Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) VIEs have no recount to the assets of the Company. The Company has elected the fair value option for financial instruments held by its consolidated VIEs. which includes investments in loans and corporate bonds. as well as debt obligations held by such consolidated VIEs. Other assets include amounts due from broken and interest receivables. Other liabilities include payables for securities purchased. which represent open trades within the consolidated VIEs and primarily relate to corporate loans that am expected to settle within the next sixty days. Fair Value Measurements The following table summarizes the valuation of Apollo's consolidated VIEs in fair value hierarchy levels as of December 31. 2011 and 2010: I.e.el I Level Il 1.ece1111 Totals 1)ecember 31. December31, December31. December31. 2011 2010 2011 2010 December31. 2011 December31. 2010 December31. 2011 lbxember 31. 2010 InvestmenLs, at fair value" — $ — $ 3.055.357 $ 1.172,242 S 246.609 S 170.369 $ 3.301.966 $ 1.342.611 i.e.el I Level II Level III Total% December31. Dectmlrer 31. December31. December31. 2011 2010 2011 2010 December31. 2011 December31. 2010 December31. 2011 December31. 2010 Liabilities. at fair value $ — $ — $ — $ — S 3.189,837 S 1.127.180 $ 3,189.837 $ 1.127.180 (I) During the first quarter of 2011. one of the consolidated VIEs sold all of its investments. Al December 31. 2010. the cost and fair value of the investments of this VIE were $719.5 million and $684.1 million, respectively. The consolidated VIE had a net investment gain of $16.0 million relating to the sale for the year ended December 31. 2011. which is reflected in the net (losses) gains from investment activities of consolidated variable interest entities on the consolidated statement of operations. Level Ill investments include corporate loan and corporate bond investments held by the consolidated VIEs, while the Level Ill liabilities consist of notes and loans. the valuations of which are discussed further in note 2. All Level II and III investments were valued using broker quotes. Transfers of investments out of Level III and into Level II or Level I. if any. are recorded as of the quarterly period in which the transfer occurred. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the 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 investment. 200 EFTA00623592

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following table summarizes the changes in investments of consolidated VIEs, which are measured at fair value and characterized as Level III investments: For the Year Ended December 31. 2011 2010 Balance. Beginning of Period 170,369 Acquisition of VIE 335,353 Transition adjustment relating to consolidation of VIE — 1,102,114 Purchases 663.438 840.926 Sale of investments (273,719) (125,638) Net realized gains 980 131 Changes in net unrealized (losses) gains (7,669) 29,981 Deconsolidation of VIE (20,751) Transfers out of Level III (802.533) (1.663.755) Transfers into Level III 160.390 7.361 Balance. End of Period $ 246.609 $ 170369 Changes in net unrealized (losses) gains included in Net (Losses) Gains from Investment Activities of consolidated VIEs related to investments still held at reporting date S 17.253i S 13.638) Investments were transferred out of Level III into Level II and into Level III out of Level IL respectively, as a result of subjecting the broker quotes on these investments 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. 201 EFTA00623593

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following table summarizes the changes in liabilities of consolidated VIES, which arc measured at fair value and characterized as Level III liabilities: For the Year Faded December 31. 2011 2010 Balance. Beginning of Period $ 1.127.180 $ Acquisition of VIE 2 046 157 Transition adjustment relating to consolidation of VIE 706,027 Borrowings 454.356 1.050.377 Repayments (415,869) (331,120) Net realized gains on debt (41.819) (21.231) Changes in net unrealized losses from debt 19,880 55,040 Deconsolidation of VIE (329,836) Elimination of debt attributable to consolidated VIES (48) (1077) Balance. End of Period $ 3.189.837 $ 1.127.180 Changes in net unrealized (gains) losses included in Net (Losses) Gains from Investment Activities of consolidated VIES related to liabilities still held at reporting date $ (25.347) $ 16.916 Net (Losses) Gains from Investment Activities of Consolidated Variable Interest Entities The following table presents net (losses) gains from investment activities of the consolidated VIEs for the years ended December 31.2011 and 2010. respectively: For the Year Ended December 31. 2011 2010 Net unrealized gains from investment activities $ 10,832 $ 46,406 Net realized (losses) gains from investment activities (11.313) 7.239 Net (losses) gains from investment activities (481) 53.645 Net unrealized losses front debt (19.880) (55.040) Net realized gains from debt 41.819 21.231 Net gains (losses) front debt 21.939 33.809) Interest and other income 75,004 62,696 Other expenses (72.261) (34.326) Net Gains from Investment Activities of Consolidated VIES $ 24.201 S 48.206 202 EFTA00623594

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Investments of Consolidated VIEs The following table presents a condensed summary of investments of the consolidated VIEs that arc included in the consolidated statements of financial condition as of December 31.2011 and 2010: % of Net % of Net Assets of Asset of Fair Value Fair 'aloe as of Consolidated as of Consolidated December 3l. Foil December 31. Funds 2011 and VIEs 2010 and VIK. Campmate Loans: North America Chemicals 88.135 5.1% 13.950 0.75E Communications Intelsat Jackson term loan due February I. 2014 105.659 5.4 Other 182,127 10.6 221.383 11.3 Total Communications 182.127 10.6 327.042 16.7 Consumer & Retail 413.683 24.0 114.931 5.9 Distnbution & Transportation 64.552 3.7 7,794 OA Energy 108.3(10 6.3 25.026 1.3 Financial and liminess Services 604.852 35.1 85.713 44 Healthcare 476.487 27.6 144.343 7.4 Manufactunng & Industrial 231.746 134 200.290 10.3 Media. Cable & Leisure 543.696 31.6 93.798 4.8 Metals & Mining 56.890 33 14,025 0.7 011 & (JO 34.864 2.0 Packaging & Materials 59.530 33 21.066 1.1 I inning and Publishing 45.055 2.6 Real Ertate 42256 24 Technology 92.027 5.3 34.862 1.8 Other 42.420 2-5 9.539 03 Total Corporate Loans-North America (amortized cost 53.151.576 and 51.075.287 as of December 31. 2011 and 2010. respectively) 3.086,620 179.0 1 093 379 56.0 Europe Chemicals 24.974 IA 9.909 0.5 Consumer & Retail 75,007 3.8 Distribution & lrans matron 3.610 0.2 Financial and liminess Services 18.392 1.1 Healthcare Alliance BOAS seniors facility 81 due July 5. 2015 143,106 7.3 Other 10.418 0.6 Total bleakly:are 10418 0.6 143,105 7.3 Manulactunng & Industrial 7.696 0.4 Media. Cable & Leisure 21.106 1.2 10,787 0.6 (hl & Oar 13.439 (1.8 Technology 7.659 OA Total Corporate Loans-Europe (amortized cost 102.6M9 and 84.760 as of 1)ecember 31. 2)11 and 2010. respectively) 99.628 5.7 246.501 12.6 Total Corporate Loans (amortized cost $3.254.185 and $1.360.047 as of December 31.2011 and 2010. respectively) 3.186.248 184.7 1.338.883 68.6 Corporate Bonds: North America Chemicals 14.473 (1.8 Communications 2.026 0.1 1.561 0.1 Consumer & Retail 6.214 (1.4 Distribution & Transportation 10.373 0.6 4.160 0.2 Energy 5.000 (13 3.640 0.2 Healthcare 5.028 03 Manul :Mantic & Industrial 9.977 (1.6 EFTA00623595

Media. Cable & Leisure 19.010 1.1 3.530 0.2 Oil and (aas 3.143 (1.2 Total Corporate Boo4s—North America (amortized amt 2(110. mpectively 1 74.989 and 512.406 as of December 31. 2011 and 73.244 4.4 12.914 0.7 201 EFTA00623596

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars In thousands, except share data) or Net ^m or Net Assets or Assets or Fair Value Fair Value as of Consolidated as of Conso0dated December 31. Funds December 31. Funds 2011 and VIES 2010 and %IE.+ Europe Distribution & lranspondion 2.767 0.2 Financial and &MRCSS SeT Mere 6.965 OA 1399 0.1 Total Corporate Bonds—Europe (amortized cost $9355 and 51.519 as of December 31. 2011 and 2010. respectively1 9.732 0.6 1.599 0.1 Total Corporate Bonds tamonized cog 584.544 and 513.925 at of December 31. 2011 and 2010. respectively) 84.976 SO 14313 0.8 Common Stock: North America Financial and Business Services 226 0.0 Manufacturing & Industrial 1.648 0.1 Printing and Publishing 341 0.0 Real Estate 170 0.0 Total Common Stock—North America (amortized cost53.962 and SO ar of December 31.2011 and 2010. respectively') 2.385 0.1 Warrants: North America Media. Cable & Leisure 21 00 Total Warrants—North America (amortized cost 341 and SO as of December 31. 2011 and 2010. respectively) 21 00 Asset Backed Securities: North America Financial and lilltrillera Services 30313 1.8 Total Asset Backed Securities—North America (amortized cosI 537382 and SO as of December 31, 2011 and 2010. respectively) 30.513 1.8 Haman:Mon of equity investments attributable to consolidated VIEs (2.177) (0.1) 110.785) (0.6) Total Investments. al fair slue. of Consolidated VIES Iamortized coal 53.380.073 and 51.373.972 as of December 31.2011 and 2010. respectively) 3 3.301.966 191.5% 1.342.611 68.8% 204 EFTA00623597

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Senior Secured Notes, Subordinated Note, Term Loans—Included within debt arc amounts due to third-party institutions of the consolidated VIEs. The following table summarizes the principal provisions of the debt of the consolidated VIEs as of December 31. 2011 and 2010: Description As of December 31. 2011 As of December 31. 2010 Interest Rate Requited Interest Coverage Ratio Over- Collateralization Ratio Outstanding Principal Fair Balance Value Weighted Average Interest Rate Outstanding Principal Balance Fair Value Weighted Avenge Maturity Interest Rate Date Apollo Credit CcrInve0 U Loan,: Term A Loan - $ - — % .5 146.502 $142.601 0.91% October 29. 2012 BBA 3 mo. LIBOR (USD) plus 050% 0) Tenn B Laos 145.390 111 .655 0.91% louse 13. 2_013 BSA 3 mo. LIBOR (61W) plus 0.50% 01 (I) Tenn C Loan"' 161.984 154.394 0.91% October 29. 2013 BRA 3 mo. LIBOR (USD) plus 0.50% 0) 10 AI AI Loan Funding 2010-1 IIi 453.876 408.650 12)431 Notes Senior Secured Class Al Noes 215.400 215.441 2.04% 219403 215.400 2.02% May 20.2020 BBA 3 mo LIBOR (USD) plus 1.70% 110.0% 137.5% Senior Secured Class A2 Notes 11.1(0 10.62(1 2.60% 11 .100 10.767 2.48% May 21.2020 BSA 3 mo LIBOR (USD) plus 2.25% 110.0% 137.5% Senior Secured Class B Notes 24.700 22.272 2.65% 24.703 22.971 232% May 20.2020 BBA 3 mo LIBOR (USD) plus 2.30% 105.0% 1264% Subordinated Notes 70.946 68.3115 NIA( ) 70.916 70.376 NIAict May 20. 2020 ab N/A( N/A NIA 322-146 316.718 322.146 319.514 ALAI Loan Funding 20103 Note?"" SCRIM Secured Class Al Notes 2623510 258.463 2.09% 262.003 261.371 November 20. 2.22% 2020 BBA 3 mo LIBOR (USD) plus 1.70% 110.0% 135.6% Senior Secured Class A2 Noes 20.500 19.967 2.90% 20.500 19.959 November 20. 3.05% 2020 BBA 3 mo LIBOR (USD) plus 23% 110.0% 135.6% SCRIM Secured Class B Notes 25 750 24.784 3.40% 25.750 24.426 November 20. 338% 2020 BBA 3 mo LIBOR 1USD) plus 3.0% 105.0% 124.8% Senior Sunned Class C Notes 14.0(10 12.547 4.42% 14.000 12.601 Nowmber 20. 4.62% 2020 BBA 3 mo LIBOR (USD) plus 40% N/A 120.1% Secured Class 1) Notes 10.000 8.714 6.45% 10.003 9.398 November 20. 6.71% 2020 BSA 3 mo LIBOR (USD) plus 6.0% N/A 117.4% Subordinated Notes 71.238 68.465 NIAII) 71.238 71.258 November 20. N/A141 2020 WAN) N/A N/A 403.508 392.94(1 403.508 399.016 205 EFTA00623598

Table or Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Descritallon As of December 31. 2011 As of December 31. 2010 Required Interest Coserage Ratio Over. Collateralization Rath. Outstanding Principal Balance Fair Value Weighted Average Interest Rate Weighted Outstanding Average Nlaturity Principal Fair Interest Balance Value Rate Date Interest Rate AL191.0an Funding 20'0-4 Note. - Senior Secured Notes—A 274.500 270.383 1.67% BRA 3 mo LIBOR — — — July 18.2022 (USD) plus 1.24% OI 125.1% Sensor Secured Notes—B 58.500 53.528 233% BRA 3 mo LIBOR — — July 18. 2022 (USD) plus 1.911% Is> 125.1% Mezzanine Secured Notes—C 29.812 26.533 3.18%. BRA 3 mo LIBOR — — July 18. 2022 (USD) plus 2.75% 110.0% 118.0% Nit/72111W Secured Noles —D 20.250 16.605 3.63% BRA 3 mo LIBOR — — July IS. 2022 (USD) plus 3.27.E 1(15.0% 113.5% Junior Secured Note—E 23.625 17.364 4.63% BRA 3 mo LIBOR — — — July 18.2022 (USD) plus 4.20% N/A 107.7% Junior Secured Notes—F 11 .270 8002 5.93% BRA 3 mu LIBOR — — July IS. 2022 (USD) plus 5.50% N/A N/A Subordinated Notes 43.350 38.582 N/A14) — — N/A141 July 18.2022 N/At4J N/A N/A Gulf Stream—Sextant CIA) 20064 461 y 3(17 430.997 Nisresg) Class A.I-R Notes 24.613 23.998 0.68% BBA 3 mo LIBOR — — — August 21. 2020 (USD) plus 0.28% 120.0% 110.6%. Class A.I-A Notes 196.9(6 1884415 0.63% BRA 3 mo LIBOR — — — August 21. 2(120 (USD) plus 0.23% 120.0% 110.6% Class A- I-B Notes 56.250 50.063 0.75% BRA 3 mo LIBOR — — — August 21.2020 (USD) plus 0.14% 120.0% 110.6%. Class A.2 Nan: 26.419 25098 0.65% BRA 3 mo LIBOR — — — August 21. 2020 (USD) plus 4251E 120.0% 110.6% Class B Notes 12.000 9.960 0.81%, BBA 3 mo LIBOR — — August 21. 2020 (USD) plus 0.40% 120.0% 110.6%. 206 EFTA00623599

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Description As of December 31. 2011 M of December M. 2010 Required Interest Coverage Ratio Over- Collaterallmtion Ratio Outstanding Principal Fair Balance Value Weighted Average Interest Rale Weighted Outstanding Average Maturity Principal Fair Interest Balance Value Rate Date Interest Rate Class C Notes 24.030 18.120 1.11% August 21. BBA 3 mo 1JBOR — — 2020 (USD/ pith 0.70% NIA NIA Class I) Notes 28.030 17.64(1 2.01% August 21. BBA 3 mo LIBOR — — 2020 (USD) plus 1.60% NIA N/A Subordinated Notes 28.000 16.240 NM(41 August 21. — — 2020 WA(4) N/A N/A Gulf Stream—Sextant CIA) 20074 "2 Notes 396.188 349.164 Class A4 -R Notes 24.990 23.503 0.66% BBA 3 mo 1JBOR lime 17.2021 (USD/ plum 0.28% 120.05E 110.5% Class A-I -A Notes 280.884 258.413 0.61% BBA 3 mo LIBOR — — — lune 17.2021 I USD) plus 0.23% 120.7.E 110.5% Class AsIsB Notes 76.500 63.572 0.72% BBA 3 mo 1JBOR — — — lune 17.2021 (USD) Sus 033% 120.05E 110.5% Class B Notes 17500 14.175 0.84% BBA 3 mo LIBOR — — — lune 17. 2021 (USD) plus 0.45% 120.0% 110.5% Class C Notes 33.750 24.300 1.245E BBA 3 mOIJBOR — — — lime 17.2021 (USD) Sus 0.85% NIA NIA Class D Notes 31.250 19.688 2.79% BBA 3 mo LIBOR — — — lune 17. 2021 (USD) plus 2.40% NIA N/A Subordinated Notes 35.000 21.000 isuArni — — — lime 17. 2021 NIAOtt NIA NIA Gulf Stream—Rasliinban CLO 20064 499.874 424.651 Notes(2) Senior Secured Class A•I Notes 18.992 17.387 0.68% November 26. BBA 3 mo 1JBOR - - 2020 USD/ Om 0.27% 120.05E 112.0% Senor Secured Class As- Notes 283.890 252.378 0.65% November 26. BBA 3 mo LIBOR - - 2020 (USD) plug 0.24% 120.0% 112.0% 207 EFTA00623600

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Unclip lion As of December 31. 2011 As of December 31. 2010 Nlaturit, Dale Interest Rale Required Interest Coverage Ratio Over- Collateral/n/0n Ratio Outstanding Principal Balance Fair Value Weighted Weighted As erage Outstanding Average Interest principal Fair Interest Rate Balance Value Rate Senior Secured Class B Notes 12.000 9.816 0.76% — — — November 26.2020 BHA 3 mo LIBOR (USD) plus 0.35% 120.0% 112.0% Sensor Secured Class C Notes 26.000 18.663 1.09% — — — November 26. 2020 BHA 3 mo LIBOR (USD) plus 0.68% 115.0% 106.3% Second Class D Notes 12.000 7.498 1.79% — — — November 26.2020 BRA 3 mo LIBOR (USD) plus 1.38% 110.0% 105.5% Subordinated Notes 46.000 34.5(10 N/A (4) — — — November 26. 2(12) N/A") N/A NIA 398.882 1.4).>n Gulf S belt tis—C nmp et CI 0 NW.> Notes"' Senior Secured Class A.1 Notes 34.566 31.836 0.69% — — — January 24.212) BHA 3 mo LIBOR (USD) plus 0.27% 120.0% 110.9% Senior Secured Class AS Notes 345.663 318.280 0.68% — — — January 24.2020 BRA 3 mo LIBOR (USD) plus 0.26% 120.0% 110.9% Sensor Secured Class B Notes 15.000 13.103 0.87% — — — January 24. 2020 BHA 3 mo LIBOR (USD) plus 045% 120.0% 110.9% SCRIM Secured Class C Notes 35.000 26.705 1.22% — — — January 24.2020 BHA 3 mo LIBOR (USD) plus 0.80% 112.0% 103.0% Secured Class I) Notes 25.000 17.110 2.62% — — — January 24.212) BHA 3 mo LIBOR (USD) plus 2.20% 110.0% 101.5% Subordinated Notes 40.000 27.200 NIA' Ai - January 24.2020 NM Ott' 495.229 434.234 208 EFTA00623601

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Description As of December 31. 2011 As of December 31. 2010 Maturity Date Interest Rate Required Interest Cot crave Ratio (her. Collateralization Ratio Outstanding Principal Balance Fair Value Weighted Average Interest Rate Outstanding Principal Balance Weighted Average Fair Interest Value Rate Gulf Stream—Compass CLO 2007 Notes'2. Class A.I-A Notes 178.080 165.615 0.79'7 — October it 2019 BBA 3 mo LIBOR (USD) plus 0.38% 120.0% 114.3% Class A-I-B Notes 45.000 37.908 0.91% — October Mt. 2019 BRA 3 nor LIBOR (USD) plus 030% 120.0% 114.3% Class B Notes 17-000 10.066 1.31% — October 28. 2019 BBA 3 raO LIBOR (USD) plus 0.90% 12(1.0% 114.3% Class C Notes 13.123 10238 2.41% — October 2$. 2019 BBA 3 mo LIBOR (US1/1 plus 2.00% 114.0'7 I 10.7% Class D Was IS. 11.643 3.86% — October it 2019 BBA 3 rip LIBOR (USD) plus 3A5% 11(1.(1% 106.0% Class E Notes 10.462 7.114 6.41% — October 2$. 2019 BRA 3 mol.IBOR (USD) plus 6.0% N/A 1(13.8% Subordinated Notes 23,250 16,508 NAM — October 28, 2019 MA(4) N/A Gulf Stream—.Neptune Finance 296.917 259.092 NotesaI Class A Notes 194.879 182.699 1.02% — April 20. 2020 BBA 3 mo LIBOR (USD) plus 0.62% 120.0% 117.1% Class B Notes 10.000 9.400 3.66% — April 20. 2020 BBA 3 mo LIBOR (USD) plus 3.25% 120.0% 117.1% Subordinated Notes 58.471 49.710 NAM) — APS 20 2020 WA(4) WA N/A 263.350 241.799 Total notes and loans 35.17.401 13.189.837 S 1479.530 S LI 27.150 209 EFTA00623602

