | 6,639,013 |
|
| | | | | | | |
Liabilities and Shareholders’ Equity | | | | | | | |
Liabilities: | | | | | | | |
Accounts payable and accrued expenses | $ | 74,393 |
| | $ | — |
| | $ | 73 |
| | $ | 74,466 |
|
Accrued compensation and benefits | 110,311 |
| | — |
| | — |
| | 110,311 |
|
Deferred revenue | 109,182 |
| | — |
| | — |
| | 109,182 |
|
Due to related parties | 89,373 |
| | — |
| | 322,719 |
| | 412,092 |
|
Profit sharing payable | 659,907 |
| | — |
| | — |
| | 659,907 |
|
Debt | 1,357,640 |
| | — |
| | — |
| | 1,357,640 |
|
Liabilities of consolidated variable interest entities: | | | | | | | |
Debt, at fair value | — |
| | 925,807 |
| | (45,592 | ) | | 880,215 |
|
Other liabilities | — |
| | 74,012 |
| | (300 | ) | | 73,712 |
|
Due to related parties | — |
| | 1,401 |
| | (1,401 | ) | | — |
|
Other liabilities | 139,507 |
| | — |
| | 4 |
| | 139,511 |
|
Total Liabilities | 2,540,313 |
| | 1,001,220 |
| | 275,503 |
| | 3,817,036 |
|
| | | | | | | |
Shareholders’ Equity: | | | | | | | |
Apollo Global Management, LLC shareholders' equity: | | | | | | | |
Series A Preferred shares, 11,000,000 shares issued and outstanding as of June 30, 2018 | 264,398 |
| | — |
| | — |
| | 264,398 |
|
Series B Preferred shares, 12,000,000 shares issued and outstanding as of June 30, 2018 | 289,815 |
| | — |
| | — |
| | 289,815 |
|
Additional paid in capital | — |
| | — |
| | 1,429,307 |
| | 1,429,307 |
|
Accumulated deficit | 1,190,042 |
| | 8,418 |
| | (1,628,795 | ) | | (430,335 | ) |
Accumulated other comprehensive income (loss) | (3,108 | ) | | (1,829 | ) | | 1,807 |
| | (3,130 | ) |
Total Apollo Global Management, LLC shareholders’ equity | 1,741,147 |
| | 6,589 |
| | (197,681 | ) | | 1,550,055 |
|
Non-Controlling Interests in consolidated entities | 7,493 |
| | 292,204 |
| | (30,535 | ) | | 269,162 |
|
Non-Controlling Interests in Apollo Operating Group | 1,002,760 |
| | — |
| | — |
| | 1,002,760 |
|
Total Shareholders’ Equity | 2,751,400 |
| | 298,793 |
| | (228,216 | ) | | 2,821,977 |
|
Total Liabilities and Shareholders’ Equity | $ | 5,291,713 |
| | $ | 1,300,013 |
| | $ | 47,287 |
| | $ | 6,639,013 |
|
| |
(1) | Includes eliminations for VIE and Fund consolidation and entities not included in the Apollo Operating Group. |
|
| | | | | | | | | | | | | | | |
| For the Six Months Ended June 30, 2018 |
| Total Apollo Operating Group Consolidated | | Consolidated Funds & VIEs | | Other(1) | | Total Apollo Global Management, LLC Consolidated |
Statement of Operating Data | (dollars in thousands) |
Revenues: | | | | | | | |
Management fees | $ | 630,371 |
| | $ | — |
| | $ | (2,019 | ) | | $ | 628,352 |
|
Advisory and transaction fees, net | 28,991 |
| | — |
| | — |
| | 28,991 |
|
Investment income: |
|
| |
| |
|
| |
|
Performance allocations | 4,971 |
| | — |
| | (51 | ) | | 4,920 |
|
Principal investment income | 10,717 |
| | — |
| | (1,536 | ) | | 9,181 |
|
Total investment income | 15,688 |
| | — |
| | (1,587 | ) | | 14,101 |
|
Incentive fees | 18,775 |
| | — |
| | — |
| | 18,775 |
|
Total Revenues | 693,825 |
| | — |
| | (3,606 | ) | | 690,219 |
|
| | | | | | | |
Expenses: | | | | | | | |
Compensation and benefits: | | | | | | | |
Salary, bonus and benefits | 230,901 |
| | — |
| | — |
| | 230,901 |
|
Equity-based compensation | 73,309 |
| | — |
| | — |
| | 73,309 |
|
Profit sharing expense | 58,268 |
| | — |
| | — |
| | 58,268 |
|
Total Compensation and Benefits | 362,478 |
| | — |
| | — |
| | 362,478 |
|
Interest expense | 28,959 |
| | — |
| | — |
| | 28,959 |
|
General, administrative and other | 123,918 |
| | — |
| | 276 |
| | 124,194 |
|
Placement fees | 638 |
| | — |
| | — |
| | 638 |
|
Total Expenses | 515,993 |
| | — |
| | 276 |
| | 516,269 |
|
| | | | | | | |
Other Income (Loss): | | | | | | | |
Net gains (losses) from investment activities | (134,702 | ) | | 64 |
| | — |
| | (134,638 | ) |
Net gains from investment activities of consolidated variable interest entities | — |
| | 13,049 |
| | 2,696 |
| | 15,745 |
|
Interest income | 8,722 |
| | 10 |
