Item 1.01. Entry into a Material Definitive Agreement.
On
of
(as amended, supplemented or otherwise modified from time to time, the “ACMP
Credit Facility”) with
manager,
agent and letter of credit issuer,
lenders from time to time party thereto.
The ACMP Credit Facility provides for a revolving credit facility to the
Borrower with a final maturity date of
Borrower’s request be extended for two additional 12-month periods. The amounts
borrowed under the ACMP Credit Facility shall not exceed the lesser of the
facility amount, being
unfunded capital commitments of the
Borrower may request to increase the facility amount to
satisfaction of certain customary conditions and arrangements of commitments.
The ACMP Credit Facility does not require any scheduled amortization payments or
other mandatory prepayments (except with respect to obligations that exceed the
available commitments under the ACMP Credit Facility) prior to the final
maturity date, and the Borrower may prepay the loans and/or terminate or reduce
the revolving commitments under the ACMP Credit Facility at any time without
penalty.
The ACMP Credit Facility is secured by the pledge and assignment of the rights
of the Borrower’s two members,
L.P.
“Pledgors”), to capital contributions from their investors (the “
Investors
and the Pledgors. Liabilities under the ACMP Credit Facility are non-recourse to
Apollo, except that certain
letters with respect to their capital contributions to the Pledgors.
The ACMP Credit Facility contains affirmative and negative covenants (subject to
certain exceptions and baskets) which limit the ability of the Borrower and
certain of their subsidiaries to, among other things, create liens on the
collateral. The ACMP Credit Facility also contains customary events of default,
including events of default arising from non-payment, material
misrepresentations, breaches of covenants, cross default to material
indebtedness, bankruptcy and changes in control of the general partner of the
Pledgors.
Borrowings under the ACMP Credit Facility may be used for the Borrower’s
investment activities, to provide working capital or for other purposes
permitted under the Borrower’s governing documents, corporate documents, and all
related documentation including subscription documents. The Borrower intends to
use the ACMP Credit Facility primarily to facilitate the settlement of financing
transactions funded or syndicated by Apollo’s capital markets business and the
Borrower is an entity solely involved in Apollo’s capital markets business.
The foregoing description of the ACMP Credit Facility does not purport to be
complete and is qualified in its entirety by reference to the ACMP Credit
Facility, which is filed as Exhibit 10.1 to this Current Report and is
incorporated by reference into this Item 1.01.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 above is incorporated by reference
into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 10.1+ ACMP Credit Facility, datedApril 1, 2022 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
+ Certain portions of this exhibit have been redacted pursuant to Item
601(b)(10)(iv) of Regulation S-K. The registrant agrees to furnish
supplementally an unredacted copy of the exhibit to the Securities and Exchange
Commission upon its request.
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