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) (I) At December 31. 2010. the cast and fair value of the term loans were $453.9 million and $408.7 million. respectively. The term loans were paid down in the first quarter of 2011. with payments totaling $412.1 million. resulting in a gain of $41.8 million. This realized gain was offset by a reversal of unrealized gains of $45.2 million. which result in a net loss on term loans of $3.4 million for the year ended December 31. 2011. which is reflected in the net (losses) gains from investment activities of consolidated variable interest entities on the consolidated statements of operations. (2) Each class of notes will mature at par on the stated maturity, unless previously redeemed or repaid. Principal will not be payable on the notes except in certain limited circumstances. Interest on the notes is payable quarterly in arrears on the outstanding amount of the notes on scheduled payment dates. The subordinated note will be fully redeemed on the stated maturity unless previously redeemed. The subordinated note may be redeemed, in whole but not in part. on or after the redemption or repayment in full of principal and interest on the secured notes. No interest accmes or is payable on the subordinated note. (3) The subordinated notes were issued to an affiliate of the Company. Amount is reduced by approximately $2.1 million due to elimination of equity investment attributable to consolidated VIEs as of December 31. 2011 and 2010. respectively. (4) The subordinated notes do not have contractual interest rates but instead receive distributions from the excess cash flows of the VIEs. (5) The required interest coverage ratio is 100.0% through January 2012 and 120.0% thereafter. The consolidated VIEs have elected the fair value option to value the term loans and notes payable. The general partner uses its discretion and judgment in considering and appraising relevant factors in determining valuation of these loans. As of December 31. 2011. the notes payable arc classified as Level III liabilities. Because of the inherent uncertainty in the valuation of the term loans and notes payable. which are not publicly traded, estimated values may differ significantly from the values that would have been reported had a ready market for such investments existed. The consolidated VIEi debt obligations contain various customary loan covenants as described above. As of the balance sheet date, the Company was not aware of any instances of noncompliance with any of these covenants. As of December 31. 2011. the table below presents the maturities for the consolidated debt of the VIEs: 2012 2013 2014 2015 2016 Thereafter Teal Secured notes $ — $ — $ — — S — S 3.121.126 $ 3,121,126 Subordinated notes 416.275 416.275 Total Obligations as of December 31.2011 $ — $ — $ — $ — S — S 3.537.401 $ 3.537.401 Note: All of the CLOs are past their call date and therefore the collateral manager can call the CLO and liquidate (with the consent of each of the majority of the subordinated notes). 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. 210 EFTA00623603

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following tables present 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 tables present the maximum exposure to loss relating to those VIEs. December 31 2011 Total .web Total LlabIlldes Apollo IN pure Private Equity Capital Markets Real Estate 11.879.948 $ 3.274.288 2.216.870 (146,374) 8,753 11.305 (1) (2) (3) Total (1.095.266) (1.751.280) 2.992.920 $ 17.371.106a) $ (2) 20.05813) Consists of $383,017 in cash, $16.507.142 in investments and $480.947 in receivables. Represents 52,874.394 in debt and other payables. $86,102 in securities sold, not purchased. and $32,424 in capital withdrawals payable. Apollo's exposure is limited to its direct and indirect investments in those entities in which Apollo holds a significant variable interest. December 31.2010 Total Assets Total Liabilities Apollo !Nome re Private Equity Capital Markets Real Estate 11.593.805 3.117.013 (824.957) 1.569.147 (1.263.354) (39.625) 13.4[5 13.302 Total 16,279,965(13 (2.127.936 26.717131 (1) Consists of 5207.168 in cash. $15.672.604 in investments and $400.193 in receivables. (2) Represents 52.011.194 in debt and other payables. $21,369 in securities sold, not purchased. and $95,373 in capital withdrawals payable. (3) Apollo's exposure is limited to its direct and indirect investments in those entities in which Apollo holds a significant variable interest. At December 31, 2011. AAA Investments. the sole investment of AAA, invested in certain of the Company's unconsolidated VIEs. including LeverageSource. L.P. and AutumnLeaf. L.P. At December 31. 2011. the aggregate amount of such investments was 5131.8 million. The Company's ownership interest in AAA was 2.45% at December 31. 2011. At December 31, 2010. AAA Investments, the sole investment of AAA, invested in certain of the Company's unconsolidated VIES, including LeverageSource. L.P.• AutumnLeaf, L.P., Apollo ALS Holdings. L.P., and A.P. Charter Holdings. L.P. At December 31. 2010. the aggregate amount of such investments was $251.5 million. The Company's ownership interest in AAA was 2.81% at December 31. 2010. 211 EFTA00623604

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars In thousands, except share data) 6. CARRIED INTEREST RECEIVABLE Carried interest receivable from private equity and capital markets funds consists of the following: For the Year Ended December 31. 2011 2010 Private equity Capital markets Total Carried Interest Receivable 868.582 $ 1.867.073 $ 672.952 $ 1.578.135 195.630 288.938 The table below provides a roll-forward of the carried interest receivable balance for the years ended December 31. 2011 and 2010: Private Equity Capital Markets Total Carried Interest Receivable. January 1.2010 $ 328.246 $ 155.608 $ 483,854 Change in fair value of funds"' 1.308.030 277.907 1.585.937 Foreign exchange gain - 1,728 1,728 Fund cash distributions to the Company (58.141) (146.305) (204.446) Carried interest receivable, December 31. 2010 1,578,135 288,938 1,867,073 Change in fair value of fundscl (373.906) 69.424 (304.482) Foreign exchange loss — (1,453) (1,453) Fund cash distributions to the Company (531.277) (161.279) (692.556) Carried Interest Receivable. December 31, 2011 672.952 $ 195.630 $ 868.582 (I) The change in fair value of funds in 2010 includes the carried interest income of $13.1 million associated with recognized realized gains. which was previously reversed due to the estimated general partner obligation attributable to Fund VI. (2) As of December 31. 2011. the Company recorded a general partner obligation to return previously distributed carried interest income of $75.3 million and $18.1 million relating to Fund VI and SOMA. respectively. The general partner obligation is recognized based upon a hypothetical liquidation of the funds as of December 31. 2011. The actual determination and any required payment of a general partner obligation would not take place until the final disposition of a fund's investments based on the contractual termination of the fund. The timing of the payment of carried interest due to the general partner or investment manager varies depending on the terms of the applicable fund agreements. Generally. carried interest with respect to the private equity 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. For most capital markets funds. carried interest is payable based on realizations after the end of the relevant fund's fiscal year or fiscal quarter, subject to high watermark provisions. There is currently no carried interest receivable associated with the Company's real estate segment. 212 EFTA00623605

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) 7. FIXED ASSETS Fixed assets consist of the following: Useful Life in Years December 31. 2011 2010 Ownership interests in aircraft 15 10.184 10,029 Leasehold improvements 8-10 44.433 31.625 Furniture. fixtures and other equipment 4-10 14.455 11,2% Computer software and hardware 2-4 22.789 21.515 Other 4 506 489 Total fixed assets 92.367 74.954 Less—accumulated depreciation and amortization (39.684) (30.258) Fixed Assets, net S 2.6S1 S 44.696 In December 2010. the Company committed to a plan to sell its ownership interests in certain aircraft. which occurred in the first half of 2011. Accordingly. in 2010. the Company reclassified the assets to assets held for sale and measured the assets at the lower of cost or fair value less costs to sell. As of December 31. 2010. these assets held for sale had a fair value of $11.3 million and arc included in Other Assets in the accompanying consolidated statements of financial condition. As a result of reclassifying the assets to assets held for sale, the Company recognized a loss of $2.8 million during the year ended December 31. 2010 on the assets held for sale. which is included in other income (loss), net in the accompanying consolidated statements of operations. As pan of the plan to liquidate its ownership interest in aircraft, the Company determined that the remaining interests in aircraft were higher than its current fair value. In 2010. the Company recognized an impairment loss of $3.1 million related to its remaining ownership in aircraft. This loss is included in other income (loss), net in the accompanying consolidated statements of operations. Depreciation expense for the years ended December 31. 2011, 2010 and 2009 was $11.1 million. $11.5 million and $11.6 million, respectively. 8. OTHER ASSETS Other assets consist of the following: For the Year Ended December 31. 2011 2010 Tax receivables $ 10.465 5.479 Prepaid expenses 5.137 7.559 Debt issuance costs 2,624 3,135 Rent deposits 1.482 990 Prepaid rent 1.134 93i Assets held for sale 11.331 Other 6.134 5.716 Total Other Assets 26.976 35.141 213 EFTA00623606

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) 9. OTHER LIABILITIES Other liabilities consist of the following: December 31. 2011 December 31. 2010 Deferred rent 14,798 $ 10.318 Deferred payment related to acquisition (note 3) 3,858 Interest rate swap agreements 3,843 11,531 Unsettled trades and redemption payable 2.902 Deferred taxes 2,774 2.424 Other 4.875 1.422 Total Other Liabilities 33.050 $ 25.695 Interest Rate Swap Agreements—The principal financial instruments used for cash flow hedging purposes are interest rate swaps. Apollo enters into interest rate swap agreements to manage its exposure to interest rate changes. The swaps effectively convened a portion of the Company's variable rate debt under the AMH Credit Agreement (discussed in note 12) to a fixed rate, without exchanging the notional principal amounts. Apollo entered into interest rate swap agreements whereby Apollo receives floating rate payments in exchange for fixed rate payments of 5.068% (weighted average) and 5.175%. on the notional amounts of $433.0 million and $167.0 million. respectively, effectively convening a portion of its floating rate borrowings to a fixed rate. The interest rate swap agreements related to the $433.0 million notional amount am comprised of two components: a $333.0 million portion and a $100.0 million portion. The interest rate swap agreement related to the $333.0 million portion expired in May 2010. The interest rate swap agreement related to the $100.0 million portion expired in November 2010. The interest rate swap agreement related to the $167.0 million notional amount expires in May 2012. Apollo has hedged only the risk related to changes in the benchmark interest rate (three month LIBOR). As of December 31.2011 and 2010. the Company has recorded a liability of $3.8 million and $11.5 million. respectively, to recognize the fair value of these derivatives. The Company has determined that the valuation of the interest rate swaps fall within Level ll of the fair value hierarchy. The Company estimates the fair value of its interest rate swaps using discounted cash flow models. which project future cash flows based on the instruments' contractual terms using market-based expectations for interest rates. The Company also includes a credit risk adjustment to the cash flow discount rate to incorporate the impact of non-performance risk in the recognized measure of the fair value of the swaps. This adjustment is based on the counterpany's credit risk when the swaps are in a net asset position and on the Company's own credit risk when the swaps are in a net liability position. 214 EFTA00623607

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars In thousands, except share data) 10. OTHER INCOME, NET Other income. net consists of the following: Per the Year Ended December 31 2011 2010 2009 Insurance proceeds $ 162,500 $ 37.500 Tax receivable agreement adjustment (137) 7.614 (6.615) Gain on acquisitions and dispositions 196,193 29,741 Loss on assets held for sale (1768) Impairment of fixed assets (3,101) AMTG offering costs (8.000) ARI reimbursed offering costs 8,000 Foreign exchange translation 6.169 (3.025) 1.317 Other 3.295 4.071 9.208 Total Other Income. Net II. INCOME TAXES $ 205.520 $ 195.032 $ 41.410 The Company is treated as a partnership for tax purposes and is therefore not subject to U.S. Federal income taxes: however. APO Corp.. a wholly- owned subsidiary of the Company. is subject to U.S. Federal corporate income taxes. In addition, certain subsidiaries of the Company are subject to New York City Unincorporated Business Tax ('NYC UST") attributable to the Company's operations apportioned to New York City and certain non-U.S. subsidiaries of the Company are subject to income taxes in their local jurisdictions. AN) Corp. is required to file a standalone Federal corporate tax return, as well as filing standalone corporate state and local tax returns in California. New York and New York City. The Company's provision for income taxes is accounted for under the provisions of U.S. GAAP. The Company's effective tax rate was approximately (0.92)%. 14.45% and (43.18)% for the years ended December 31, 2011. 2010 and 2009. respectively. 215 EFTA00623608

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The provision for income taxes is presented in the following table: Fur the Year Ended December31. 2011 2010 2009 Current Federal income tax $ (856) $ (8.051) $ NYC UBT (6,669) (7,106) (5,661) Foreign income tax (3.705) (3.726) (3.993) State and local income tax (274) (1,542) Subtotal Deferred: Federal income tax (11.504) 248 (20.425) (64.633) (9.654) (2.666) Foreign income tax 301 260 (1,045) State and local income tax provision (2.457) (6.282) (14.398) NYC and UBT 1,481 (657) (951) Subtotal (425 (71.312) (19.060) Total Income Tax Provision 11,929) $ (91.737) $ (28.714) For the years ended 2011. 2010 and 2009. the amount of federal income tax provision netted in the deferred state and local income tax amounts was $1.4 million. $4.2 million and $7.9 million. respectively. Deferred income taxes are provided for the effects of temporary differences between the tax basis of an asset or liability and its reported amount in the consolidated statements of financial condition. These temporary differences result in taxable or deductible amounts in future years. The Company's deferred tax assets and liabilities on the consolidated statements of financial condition consist of the following: For the Year Ended December 31. 2011 2010 Deferred Tax Assets: Depreciation and amortization Revenue recognition Net operating loss cany forward Equity-based compensation—RSUs and AAA RDUs Other $ 476.812 36.732 17.238 37.336 8.186 $ 505.485 35,403 265 26.689 3.483 Total Deferred Tax Assets 576.304 S 571.325 Deferred Tax Liabilities: Other 2.774 2.424 Total Deferred Tax Liabilities $ 2.774 S 2.424 216 EFTA00623609

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The Company had a U.S. federal taxable loss of $55.9 million at the end of 2011 of which $19.2 million will be carried back and used against prior year taxable income and $36.7 million will he carried forward and will expire in 2031. The Company has cumulative state tax losses of $60.5 million that will begin to expire in 2027. In addition, the Company has foreign tax credit carryfonvards of $5.5 million that will begin to expire in 2020. The Company has recorded a significant deferred tax asset for the future amortization of tax basis intangibles as a result of the Reorganization. The amortization period for these tax basis intangibles is 15 years and accordingly. the related deferred tax assets will reverse over the same period. The Company considered the 15-year amortization period of the tax basis intangibles in evaluating whether it should establish a valuation allowance. The Company also considered large recurring book expenses that do not provide a corresponding reduction in taxable income. The Company's short-term and long-term projections anticipate positive book income. In addition, the Company's projection of future taxable income includes the effects of originating and reversing temporary differences including those for the tax basis intangibles, indicates that deferred tax liabilities will reverse substantially in the same period and jurisdiction and arc of the same character as the temporary differences giving rise to the deferred tax asset. Based upon this positive evidence. the Company has concluded it is more likely than not that the deferred tax asset will be realized and that no valuation allowance is needed at December 31. 2011. The following table reconciles the provision for taxes to the U.S. federal statutory tax rate: Fur the Year Ended December 31. 2011 2010 2009 Reconciliation of the Statutory Income Tax Rate: U.S. Statutory Federal income tax rate 35.00% 35.00% 35.00% Income passed through to Non-Controlling Interests (24.67) (24.54) 38.15 Income passed through to Class A holders (1.28) (15.93) 46.04 Equity-based compensation—AOG Units (9.12) 16.49 (146.43) Foreign income taxes (0.17) 0.54 (6.98) State and local income taxes (0.56) 2.32 (30.74) Amortization and other accrual adjustments (0.12) 0.44 22.18 Other 0.00 0.13 (0.4I )0 Effective Income Tax Rate (0.92)% 14.45% (43.18)% Under US. 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. We recognize tax liabilities in accordance with U.S. GAAP and we adjust these liabilities when our judgment changes as a result of the evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from our current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which they are determined. Based upon the Company's review of its federal, state, local and foreign income tax returns and tax filing positions. the Company determined no unrecognized tax benefits for uncertain tax positions were required to be 217 EFTA00623610

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) 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 files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business. the Company is subject to examination by federal and certain state. local and foreign tax authorities. With few exceptions, as of December 11. 2041. Apollo and its predecessor entities U.S. federal, state, local and foreign income tax returns for the years 2008 through 2010 arc open under the normal statute of limitations and therefore subject to examination. The City of New York is examining certain other subsidiary tax returns for the years 2006 and 2007. 12. DEBT Debt consists of the following: December 31. gall December !I. 20 I 0 Annualised Annualized Weighted weighted Ouldanding Average Outstanding Average Balance Interest Rate Balance Interest Rate AMH Credit Agreement $ 728.273 5.39%41) $ 728.273 3.78%41) CIT secured loan agreement 10.243 3.39% 23.252 3.509E Total Debt 738.516 5.35% $ 751.525 3.77% (I) Includes the effect of interest rate swaps. AMR Credit Agreement—On April 20. 2007. Apollo Management Holdings. L.P. ("AMH"). a subsidiary of the Company which is a Delaware limited partnership owned by APO Corp. and Holdings. entered into a $1.0 billion seven year credit agreement (the "AMH Credit Agreement"). Interest payable under the AMH Credit Agreement may from time to time be based on Eurodollar ("LIBOR') or Alternate Base Rate ("ABR") as determined by the borrower. Through the use of interest rate swaps. AMH has irrevocably elected three-month LIBOR for $433 million of the debt for three years from the closing date of the AMH Credit Agreement and $167 million of the debt for five years from the closing date of the AMR Credit Agreement. The interest rate swap agreements related to the $433 million notional amount were comprised of two components: a $333 million portion and a $100 million portion. The interest rate swap agreement related to the $333 million portion expired in May 2010. The interest rate swap agreement related to the $100 million portion expired in November 2010. The interest rate swap agreement related to the $167 million notional amount expires in May 2012. The remaining amount of the debt is computed currently based on three-month LIBOR. The interest rate of the Eurodollar loan, which was amended as discussed below. is the daily Eurodollar rate plus the applicable margin rate (3.75% for loans with extended maturity, as discussed below, and 1.00% for loans without the extended maturity as of December 31.2011 and 4.25% for loans with extended maturity and 1.50% for loans without the extended maturity as of December 31. 2010). The interest rate on the ABR term loan. which was amended as discussed below. for any day. will be the greatest of (a) the prime rate in effect on such day. (b) the Federal Funds Rate in effect on such day plus 0.5(A and (c) the one-month Eurodollar Rate plus 1.00%. in each case plus the applicable margin. The AMH Credit Agreement originally had a maturity date of April 2014. On December 20. 2010. Apollo amended the AMR Credit Agreement to extend the maturity date of 5995.0 million (including the $90.9 million of fair value debt repurchased by the Company) of the term loans from 218 EFTA00623611

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) April 20. 2014 to January 3.2017 and modified certain other terms of the credit facility. Pursuant to this amendment. AMH or an affiliate was required to purchase from each lender that elected to extend the maturity date of its term loan a portion of such extended term loan equal to 20% thereof. In addition. AMH or an affiliate is required to repurchase at least $50.0 million aggregate principal amount of term loans by December 31. 2014 and at least $100.0 million aggregate principal amount of term loans (inclusive of the previously purchased $50.0 million) by December 31. 2015 at a price equal to par plus accrued interest. The sweep leverage ratio was also extended to end at the new loan term maturity date. The interest rate for the highest applicable margin for the loan portion extended changed to LIBOR plus 4.25% and ABR plus 3.25%. On December 20. 2010. an affiliate of AMH that is a guarantor under the AMH Credit Agreement repurchased approximately $180.8 million of term loans in connection with the extension of the maturity date of such loans and thus the AMH loans (excluding the portions held by AMH affiliates) had a remaining balance of $728.3 million. The Company determined that the amendments to the AMH Credit Agreement resulted in a debt extinguishment which did not result in any gain or lass. The interest rate on the $723.3 million. net ($995.0 million portion less amount repurchased by the Company) of the loan at December 31.2011 was 4.23% and the interest rate on the remaining $5.0 million portion of the loan at December 31. 2011 was 1.48%. The estimated fair value of the Company's long-term debt obligation related to the AMH Credit Agreement is believed to be approximately $752.2 million based on a yield analysis using available market data of comparable securities with similar terms and remaining maturities. The $728.3 million carrying value of debt that is recorded on the consolidated statement of financial condition at December 31. 2011 is the amount for which the Company expects to settle the AMH Credit Agreement. As of December 31. 2011 and 2010. the AMH Credit Agreement was guaranteed by. and collateralized by. substantially all of the assets of Apollo Principal Holdings II. L.P., Apollo Principal Holdings IV. L.P.. Apollo Principal Holdings V. LP.. Apollo Principal Holdings IX. L.P. and AMH. as well as cash proceeds from the sale of assets or similar recovery events and any cash deposited pursuant to the excess cash flow covenant, which will be deposited as cash collateral to the extent necessary as set forth in the AMH Credit Agreement. As of December 31. 2011. the consolidated net assets (deficit) of Apollo Principal Holdings II. L.P., Apollo Principal Holdings IV. L.P.. Apollo Principal Holdings V. LP.. Apollo Principal Holdings IX. L.P. and AMH and its consolidated subsidiaries were $56.6 million. $46.2 million. $50.1 million. $131.9 million and $(1.014.3) million, respectively. As of December 31. 2010. the consolidated net assets (deficit) of Apollo Principal Holdings II. L.P., Apollo Principal Holdings IV. L.P.. Apollo Principal Holdings V. LP.. Apollo Principal Holdings IX. L.P. and AMH were $123.1 million. $24.0 million. $39.0 million. $136.0 million and $(1.126.6) million. respectively. In accordance with the AMH Credit Agreement as of December 31. 2011. Apollo Principal Holdings II. L.P.. Apollo Principal Holdings IV. L.P.. Apollo Principal Holdings V. L.P., Apollo Principal Holdings IX. L.P. and AMH and their respective subsidiaries were subject to certain negative and affirmative covenants. Among other things. the AMH Credit Agreement includes an excess cash flow covenant and an asset sales covenant. The AMH Credit Agreement does not contain any financial maintenance covenants. If AMH's debt to EBITDA ratio (the "Leverage Ratio") as of the end of any fiscal year exceeds the level set forth in the next sentence (the "Excess Sweep Leverage Ratio"). AMH must deposit in the cash collateral account the lesser of (a) 100% of its Excess Cash Flow (as defined in the AMR Credit Agreement) and (b) the amount necessary to reduce the Leverage Ratio on a pro forma basis as of the end of such fiscal year to 0.25 to 1.00 below the Excess Sweep Leverage Ratio. The Excess Sweep Leverage Ratio is: for 2011. 4.00 to 1.00: for 2012. 4.00 to 1.00: for 2013. 4.00 to 100: for 2014. 3.75 to 1.00: and for 2015 and thereafter. 3.50 to 1.00. 219 EFTA00623612

