Athene Holding (ATH-PA) SC 13D Athene Holding / Apollo Management Holdings GP ownership change

EXHIBIT F

JOINT FILING AGREEMENT

ATHENE HOLDING LTD.

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby confirm the agreement by and among them to the joint filing on behalf of them of the Statement on Schedule 13D and any and all further amendments thereto, with respect to the securities of the above referenced issuer, and that this Agreement be included as an Exhibit to such filing.  This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of March 9, 2020.

APH I HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings I, L.P.,
	its sole member
	By:	Apollo Principal Holdings I GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS I, L.P.
By:	Apollo Principal Holdings I GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS I GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APH II HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings II, L.P.,
	its sole member
	By:	Apollo Principal Holdings II GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President

1

APOLLO PRINCIPAL HOLDINGS II, L.P.
By:	Apollo Principal Holdings II GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS II GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APH III HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings III, L.P.,
	its sole member
	By:	Apollo Principal Holdings III GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS III, L.P.
By:	Apollo Principal Holdings III GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS III GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President

2

APH IV HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings IV, L.P.,
	its sole member
	By:	Apollo Principal Holdings IV GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS IV, L.P.
By:	Apollo Principal Holdings IV GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS IV GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APH V HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings V, L.P.,
	its sole member
	By:	Apollo Principal Holdings V GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS V, L.P.
By:	Apollo Principal Holdings V GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President

3

APOLLO PRINCIPAL HOLDINGS V GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APH VI HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings VI, L.P.,
	its sole member
	By:	Apollo Principal Holdings VI GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS VI, L.P.
By:	Apollo Principal Holdings VI GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS VI GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APH VII HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings VII, L.P.,
	its sole member
	By:	Apollo Principal Holdings VII GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President

4

APOLLO PRINCIPAL HOLDINGS VII, L.P.
By:	Apollo Principal Holdings VII GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS VII GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APH VIII HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings VIII, L.P.,
	its sole member
	By:	Apollo Principal Holdings VIII GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS VIII, L.P.
By:	Apollo Principal Holdings VIII GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS VIII GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President

5

APH IX HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings IX, L.P.,
	its sole member
	By:	Apollo Principal Holdings IX GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS IX, L.P.
By:	Apollo Principal Holdings IX GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS IX GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APH X HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings X, L.P.,
	its sole member
	By:	Apollo Principal Holdings X GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS X, L.P.
By:	Apollo Principal Holdings X GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President

6

APOLLO PRINCIPAL HOLDINGS X GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APH XI HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings XI, LLC,
	its sole member
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS XI, LLC
By:	/s/ William B. Kuesel
	William B. Kuesel
	Manager
APH XII HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	Apollo Principal Holdings XII, L.P.,
	its sole member
	By:	Apollo Principal Holdings XII GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO PRINCIPAL HOLDINGS XII, L.P.
By:	Apollo Principal Holdings XII GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PRINCIPAL HOLDINGS XII GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President

7

AMH HOLDINGS - WEDNESDAY SUB (CAYMAN), LLC
By:	AMH Holdings (Cayman), L.P.,
	its sole member
	By:	AMH Holdings GP, Ltd.,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
AMH HOLDINGS (CAYMAN), L.P.
By:	AMH Holdings GP, Ltd.,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
AMH HOLDINGS GP, LTD.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APOLLO INSURANCE SOLUTIONS GROUP LP
By:	AISG GP Ltd.,
	its general partner
	By:	/s/ Angelo Lombardo
		Angelo Lombardo
		General Counsel
AISG GP LTD.
By:	/s/ Angelo Lombardo
	Angelo Lombardo
	General Counsel
APOLLO LIFE ASSET, L.P.
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President

8

APOLLO LIFE ASSET GP, LLC
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APOLLO CAPITAL MANAGEMENT, L.P.
By:	Apollo Capital Management GP, LLC,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO CAPITAL MANAGEMENT GP, LLC
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
APOLLO PALMETTO ADVISORS, L.P.
By:	Apollo Palmetto Management, LLC,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO PALMETTO MANAGEMENT, LLC
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President

9

AAA GUARANTOR - ATHENE, L.P.
By:	AAA Investments, L.P.,
	its general partner
	By:	Apollo Alternative Assets, L.P.,
		its service provider
		By:	Apollo International Management, L.P.,
			its managing general partner
			By:	Apollo International Management GP, LLC,
				its general partner
				By:	/s/ William B. Kuesel
					William B. Kuesel
					Vice President
AAA INVESTMENTS, L.P.
By:	Apollo Alternative Assets, L.P.,
	its service provider
	By:	Apollo International Management, L.P.,
		its managing general partner
		By:	Apollo International Management GP, LLC,
			its general partner
			By:	/s/ William B. Kuesel
				William B. Kuesel
				Vice President
AAA ASSOCIATES, L.P.
By:	Apollo Alternative Assets, L.P.,
	its service provider
	By:	Apollo International Management, L.P.,
		its managing general partner
		By:	Apollo International Management GP, LLC,
			its general partner
			By:	/s/ William B. Kuesel
				William B. Kuesel
				Vice President

10

AAA MIP LIMITED
By:	Apollo Alternative Assets, L.P.,
	its service provider
	By:	Apollo International Management, L.P.,
		its managing general partner
		By:	Apollo International Management GP, LLC,
			its general partner
			By:	/s/ William B. Kuesel
				William B. Kuesel
				Vice President
APOLLO ALTERNATIVE ASSETS, L.P.
By:	Apollo International Management, L.P.,
	its managing general partner
	By:	Apollo International Management GP, LLC,
		its general partner
		By:	/s/ William B. Kuesel
			William B. Kuesel
			Vice President
APOLLO INTERNATIONAL MANAGEMENT, L.P.
By:	Apollo International Management GP, LLC,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO INTERNATIONAL MANAGEMENT GP, LLC
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President
AAA HOLDINGS, L.P.
By:	AAA Holdings GP Limited,
	its general partner
	By:	/s/ John Suydam
		John Suydam
		Director

11

AAA HOLDINGS GP LIMITED
By:	/s/ John Suydam
	John Suydam
	Director
APOLLO MANAGEMENT HOLDINGS, L.P.
By:	Apollo Management Holdings GP, LLC,
	its general partner
	By:	/s/ William B. Kuesel
		William B. Kuesel
		Vice President
APOLLO MANAGEMENT HOLDINGS GP, LLC
By:	/s/ William B. Kuesel
	William B. Kuesel
	Vice President

12