| | (626 | ) | | 8,106 |
|
Other income (loss), net | (1,197 | ) | | — |
| | — |
| | (1,197 | ) |
Total Other Income (Loss) | (127,177 | ) | | 13,123 |
| | 2,070 |
| | (111,984 | ) |
Income before income tax provision | 50,655 |
| | 13,123 |
| | (1,812 | ) | | 61,966 |
|
Income tax provision | (4,187 | ) | | — |
| | (23,317 | ) | | (27,504 | ) |
Net Income (Loss) | 46,468 |
| | 13,123 |
| | (25,129 | ) | | 34,462 |
|
Net income attributable to Non-Controlling Interests | (17,528 | ) | | (11,586 | ) | | — |
| | (29,114 | ) |
Net Income (Loss) Attributable to Apollo Global Management, LLC | 28,940 |
| | 1,537 |
| | (25,129 | ) | | 5,348 |
|
Net income attributable to Series A Preferred Shareholders | (8,766 | ) | | — |
| | — |
| | (8,766 | ) |
Net income attributable to Series B Preferred Shareholders | (4,569 | ) | | — |
| | — |
| | (4,569 | ) |
Net Income (Loss) Attributable to Apollo Global Management, LLC Class A Shareholders | $ | 15,605 |
| | $ | 1,537 |
| | $ | (25,129 | ) | | $ | (7,987 | ) |
| |
(1) | Includes eliminations for VIE and Fund consolidation and entities not included in the Apollo Operating Group. |
|
| | | | | | | | | | | | | | | |
| For the Three Months Ended June 30, 2018 |
| Total Apollo Operating Group Consolidated | | Consolidated Funds & VIEs | | Other(1) | | Total Apollo Global Management, LLC Consolidated |
Statement of Operating Data | (dollars in thousands) |
Revenues: | | | | | | | |
Management fees | $ | 342,625 |
| | $ | — |
| | $ | (999 | ) | | $ | 341,626 |
|
Advisory and transaction fees, net | 15,440 |
| | — |
| | — |
| | 15,440 |
|
Investment income: |
|
| |
| |
|
| |
|
Performance allocations | 129,085 |
| | — |
| | — |
| | 129,085 |
|
Principal investment income | 23,143 |
| | — |
| | (968 | ) | | 22,175 |
|
Total investment income | 152,228 |
| | — |
| | (968 | ) | | 151,260 |
|
Incentive fees | 14,990 |
| | — |
| | — |
| | 14,990 |
|
Total Revenues | 525,283 |
| | — |
| | (1,967 | ) | | 523,316 |
|
| | | | | | | |
Expenses: | | | | | | | |
Compensation and benefits: | | | | | | | |
Salary, bonus and benefits | 115,075 |
| | — |
| | — |
| | 115,075 |
|
Equity-based compensation | 37,784 |
| | — |
| | — |
| | 37,784 |
|
Profit sharing expense | 70,545 |
| | — |
| | — |
| | 70,545 |
|
Total Compensation and Benefits | 223,404 |
| | — |
| | — |
| | 223,404 |
|
Interest expense | 15,162 |
| | — |
| | — |
| | 15,162 |
|
General, administrative and other | 62,326 |
| | — |
| | 191 |
| | 62,517 |
|
Placement fees | 311 |
| | — |
| | — |
| | 311 |
|
Total Expenses | 301,203 |
| | — |
| | 191 |
| | 301,394 |
|
| | | | | | | |
Other Income (Loss): | | | | | | | |
Net gains (losses) from investment activities | (67,565 | ) | | 60 |
| | — |
| | (67,505 | ) |
Net gains from investment activities of consolidated variable interest entities | — |
| | 7,908 |
| | 1,305 |
| | 9,213 |
|
Interest income | 4,852 |
| | — |
| | (305 | ) | | 4,547 |
|
Other income (loss), net | (5,443 | ) | | — |
| | — |
| | (5,443 | ) |
Total Other Income (Loss) | (68,156 | ) | | 7,968 |
| | 1,000 |
| | (59,188 | ) |
Income before income tax provision | 155,924 |
| | 7,968 |
| | (1,158 | ) | | 162,734 |
|
Income tax provision | (2,631 | ) | | — |
| | (16,293 | ) | | (18,924 | ) |
Net Income (Loss) | 153,293 |
| | 7,968 |
| | (17,451 | ) | | 143,810 |
|
Net income attributable to Non-Controlling Interests | (73,199 | ) | | (7,001 | ) | | — |
| | (80,200 | ) |
Net Income (Loss) Attributable to Apollo Global Management, LLC | 80,094 |
| | 967 |
| | (17,451 | ) | | 63,610 |
|
Net income attributable to Series A Preferred Shareholders | (4,383 | ) | | — |
| | — |
| | (4,383 | ) |
Net income attributable to Series B Preferred Shareholders | (4,569 | ) | | — |
| | — |
| | (4,569 | ) |
Net Income (Loss) Attributable to Apollo Global Management, LLC Class A Shareholders | $ | 71,142 |
| | $ | 967 |
| | $ | (17,451 | ) | | $ | 54,658 |
|
| |
(1) | Includes eliminations for VIE and Fund consolidation and entities not included in the Apollo Operating Group. |