Table or Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) In addition. AMR must deposit the lesser of (a) 50% of any remaining Excess Cash Row and (b) the amount required to reduce the Leverage Ratio on a pm forma basis at the end of each fiscal year to a level 0.25 to 1.00 below the Sweep Leverage Ratio (as defined in the next paragraph) for such fiscal year. If AMH receives net cash proceeds from certain non-ordinary course asset sales. then such net cash proceeds shall be deposited in the cash collateral account as necessary to reduce its Leverage Ratio on a pro forma basis as of the last day of the most recently completed fiscal quarter (after giving effect to such non-ordinary• course asset sale and such deposit) to (the following specified levels for the specified years. the "Sweep Leverage Ratio") (i) for 2011. 2012 and 2013. a Leverage Ratio of 3.50 to 1.00. (ii) for 2014. a Leverage Ratio of 3.25 to 1.00. (iii) for 2015. a Leverage Ratio of 3.00 to 1.00 and (iv) for all other years. a Leverage Ratio of 3.00 to 1.00. The AMH Credit Agreement 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 AMH. As of December 31. 2011. the Company was not aware of any instances of non-compliance with the AMH Credit Agreement. C1T Secured Loan Agreement—During the second quarter of 2008. the Company entered into four secured loan agreements totaling $26.9 million with CIT Group/Equipment Financing Inc. ("Cm) to finance the purchase of certain fixed assets. The loans bear interest at LIBOR plus 318 basis points per annum with interest and principal to be repaid monthly and a balloon payment of the remaining principal totaling $9.4 million due at the end of the terms in April 2013. Al December 31. 2011. the interest rate was 3.45%. On April 28. 2011. the Company sold its ownership interest in certain assets which served as collateral to the CIT secured loan agreement for $11.3 million with $11.1 million of the proceeds going to CIT directly. As a result of the sale and an additional payment made by the Company of $1.1 million. the Company satisfied the loan associated with the related asset of $12.2 million on April 28. 2011. As of December 31. 2011. the carrying value of the remaining CIT secured loan is $10.2 million. Apollo has determined that the carrying value of this debt approximates fair value as the loans are primarily variable rate in nature. As of December 31. 2011, the table below presents the contractual maturities for the AMH Credit Agreement and CIT secured loan agreement: 2012 2013 2014 2015 2016 Thereafter Teal AMR Credit Agreement $ — — $ 55.000 $ 50.000 — $ 623.273 $ 728.273 CIT secured loan agreement 698 9.545 10.243 Total Obligations as of December 31.2011 $ 698 $ 9.545 $ 55.000 $ 50.000 $_ $ 623.273 $ 738,516 13. NET (LOSS) INCOME PER CLASS A SHARE U.S. GAAP requires use of the two-class method of computing earnings per share for all periods presented for each class of common stock and participating security as if all earnings for the period had been distributed. Under the two-class method, during periods of net income, the net income is first reduced for distributions declared on all classes of securities to arrive at undistributed earnings. During periods of net losses, the net loss is reduced for distributions declared on participating securities only if the security has the right to participate in the earnings of the entity and an objectively determinable contractual obligation to share in net losses of the entity. 220 EFTA00623613

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The remaining earnings are allocated to common Class A Shares and participating securities to the extent that each security shares in earnings as if all of the earnings for the period had been distributed. Each total is then divided by the applicable number of shares to arrive at basic earnings per share. For the diluted earnings, the denominator includes all outstanding common shares and all potential common shams assumed issued if they am dilutive. The numerator is adjusted for any changes in income or loss that would result from the assumed conversion of these potential common shams. The table below presents basic and diluted net loss (income) per Class A share using the two-class method for the years ended December 31. 2011. 2010 and 2009: Basic and Diluted For the Year Ended December 31. 2011 2010 2009 Numerator: Net (loss) income attributable to Apollo Global Management. LLC $ (468.826) $ 94.617 S (155.176) Distributions declared on Class A shams (97,758)0) (20,453)12) (4,866)0) Distributions on participating securities Earnings allocable to participating securities (17,381) 44) (3.662) (10.357) (299)q Net (Loss) Income Attributable to Class A Shareholders (583.965) 60.145 $ i 160.341) Denominator. Weighted average number of Class A shams outstanding 116.364.1[0 96.964.769 95.815.500 Net (loss) income per Class A share: Basic and Diluted' Distributable Earnings 0.84 0.21 $ 0.05 Undistributed (loss) income (5.02) 0.62 (1.67) Net (Loss) Income per Class A Share (4.18) S 0.83 $ '1.62) (I) The Company declared a $0.17 distribution on Class A shares on January 4. 2011. a 50.22 distribution on Class A shares on May 12. 2011. a $0.24 distribution on Class A shares on August 9. 2011. and a $0.20 distribution on Class A shares on November 3. 2011. As a result, there is an increase in net loss attributable to Class A shareholders presented during the year ended December 31. 2011. (2) The Company declared a $0.07 distribution on Class A shares on May 27, 2010. August 2.2010 and November I. 2010. As a result. there is an increase in net loss attributable to Class A shareholders presented during the year ended December 31. 2010. (3) The Company declared a $0.05 distribution on Class A shares in January 2009. As a result. there is an increase in net loss attributable to Class A shareholders presented for the year ended December 31. 2009. (4) No allocation of lasses was made to the participating securities as the holders do not have a contractual obligation to share in losses of the Company with the Class A shareholders. (5) For the year ended December 31. 2010. unvested RSUs were determined to be dilutive. and were accordingly included in the diluted earnings per share calculation. The resulting diluted earnings per share amount was not significantly different from basic earnings per share and therefore. was presented as the same amount. The AOG Units and the sham options were determined to be anti-dilutive for the years ended December 31. 2011. 2010 and 2009. On October 24. 2007. the Company commenced the granting of restricted share units ("RSUs") that provide the right to receive, upon vesting. Class A shares of Apollo Global Management. LLC. pursuant to the Company's 221 EFTA00623614

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) 2007 Omnibus Equity Incentive Plan. Certain RSU grants to employees during 2010 and 2011 provide the right to receive distribution equivalents on vested RSUs on an equal basis any time a distribution is declared. The Company refers to these RSU grants as "Plan Grants." For certain Plan Grants made before 2010. distribution equivalents am paid in January of the calendar year next following the calendar year in which a distribution on Class A shares was declared. In addition, certain RSU grants to employees in 2010 and 2011 (the Company refers to these as 'Bonus Grants') provide that both vested and unvested RSUs participate in distribution equivalents on an equal basis with the Class A shareholders any time a distribution is declared. As of December 31. 2011. approximately 20.2 million vested RSUs and 5.6 million unvested RSUs were eligible for participation in distribution equivalents. 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 am included in the Company's basic and diluted earnings per sham 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. Because the RSU participating securities do not have a mandatory redemption amount and the holders of the participating securities are not obligated to fund losses. 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 vesting requirements and transfer restrictions set forth in the agreements with the respective holders, and may up to four times each year (subject to the terms of the exchange agreement) exchange their AOG Units for Class A shares on a one-for-one basis. A limited partner must exchange one partnership unit in each of the eight Apollo Operating Group partnerships to effect an exchange for one Class A share. If fully convened, the result would be an additional 240.1300000 Class A shares added to the diluted earnings per share calculation. Apollo has one Class B share outstanding. which is held by Holdings. 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 sham has voting rights on a pan passu basis with the Class A shams. The Class B share currently has a super voting power of 240.000.000 votes. 222 EFTA00623615

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The table below presents transactions in Class A shams during the years ended December 31. 2011. 2010. and 2009 and the resulting impact on the Company's and Holdings ownership interests in the Apollo Operating Group: Date Febniary 11, 2039 March 12. 2010 July 9.2010 July 23. 2010 September 16.2010 September 30. 2010 January 8, 2011 March 15. 2011 April 4.2011 April 7.2011 July 11, 2011 August 15. 2011 October 10, 2011 November 10. 2011 November 22, 2011 Type of ACM ails% A Shares Transaction Repurchase (1.700) Number of Shares Issucd (Reims...haw& (ancelled) in ACM Class A Shares Transaction lin thousands) Issuance 721 Issuance 1,540 AGM ownership% in AOC before ACM Class A Shares TramactIon AGM owners p% in AOG after AGM Class A Shares Transaction 28.9% 28.5% 28.5% 28.6% 28.6% 29.0% N/A Moldier; ownership% In AUG before ACM Class A Shares Transaction 71.1% 71.5% 71.4% N/A N/A") Holdlnp oenership% in AUG after AGM Class A Shares Transaction 71.5% 71.4% 71.0% N/A N/A1t' N/A") 70.7% 66.5% 66.3% N/A") 66.1% N/A") 65.9% N/A") Issuance Net Settlement Issuance 31 (7) I N/A N/A") Issuance 2 Issuance 1.548 Issuance 21,500 Issuance 750 Issuance 77 Issuance 1.191 Issuance 52 Issuance 1.011 NMI" N/A11' 29.0% 29.3% 29.3% 33.5% 33.5% 33.7% N/A") N/AP) 33.7% 33.9% NIA") N/AP) 33.9% 34.1% NIA") NIA") N/A") 71.0% 70.7% 66.5% N/A") 66.3% N/A") 66.1% Nik" Net Settlement (130) (I) Transaction did not have a material impact on ownership. 14. EQUITY-BASED COMPENSATION AOG Units The fair value of the AOG Units of approximately $5.6 billion is charged to compensation expense on a straight-line basis over the five or six year service period. as applicable. For the years ended December 2011. 2010 and 2009. $1.032.8 million. $1.032.9 million and $1.033.3 million of compensation expense was recognized. respectively. The estimated forfeiture rate was 3% for Contributing Partners and 0% for Managing Partners based on actual forfeitures as well as the Company's future forfeiture expectations. As of December 31. 2011. there was $507.2 million of total unrecognized compensation cost related to unvested AOG Units that are expected to vest over the next 18 months. 223 EFTA00623616

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following table summarizes the activity of the AOG Units for the years ended December 31. 2011, 2010 and 2009: Weighted A trrage Grant Date Apollo Operating Group Units Fair Value Balance at January I. 2009 154.739.756 23.41 Granted Forfeited Vested (43.907,662) 23.53 Balance at December 31. 2009 110,832,094 23.35 Granted Forfeited Vested 1.404.650 (1.404.650) (44.089.188) 11.96 20.00 23.43 Balance at December 31.2010 66.742.906 23.13 Granted Forfeited Vested at December 31. 2011 (44.149,696) 23.39 Balance at December 31, 2011 22,593,210 $ 22.64 Units Expected to Vest—As of December 31, 2011. approximately 22.400.000 AOG Units am expected to vest over the next 12 months. RSUs On October 24. 2007. the Company commenced the granting of RSUs under the Company's 2007 Omnibus Equity Incentive Plan. These grants are accounted for as a grant of equity awards in accordance with U.S. GAAP. All grants after March 29.2011 consider the public sham price of the Company. The fair value of grants was approximately $116.6 million. $120.2 million and $10.0 million in 2011. 2010 and 2009. respectively. For Plan Grants the fair value is based on grant date fair value, and are discounted for transfer restrictions and lack of distributions until vested. For Bonus Grants, the valuation methods consider transfer restrictions and timing of distributions. The total fair value is charged to compensation expense on a straight-line basis over the vesting period, which is generally up to 24 quarters (for Plan Grants) or annual vesting over three years (for Bonus Grants). The actual forfeiture rate was 2.3%. 7.9% and 6.6% for the years ended December 31. 2011. 2010 and 2009. respectively. For the years ended December 31. 2011. 2010 and 2009. 4108.2 million $78.9 million and $60.7 million of compensation expense was recognized. respectively. Delivery of Class A Shares In 2011 and 2010. the Company delivered Class A Shares for vested RSUs. The Company allows RSU participants to settle their tax liabilities with a reduction of their Class A share delivery from the originally granted and vested RSUs. The amount, when agreed to by the participant. results in a tax liability and a corresponding accumulated deficit adjustment. The adjustment was 419.6 million and $2.9 million in 2011 and 2010. respectively, and is disclosed in the consolidated statement of changes in shareholders' equity. The delivery of RSUs does not cause a transfer of amounts in the Consolidated Statement of Changes in Shareholders' Equity to the Class A Shareholders. The delivery of Class A shares for vested RSUs causes the 224 EFTA00623617

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) income allocated to the Non-Controlling Interests to shift to the Class A shareholders from the date of delivery forward. During the year ended December 31. 2011. the Company delivered 4.5 million Class A shares in settlement of vested RSUs, which caused the Company's ownership interest in the Apollo Operating Group to increase to 34.1% from 29.0%. The following table summarizes RSU activity for the years ended December 31. 2011. 2010 and 2009: (invested Weighted Average Grant Date Fair Value Vested Total Number of RSUs Outstanding Balance at January I. 2009 24.671.463 $ 11.70 5.986.867 30.658.330 Granted 3.221.335 3.09 — 3.221.335 Forfeited (1,849,650) 10.08 — (1,849,650) Vested (6.105.152) 10.37 6,105.152 Balance at December 31.2009 19,937,996 10S7 12,092,019 32,030,015 Granted 12.861.969 9.34 12.861.969 Forfeited (2,578,992) 10.07 (2,578,992) Delivered 6.74 (3 227 155) (3 227 155) Vested (6.778.057) 10.40 6.778.057 Balance at December 31.2010 23.442.916 10.25 15.642.921 39.085,837 Granted 8,068,735 14.45 8,068,735 Forfeited (737.372) 12.59 (737,372) Delivered 10.12 (5.696.419) (5,696.419) Vested (10.293.506) 11.13 10.293.506 Balance at December 31. 2011 20.480.773 $ 11.38 20.240.008 40.720.781w (I) Amount excludes RSUs which have vested and have been issued in the form of Class A shares. Units Expected to Vest—As of December 31, 2011. approximately 19.300.000 RSUs are expected to vest during the next six years. Share Options Under the Company's 2007 Omnibus Equity Incentive Plan. 5.000.000 options were granted on December 2. 2010. These options vested and became exercisable with respect to 4/24 of the option shares on December 31.2011 and the remainder vest in equal installments over each of the remaining 20 quarters with full vesting on December 31. 2016. In addition. 555.556 options were granted on January 22, 2011 and 25.000 options were granted on April 9. 2011. The options granted on January 22, 2011 vested and became exercisable with respect to half of the option shams on December 31.2011 and the other half were due to become exercisable on December 31. 2012. The options granted on April 9. 2011 vested and became exercisable with respect to half of the options shares on December 31. 2011 and the other half vests in four equal quarterly installments starting on March 31. 2012 and ending on December 31. 2012. For the years ended December 31. 2011 and 2010. $6.9 million and $0.3 million of compensation expense were recognized as a result of option grants. respectively. 225 EFTA00623618

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Apollo measures the fair value of each option award on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions used for options awarded during 2011 and 2010 AMU,. ions- 2011131 2010 Risk-free interest rate 2.79% 2.34% Weighted average expected dividend yield 1.15% 2.79% Expected volatility factor' 40.22% 40.00% Expected life in years 5.72 6.79 Fair value of options per share 8.44 5.62 (I) The Company determined its expected volatility based on comparable companies using daily stock prices. (2) Represents weighted average of 2011 grants. The following table summarizes the sham option activity for the year ended December 31.2011 and 2010: Options Oubtanding Weighted Average Exercise Price AltitrciaW Pair Value Weighted Average Remaining Contractual Terns Balance at January 1. 2010 - $ - S Granted 5.000.000 8.00 28.100 9.92 Exercised Forfeited Balance at December 31. 2010 5,000,000 8.00 S 28,100 9.92 Granted Exercised Forfeited 580.556 — — 9.39 — — 4.896 — — 9.09 — — Balance at December 31.2011 5.580.556 8.14 S 32.996 8.93 Exercisable at December 31.2011 1.123.611 $ 8.36 S 7.131 8.96 Units Expected to Vest—As of December 31. 2011. approximately 4.200.000 options are expected to vest. The expected life of the options granted represents the period of time that options arc expected to be outstanding and is based on the contractual term of the option. Unamortized compensation cost related to unvested sham options at December 31. 2011 was $25.8 million and is expected to be recognized over a weighted average period of 4.5 years. AAA RDUs Incentive units that provide the right to receive AAA restricted depositary units ("RDUs") following vesting are granted periodically to employees of Apollo. These grants are accounted for as equity awards in accordance with U.S. GAAP. The incentive units granted to employees generally vest over three years. In contrast. the Company's Managing Partners and Contributing Partners have received distributions of fully-vested AAA RDUs. The fair value at the date of the grants is recognized on a straight-line basis over the vesting period for upon grant in the case of fully vested AAA RDUs). The grant date fair value considers the public share price of AAA. Vested AAA RDUs can be converted into ordinary common units of AAA subject to applicable securities 226 EFTA00623619

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) law restrictions. During the years ended December 31. 2011. 2010 and 2009. the actual forfeiture rate was 0%. 1.5% and 11.0%. respectively. For the years ended December 31. 2011. 2010 and 2009.$0.5 million. $5.5 million and $5.8 million of compensation expense was recognized. respectively. During the years ended December 31, 2011. 2010 and 2009. the Company delivered 389.785. 596.375 and 435.954 RDUs. respectively, to individuals who had vested in these units. The deliveries in 2011. 2010 and 2009 resulted in a reduction of the accrued compensation liability of $3.8 million. $7.6 million and $6.6 million. respectively, and the recognition of a net decrease of additional paid in capital in 2011 of $2.7 million and a net increase in 2010 and 2009 of $0.6 million and $2.8 million, respectively. These amounts are presented in the consolidated statement of changes in shareholders' equity. There was $0.5 million and $4.1 million of liability for undelivered RDUs included in accrued compensation and benefits in the consolidated statements of financial condition as of December 31.2011 and 2010. respectively. The following table summarizes RDU activity for the years ended December 31. 2011, 2010 and 2009: Unidegted Weighted Average Grant Date Fair Value Vested Total Number or ItiMis Outstanding Balance at January 1. 2009 678.649 $ 14.57 446,177 1.124.826 Granted 2.667 1.07 2.667 Forfeited (74,870) 14.23 (74,870) Delivered 15.51 (435,954) (435.954) Vested (385.225) 15.65 385.225 Balance at December 31. 2009 221 221 12.95 395.448 616.669 Granted 547,974 7.34 547,974 Forfeited (11.816) 13.00 (11.816) Delivered 12.73 (596,375) (596.375) Vested (590.712) 9.36 590,712 Balance at December 31. 2010 166.667 7.20 389,785 556.452 Granted 90.688 10.30 90.688 Forfeited Delivered 10.54 (389.785) (389,785) Vested (60.702) 8.69 60.702 Balance at December 31.2011 196.653 $ 8.17 60.702 257.355 Units Expected to Vest—As of December 31. 2011. approximately 185.000 RDUs am expected to vest over the next four years. 227 EFTA00623620

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following table summarizes the activity of RDUs available for future grants: RDUs Available For Future Gnats Balance at January I. 2009 2.302,913 Purchases 43.412 Granted (2,667) Forfeited 74.870 Balance at December 31. 2009 2.418.528 Purchases 96.661 Granted (547,974) Forfeited 11.816 Balance at December 31. 2010 1.979.031 Purchases 59.494 Granted (90.688) Forfeited Balance at December 31. 2011 1.947.837 Restricted Stock and Restricted Stock Unit Awards—Apollo Commercial Real Estate Finance, Inc. ("ARI") On September 29. 2009.97.500 and 145.000 shams of ARI restricted stock were granted to the Company and certain of the Company's employees. respectively. Additionally. on December 31. 2009. 5.000 shares of ARI restricted stock were granted to a company employee. The fair value of the Company and employee awards granted was 51.8 million and $2.7 million, respectively. These awards generally vest over three years or twelve quarters, with the first quarter vesting on January I. 2010. On March 23. 2010. July 1.2010 and July 21. 2010. 102.084. 5.000 and 16.875 shares of ARI restricted stock units ("ARI RSUs"). respectively, were granted to certain of the Company's employees. Pursuant to the March 23. 2010 and July 21.2010 issuances. 102.084 and 16,875 shares of ARI restricted stock, respectively, were forfeited by the Company's employees. As the fair value of ARI RSUs was not greater than the forfeiture of the restricted stock. no additional value will be amortized. On April 1.2011 and August 4. 2011. 5.000 and 152350 ARI RSUs. respectively, were granted to certain of the Company's employees. On August 4. 2011. 156.000 ARI RSUs were granted to the Company. On December 28. 2011. the Company issued 45,587 ARI RSUs to certain of the Company's employees. The awards granted to the Company are accounted for as investments and deferred revenue in the consolidated statement of financial condition. As these awards vest. the deferred revenue is recognized as management fees. The investment is accounted for using the equity method of accounting for awards granted to the Company and as a deferred compensation asset for the awards granted to employees. Compensation expense will be recognized on a straight line-basis over the vesting period for the awards granted to the employees. The Company recorded an asset and a liability upon receiving the awards on behalf of the Company's employees. The fair value of the awards to employees is based on the grant date fair value. which utilizes the public share price of ARE less discounts for certain restrictions. The awards granted to the Company's employees are remeasured each period to reflect the fair value of the asset and liability and any changes in these values arc recorded in the consolidated statements of operations. For the years ended December 31. 2011. 2010 and 2009. $2.9 million. $1.5 million and $0.4 million of management fees and $1.3 million. $0.8 million and $0.2 million of compensation expense were recognized in the consolidated statements of operations. respectively. The actual forfeiture rate for unvested ARI restricted stock awards and ARI RSUs was 7%. 2% and 0% for the years ended December 31. 2011. 2010 and 2009. respectively. 228 EFTA00623621

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following table summarizes activity for the ARI restricted stock awards and ARI RSUs that were granted to both the Company and certain of its employees for the years ended December 31. 2011. 2010 and 2009: ARI Restricted Studs flooded ARI MIA Untested Weighted Menge Grant Date Fair Value ARI RSUs Vested Tend Randier of With. Outstanding Balance at January 1.2009 — $ Granted to employees of the Company 145,000 18.46 Granted to the Company 97.500 18.48 Vested awards for employees of the Company Balance at December 31, 2009 242.500 18.47 Granted to employees of the Company 123.959 16.97 123.959 Forfeited by employees of the Company (118,959) (5,000) 18.41 (5,000) Vested awards for employees of the Company (26.039) (22.709) 17.77 22.709 Vested awards for the Company (a)300 18.48 Balance at December 31. 2010 65.002 96.250 17.57 22.709 118.959 Granted to employees of the Company 203,337 14.34 203,337 Granted to the Company 156.000 14.85 156.000 Forfeited by employees of the Company (30,000) 14.85 (30,000) Vested awards for employees of the Company (50.833) 16.95 50.833 Vested awards of the Company (32.500) 18.48 Balance at December 31.2011 32.502 374.754 $ 15.12 73.542 448.296 Units Expected to Vest—As of December 31. 2011. approximately 362.000 and 32.502 shares of ARI RSUs and ARI restricted stock. respectively, arc expected to vest. Restricted Stock Unit Awards—Apollo Residential Mortgage, Inc. ("AMTG") On July 27. 2011. 18.750 and 11.250 AMTG restricted stock units ("AMTG RSUs) were granted to the Company and certain of the Company's employees. respectively. On September 26. 2011. 875 AMTG RSUs were granted to certain employees of the Company. The fair value of the Company and employee awards granted was $0.3 million and $0.2 million. respectively. These awards generally vest over three years or twelve calendar quarters, with the first quarter vesting on October I. 2011. The awards granted to the Company are accounted for as investments and deferred revenue in the consolidated statement of financial condition. As these awards vest, the deferred revenue is recognized as management fees. The investment is accounted for using the equity method of accounting for awards granted to the Company and as a deferred compensation asset for the awards granted to employees. Compensation expense will be recognized on a straight line-basis over the vesting period for the awards granted to the employees. The Company recorded an asset and a liability upon receiving the awards on behalf of the Companys employees. The awards granted to the Companys employees are remeasured each period to reflect the fair value of the asset and liability and any changes in these values arc recorded in the consolidated statements of operations. The fair value of the awards to employees is based on the grant date fair value. which utilizes the public share price of AMTG less discounts for certain restrictions. For the year ended December 31, 2011. $0.1 million 229 EFTA00623622

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) of management fees and $0.0 million of compensation expense were recognized in the consolidated statements of operations. The actual forfeiture rate for AMTG RSUs was 0% for the year ended December 31. 2011. The following table summarizes activity for the AMTG RSUs that were granted to both the Company and certain of its employees for the year ended December 31. 2011: AMTG RSt)s Unmated Weighted Average Grant Date Fair Value Vested Total Number of With Outstanding Balance at January I. 2011 Granted to employees of the Company Granted to the Company Forfeited by employees of the Company 12.125 18.750 16.57 18.20 12.125 18.750 Vested awards of the employees of the Company (1.008) 16.57 1.008 Vested awards of the Company (1.562) 18.20 1.562 Balance at December 31.2011 28.305 $ 17.56 2.570 30.875 Units Expected to Vest—As of December 31. 2011. approximately 28.000 AMTG RSUs arc expected to vest. Equity-Based Compensation Allocation Equity-based compensation is allocated based on ownership interests. Therefore, the amortization of the AOG Units is allocated to Shareholders' Equity attributable to Apollo Global Management. LLC 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 Apollo Global Management. LLC in the Company's consolidated financial statements. 230 EFTA00623623

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Below is a reconciliation of the equity-based compensation allocated to Apollo Global Management. LLC (or the year ended December 31. 2011: Total Amount Nom tont rolling Intermt in Apollo Operating Group Allocated to Nom Controlling Intermt in Apollo Operating Gro it at Allocated to Apollo Global Management. LLC AOG Units S 1.032.762 65.9% $ 696.361 $ 336,401 RSUs and Share Options 115.142 115.142 ARI Restricted Stock Awards. ARI RSUs and AMTG RSUs 1.320 65.9 870 450 AAA RDUs 519 65.9 349 180 Total Equity-Based Compensation S 1.149.753 $ 697.580 $ 452,173 Less AR1 Restricted Stock Awards. ARE RSUs and AMTG RSUs (1.219) (630) Capital Increase Related to Equity-Based Compensation $ 696.361 $ 451.543 (I) Calculated based on average ownership percentage for the period considering Class A share issuances during the period. Below is a reconciliation of the equity-based compensation allocated to Apollo Global Management. LLC for the year ended December 31. 2010: Total Amount Nom Controlling Interest % in Apollo Operating Group Allocated to Non. Controlling Interest in Apollo Operating Group All Allocated to Apollo Global Management. AOG Units S 1.032.909 71.0% S 735.698 $ 297.211 RSUs and Share Options 79.169 79.169 ARI Restricted Stock Awards and ARI RSUs 801 71.0 569 232 AAA RDUs 5.533 71.0 3.930 1.603 Total Equity-Based Compensation S 1.118.412 740.197 378.215 Less AAA RDUs. ARI Restricted Stock Awards and ARI RSUs (4.499) (1.8351 Capital Increase Related to Equity-Based Compensation S 735.698 $ 376.380 (I) Calculated based on average ownership percentage for the period considering Class A share issuance during the period. 231 EFTA00623624

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Below is a reconciliation of the equity-based compensation allocated to Apollo Global Management. LLC for the year ended December 31.2009: Total Amount Nom Controlling Interest % in Apollo Operating Group Allocated to Non. Controlling IntereNt in %pollo Operating 111 Cket1 .tllocalvd Apollo Global Manageintol. AOG Units $ 1.033,343 71.5% $ 738.431 $ 294.912 RSUs 60.747 60.747 ARI Restricted Stock Awards 217 71.5 155 62 AAA RDUs 5.799 71.5 4.146 1.653 Total Equity-Based Compensation S 1.100.106 742.732 357,374 Less AAA RDUs and ARI Restricted Stock Awards (4.301) (1.715) Capital Increase Related to Equity-Based Compensation S 738.431 S 355.659 (I) Calculation based on average ownership percentage for the period considering Class A share repurchase during the period. 15. RELATED PARTY TRANSACTIONS AND INTERESTS IN CONSOLIDATED ENTITIES The Company typically facilitates the initial payment of certain operating costs incurred by the funds that it manages as well as their affiliates. These costs are normally reimbursed by such funds and are included in due from affiliates. 232 EFTA00623625

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Due from affiliates and due to affiliates are comprised of the following: As of December 31. 2011 2010 Due from Affiliates: Due from private equity funds $ 28.465 $ 52.128 Due from portfolio companies 61,867 42,933 Management and advisory fees receivable from capital markets funds 23345 19.095 Duc from capital markets funds 15,822 13,612 Duc from Contributing Partners, employees and former employees 30,353 8.496 Due from real estate funds 13,453 5,887 Other 3.235 1.21) Total Due from Affiliates S 176.740 S 144363 Due to Affiliates: Due to Managing Partners and Contributing Partners in connection with the tax receivable agreement $ 451.743 $ 491,402 Duc to private equity funds 86.500 20.890 Due to capital markets funds 18,817 Duc to real estate funds 1.200 1.200 Dividends payable to employees 12.532 2,832 Otherffi 7.972 1.321 Total Due to Affiliates $ 578.764 $ 517.645 ( I ) Includes a S4.7 million contingent consideration liability due to former owners of Gulf Stream as discussed in note 3 to the consolidated financial statements. Tax Receivable Agreement 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, as amended. which will result in an adjustment to the tax basis of the assets owned by 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. Additionally. the further acquisition of AOG Units from the Managing Partners and Contributing Partners also may result in increases in tax deductions and tax basis of assets that will further reduce the amount of tax that APO Corp. will otherwise be required to pay in the future. APO Corp. entered into a tax receivable agreement ("TRA1 with the Managing Partners and Contributing Partners that 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 Reorganization. If the Company does not make the required annual payment on a timely basis as outlined in the TRA. interest is accrued on the balance until the payment date. These payments arc expected to occur approximately over the next 20 years. 233 EFTA00623626

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) In April 2011 and 2010. Apollo made cash payments of $39.8 million and $15.0 million, respectively. in connection with the TRA to the Managing Partners and Contributing Partners resulting from realized tax benefits for the 2010 and 2009 tax years. Included in the 2011 payment was 529.0 thousand and $3.0 thousand of interest paid to the Managing Partners and Contributing Partners, respectively. In connection with the amendment of the AMH partnership agreement in April of 2010. the tax receivable agreement was revised to reflect the Managing Partners agreement to defer 25% or $12.1 million of the required payments pursuant to the tax receivable agreement that is attributable to the 2010 fiscal year for a period of four years until April 5. 2014. In addition, Apollo adjusted the remaining liability by 5(0.1) million and $7.6 million and recorded a corresponding gain (loss) in other income (loss), net in the consolidated statement of operations during the years ended December 31.2011 and 2010. respectively, due to changes in projected income estimates and fluctuations in the tax rates. Special Allocation In December 2009. the AMH partnership agreement was amended to provide for special allocations of income to APO Corp. and a reduction of income allocated to Holdings for the 2009 and 2010 calendar years. The amendment allowed for a maximum allocation of income from Holdings of $22.1 million in 2009 and $117.5 million in 2010. There was no extension of the special allocation after December 31. 2010. Therefore as a result, the Company did not allocate any additional income from AMH to APO Corp. related to the special allocation beyond such date. The Company will continue to allocate income to APO Corp. based on the current economic sharing percentage. Due from Contributing Partners, Employees and Former Employees The Company has accrued $22.1 million in receivables at December 31. 2011 from the Contributing Partners and certain employees and former employees of Fund VI for the potential return of curled interest income that would be due if the private equity fund were liquidated at the balance sheet date. In addition. them was a $6.5 million receivable at December 31. 2011 and 2010 from the Contributing Partners and certain employees associated with a credit agreement with Fund VI as described below in Due to Private Equity Funds. Management Fee Waiver and Notional Investment Program Apollo has forgone a portion of management fee revenue that it would have been entitled to receive in cash and instead received profits interests and assigned these profits interests to employees and partners. The amount of management fees waived and related compensation expense amounted to $23.5 million. $24.8 million and $19.7 million for the years ended December 31. 2011. 2010 and 2009. respectively. 234 EFTA00623627

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars In thousands, except share data) Distributions The table below presents the determination, declaration, and payment of the amount of quarterly distributions which were made at the sole discretion of the Company (in millions, except per share amounts): Distributions Declaration Dale Distributions per Class A Share Amount Distributions Payment Date Distributions to ACM Class A Shareholders Dis rr ibutions to NOB 'Controlling Interest Holden in the Apollo Operating Group Total Distributions from Apollo Operating Group Distribution Equivalent+ on Participating Securities January 8.2009 $ 0.05 January IS. 2009 $ 4.9 $ 12.0 S 16.9 $ 0.3 May 27. 2010 0.07 June 15. 2010 6.7 16.8 233 1.0 August 2. 2010 0.07 August 25, 2010 6.9 16.8 23.7 1.4 November 1.2010 0.07 November 23.2010 6.9 16.8 23.7 1.3 January 4.2011 0.17 January 14, 2011 16.6 40.8 57.4 3.3 May 12. 2011 0.22 June I. 2011 26.8 52.8 79.6 4.7 August 9. 2011 0.24 August 29, 2011 29.5 57.6 87.1 5.1 November 3. 2011 0.20 December 2.2011 24.8 48.0 72.8 4.3 Indemnity Carried interest income from certain funds that the Company manages can be distributed to us on a current basis. but is subject to repayment by the subsidiary of the Apollo Operating Group that acts as general partner of the fund 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 obligation of these subsidiaries in respect of this general partner obligation. Such guarantees are several and not joint and am limited to a particular Managing Partner's or Contributing Partner's distributions. An existing shareholders agreement includes clauses that 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 pertain investment professionals are required to pay amounts in connection with a general partner obligation for the return of previously made distributions. we 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 we did not receive the certain distribution to which that general partner obligation related. As of December 31. 2011. the Company recorded an indemnification liability of $0.8 million. Due to Private Equity Funds On lune 30. 2008. the Company entered into a credit agreement with Fund VI, pursuant to which Fund VI advanced $18.9 million of carried interest income to the limited partners of Apollo Advisors VI. LP.. who am also employees of the Company. The loan obligation accrues interest at an annual fixed rate of 3.45% and terminates on the earlier of June 30. 2017 or the termination of Fund VI. At December 31. 2010. the total outstanding loan aggregated $20.5 million, including accrued interest of $1.6 million. which approximated fair value, of which approximately $6.5 million was not subject to the indemnity discussed above and is a receivable from the Contributing Partners and certain employees. In March 2011, a right of offset for the indemnified portion of the loan 235 EFTA00623628

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) obligation was established between the Company and Fund VI. therefore the loan was reduced in the amount of $10.9 million, which is offset in carried interest receivable on the consolidated statement of financial condition. During the year ended December 31. 2011. there was $0.9 million interest paid and $0.3 million accrued interest on the outstanding loan obligation. As of December 31. 2011. the total outstanding loan aggregated $9.0 million, including accrued interest of $1.0 million which approximated fair value, of which approximately $6.5 million was not subject to the indemnity discussed above and is a receivable from the Contributing Partners and certain employees. In addition, assuming Fund VI is liquidated on the balance sheet date, the Company has also accrued a liability to Fund VI of $75.3 million, in connection with the potential general partner obligation to return carried interest income that was previously distributed from Fund VI. Of this amount. approximately $22.1 million is receivable from Contributing Partners, employees and former employees. Due to Capital Markets Funds Similar to the private equity funds. certain capital markets funds allocate carried interest income to the Company. Assuming SOMA liquidated on the balance sheet date, the Company has accrued a liability to SOMA of 418.1 million, in connection with the potential general partner obligation for carried interest income that was previously distributed from SOMA. Due from Real Estate Funds In connection with the acquisition of CPI during November 2010. Apollo is contingently obligated to Citigroup Inc. based on a specified percentage of future earnings from the date of acquisition through December 31. 2012. The estimated fair value of the contingent liability was $1.2 million as of December 31. 2011 and 2010. which was determined based on discounted cash flows from the date of acquisition through December 31. 2012 using a discount rate of 7%. Regulated Entities During 2011. the Company formed Apollo Global Securities. LLC ("AGS"), which is a registered broker dealer with the United States Securities and Exchange Commission ("SEC) and is a member of the Financial Industry Regulatory Authority, or "FINRA". subject to the minimum net capital requirements of the SEC. AGS has continuously operated in excess of these requirements. From time to time, this entity is involved in transactions with affiliates of Apollo, including portfolio companies of the funds we manage. whereby AGS will earn underwriting and transaction fees for its services. The Company also has one entity based in London which is subject to the capital requirements of the U.K. Financial Services Authority. This entity has continuously operated in excess of these regulatory capital requirements. Due to Strategic InvcstortStrategic Relationship Agreement On April 20. 2010. the Company announced that it entered into a strategic relationship agreement with the California Public Employees Retirement System ("CalPERS"). The strategic relationship agreement provides that Apollo will reduce management and other fees charged to CaIPERS on funds it manages. or in the future will manage. solely for CaIPERS by $125 million over a five-year period or as close a period as required to provide CaIPERS with that benefit. The agreement further provides that Apollo will not use a placement agent in connection with securing any future capital commitments from CalPERS. 236 EFTA00623629

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Underwriting Fee Paid for AM During 2009. the Company incurred $8.0 million in underwriting expenses for the benefit of ARI. which may be repaid to the Company if during any period of four consecutive calendar quarters during the sixteen full calendar quarters after the consummation of ARl's initial public offering on September 29. 2009. ARI's cow earnings. as defined in the corresponding management agreement. for any such four.yuaner period exceeds an 8% performance hurdle rate. During the second quarter of 2011. the core earnings had exceeded the hurdle rate and the Company recorded $8.0 million of other income in the consolidated statement of operations. Interests in Consolidated Entities The table below presents equity interests in Apollo's consolidated. but not wholly-owned. subsidiaries and funds. Net loss (income) attributable to Non-Controlling Interests consists of the following: For the Year Ended December M. 2011 2010 2009 (in thousands) AAA'" 5 123,400 $ (356.251) $ (452,408) Consolidated VIEs"' (216 193) (48 206) Interests in management companies" (12,146) (16,258) (7.818) Net income attributable to Non-Controlling Interests in consolidated entities (104.939) (420.715) (460.226) Net loss (income) attributable to Non-Controlling Interests in Apollo Operating Group 940.312 (27.892) 400.440 Net loss (income) attributable to Non-Controlling Interests S 835.371 S 1448.607) S 159.786) (I) Reflects the Non-Controlling Interests in the net loss (income) of AAA and is calculated based on the Non-Controlling Interests ownership percentage in AAA. which was approximately 98% during the year ended December 31. 2011 and approximately 97% during the years ended December 31.2010 and 2009. respectively. (2) Reflects the Non-Controlling Interests in the net loss (income) of the consolidated VIEs and includes $202.2 million and $11.4 million of gains recorded within appropriated partners' capital related to consolidated VIEs during the years ended December 31. 2011 and 2010. respectively. (3) Reflects the remaining interest held by certain individuals who receive an allocation of income from certain of our capital markets management companies. 16. COMMITMENTS AND CONTINGENCIES Financial Guarantees—Apollo has provided financial guarantees on behalf of certain employees for the benefit of unrelated third-party lenders, in connection with their capital commitment to certain funds managed by the Company. As of December 31. 2011. the maximum exposure relating to these financial guarantees approximated $4.0 million. Apollo has historically not incurred any liabilities as a result of these agreements and does not expect to in the future. Accordingly. no liability has been recorded in the accompanying consolidated financial statements. 237 EFTA00623630

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) As the general partner of Apollo/Anus Investor 2007-1. L.P. ("Anus"). the Company may be obligated for certain losses in excess of those allocable to the limited partners to the extent that there is negative equity in that fund. As of December 31. 2011. the Company has no current obligations to Anus. Investment Commitments—As a limited partner. general partner and manager of the Apollo private equity funds, capital markets and real estate funds. Apollo has unfunded capital commitments as of December 31. 2011 and 2010 of $137.9 million and $140.6 million. respectively. Apollo has an ongoing obligation to acquire additional common units of AAA in an amount equal to 25% of the aggregate after-tax cash distributions. if any. that are made to its affiliates pursuant to the carried interest distribution rights that are applicable to investments made through AAA Investments. Debt Covenants—Apollo's debt obligations contain various customary loan covenants. As of the balance sheet date. the Company was not aware of any instances of noncompliance with any of these covenants. Litigation and Contingencies—We are, from time to time, party to various legal actions arising in the ordinary course of business, including claims and litigation. reviews investigations and proceedings by governmental and self-regulatory agencies regarding our business. On July 16. 2008. Apollo was joined as a defendant in a pre-existing purported class action pending in Massachusetts federal court against. among other defendants. numerous private equity firms. The suit alleges that beginning in mid-2003. Apollo and the other private equity firm defendants violated the U.S. antitrust laws by forming "bidding clubs• or "consortia" that. among other things. rigged the bidding for control of various public corporations, restricted the supply of private equity financing. fixed the prices for target companies at artificially low levels, and allocated amongst themselves an alleged market for private equity services in leveraged buyouts. The suit seeks class action certification. declaratory and injunctive relief, unspecified damages. and attorneys' fees. On August 27. 2008. Apollo and its co-defendants moved to dismiss plaintiffs complaint and on November 20. 2008. the Court granted Apollo's motion. The Court also dismissed two other defendants. Pennira and Merrill Lynch. In an order dated August 18. 2010. the Court granted in part and denied in part plaintiffs motion to expand the complaint and to obtain additional discovery. The Court ruled that plaintiffs could amend the complaint and obtain discovery in a second discovery phase limited to eight additional transactions. The Court gave the plaintiffs until September 17.2010 to amend the complaint to include the additional eight transactions. On September 17. 2010. the plaintiffs filed a motion to amend the complaint by adding the additional eight transactions and adding Apollo as a defendant. On October 6. 2010. the Court granted plaintiffs' motion to file the fourth amended complaint. Plaintiffs' fourth amended complaint, filed on October 7. 2010. adds Apollo Global Management LLC. as a defendant. On November 4. 2010. Apollo moved to dismiss, arguing that the claims against Apollo are time-barred and that the allegations against Apollo are insufficient to state an antitrust conspiracy claim. On February 17. 2011. the Court denied Apollo's motion to dismiss. ruling that Apollo should raise the statute of limitations issues on summary judgment after discovery is completed. Apollo filed its answer to the fourth amended complaint on March 21. 2011. On July 11. 2011. the plaintiffs filed a motion for leave to file a fifth amended complaint that adds ten additional transactions and expands the scope of the class seeking relief. On September 7. 2011. the Court denied the motion for leave to amend without prejudice and gave plaintiffs permission to take limited discovery on the ten additional transactions. The Court set April 17. 2012. as the deadline for completing all fact discovery. Currently. Apollo does not believe that a loss from liability in this case is either probable or reasonably estimable. The Court granted Apollo's motion to dismiss plaintiffs initial complaint in 2008. ruling that Apollo was released from the only transaction in which it allegedly was involved. While plaintiffs have survived Apollo's motion to dismiss the fourth amended complaint. 238 EFTA00623631

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) the Court stated in denying the motion that it will consider the statute of limitations (one of the bases for Apollo's motion to dismiss) at the summary judgment stage. Based on the applicable statute of limitations. among other reasons. Apollo believes that plaintiffs claims lack factual and legal merit. For these reasons. no estimate of possible loss, if any. can be made at this time. 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. one of our Strategic Investors, announced on October 14. 2009. that it had initiated a special review of placement agents and related issues. The report of the CaIPERS 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. Apollo believes that it has handled its use of placement agents in an appropriate manner. Finally. on December 29. 2011. the United States Bankruptcy Court for the District of Nevada approved an application made by Mr. Villalobos. Arvco and related entities (the "Arvco Debtors") in their consolidated bankruptcy proceedings to hire special litigation counsel to pursue certain claims on behalf of the bankruptcy estates of the Arvco Debtors. including potential claims against Apollo (a) for fees that Apollo purportedly owes the Arvco Debtors for placement agent services and (b) for indemnification of legal fees and expenses arising out of the Arvco Debtors' defense of the California Attorney General action described above. To date, no such claims have been brought. Apollo denies the merit of any such claims and will vigorously contest them. if they arc brought. Although the ultimate outcome of these matters cannot be ascertained at this time, we are of the opinion, after consultation with counsel, that the resolution of any such matters to which we are a party at this time will not have a material effect on our financial statements. Legal actions material to us could, however, arise in the future. Commitments—Apollo leases office space and certain office equipment under various lease and sublease arrangements. which expire on various dates through 2022. As these leases expire. it can be expected that in the normal course of business, they will be renewed or replaced. Certain lease agreements contain renewal options. rent escalation provisions based on certain costs incurred by the landlord or other inducements provided by the landlord. Rent expense is accrued to recognize lease escalation provisions and inducements provided by the landlord. if any. on a straight-line basis over the lease term and renewal periods where applicable. Apollo has entered into various operating lease service agreements in respect of certain assets. As of December 31, 2011. the approximate aggregate minimum future payments required for operating leases were as follows: 2012 2013 2011 2015 2016 Thereafter Total Aggregate minimum future payments $ 31.175 $ 30.657 $ 30,242 $ 28.921 $ 28.871 S 92.426 S 242,292 239 EFTA00623632

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Expenses related to non-cancellable contractual obligations for premises. equipment. auto and other assets were $38.3 million. $28.8 million and $35.1 million for the years ended December 31. 2011. 2010 and 2009. respectively. Other Long-term Obligations—These obligations relate to payments on management service agreements related to certain assets and payments with respect to certain consulting agreements entered into by Apollo Investment Consulting. LLC. A significant portion of these costs are reimbursable by funds or portfolio companies. As of December 31. 2011. fixed and determinable payments due in connection with these obligations are as follows: 2012 2013 2014 2015 2016 Thereafter Total Other long-term obligations $ 10,221 $ 630 $ — $ — $ — $ — $ 10.851 Contingent Obligations—Carried interest income in both private equity funds and certain capital markets funds is subject to reversal in the event of future losses to the extent of the cumulative carried interest recognized in income to date. If all of the existing investments became worthless. the amount of cumulative revenues that has been recognized by Apollo through December 31.2011 and that would be reversed approximates $1.3 billion. Management views the possibility of all of the investments becoming worthless as remote. Carried interest income is affected by changes in the fair values of the underlying investments in the funds that Apollo manages. Valuations. on an unrealized basis. can be significantly affected by a variety of external factors including. but not limited to. bond yields and industry trading multiples. Movements in these items can affect valuations quarter to quarter even if the underlying business fundamentals remain stable. The table below indicates the potential future reversal of carried interest income: Private Equity Funds: Fund VII Ikeenther 31. 2011 651A91 Fund V 246,656 Fund IV 57.104 AAA 22.090 Total Private Equity Funds 977.341 Capital Markets Funds: Distressed and Event-Driven Hedge Funds (Value Funds. SOMA. AAOF) 12.625 Mezzanine Funds (AlE II) 20,459 Non-Performing Loan Fund (EPF) 51.463 Senior Credit Funds (COF I/COF II, Gulf Stream) 233.139 Total Capital Market Funds 317.686 Total 1.195.027 Additionally. at the end of the life of certain funds that the Company manages. there could be a payment due to a fund by the Company if the Company as general partner has received more carried interest income than was ultimately earned. The general partner obligation amount, if any. will depend on final realized values of investments at the end of the life of each fund. As discussed in note 15. the Company has recorded a general 240 EFTA00623633

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) partner obligation to return previously distributed carried interest income of fees of $75.3 million and $18.1 million relating to Fund VI and SOMA as of December 31. 2011. respectively. Certain private equity and capital markets funds may not generate carried interest income as a result of unrealized and realized losses that are recognized in the current and prior reporting period. In certain cases. carried interest income will not be generated until additional unrealized and realized gains occur. Any appreciation would first cover the deductions for invested capital. unretumcd organizational expenses. operating expenses. management fees and priority returns based on the terms of the respective fund agreements. One of the Company's subsidiaries. Apollo Global Securities. LLC ("ACV). provides underwriting commitments in connection with security offerings to the portfolio companies of the funds we manage. As of December 31. 2011. there were no underwriting commitments outstanding related to such offerings. In connection with the Gulf Stream acquisition. as discussed in note 3. the Company will also make payments to the former owners of Gulf Stream under a contingent consideration obligation which requires the Company to transfer cash to the former owners of Gulf Stream based on a specified percentage of incentive fee revenue. In connection with the CPI acquisition. as discussed in note 3. the consideration transferred in the acquisition is a contingent consideration in the form of a liability incurred by Apollo to CPI. The liability is an obligation of Apollo to transfer cash to CPI based on a specified percentage of future earnings. The estimated fair value of the contingent liability is $1.2 million as of December 31.2011. 17. MARKET AND CREDIT RISK In the normal course of business. Apollo encounters market and credit risk concentrations. Market risk reflects changes in the value of investments due to changes in interest ratcs, credit spreads or other market factors. Credit risk includes the risk of default on Apollo's investments, where the counterparty is unable or unwilling to make required or expected payments. The Company is subject to a concentration risk related to the investors in its funds. As of December 31. 2011. there were more than approximately 1.000 limited partner investors in Apollo's active private equity. capital markets and real estate funds, and no individual investor accounted for more than 10% of the total committed capital to Apollo's active funds. Apollo's derivative financial instruments contain credit risk to the extent that its counterparties may be unable to meet the terms of the agreements. Apollo seeks to minimize this risk by limiting its counterparties to highly rated major financial institutions with good credit ratings. Management does not expect any material losses as a result of default by other parties. Substantially all amounts on deposit with major financial institutions that exceed insured limits are invested in interest-bearing accounts with U.S. money center banks. Apollo is exposed to economic risk concentrations insofar as Apollo is dependent on the ability of the funds that it manages to compensate it for the services the management companies provide to these funds. Further. the incentive income component of this compensation is based on the ability of such funds to generate returns above certain specified thresholds. 241 EFTA00623634

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Additionally. Apollo is exposed to interest rate risk. Apollo has debt obligations that have variable rates. Interest rate changes may therefore affect the amount of interest payments. future earnings and cash flows. At December 31.2011 and 2010. $738.5 million and $751.5 million of Apollo's debt balance (excluding debt of the consolidated VIEs) had a variable interest rate, respectively. However, as of December 31. 2011 and 2010. $167.0 million of the debt had been effectively converted to a fixed rate using interest rate swaps as discussed in note 9. 18. SEGMENT REPORTING Apollo conducts its management and incentive businesses primarily in the United States and substantially all of its revenues are generated domestically. These businesses are conducted through the following three reportable segments: . Private Equity—invests in control equity and related debt instruments, convertible securities and distressed debt investments: . Capital Afarkets—primarily invests in non-control debt and non-control equity investments, including distressed debt instruments: and Real Estate—primarily invests in legacy commercial mortgage-backed securities. commercial first mortgage loans, mezzanine investments and other commercial real estate-related debt investments. Additionally. the Company sponsors real estate funds that focus on opportunistic investments in distressed debt and equity recapitalization transactions. These business segments am differentiated based on the varying investment strategies. The performance is measured by management 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. The Company's financial results vary. since carried interest. which generally constitutes a large portion of the income from the funds that Apollo manages. as well as the transaction and advisory fees that the Company receives. can vary significantly from quarter to quarter and year to year. As a result, the Company emphasizes long-term financial growth and profitability to manage its business. The following tables present the financial data for Apollo's reportable segments further separated between the management and incentive business as of December 31. 2011. 2010 and 2009 and for the years ended December 31. 2011. 2010 and 2009. respectively. which management believes is useful to the reader. The Company's management business has fairly stable revenues and expenses except for transaction fees. while its incentive business is more volatile and can have significant fluctuations as it is affected by changes in the fair value of investments due to market performance of the Company's business. The financial results of the management entities, as reflected in the "management" business section of the segment tables that follow, generally include management fee revenues. advisory and transaction fees and expenses exclusive of profit sharing expense. The financial results of the advisory entities. as reflected in the "incentive" business sections of the segment tables that follow. generally include carried interest income. investment income. profit sharing expense and incentive fee based compensation. Economic Net Income (Loss) Economic Net Income ("ENI") is a key performance measure used by management in evaluating the performance of Apollo's private equity. capital markets and real estate segments. Management also believes the 242 EFTA00623635

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) components of ENI such as the amount of management fees, advisory and transaction fees and carried interest income are indicative of the Company's performance. Management also uses ENI 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 expense. such as determining annual discretionary bonuses and stock-based compensation awards to its employees. As it relates to compensation. management seeks to align the interests of certain professionals and selected other individuals who have a profit sharing interest in the carried interest income earned in relation to the funds, with those of the investors in such funds and those of the Company's shareholders. To achieve that objective. a certain amount of compensation is based on the Company's performance and growth for the year. ENI is a measure of profitability and has certain limitations in that it does not take into account certain items included under U.S. GAAP. ENI represents segment income (loss) attributable to Apollo Global Management. LLC. which excludes the impact of non-cash charges related to RSUs granted in connection with the 2007 private placement and amortization of AOG Units. income tax expense. amortization of intangibles associated with the 2007 Reorganization as well as acquisitions and Non-Controlling Interests excluding the remaining interest held by certain individuals who receive an allocation of income from certain of our capital markets management companies. In addition, segment data excludes the assets, liabilities and operating results of the funds and VIES that are included in the consolidated financial statements. During the fourth quarter 2011. the Company modified the measurement of ENI to better evaluate the performance of Apollo's private equity. capital markets and real estate segments in making key operating decisions. These modifications include a reduction to EN1 for equity-based compensation expense for RSUs (excluding RSUs granted in connection with the 2007 private placement) and sham options. reduction for non-controlling interests related to the remaining interest held by certain individuals who receive an allocation of income from certain of our capital markets management companies and an add- back for amortization of intangibles associated with the 2007 Reorganization and acquisitions. These modifications to ENI have been reflected in the prior period presentation of our segment results. The impact of this modification on ENI is reflected in the table below for the years ended December 31. 2011. 2010 and 2009: Impact or Moditicatitm on ENI Private Capital Real Total Equity Markets Estate Reportable Segment Segment Segment Segments For the year ended December 31.2011 For the year ended December 31.2010 (6325) (23.449) (3375) (33.949) For the year ended December 31. 2009 7,226 (8,009) (1,652) (2,435) $ (22,756) $ (32,711) $ (9,723) $ (65.190) 243 EFTA00623636

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following table presents the financial data for Apollo's reportable segments as of and for the year ended December 31. 2011: As of and for the Year Ended December 31.2011 Private &mit, Segment Capital Markets Segment Real Estate Segment Total Reportable Segments Revenues: Advisory and transaction fees from affiliates $ 66.913 $ 14.699 $ 698 $ 82.310 Management fees from affiliates 263,212 186.700 40,279 490,191 Carried interest (loss) income (mm affiliates (449,208) 51.801 - (397,407) Total Revenues (119,083) 253,200 40,977 175,094 Expenses Other Income (Loss) Non-Controlling Interests 155.994 15,041 250.020 (5,716) (12.146) 77.179 10.420 483.193 19,745 (12.146) Economic Net Loss $ 1260.036) $ (14.682) $ (25.782) S 1300.50(I) Total Assets 1.76-1.166 S 1.123.654 S 61.970 S 2.949.79(1 The following table reconciles the total segments to Apollo Global Management. 1.1.("s consolidated financial %tau:mews lor the year ended December 31, 2011: As of and for the Year Ended December 31.21)11 Total Reportable Segments Consolidation Adjustments and Other Consolidated Revenues 175.094 (3.461)1ii 171,632 Expenses 483.193 1.099.257!3) 1.582,450 Other income 19,745 98.803P1 118,548 Non-Controlling Interests (12.146) 847.519 835,373 Economic Net Loss (300.500)14) N/A Total Assets 2.949.790 5.026.083151 $ 7.975.873 (1) Represents advisory and management fees earned from consolidated VIEs which am eliminated in consolidation. (2) Represents the addition of expenses of consolidated funds and the consolidated VIEs and expenses related to RSUs granted in connection with the 2007 private placement and equity-based compensation expense comprising amortization of AOG Units and amortization of intangible assets. 244 EFTA00623637

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) (3) Results from the following: Per the Year Ended December 31. 2011 Net losses from investment activities (123,946) Net gains front investment activities of consolidated variable interest entities 14.101 Gain from equity method investments 3,094 Gain on acquisition 195.454 Total Consolidation Adjustments 98.803 (4) The reconciliation of Economic Net Loss to Net Loss attributable to Apollo Global Management. LLC reported in the consolidated statements of operations consists of the following: For the Year Ended December 31. 2011 Economic Net Loss (300.500) Income tax provision (11.929) Net loss attributable to Non-Controlling Interests in Apollo Operating Group 940,312 Non-cash charges related to equity-based compensation (1.081.581) Amortization of intangible assets (15.128) Net Loss Attributable to Apollo Global Management. LLC (468.826) (5) (6) Represents the addition of assets of consolidated funds and the consolidated VIEs. Includes impact of non-cash charges related to amortization of AOG Units and RSU Plan Grants made in connection with the 2007 private placement as discussed in note 14 to our consolidated financial statements. 245 EFTA00623638

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following tables present additional financial data for Apollo's reportable segments for the year ended December 31.2011: For the Year Ended December 31.2011 Private Equity Capital Markets Management Inventive Total Management Incentive Total Revenues: Advisory and transaction fees from affiliates $ 66.913 S - S 66.913 $ 14.699 — S 14.699 Management fees from affiliates 263,212 263,212 186,700 186,709 Carried interest (loss) income from affiliates: Unrealized losses" (1.019.748) (1,019,748) (66,852) (66,852) Realized gains 570.540 570.540 44.540 74.113 118.653 Total Revenues 330,125 (449,208) (119,083) 245,939 7,261 253,209 Compensation and benefits 156.923 (100.267) 56.656 116.181 38.844 155.025 Other expenses° 99.338 - 99.338 94.995 - 94.995 Total Expenses 256.261 (100.267) 155.994 211.176 38.844 250.020 Other Income (Loss) 7.081 7,960 15.041 (1.978) (3.738) (5.716) Non-Controlling Interests (12.146) — (12.146) Economic Net Income (Loss) $ 80.945 S (340.981) S (260.036) $ 20.639 S (35.321) $ (14.682) (I) Included in unrealized carried interest (lass) income from affiliates is reversal of previously realized carried interest income due to the general partner obligation to return previously distributed carried interest income or fees of $75.3 million and $18.1 million with respect to Fund VI and SOMA. respectively. for the year ended December 31. 2011. The general partner obligation is recognized based upon a hypothetical liquidation of the funds' net assets as of December 31. 2011. The actual determination and any required payment of a general partner obligation would not take place until the final disposition of a fund's investments based on the contractual termination of the fund. (2) Pursuant to the modification in the EM measurement as discussed above, compensation and benefits includes equity-based compensation expense related to the management business for RSUs (excluding RSUs granted in connection with the 2007 private placement) and share options. In addition. other expenses excludes amortization of intangibles associated with the 2007 Reorganization as well as acquisitions. 246 EFTA00623639

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) For the Year Ended December 31. 2011 Real Estate Management illetnitWe MU! Revenues: Advisory and transaction fees from affiliates 698 $ $ 698 Management fees from affiliates 40.279 40.279 Carried interest income from affiliates Total Revenues 40,977 40.977 Compensation and benefits 46.163 1,353 47.516 Other expenses11t 29.663 — 29.663 Total Expenses 75.826 1.353 77.179 Other Income 9,694 726 10.420 Economic Net Loss (25.155) $ (627) S (25.782 (I) Pursuant to the modification in the EM measurement as discussed above. compensation and benefits includes equip•-based compensation expense related to the management business for RSUs (excluding RSUs granted in connection with the 2007 private placement) and share options. In addition. other expenses excludes amortization of intangibles associated with the 2007 Reorganization as well as acquisitions. As of and for the Year Ended December 31. 2010 Private Equity Segment Capital Markets Segment Real Estate Segment Total Reportable Segments Revenues: Advisory and transaction fees from affiliates $ 60.444 $ 19.338 $ - 79.782 Management fees from affiliates 259,395 160,318 11,383 431,096 Carved interest loss from affiliates 1.321.113 277.907 1.599.020 Total Revenues 1,640.952 457,563 11.383 2,109,898 Expenses Other Income Non-Controlling Interests 767.600 212.845 - 240341 41.606 (16.258) 46.034 23.231 - 1.053.975 277,682 (16.258) Economic Net Income (Loss) $ 1.086.197 $ 242.570 $ (11.420) $ 1.317.347 Total Assets $ 2.271.564 $ 1.152.389 $ 46.415 $ 3.470.368 247 EFTA00623640

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following table reconciles the total reportable segments to Apollo Global Management. LLC's financial statements for the year ended December 31. 2010: For the Year Ended December 11.20I0 Total Reportable Segments Consolidation Adjustments and Other Consolidated Revenues S 2,109,898 S 2.109,898 Expenses 1.053.975 L103.411 2.157.386 Other income 277,682 404,767(~) 682,449 Non-Controlling Interests 116.258) (432.349) (448.607) Economic Net Income 1.317.347m N/A N/A Total Assets 3.470.368 S 3.082.004 S 6.552.372 (1) Represents the addition of expenses of consolidated funds and the consolidated VIEs and expenses related to RSUs granted in connection with the 2007 private placement. equity-based compensation expense comprising amortization of AOG Units, and amortization of intangible assets. (2) Results from the following: For tbe Year Ended December 31. 2010 Net gains from investment activities $ 367,871 Net gains from investment activities of consolidated variable interest entities 48.206 Loss from equity method investments (11,107) Interest income 20 Other loss (223) Total Consolidation Adjustments 404.767 (3) The reconciliation of Economic Net Income to Net Loss Attributable to Apollo Global Management. LLC reported in the consolidated statements of operations consists of the following: For tbe Year Ended December 31. 2010 Economic Net Income 1317,347 Income tax provision (91.737) Net income attributable to Non-Controlling Interests in Apollo Operating Group (27,892) Non-cash charges related to equity-based compensation(' (1.087.943) Net loss of Metals Trading Fund (2,380) Amortisation of intangible assets (12.778) Net Income Attributable to Apollo Global Management. LLC 94,617 248 EFTA00623641

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) (4) Includes impact of non-cash charges related to amortization of AOG Units and RSU Plan Grants made in connection with the 2007 private placement as discussed in note 14 to the consolidated financial statements. The following tables present additional financial data for Apollo's reportable segments for the year ended December 31.2010: For the Year Ended December 31.2010 Frhate Equity Capital Markets Management Incenthr Total Management Incentive Total Revenues: Advisory and transaction fees from affiliates $ 60.444 $ - $ 60.444 $ 19.338 $ - $ 19.338 Management fees from affiliates 259.395 259,395 160.318 160.318 Carried interest income from affiliates: Unrealized gains 1,251,526 1.251,526 103,918 103,918 Realized gains 69.587 69.587 47.385 126.604 173.989 Total Revenues 319.839 1,321,113 1.640,952 227,041 230,522 457,563 Compensation and benefitsw Other expenses Total Expenses 150.181 97.750 519.669 669.850 97.750 103.763 80,880 55.698 159.461 80.880 247.931 519.669 767.600 184.643 55.698 240.341 Other Income 162.213 50,632 212,845 10,928 30.678 41,606 Non-Controlling Interests (16.258) — (16.258) Economic Net Income $ 234.121 $ 852.076 $ 1.086.197 $ 37.068 $ 205.502 $ 242.570 (I) Pursuant to the modification in the EM measurement as discussed above. compensation and benefits includes equity-based compensation expense related to the management business for RSUs (excluding RSUs granted in connection with the 2007 private placement) and share options. In addition. other expenses excludes amortization of intangibles associated with the 2007 Reorganization as well as acquisitions. 249 EFTA00623642

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) Fur the Year Ended December 31. 2010 Real Estate Nlautagement Incentive Total Revenues: Advisory and transaction fees from affiliates $ — $ — $ Management fees from affiliates 11,383 11,383 Carried interest income from affiliates Total Revenues 11,383 11,383 Compensation and benefits 26.096 26.096 Other expensed° 19.938 19.938 Total Expenses 46.034 46.034 Other Income (Loss) 23,622 (391) 23,231 Economic Net Loss $ (11.029) $ (391) S (11.420) (I) Pursuant to the modification in the ENI measurement as discussed above, compensation and benefits includes equip•-based compensation expense related to the management business for RSUs (excluding RSUs granted in connection with the 2007 private placement) and share options. In addition. other expenses excludes amortization of intangibles associated with the 2007 Reorganization as well as acquisitions. For the Year Ended December 31. 2009 Private Equity Segment Capital Niarkeb SLgmed Real Estate Segment Total Reportable Segments Revenues: Advisory and transaction fees from affiliates 48.642 $ 7.433 - $ 56.075 Management fees from affiliates 260,478 144378 1,201 406,257 Carried interest loss from affiliates 310.871 193.525 504.396 Total Revenues 619,991 345336 1,201 966,728 Expenses Other Income Non-Controlling Interests 354.101 113.924 218.425 104.171 (7.8181 26.192 300 598,718 218.395 (7,818) Economic Net Income (Loss) 379.814 S 223.464 S (24.691) $ 578.587 Assets $ I062,043 $ 981,390 S 13,852 $ 2,057,285 250 EFTA00623643

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following table reconciles the total reportable segments to Apollo Global Management. LLC's financial statements for the year ended December 31.2009: For the Year Ended December 31.2009 Total Reportable Segments Consolidation Adjustments and Other Consolidated Revenues 966,728 $ 966,728 Expenses 598.718 1.107.787 ) 1.706.505 Other income 218.395 454,706(2) 673,101 Non-Controlling Interests (7.818) (51.968) (59.786) Economic Net Income 578.5870) N/A N/A (I) Represents the addition of expenses of AAA and expenses related to RSUs granted in connection with the 2007 private placement. equity-based compensation expense comprising amortization of AOG Units. and amortization of intangible assets. (2) Results from the following: For the rear Et019.1 Ihtt0n1wr 31. 2009 Net gains from investment activities 471.873 Loss from equity method investments (17.167) Total Consolidation Adjustments 454.706 (3) The reconciliation of Economic Net Income to Net Loss attributable to Apollo Global Management. LLC reported in the consolidated statements of operations consists of the following: For the Year Ended 1/ecenther 31. 2009 Economic Net Loss 578,587 Income tax benefit (28.714) Net loss attributable to Non-Controlling Interests in Apollo Operating Group 40°,446 Non-cash charges related to equity-based compensatum (1.092.812) Amortization of intangible assets (12.677) Net Loss Attributable to Apollo Global Management. LLC (155.176) (4) Includes impact of non-cash charges related to amortization of AOG Units and RSU Plan Grants made in connection with the 2007 private placement as discussed in note 14 to the consolidated financial statements. 251 EFTA00623644

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) The following tables present additional financial data for Apollo's reportable segments for the year ended December 31. 2009: For the Year Ended December 31.2009 Fritate Equity Capital Markets itlanagement Incenthe Total hlanagement Incentive Total Revenues: Advisory and transaction fees from affiliates $ 48.642 $ — $ 48.642 $ 7.433 — S 7.433 Management fees from affiliates 260,478 260,478 144578 144,578 Carried interest (loss) income from affiliates: Unrealized gains 262,890 262.890 120.126 120,126 Realized gains 47.981 47.981 50.404 22.995 73.399 Total Revenues 309,120 310,871 619,991 202,415 143.121 345,536 Compensation and benefits 130.472 124.048 254.520 91.607 43,500 135.107 Other expenses 99.581 99.581 83.318 83.318 Total Expenses 230.053 124.048 354.101 174.925 43.500 218.425 Other Income 58.701 55.223 113.924 19.309 84.862 104,171 Non-Controlling Interests (7.818) - (7.818) Economic Net Income 137.768 $ 242.046 $ 379,814 $ 38.981 $ 184.483 S 223.464 (I) Pursuant to the modification in the EM measurement as discussed above, compensation and benefits includes equity-based compensation expense related to the management business for RSUs (excluding RSUs granted in connection with the 2007 private placement) and share options. In addition. other expenses excludes amortization of intangibles associated with the 2007 Reorganization as well as acquisitions. For the Year Ended December 31. 2009 Real Estate Management hieenthe Total Revenues: Advisory and transaction fees from affiliates $ - $ - $ Management fees from affiliates 1,201 1,201 Carried interest income fmm affiliates Total Revenues 1,201 1,201 Compensation and benefits Other expenses Total Expenses 12.571 13.621 12.571 13.621 26.192 26.192 Other Income (Loss) 1.043 (743) 300 Economic Net Loss $ 23.948) $ (743) $ (24.691) (I) Pursuant to the modification in the EM measurement as discussed above, compensation and benefits includes equity-based compensation expense related to the management business for RSUs (excluding 252 EFTA00623645

Table of Contents APOLLO GLOBAL MANAGEMENT, LLC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except share data) RSUs granted in connection with the 2007 private placement) and share options. In addition, other expenses excludes amortization of intangibles associated with the 2007 Reorganization as well as acquisitions. 19. SUBSEQUENT EVENTS On January I& 2012. the Company issued 0.3 million Class A shams in exchange for vested RSUs. This issuance did not cause a material change to the Company's ownership interest in the Apollo Operating Group. On February 10. 2012, the Company declared a cash distribution of $0.46 per Class A sham. which will be paid on February 29. 2012 to holders of record on February 23. 2012. 20. QUARTERLY FINANCIAL DATA (UNAUDITED) Three Months Ended March 31. June 30. September 30. December 31. 2011 2011 2011 2011 Revenues $ 696.342 $ 308.876 $ (1,479.580) $ 645.994 Expenses 641.581 480.006 (158.100) 618.963 Other Income (Loss) 205.164 70.035 (442.310) 285.659 Income (Loss) Before Provision for Taxes S 259.925 S (101.095) S (1.763.7901 S 312.690 Net Income (Loss) S 251.105 S 1104.645) 5 11.743,9431 S 293.284 Income (Loss) attributable to Apollo Global Management. LLC. S 38,156 S (50.989) $ (_466.926) S 10.933 Net Income (Loss) per Class A Share—Basic 0.33 (0.46) (3.86) 0.05 Net Income (Loss) per Class A Share—Diluted 0.33 (0.46) (3.86) 0.05 Three Months Ended March 31. June 30. September 31). December 31. 2010 2010 2010 2010 Revenues $ 223,594 $ 79,280 $ 458,651 $ 1.348.373 Expenses 428,490 362.110 506.003 860.783 Other Income (Loss) 135.772 (6.585) 210.540 342.722 Income (Loss) Before Provision for Taxes $ (69.124) $ 289415) $ 163.188 $ 830312 Net (Loss) Income $ (73.179) $ (302.142) $ 132.332 $ 786.213 (Loss) Income Apollo Global Management. LLC. S (60.682, S (75.124) S 24.140 S 206.2S3 Net (Loss) Income per Class A Share—Basic (0.63) (0.79) 0.73 1.78 Net (Loss) Income per Class A Share—Diluted (0.63, (0.79) (1.23 1.77 ^53 EFTA00623646

Table of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES None. ITEM 9A. CONTROLS AND PROCEDURES We maintain "disclosure controls and procedures." as such tenn is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act"), that arc designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed. summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management. including our Chief Executive Officer and Chief Financial Officer. as appropriate, to allow timely decisions regarding required disclosure. In designing disclosure controls and procedures. our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures also is based in pan upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Any controls and procedures. no matter how well designed and operated. can provide only reasonable assurance of achieving the desired objectives. Our management. including our Chief Executive Officer and Chief Financial Officer. evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Exchange Act as of the end of the period covered by this report. Based on that evaluation. our Chief Executive Officer and Chief Financial Officer have concluded that. as of the end of the period covered by this report. our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) are effective at the reasonable assurance level to accomplish their objectives of ensuring that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded. processed. summarized and reported within the time periods specified in Securities and Exchange Commission roles and forms, and that such information is accumulated and communicated to our management. including our Chief Executive Officer and Chief Financial Officer, as appropriatc, to allow timely decisions regarding required disclosure. This annual report does not include a report of managements assessment regarding internal control over financial reporting or an attestation report of Apollo's independent registered public accounting firm due to a transition period established by the roles of the Securities and Exchange Commission for newly public companies. No changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(I) under the Securities Exchange Act) occurred during our most recent quarter. that has materially affected. or is reasonably likely to materially affect, our internal control over financial reporting. ITEM 9B. OTHER INFORMATION None 254 EFTA00623647

Table of Contents PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Directors and Executive Officers The following table presents certain information concerning our board of directors and executive officers: Name Leon Black Joshua Harris Marc Rowan Henry Silverman( b Marc Spilker Gene Donnelly Barry Giarraputo John Suydam Joseph Azrack James Zelter Michael Ducey Paul Fribourg Krongard Pauline Richards PoettioMs) 60 Chairman. Chief Executive Officer and Director 47 Senior Managing Director and Director 49 Senior Managing Director and Director 71 Vice Chairman and Director 47 President 54 Chief Financial Officer 48 Chief Accounting Officer and Controller 52 Chief Legal Officer and Chief Compliance Officer 64 Managing Director—Real Estate 49 Managing Director—Capital Markets 63 Director 58 Director 75 Director 63 Director (I) On February 24. 2012. Henry Silverman resigned from all of his positions with the Company effective March IS. 2012. Leon Black. Mr. Black is the Chairman of the board of directors and Chief Executive Officer of Apollo and a Managing Partner of Apollo Management. L.P. In 1990. Mr. Black founded Apollo Management. L.P. and Lion Advisors. L.P. to manage investment capital on behalf of a group of institutional investon. focusing on corporate restructuring. leveraged buyouts. and taking minority positions in growth-oriented companies. From 1977 to 1990. Mr. Black worked at Drexel Burnham Lambert Incorporated. where he served as Managing Director. head of the Mergers & Acquisitions Group and co-head of the Corporate Finance Department. Mr. Black also serves on the boards of directors of Sirius XM Radio Inc. and the general partner of AAA. Mr. Black is a trustee of The Museum of Modern Art. The Mount Sinai Medical Center. The Metropolitan Museum of Art. and The Asia Society. He is also a member of The Council on Foreign Relations and The Partnership for New York City. He is also a member of the boards of directors of FasterCures and the Port Authority Task Force. Mr. Black graduated summa cum laude from Dartmouth College in 1973 with a major in Philosophy and History and received an MBA from Harvard Business School in 1975. Mr. Black has significant experience making and managing private equity investments on behalf of Apollo and has over 33 years experience financing, analyzing and investing in public and private companies. In his prior position with Drexel and in his position at Apollo. Mr. Black is responsible for leading and overseeing teams of professionals. His extensive experience allows Mr. Black to provide insight into various aspects of Apollo's business and is of significant value to the board of directors. Joshua Harris. Mr. Harris is a Senior Managing Director and a member of the board of directors of Apollo and Managing Partner of Apollo Management. L.P.. which he co-founded in 1990. Prior to 1990. Mr. Harris was a member of the Mergers and Acquisitions Group of Drexel Burnham Lambert Incorporated. Mr. Harris currently serves on the boards of directors of Berry Plastics Group Inc.. LyondellBasell Industries B.V.. CEVA Group plc. Momentive Performance Materials Holdings LLC and the holding company for Alcan Engineered Products. Mr. Harris has previously served on the boards of directors of Verso Paper Corp.. Metals USA. Inc.. Nalco 255 EFTA00623648

Table of Contents Corporation. Allied Waste Industries. Inc.. Pacer International. Inc.. General Nutrition Centers. Inc.. Furniture Brands International Inc.. Compass Minerals International. Inc.. Alliance Imaging. Inc.. NRT Inc.. Covalence Specialty Materials Corp.. United Agri Products. Inc.. Quality Distribution. Inc.. Whitmire Distribution Corp. and Noranda Aluminum Holding Corporation. Mr. Harris is actively involved in charitable and political organizations. He also serves on the Corporate Affairs Committee of the Council on Foreign Relations. Mr. Harris serves as Chairman of the Department of Medicine Advisory Board for The Mount Sinai Medical Center and is on the Board of Trustees of the Mount Sinai Medical Center. He is also a member of The Federal Reserve Bank of New York Investors Advisory Committee on Financial Markets and a member of The University of Pennsylvania's Wharton Undergraduate Executive Board and is on the Board of Trustees for The Allen-Stevenson School and the Harvard Business School. Mr. Harris graduated summa cum laude and Beta Gamma Sigma from the University of Pennsylvania's Wharton School of Business with a BS in Economics and received his MBA from the Harvard Business School. where he graduated as a Baker and Loeb Scholar. Mr. Harris has significant experience in making and managing private equity investments on behalf of Apollo and has over 24 years experience in financing, analyzing and investing in public and private companies. Mr. Harris's extensive knowledge of Apollo's business and experience in a variety of senior leadership roles enhance the breadth of experience of the board of directors. Marc Rowan. Mr. Rowan is a Senior Managing Director and member of the board of directors of Apollo and Managing Partner of Apollo Management. L.P.. which he co-founded in 1990. Prior to 1990. Mr. Rowan was a member of the Mergers & Acquisitions Group of Drexel Burnham Lambert Incorporated. with responsibilities in high yield financing. transaction idea generation and merger structure negotiation. Mr. Rowan currently serves on the boards of directors of the general partner of AAA. Athene Holding Ltd. Caesars Entertainment Corporation and Norwegian Cruise Lines. He has previously served on the boards of directors of AMC Entertainment. Inc.. Cablecom GmbH. Culligan Water Technologies. Inc.. Countrywide Holdings Limited. Furniture Brands International Inc.. Mobile Satellite Ventures. LLC, National Cinemedia. Inc.. National Financial Partners. Inc.. New World Communications. Inc.. Quality Distribution. Inc.. Samsonite Corporation. SkyTerra Communications Inc.. Unity Media SCA. Vail Resorts. Inc. and Wyndham International. Inc. Mr. Rowan is also active in charitable activities. He is a founding member and serves on the executive committee of the Youth Renewal Fund and is a member of the boards of directors of the National Jewish Outreach Program. Inc. and the Undergraduate Executive Board of the University of Pennsylvania's Wharton School of Business. Mr. Rowan graduated summa cum laude from the University of Pennsylvania's Wharton School of Business with a BS and an MBA in Finance. Mr. Rowan has significant experience making and managing private equity investments on behalf of Apollo and has over 26 years experience financing, analyzing and investing in public and private companies. Mr. Rowan's extensive financial background and expertise in private equity investments enhance the breadth of experience of the board of directors. Henry Silverman. Mr. Silverman joined Apollo in 2009 as Chief Operating Officer and currently serves as a director and Vice Chairman of the board of directors of Apollo and a member of the executive committee of our manager. On February 24. 2012. Henry Silverman resigned as a Director of the Board of Directors of the Company effective March 15. 2012. Mr. Silverman also resigned from his employment at the Company and its subsidiaries. from his membership on the executive committee of the Company's manager and from all other positions he holds at the Company and its subsidiaries, affiliates and portfolio companies. all effective March 15. 2012. From November 2007 through January 2009. Mr. Silverman served as senior advisor to Apollo. Prior to joining Apollo. from July 2006 until November 2007. Mr. Silverman served as Chairman of the Board and the Chief Executive Officer of Realogy Corporation. formerly Cendant Corporation's ("Cendant') real estate division. Mr. Silverman was Chief Executive Officer of Cendant from December 1997 until the completion of Cendant's separation plan in August 2006. as well as chairman of Cendant's board of directors from July 1998 until August 2006. Mr. Silverman served as President of Cendant from December 1997 until October 2004. He was also Chairman of the board of directors. Chairman of the executive committee. and Chief Executive Officer of HFS Incorporated (Cendant's predecessor) from May 1990 until December 1997. Cendant was a "Fortune 100" company and the largest global provider of consumer and business services within the travel and residential real estate sectors prior to its separation into several new companies in late 2006. Mr. Silverman continues to 256 EFTA00623649

Table of Contents serve as a director and Chairman of the Board of Realogy Corporation, is a director and Chairman of the Board of Apollo Commercial Real Estate Finance. Inc. and serves as a director of the managing general partner of AAA. Mr. Silverman has been involved for many years in numerous philanthropic, public service and social policy initiatives. He is currently on the Board of Commissioners of the Port Authority of New York and New Jersey and is a trustee of the NYU Langone Medical Center. Mr. Silverman is a former trustee of NYU. the University of Pennsylvania. Penn Medicine, the Dance Theatre of Harlem and the Whitney Museum of American Art. Mr. Silvemtan's philanthropy includes Silverman Hall, the Silverman-Rodin scholars and the Silverman Professor of Law at Penn Law School. and the Silverman Professor of Obstetrics and Gynecology at NYU School of Medicine. Mr. Silverman was awarded the American Heritage Award from the Anti-Defamation League for lifetime achievement in fighting discrimination and was honored for his efforts to promote diversity in the workplace by the Jackie Robinson Foundation and the U.S. Hispanic Chamber of Commerce. Mr. Silverman graduated from Williams College in 1961. and the University of Pennsylvania Law School in 1964. and served as a legal officer in the U.S. Navy Reserve from 1965 to 1972. Mr. Silverman brings to the board of directors expertise as a strategist. management and operations experience, and a perspective on business operations and corporate governance in the public company context. In his prior experience as chief executive officer of Cendant. he gained extensive experience working with complex organizations and analyzing investment opportunities. all of which the company believes enhances the resources available to the board of directors. Marc Spilker. Mr. Spilker joined Apollo as President in 2010. Mr. Spilker retired from Goldman Sachs in May 2010 following a 20-year career with the firm. where he served most recently as the co-head of Goldman Sachs Investment Management Division (-IMD") and also as a member of the firm-wide Management Committee. Mr. Spilker joined IMD in 2006 as head of Global Alternative Asset Management and became chief operating officer in 2007. Prior to that. Mr. Spilker was responsible for Goldman Sachs U.S. Equities Trading and Global Equity Derivatives and was head of Fixed Income. Currency and Commodities in Japan from 1997 to 2000. Mr. Spilker joined Goldman Sachs in 1990 and was named partner in 1996. Mr. Spilker is a member of the University of Pennsylvania's Wharton Undergraduate Executive Board, the Board of Directors of The New 42nd Street. Inc. and co-chairs the RFT( Leadership Council at the Robert F. Kennedy Center for Justice & Human Rights. Mr. Spilker graduated with a B.S. in Economics from the Wharton School of the University of Pennsylvania. Gene Dannelly. Mr. Donnelly joined Apollo in 2010. following a 30-year career with PricewaterhouseCoopers ('PwC"). most recently as PwCs lead client relationship partner for several leading private equity firms. Prior to that role. Mr. Donnelly served as the Global Managing Partner for PwCs advisory and tax practices from 2006 through 2008. During 2000 through 2005. Mr. Donnelly served as Vice Chairman and Chief Financial Officer for PwC's U.S. firm. Previously. Mr. Donnelly served in PwCs global transaction services practice from 1996 through 2000. and he was the leader of that practice from 1997 through 2000. Before joining PwCs transaction services practice. Mr. Donnelly was with PwCs audit practice from 1979 through 1995. and he was appointed as a partner in 1989. Mr. Donnelly graduated summa cum laude with a BS in Accounting from St. Francis College. Barry Giarrapula. Mr. Giarraputo joined Apollo in 2006. Prior to that time. Mr. Giarraputo was a Senior Managing Director at Bear Stearns & Co. where he served in a variety of finance roles over nine years. Previous to that. Mr. Giarraputo was with the accounting and auditing firm of PricewaterhouseCoopers LLP for 12 years where he was a member of the firm's Audit and Business Services Group and was responsible for a number of capital markets clients including broker-dealers, money-center banks, domestic investment companies and offshore hedge funds and related service providers. Mr. Giarraputo is on the Board of Directors for the Association for Children with Down Syndrome where he also serves as the Treasurer and Chairman of the audit committee. Mr. Giarraputo has also served as an Adjunct Professor of Accounting at Baruch College where he graduated cum laude in 1985 with a BEA in Accountancy. John Suydam. Mr. Suydam joined Apollo in 2006. From 2002 through 2006. Mr. Suydam was a partner at O'Melveny & Myers LLP. where he served as head of Mergers & Acquisitions and co-head of the Corporate 257 EFTA00623650

Table of Contents Department. Prior to that time. Mr. Suydam served as chairman of the law firm O'Sullivan. LLP, which specialized in representing private equity investors. Mr. Suydam serves on the board of directors of the Big Apple Circus and Environmental Solutions Worldwide Inc.. and he is also a member of the Department of Medicine Advisory Board of The Mount Sinai Medical Center. Mr. Suydam received his JD from New York University and graduated magna cum laude with a BA in History from the State University of New York at Albany. Joseph Azrack. Mr. Axrack joined Apollo in 2008. Mr. Azrack is the Managing Director—Real Estate of Apollo and the managing partner of Apollo Global Real Estate Management. LP. He also currently serves as the President and Chief Executive Officer of ARI and has been a director of ARI since June 2009. Prior to joining Apollo. from 2004 to 2008. Mr. Azrack was President and CEO of CPI where he chaired the funis Management Committee and Investment Committees, and provided strategic guidance for investment policy and strategy. Mr. Azrack was also a member of the Citigroup Alternative Investments Management Committee and Investment Committee from May 2004 to July 2008. and a member of Citi Infrastructure Investments' Investment Committee from September 2006 to July 2008. Prior to joining CPI. he was Chief Executive and Chairman of AEW Capital Management. L.P. from 1996 to 2003. Founder and President of the AEW Partners Funds from 1988 to 2003. a Director of Curzon Global Partners from 1998 to 2003 and Founder and Chairman of IXIS AEW Europe from 2001 to 2003. Mr. Axrack served with AEW from 1983 to 2003. He was an adjunct professor at Columbia University's Graduate School of Business where he is a member of and from 1993 to 2003 chaired the Real Estate Program Advisory Board. He is also a member of the board of directors and the board of trustees of the Urban Land Institute. as well as a board member of Atrium European Real Estate. Ltd. Mr. Azrack holds an M.B.A. from Columbia University and a B.S. from Villanova University. James Zeller. Mr. Zeller joined Apollo in 2006. Mr. Zeller is the Managing Director of Apollo's capital markets business. Chief Executive Officer and director of AINV. He also serves as a board member of HFA Holdings Limited. a company publicly traded on the Australian Securities Exchange. Prior to joining Apollo. Mr. Zelter was with Citigroup Inc. and its predecessor companies from 1994 to 2006. From 2003 to 2005. Mr. Zelter was Chief Investment Officer of Citigroup Alternative Investments. and prior to that he was responsible for the firm's Global High Yield franchise. Prior to joining Citigroup in 1994. Mr. Zeller was a High Yield Trader at Goldman. Sachs & Co. Mr. Zeller has significant experience in global credit markets and has overseen the broad expansion in the Apollo capital markets platform. Mr. Zelter is a board member of DUMAC. the investment management company that oversees the Duke Endowment and Duke Foundation. Mr. Zeller has a degree in Economics from Duke University. Paul Fribourg. Mr. Fribourg has served as an independent director of Apollo and as a member of the conflicts committee of our board of directors since 2011. From 1997 to the present. Mr. Fribourg has served as Chairman and Chief Executive Officer of Continental Grain Company. Prior to 1997. Mr. Fribourg served in a variety of other roles at Continental Grain Company. including Merchandiser. Product Line Manager. Group President and Chief Operating Officer. Mr. Fribourg serves on the boards of directors of Burger King Holdings. Inc.. Loews Corporation and The Estee Lauder Companies. Inc. He also serves as a board member of the JPMorgan National Advisory Board, the Rabobank International North American Agribusiness Advisory Board. the Harvard Business School Board of Dean's Advisors, the New York University Mitchell Jacobson Leadership Program in Law and Business Advisory Board. the America-China Society. Endeavor Global Inc. and Teach For America—New York. Mr. Fribourg is also a member of the Council on Foreign Relations, the Brown University Advisory Council on China, the International Business Leaders Advisory Council for The Mayor of Shanghai. Mr. Fribourg graduated magna cum laude from Amherst College and completed the Advanced Management Program at Harvard Business School. Mr. Fribourg's extensive corporate experience enhances the breadth of experience and independence of the board of directors. A.B. Kronganl, Mr. Krongard has served as an independent director of Apollo and as a member of the audit committee of our board of directors since 2011. From 2001 to 2004. Mr. Krongard served as Executive Director of the Central Intelligence Agency. From 1998 to 2001. Mr. Krongard served as Counselor to the Director of Central Intelligence. Prior to 1998. Mr. Krongard served in various capacities at Alex Brown. Incorporated, including serving as Chief Executive Officer beginning in 1991 and assuming additional duties as Chairman of 258 EFTA00623651

Table of Contents the Board of Directors in 1994. Upon the merger of Alex Brown. Incorporated with Bankers Trust Corporation in 1997. Mr. Krongard served as Vice- Chairman of the Board of Bankers Trust Corporation and served in such capacity until joining the Central Intelligence Agency. Mr. Krongard serves as the Lead Director and audit committee Chairman of Under Armour. Inc. and also serves as a board member of Iridium Communications Inc. Mr. Krongard graduated with honors from Princeton University and received a J.D. from the University of Maryland School of Law, where he also graduated with honors. Mr. Krongard also serves as the Vice-Chair of the Johns Hopkins Health System. Mr. Krongards comprehensive corporate background contributes to the range of experience of the board of directors. Pauline Richards. Ms. Richards has served as an independent director of Apollo and as Chairman of the audit committee of our board of directors since 2011. From 2008 to the present. Ms. Richards served as Chief Operating Officer of Armour Reinsurance Group Limited. Prior to 2008. Ms. Richards served as Director of Development of Salon Grammar School from 2003 to 2008. as Chief Financial Officer of Lombard Odier Drier Hentsch (Bermuda) Limited from 2001 to 2003. and as Treasurer of Gulf Stream Financial Limited from 1999 to 2000. Ms. Richards also serves as a member of the Audit and Corporate Governance committees of the board of directors of Butterfield Bank and as a member of the Audit and Compensation committees of the board of directors of Wyndham Worldwide. Ms. Richards also serves as the Chairman of the board of directors of PRIDE (Bermuda). a drug prevention organization. Ms. Richards graduated from Queen's University. Ontario. Canada. with a BA in psychology and has obtained certification as a Certified Management Accountant. Ms. Richards' extensive finance experience and her service on the boards of other public companies adds significant value to the board of directors. Michael Ducey. Mr. Ducey has served as an independent director of Apollo and a member of the audit committee and as Chairman of the conflicts committee of our board of directors since 2011. Most recently. Mr. Ducey was with Compass Minerals International. Inc.. from March 2002 to May 2006. where he served in a variety of roles, including as President. Chief Executive Officer and Director prior to his retirement in May 2006. Prior to joining Compass Minerals International. Inc.. Mr. Ducey worked for nearly 30 years at Borden Chemical. Inc.. in various management. sales. marketing, planning and commercial development positions. and ultimately as President. Chief Executive Officer and Director. Mr. Ducey is currently a director of and serves as the chairman of the audit committee of Verso Paper Holdings. Inc.. and is also the non-executive chairman of the board of directors of TPC Group. Inc and a member of its audit committee. He is also the chairman of the compliance and governance committee and the nominations committee of the board of directors of HaloSource. Inc. From June 2006 to May 2008. Mr. Ducey served on the board of directors of and as a member of the governance and compensation committee of the board of directors of UAP Holdings Corporation. Also. from July 2010 to May 2011. Mr. Ducey was a member of the board of directors and served on the audit committee of Smurfit-Stone Container Corporation. Mr. Ducey graduated from Otterbein University with a degree in Economics and an M.B.A. in finance from the University of Dayton. Mr. Ducey's comprehensive corporate background and his experience serving on various boards and committees add significant value to the board of directors. Our Manager Our operating agreement provides that so long as the Apollo control condition is satisfied. our manager will manage all of our operations and activities and will have discretion over significant corporate actions, such as the issuance of securities, payment of distributions, sales of assets. making certain amendments to our operating agreement and other matters, and our board of directors will have no authority other than that which our manager chooses to delegate to it. Decisions by our manager are made by its executive committee, which is composed of our three managing partners. our Vice Chairman and our President. the latter two of which serve as non-voting members. Each managing partner will remain on the executive committee for so long as he is employed by us. provided that Mr. Black, upon his retirement. may at his option remain on the executive committee until his death or disability or any commission of an act that would constitute cause if Mr. Black had still been employed by us. Actions by 259 EFTA00623652

Table of Contents the executive committee are determined by majority vote of its members. except as to the following matters, as to which Mr. Black will have the right of veto: (i) the designations of directors to our board. or (ii) a sale or other disposition of the Apollo Operating Group and/or its subsidiaries or any portion thereof. through a merger. recapitalization. stock sale, asset sale or otherwise. to an unaffiliated third party (other than through an exchange of Apollo Operating Group units and interests in our Class B share for Class A sharm, transfers by a founder or a permitted transferee to another permitted transferee, or the issuance of bona fide equity incentives to any of our non-founder employees) that constitutes (x) a direct or indirect sale of a ratable interest (or substantially ratable interest) in each entity that constitutes the Apollo Operating Group or (y) a sale of all or substantially all of the assets of Apollo. Exchanges of Apollo Operating Group units for Class A shares that are not pro rata among our managing partners or in which each managing partner has the option not to participate are not subject to Mr. Black's right of veto. Subject to limited exceptions described in our operating agreement. our manager may not sell. exchange or otherwise dispose of all or substantially all of our assets and those of our subsidiaries, taken as a whole. in a single transaction or a series of related transactions without the approval of holders of a majority of the aggregate number of voting shares outstanding: provided. however, that this does not preclude or limit our manager's ability, in its sole discretion, to mortgage. pledge. hypothecate or grant a security interest in all or substantially all of our assets and those of our subsidiaries (including for the benefit of persons other than us or our subsidiaries, including affiliates of our manager). We will reimburse our manager and its affiliates for all costs incurred in managing and operating us. and our operating agreement provides that our manager will determine the expenses that are allocable to us. The agreement does not limit the amount of expenses for which we will reimburse our manager and its affiliates. Board Composition and Limited Powers of Our Board of Directors For so long as the Apollo control condition is satisfied, our manager shall (i) nominate and elect all directors to our board of directors. (ii) set the number of directors of our board of directors and (iii) fill any vacancies on our board of directors. After the Apollo control condition is no longer satisfied. each of our directors will be elected by the vote of a plurality of our shares entitled to vote, voting as a single class, to serve until his or her successor is duly elected or appointed and qualified or until his or her earlier death. retirement. disqualification, resignation or removal. Our board currently consists of four members. For so long as the Apollo control condition is satisfied, our manager may remove any director, with or without cause, at anytime. After such condition is no longer satisfied, a director or the entire board of directors may be removed by the affirmative vote of holders of 50% or more of the total voting power of our shares. As noted, so long as the Apollo control condition is satisfied. our manager will manage all of our operations and activities, and our board of directors will have no authority other than that which our manager chooses to delegate to it. In the event that the Apollo control condition is not satisfied. our board of directors will manage all of our operations and activities. Pursuant to a delegation of authority from our manager. which may be revoked, our board of directors has established and at all times will maintain audit and conflicts committees of the board of directors that have the responsibilities described below under "—Committees of the Board of Directors—Audit Committee" and "—Committees of the Board of Directors—Conflicts Committee." Where action is required or permitted to be taken by our board of directors or a committee thereof. a majority of the directors or committee members present at any meeting of our board of directors or any committee thereof at which there is a quorum shall be the act of our board or such committee, as the case may be. Our board of directors or any committee thereof may also act by unanimous written consent. Under the Agreement Among Managing Partners, the vote of a majority of the independent members of our board of directors will decide the following: (i) in the event that a vacancy exists on the executive committee of 260 EFTA00623653

Table of Contents our managers and the remaining members of the executive committee cannot agree on a replacement. the independent members of our board of directors shall select one of the two nominees to the executive committee of our manager presented to them by the remaining members of such executive committee to fill the vacancy on such executive committee and (ii) in the event that at any time after December 31. 2009. Mr. Black wishes to exercise his ability to cause (x) the direct or indirect sale of a ratable interest (or substantially ratable interest) in each Apollo Operating Group entity, or (y) a sale of all or substantially all of our assets, through a merger. recapitalization. stock sale. asset sale or otherwise, to an unaffiliated third party. the affirmative vote of the majority of the independent members of our board of directors shall be required to approve such a transaction. We am not a party to the Agreement Among Managing Partners, and neither we nor our shareholders (other than our Strategic Investors, as described under "Item 13. Certain Relationships and Related Transactions —Lenders Rights Agreement—Amendments to Managing Partner Transfer Restrictions") have any right to enforce the provisions described above. Such provisions can be amended or waived upon agreement of our managing partners at any time. Committees of the Board of Directors We have established an audit committee as well as a conflicts committee. Our audit committee has adopted a charter that complies with current federal and NYSE rules relating to corporate governance matters. Our board of directors may from time to time establish other committees of our board of directors. Audit Committee The primary purpose of our audit committee is to assist our manager in overseeing and monitoring (i) the quality and integrity of our financial statements. (ii) our compliance with legal and regulatory requirements. (iii) our independent registered public accounting firm's qualifications and independence and (iv) the performance of our independent registered public accounting firm. The current members of our audit committee am Messrs. Ducey. ICrongard Silverman and Ms. Richards. although Mr. Silverman resigned from the audit committee and all of his other positions with Apollo and its affiliates effective March 15. 2012. Ms. Richards currently serves as Chairman of the committee. Each of the members of our audit committee meets the independence standards and financial literacy requirements for service on an audit committee of a board of directors pursuant to the Exchange Act and NYSE rules applicable to audit committees and corporate governance. Furthermore. our manager has determined that Ms. Richards is an 'audit committee financial expert' within the meaning of Item 407(d)(5) of Regulation S-K. Our audit committee has a charter which is available at the Investor Relations section of our Internet website at www.agm.com. Conflicts Committee The current members of our conflicts committee are Messrs. Ducey and Fribourg. Mr. Ducey currently serves as Chairman of the committee. The purpose of the conflicts committee is to review specific matters that our manager believes may involve conflicts of interest. The conflicts committee will determine whether the resolution of any conflict of interest submitted to it is fair and reasonable to us. Any matters approved by the conflicts committee will be conclusively deemed to be fair and reasonable to us and not a breach by us of any duties that we may owe to our shareholders. In addition, the conflicts committee may review and approve any related person transactions, other than those that am approved pursuant to our related person policy, as described under 'Item 13. Certain Relationships and Related Party Transactions—Statement of Policy Regarding Transactions with Related Persons.' and may establish guidelines or rules to cover specific categories of transactions. Code of Business Conduct and Ethics We have a Code of Business Conduct and Ethics, which applies to. among others, our principal executive officer, principal financial officer and principal accounting officer. A copy of our Code of Business Conduct and 261 EFTA00623654

Table of Contents Ethics is available on our Internet website at www.agm.com under the "Investor Relations' section. We intend to disclose any amendment to or waiver of the Code of Business Conduct and Ethics on behalf of an executive officer or director either on our Internet website or in an 8-IC filing. Section 16(a) Beneficial Ownership Reporting Compliance Section 16(a) of the Securities Exchange Act of 1934. as amended. requires our executive officers and directors, and persons who own more than ten percent of a registered class of the Company's equity securities to file initial reports of ownership and reports of changes in ownership with the SEC and furnish us with copies of all Section 16(a) forms they file. To our knowledge. based solely on our review of the copies of such reports furnished to us or written representations from such persons that they were not required to file a Form 5 to report previously unreported ownership or changes in ownership. we believe that. with respect to the fiscal year ended December 31. 2011. such persons complied with all such filing requirements. with the exception of late filings. due to administrative oversight, of Form 4 reports filed on January 13. 2012. by Messrs. Donnelley. Giarraputo and Suydam. each of whom reported grants of restricted sham units that were granted under our 2007 Omnibus Equity Incentive Plan on December 28. 2011. ITEM 11. EXECUTIVE COMPENSATION Compensation Discussion and Analysis Overview of Compensation Philosophy Alignment of Interests with Investors and Shareholders. Our principal compensation philosophy is to align the interests of our managing partners. contributing partners. and other senior professionals with those of our Class A shareholders and fund investors. This alignment. which we believe is a key driver of our success. has been achieved principally by our managing partners' and contributing partners' direct ownership of equity in our business in the form of Apollo Operating Group units. our contributing partners' ownership of rights to receive a portion of the management fees and incentive income earned for management of our funds, the direct investment by both our managing partners and our contributing partners in our funds, and our practice of paying annual incentive compensation partly in the form of equity-based grants that are subject to vesting. As a result of this alignment. the compensation of our professionals is closely tied to the performance of our businesses. Significant Personal Investment. Like our fund investors and Class A shareholders, our managing partners and contributing partners make significant personal investments in our funds (as more fully described under "Item 13. Certain Relationships and Related Party Transactions"), directly or indirectly. and our professionals who receive carried interests in our funds am generally required to invest their own capital in the funds they manage in amounts that are generally proportionate to the size of their participation in incentive income. We believe that this ownership helps to ensure that our professionals have capital at risk and reinforces the linkage between the success of the funds we manage. the success of the company and the compensation paid to our professionals. Long-Tenn Performance and Commitment Most of our professionals have been issued RSUs. which provide rights to receive Class A shares and distributions on those shares. The managing partners and contributing partners' pecuniary interests in Apollo Operating Group units. like the RSUs. arc subject to a multi-year vesting schedule. A small number of our professionals. including our vice chairman, also received options to acquire Class A shares that are also subject to vesting. In addition. AAA incentive units held by certain of our professionals are subject to vesting. The vesting requirements for these awards contribute to our professionals focus on long-term performance while enhancing retention of these professionals. Discouragement of Excessive Risk-Taking. Although investments in alternative assets can pose risks, we believe that our compensation program includes significant elements that discourage excessive risk-taking while aligning the compensation of our professionals with our long-term performance. For example. notwithstanding 262 EFTA00623655

Table of Contents that we accrue compensation for our carried interest programs (described below) as increases in the value of the portfolio investments are recorded in the related funds, we generally make cash payments of carried interest to our employees only after profitable investments have actually been realized. This helps to ensure that our professionals take a long-term view that is consistent with the company's and our shareholders' interests. Moreover, if a fund fails to achieve specified investment returns due to diminished performance of later investments. our carried interest program relating to that fund generally permits. for the benefit of the limited partner investors in that fund, the return of carried interest payments previously made to us. our contributing partners or our other employees. These provisions discourage excessive risk-taking and promote a long-term view that is consistent with the interests of our investors and shareholders. Our general requirement that our professionals invest in the funds we manage further aligns the interests of our professionals. fund investors and Class A shareholders. Finally, the vesting provisions of our RSUs. options. Apollo Operating Group units and AAA incentive units noted above discourage excessive risk-taking because the value of these units is tied directly to the long-term performance of our Class A shares. Compensation Elements for Named Executive Officers Consistent with our emphasis on alignment of interests with our fund investors and Class A shareholders, compensation elements tied to the profitability of our different businesses and that of the funds that we manage are the primary means of compensating our five executive officers listed in the tables below. or the "named executive officers." The key elements of the compensation of our named executive officers during fiscal year 2011 are described below. We distinguish among the compensation components applicable to our five named executive officers as appropriate in the below summary. Mr. Black is a member of the group referred to elsewhere in this report as the 'managing partners." Annual Salary. Each of our named executive officers receives an annual salary. After the expiration of the current terms of Mr. Black's employment agreement in July 2012. his compensation will be determined by our manager if the Apollo control condition is then satisfied, or otherwise by our board of directors. The base salaries of our named executive officers are set forth in the Summary Compensation Table below, and those base salaries were set by our managing partners in their judgment after considering the historic compensation levels of the officer, competitive market dynamics. and each officer's level of responsibility and anticipated contributions to our overall success. We did not increase the base salary of any of our named executive officers in 2011. RSUs; Option Grant. Most of our professionals. including our named executive officers other than Messrs. Black and Silverman. received a Plan Grant (as defined below) of RSUs. either at the time of the Reorganization or in connection with their subsequent commencement of employment. In 2011, a portion of our professionals' compensation (other than for Messrs. Black and Silverman) was also paid in the form of RSUs. We refer to these discretionary annual grants of RSUs as Bonus Grants. Mr. Amuck also received a special grant of RSUs in 201 I consistent with the terms of his employment agreement. and Mr. Donnelly received a special grant of RSUs in 2011. Although he was not granted any RSUs. in 2011 Mr. Silverman received a grant of options to purchase our Class A shares that provided for vesting in two equal annual installments. The RSUs are subject to multi-year vesting and the Class A shares underlying the Plan Grant RSUs are subject to phased issuance over a period that generally extends beyond the vesting schedule. The Plan Grants and Bonus Grants arc described below under "—Narrative Disclosure to the Summary Compensation Table and Grants of Plan-Based Awards Table—Awards of Restricted Share Units Under the Equity Plan.' Carried Interest. Carried interests with respect to our funds confer rights to receive distributions if a distribution is made to investors following the realization of an investment or receipt of operating profit from an investment by the fund. These rights provide their holders with substantial incentives to attain strong returns in a manner that does not subject their capital investment in the company to excessive risk. Distributions of carried interest generally are subject to contingent repayment if the fund fails to achieve specified investment returns due to diminished performance of later investments. The actual gross amount of carried interest allocations available 263 EFTA00623656

Table of Contents is a function of the performance of the applicable fund. For these reasons, we believe that carried interest participation aligns the interests of our professionals with those of our Class A shareholders and fund investors. We currently have two principal types of carried interest programs. dedicated and incentive pool. Messrs. Black. Azrack and Suydam have been awarded rights to participate in a dedicated percentage of the carried interest income earned by the general partners of certain of our funds. Our financial statements characterize the carried interest income allocated to participating professionals in respect of their dedicated interests as compensation. and accruals of this compensation expense (rather than actual distributions paid) are therefore included in the "All Other Compensation" column of the summary compensation table. Participation in dedicated carried interest is subject to vesting. which rewards long-term commitment to the firm and thereby enhances the alignment of participants' interests with the company. We adopted the performance based incentive arrangement referred to as the incentive pool in 2011 to further align the overall compensation of our professionals to the realized performance of our business. The incentive pool provides for discretionary compensation based on carried interest realizations earned by us during the year and enhances our capacity to offer competitive compensation opportunities to our professionals. Under this arrangement. Mr. Donnelly. among other of our professionals. was awarded incentive pool compensation based on carried interest realizations we earned during 2011. Allocations to participants in the incentive pool contain both a fixed component (45.000 in 201O and a discretionary component. both of which may vary year-to-year. including as a result of our overall realized performance and the contributions and performance of each participant. Our financial statements characterize the carried interest income allocated to participating professionals in respect of incentive pool interests as compensation. and because a participanCs level of participation in the incentive pool is variable from year to year. the "All Other Compensation" column of the summary compensation table includes actual distributions paid from the incentive pool. Determination of Compensation of Named Executive Officers Our managing partners make all final determinations regarding named executive officer compensation. Decisions about the variable elements of a named executive officer's compensation. including participation in our carried interest programs and grants of equity-based awards, are based primarily on our managing partners assessment of such named executive officer's individual performance. operational performance for the department or division in which the officer (other than a managing partner) serves. and the officer's impact on our overall operating performance and potential to contribute to long-term shareholder value. In evaluating these factors. our managing partners do not utilize quantitative performance targets but rather rely upon their judgment about each named executive officers performance to determine an appropriate reward for the current year's performance. The determinations by our managing partners are ultimately subjective, are not tied to specified annual. qualitative or individual objectives or performance factors, and reflect discussions among the managing partners. Key factors that our managing partners consider in making such determinations include the officer's type. scope and level of responsibilities and the officer's overall contributions to our success. Our managing partners also consider each named executive officer's prior-year compensation. the appropriate balance between incentives for long-term and short-term performance. competitive market dynamics and the compensation paid to the named executive officer's peers within the company. Note on Distributions on Apollo Operating Group Units We note that all of our managing partners and contributing partners. including Mr. Black. beneficially own Apollo Operating Group units. In particular. as of December 31. 2011. the managing partners owned, through their interest in BRH and Holdings. approximately 58% of the total limited partner interests in the Apollo Operating Group. When made. distributions on these units (which are made on both vested and unvested units) are generally in the same amount per unit as distributions made to us in respect of the Apollo Operating Group units we hold. Accordingly. although distributions on Apollo Operating Group units are distributions on equity rather than compensation. they play a central role in aligning our managing partners and contributing partners' interests with those of our Class A shareholders. which is consistent with our compensation philosophy. 264 EFTA00623657

Table of Contents Summary Compensation Table The following summary compensation table sets forth information concerning the compensation earned by. awarded to or paid to our principal executive officer. our principal financial officer. and our three other most highly compensated executive officers for the fiscal year ended December 31. 2011. Managing partners Messrs. Harris and Rowan are not included in the table because their compensation. as tabulated in accordance with applicable rules. does not result in either of them being among the three most highly compensated executive officers after our principal executive and principal financial officers. Our managing partners' earnings derive predominantly from distributions they receive as a result of their indirect ownership of Apollo Operating Group units and their rights under the tax receivable agreement (described elsewhere in this report. including above under 'Item 5. Market for Registrant's Common Equity. Related Stockholder Matters and Issuer Purchases of Equity Securities—Cash Distribution Policy"). rather than from compensation. and accordingly arc not included in the below tables. The officers named in the table are referred to as the named executive officers. Name and Principal Position Year Salary (S) Bonus Ilith Stock Awards (sia) Option Awards apt All Other Compensation del Total tat Leon Black. Chairman. Chief Executive Officer and Director 2011 2010 2009 100.000 100.000 100.000 7.391,825 271.229 1.412.181 757,391 373,229 8.904,006 857,391 Gene Donnelly. 2011 1.000.000 2.049.194 1.360.003 4.409.194 Chief Financial Officer and Vice President 2010 500.000 1,360.000 3.630.000 5.490.000 Joseph Azrack, 2011 500.000 11.149.657 519,750 12,169,407 Managing Director. Real Estate Henry Silverman. 2011 7.000.000 — — 4,727,782 46.384 11.774.166 Vice Chairman and 2010 7.000.000 — — — 39.075 7.039.075 Director 2009 6.416.667 — — — 583.333 7.000.000 John Suydam. 2011 3.000.000 — 1.555,133 — (947,92O 3,607,212 Chief Legal Officer and 2010 3.000.000 1.487.500 945,566 - 3,953,300 9.386.366 Chief Compliance Officer 2009 3.000.000 737,500 228,000 - 974,520 4,940,020 Represents cash bonuses earned and/or profits interests received in respect of amounts waived for investment pursuant to the terms of a management fee waiver program. Represents the aggregate grant date fair value of stock awards granted. as applicable, computed in accordance with PASS ASC Topic 718. See note 14 to our consolidated financial statements included elsewhere in this report for further information concerning the assumptions made in valuing our RSU awards. The amounts shown do not reflect compensation actually received by the named executive officers, but instead represent the aggregate grant date fair value of the awards. Mr. Black's 2010 amount represents an allocation of Apollo Operating Group units to him in accordance with the Agreement Among Managing Partners upon the forfeiture of such Apollo Operating Group units by a retiring contributing partner. Represents the aggregate grant date fair value of option awards (specifically. Mr. Silverman's options to purchase our Class A shares) granted in 2011. computed in accordance with FASB ASC Topic 718. See note 14 to our consolidated financial statements included elsewhere in this prospectus for further information concerning the assumptions made in valuing our share options. The amount shown does not reflect compensation actually received by Mr. Silverman. but instead represents the aggregate grant date fair value of the award. Amounts represent. in part. compensation expense recorded by us in the year shown in respect of accrued or realized (without duplication) dedicated carried interest allocations to Messrs. Black and Suydam. For 265 EFTA00623658

Table of Contents GAAP reporting purposes. accrued carried interest related to investments is classified as compensation expense for the relevant period, whether or not realized. Accordingly. the amounts include both actual cash distributions and unrealized amounts accrued in respect of the dedicated carried interests of these named executive officers. Compensation expense may also be negative in the event of a reversal of previously allocated carried interest due to negative adjustments in the fair value or amount actually realized on certain portfolio investments. For unrealized investments, the ultimate amount of actual dedicated carried interest distributions that may be generated in connection with fund investments and subsequently distributed to our named executive officers may be more or less than the amounts indicated. Additionally. such amounts are generally subject to vesting conditions and to clawback in certain instances. For 2011. amounts also represent incentive pool distributions and/or profits interests received in respect of amounts waived for investment pursuant to the terms of a management fee waiver program (S1.360.000 for Mr. Donnelly and 4505.000 for Mr. Suydam). The All Other Compensation column also includes the following amounts for 2011: Sirius XM Radio stock options having a grant date fair value, computed in accordance with FASB ASC Topic 718. of $70.000. which were granted to Mr. Black by Sirius XM Radio. a portfolio company of one of our funds. for his service as a member of its Board of Directors. Also represents restricted share units having a fair value, computed in accordance with FASB ASC Topic 718. of $519,750. which were granted to Mr. Azrack by ARI. a publicly traded real estate investment trust managed by one of our subsidiaries. in respect of Mr. Azrack's service to ARI. (b) Costs relating to company-provided cars and drivers for the business and personal use of Messrs. Black. Silverman and Suydam. We provide this benefit because we believe that its cost is outweighed by the convenience, increased efficiency and added security that it offers. The personal use cost was approximately 4163.536 for Mr. Black. $39,884 for Mr. Silverman and 419.316 for Mr. Suydam. For Messrs. Black and Silverman. this amount includes both fixed and variable costs, including lease costs, driver compensation. driver meals, fuel. parking. tolls. repairs. maintenance and insurance. For Mr. Suydam. this amount includes the costs to the company associated with his use of a car service. (c) Tickets to sporting events for Mr. Black's personal use having an aggregate incremental cost (based on the full price of the tickets used) of $31.444. Except as discussed above in paragraphs (b) and (c) of this footnote 4. no 2011 perquisites or personal benefits individually exceeded the greater of 425.000 or 10% of the total amount of all perquisites and other personal benefits reported for the named executive officer. The cost of excess liability insurance provided to our named executive officers falls below this threshold. None of Messrs. Donnelly or Azrack received perquisites or personal benefits in 2011. except for incidental benefits having an aggregate value of less than $10.080 per individual. Our named executive officers also receive occasional secretarial support with respect to personal matters. We incur no incremental cost for the provision of such additional benefits. Finally. Mr. Black makes business and personal use of various aircraft in which we have fractional interests, and he bears the aggregate incremental cost of his personal usage. Accordingly. no such amount is included in the Summary Compensation Table. (a) Narrative Disclosure to the Summary Compensation Table and Grants of Plan-Based Awards Table Employment, Non-Competition and Non-Solicitation Agreement with Chief Executive Officer In connection with the Reorganization. we entered into an employment. non-competition and non-solicitation agreement with Mr. Black, our chief executive officer and a member of our executive committee. The term of his agreement is the five years concluding July 13. 2012. He has the right to terminate his employment voluntarily at any time, but we may terminate his employment only for cause or by reason of disability. 266 EFTA00623659

Table of Contents Mr. Black is entitled during his employment to an annual salary of 5100.000 and to participate in our employee benefit plans, as in effect from time to time. He currently participates only in the company's group health plans. The employment agreement requires Mr. Black to protect the confidential information of Apollo both during and after employment. In addition, until one year after his employment terminates. Mr. Black is required to refrain from soliciting employees under specified circumstances or interfering with our relationships with investors and to refrain from competing with us in a business that involves primarily (i.e.. more than 50%) third-party capital. whether or not the termination occurs during the term of the agreement or thereafter. These post-termination covenants survive any termination or expiration of the Agreement Among Managing Partners. We may terminate Mr. Black's employment during the tern of the employment agreement solely for cause or by reason of his disability (as such terms am defined in his employment agreement). If Mr. Black becomes subject to a potential termination for cause or by reason of disability. our manager may appoint an investment professional to perform his functional responsibilities and duties until cause or disability definitively results in his termination or is determined not to have occurred, but the manager may so appoint an investment professional only if Mr. Black is unable to perform his responsibilities and duties or. as a matter of fiduciary duty. should be prohibited from doing so. During any such period. Mr. Black shall continue to serve on the executive committee of our manager unless otherwise prohibited from doing so pursuant to the Agreement Among Managing Partners. Under his employment agreement. if we terminate Mr. Black's employment for cause or his employment is terminated by reason of death or disability. or if he terminates his employment voluntarily. he will be paid only his accrued but unpaid salary• through the date of termination. Employment, Non-Competition and Non-Solicitation Agreement with Chief Financial Officer On May 13. 2010. we entered into an employment, non-competition and non-solicitation agreement with Gene Donnelly. our chief financial officer. Under his employment agreement. Mr. Donnelly is entitled to an annual salary of 51.000.000 and to an annual bonus determined by the managing partners in their discretion. Mr. Donnelly's annual target bonus is 170% of his base salary. During his employment. Mr. Donnelly is eligible to participate in our employee benefit plans as in effect from time to time. If his employment is terminated without cause or by Mr. Donnelly for good reason (as defined in the employment agreement). he shall be entitled to cash severance of six months' base salary paid in monthly installments. The employment agreement requires Mr. Donnelly to protect the confidential information of Apollo both during and after employment. In addition, the agreement provides that during the term and for 12 months after employment. Mr. Donnelly will refrain from soliciting our employees, interfering with our relationships with investors and other business relations. or competing with us in a business that manages or invests in assets substantially similar to Apollo or its affiliates, whether or not the termination occurs during the term of the agreement or thereafter. Mr. Donnelly is required to give us 90 days' notice prior to his resignation for any reason. Employment, Non-Competition and Non-Solicitation Agreement with Vice Chairman We entered into an employment, non-competition and non-solicitation agreement with Henry Silverman. effective February 1.2009. On February 24. 2012. Mr. Silverman resigned from all of his positions with us. effective March 15. 2012. The employment agreement's term would otherwise have ended on December 31. 2012. Under his employment agreement. Mr. Silverman was entitled to an annual salary of $7,000.000. The employment agreement provided that if Apollo terminated Mr. Silverman's employment prior to the last day of the term. he would have been entitled to receive, in a lump sum in cash, the remaining compensation due to him with respect to his services through the end of the term. In connection with Mr. Silverman's resignation. he entered into a separation agreement entitling him to a lesser cash amount as described below under "—Potential Payments upon Termination or Change in Control." 267 EFTA00623660

Table of Contents The employment agreement requires Mr. Silverman to protect the confidential information of Apollo both during and after employment. Mr. Silverman is also party to a share option agreement that provides. both during and for a 12-month period after employment. that he will refrain from soliciting our employees or interfering with our relationships with investors and will refrain from competing with us. In connection with Mr. Silverman's resignation we agreed that his noncompetition obligations during such 12-month period will apply only to a specified list of entities. Mr. Silverman's obligations regarding confidentiality, solicitation and competition sun•ive his resignation. Employment, Non-Competition and Non-Solicitation Agreement with Managing Director—Real Estate On June 2. 2008. we entered into an employment. non-competition and non-solicitation agreement with Mr. Azrack. our Managing Director—Real Estate. Under his agreement. Mr. Azrack is entitled to participate in management and incentive fees earned (other than carried interest from private equity- type funds) by us from the investment management activities we conduct for pooled investment vehicles that have a primary investment objective to invest in real estate and companies that are primarily engaged in the management. ownership or development of real estate (we refer to these as "real estate funds"). on assets under management less all related expenses. His annual base pay of $500.000 constitutes a draw against these net profits. Mr. Azrack is also entitled to carried interests in private equity-type real estate funds that we manage. which carried interest rights are subject to vesting over a five-year period. During his employment. Mr. Azrack is eligible to participate in our employee benefit plans as in effect from time to time. A portion of Mr. Azrack's annual compensation is subject to payment in the form of RSUs that vest over time. If Mr. Azrack's employment is terminated without cause or he resigns for good reason, he is entitled to a cash lump sum based on unpaid net profits earned by us from the investment management activities conducted by us for real estate funds (other than private equity-type real estate funds) for such quarterly period up to. and including, his termination date. and he becomes immediately vested in 75% of the aggregate carried interest previously awarded to him in any private equity-type real estate fund that commenced investing prior to such termination. The agreement entitles Mr. Azrack to additional RSU grants on the last day of any calendar quarter in which the aggregate assets under management of real estate funds, as determined in good faith by our executive committee. reach dollar thresholds set forth in the agreement. Any such additional RSUs shall vest in equal installments over the 12 quarters following the grant date. Mr. Azrack's agreement requires him to protect our confidential information at all times. It also provides that during Mr. Azrack's service with us. and for six months after his termination without cause or resignation for good reason (12 months after his termination for any other reason). Mr. Azrack will refrain from soliciting our employees. interfering with our relationships with investors or other business relations, and competing with us in a business that manages or invests in assets substantially similar to Apollo or its affiliates. On 90 days' notice. Mr. Azrack may resign without good reason and we may terminate his employment without cause. Awards of Restricted Share Units Under the Equity Plan On October 23. 2007. we adopted our 2007 Omnibus Equity Incentive Plan. Grants of RSUs under the plan have been made to certain of our named executive officers primarily pursuant to two programs. which we call the "Plan Grants' and the "Bonus Grants." Following the Reorganization. Plan Grants were made to Mr. Suydam and a broad range of our other employees. Plan Grants have also been made to subsequent hires. including Messrs. Azrack and Donnelly. The Plan Grants generally vest over six years (although Mr. Azrack's Plan Grant vests over three and one-half years). with the first installment becoming vested approximately one year after grant and the balance vesting thereafter in equal quarterly installments. As we pay ordinary distributions on our outstanding Class A shares. Plan Grants pay distribution equivalents on vested RSUs. Once vested. the Class A shares underlying Plan Grants generally are issued on fixed dates. with 7.5% of the shares generally issued once 268 EFTA00623661

Table of Contents each year over a four-year period and the remaining 70% issued in seven equal quarterly installments commencing in the fifth year. The administrator of the 2007 Omnibus Equity Incentive Plan determines when shams issued pursuant to the Plan Grants may be disposed of. except that a participant will generally be permitted to sell shares if necessary to cover taxes. Pursuant to the RSU award agreement provided in connection with his Plan Grant. Mr. Suydam is subject to non-competition restrictions during employment and for up to 21 months after employment termination. During the restricted period set forth in a participant's award agreement evidencing his Plan Grant (or. for Mr. Donnelly. his employment agreement). the participant will not (i) engage in any business activity in which the company operates. (ii) render any services to any competitive business or (iii) acquire a financial interest in. or become actively involved with. any competitive business (other than as a passive holding of less than a specified percentage of publicly traded companies). In addition, the grant recipient will be subject to non-solicitation, non-hire and non-interference covenants during employment and for up to two years thereafter. Each grant recipient is generally also bound to a non-disparagement covenant with respect to us and the managing partners and to confidentiality restrictions. Any resignation by a grant recipient shall generally require at least 90 days' notice. Any restricted period applicable to the grant recipient will commence after the notice of termination period. The RSUs advance several goals of our compensation program. The Plan Grants align employee interests with those of our shareholders by making our employees. upon delivery• of the underlying Class A shares, shareholders themselves. Because they vest over time, the Plan Grants reward employees for sustained contributions to the company and foster retention. The size of the Plan Grants is determined by the Plan administrator based on the grantee's level of responsibility and contributions to the company. The restrictive covenants contained in the RSU agreements reinforce our culture of fiduciary protection of our investors by requiring RSU holders to abide by the provisions regarding non-competition. confidentiality and other limitations on behavior described in the immediately preceding paragraph. In 2011 we also awarded special RSU grants to each of Messrs. Donnelly and Azrack. Mr. Azrack's grant was awarded in accordance with the terms of his employment agreement. The Bonus Grants are also grants of RSUs under the 2007 Omnibus Equity Incentive Plan. However, the Bonus Grants constitute payment of a portion of the annual compensation earned by certain of our professionals. including Messrs. Donnelly and Suydam. subject to the employee's continued service through the vesting dates. Our named executive officers' Bonus Grants differ from their Plan Grants in the following principal ways: . The RSU Shams underlying Bonus Grants are scheduled to vest in three equal annual installments. . The RSU Shares underlying Bonus Grants are issued not later than March 15th of the year after the year after in which they vest. . Distribution equivalents accrue on Bonus Grant RSUs from the grant date, rather than from the vesting date. . Bonus Grants do not contain restrictive covenants (however, an individual who has received both a Plan Grant and a Bonus Grant remains subject to the restrictive covenants contained in his or her Plan Grant). Award of Options Under the Equity Plan Mr. Silverman is the sole 2011 named executive officer to whom we have granted options to acquire our Class A shares. The options. which were 50% vested on December 31. 2011. were granted to him on January 21. 2011 and were scheduled to be fully vested on December 31.2012 had his employment continued until such date. The options aligned Mr. Silverman's interests with those of our shareholders by providing him with an interest in respect of our Class A shares and their vesting schedule provided him with an incentive to remain in our employment. 269 EFTA00623662

(2) (3) Table of Contents Grants of Plan-Based Awards The following table presents information regarding the awards granted to the named executive officers under a plan in 2011. All such awards granted under the Apollo Global Management. LW 2007 Omnibus Equity Incentive Plan. Exercise or Option Base Grant Date Stock Awards: Fair Value of Awards: Number of Price of Stock and Number of Shares of Option Option Shares of Stuck Awards Awards Name Award Grant Date Stott or it Units Underlying Options12) (StShare) ($)13) Leon Black Gene Donnelly Bonus Grant RSUs December 28.2011 27.575 301.119 Special RSU Grant October 14.2011 HOMO 1.017.500 Bonus Grant RSUs March IS. 2011 42.500 730.575 Joseph Azmck Bonus Grant RSUs March IS. 2011 140.156 2,409.282 Special RSU Grant February IS, 2011 612.500 8,740,375 Henry Silverman Options to acquire Class A shares January 21.2011 555.556 S 9.00 4.727.782 John Suydam Bonus Grant RSUs December 28, 2011 41,565 453,890 Bonus Grant RSUs March IS. 2011 64.063 1,101,243 CM (I) Represents the aggregate number of RSUs covering our Class A shares (for March IS. 2011 Bonus Grams, one third vested at December 31.2011: for December 28. 201I Bonus Grants, none vested in 2011). For a discussion of these grants. please see the discussion above under "—Narrative Disclosure to the Summary Compensation Table and Grams of Plan-Based Awards Table—Awards of Restricted Share Units Under the Equity Plan." While we historically awarded Bonus Grants in March of the year following the year in which the services were primarily performed (as we did in March 2011 for the Bonus Grants relating primarily to service in 2010). in December 2011 we awarded Bonus Grants in respect of services performed primarily in 2011. For this reason the Bonus Grant values shown above reflect compensation for both 2010 and 2011. We note that the vesting schedule applicable to the December 2011 Bonus Grants is identical (vesting in three equal annual installments on December 31st of 2012. 2013 and 2014) to what it would have been had the grants not been made until March 2012. One third of Mr. Donnelly's special RSU grant vests on September 30. 2012 and the balance vests in eight equal quarterly installments thereafter. Mr. Azrack's special RSU grant vests in equal quarterly installments over the 12 quarters that began March 31. 201I. Represents the aggregate number of options to purchase our Class A shams (50% of which vested on December 31, 2011). For a discussion of this grant. please see the discussion above under "—Narrative Disclosure to the Summary Compensation Table and Grants of Plan-Based Awards Table— Award of Options Under the Equity Plan." Represents the aggregate grant date fair value of the RSUs (and, where applicable, options) granted in 2011. computed in accordance with ASC Topic 718. The amount shown does not reflect compensation actually received, but instead represents the aggregate grant date fair value of the award. 270 EFTA00623663

Table of Contents Outstanding Equity Awards at Fiscal Year-End The following table presents information regarding the outstanding unvested equity awards made by us to each of our named executive officers on or prior to December 31. 2011. Option Awards Stock Awards Market or Payout Value of Unearned Shares. Number of Number of Number of Shares Unearned Units or Other Shares Underlying Shares. Kiehl% That Underlying Unexercised Option Units or Unexercised Options IN Exercise Option Other Rights Have Not Vested Options 10 Price Expiration Thal Have Name Source of Award Exercisable) Unexerthablet Sharer Date Not Vested IS Leon Black Apollo Operating Group Units 15,576.264" 193.301,436(m Gene Donnelly 2007 Omnibus 360.000131 4.467.600" Equity Incentive 110.00001 1.365.100°4 Plan 28.334th 351.625°4 17.57515) 342.106°4 Joseph Azrack 2007 Omnibus 77.861161 966,255" Equity Incentive 408.333171 5.067,413°4 Plan 62.50016) 775,625°4 93A3844) 1.159,566°4 Henry Silverman 2007 Omnibus Equity Incentive Plan 277.778 277.778 9.00 January 21. 2021 John Suydam 2007 Omnibus 286.459191 3354,956° Equity Incentive 28.473m 353.350° b Plan 42.709m 530.019°4 41.56545) 515.822(11) Vest in equal monthly installments over the 12 months beginning January 1. 2012. Plan Grunt RSUs that vest in 18 equal quarterly installments beginning March 31. 2012. RSUs of which one third (36.666) vest on September 30. 2012. with the balance vesting in eight equal quarterly installments beginning December 31. 2012. RSUs that vest in equal annual installments on December 31 of each of 2012 and 2013. RSUs that vest in equal annual installments on December 31 of each of 2012. 2013 and 2014. Plan Grant RSUs that vest on March 31. 2012. RSUs that vest in eight equal quarterly installments beginning March 31, 2012. RSUs that vest on December 31. 2012. Plan Grunt RSUs that vest in six equal quarterly installments beginning March 31. 2012. Amounts calculated by multiplying the number of unvested Apollo Operating Group units held by the named executive officer by the closing price of $12.41 per Class A share on December 31. 2011. Amounts calculated by multiplying the number of unvested RSUs held by the named executive officer by the closing price of $12.41 per Class A sham on December 31. 2011. The amounts shown for the unvested Plan Giant RSUs. and Mr. Azrack's footnote (7) grant. do not reflect the discount that would be applied to such RSUs in light of the fact that the holders thereof are not entitled to receive distribution equivalents. In connection with his March 2012 resignation from employment. Mr. Silverman exercised his 277.778 options that had vested on December 31. 2011 and forfeited his 277.778 unvested options. 271 EFTA00623664

Table of Contents Option Exercises and Stock Vested The following table presents information regarding the number of outstanding initially unvested RSUs made to our named executive officers that vested during 2011. No vested options were exercised in 2011. The amounts shown below do not reflect compensation actually received by the named executive officers, but instead are calculations of the number of RSUs or Apollo Operating Group units that vested during 2011 based on the closing price of our Class A shares on the date of vesting. Name Mock Award?) Type of Award Number of Shares Acquired On Vesting Value Radioed on Vesting 1$) Leon Black Apollo Operating Group Units 15.576.264 215.471.652" Gene Donnelly RSUs 154.166 1.652.8000' ) Joseph Aziack RSUs 624.827 8.812394) Henry Silverman Options to Acquire Class A Shares John Suydam RSUs 274.132 3.793.948(2) 11) Amounts calculated by multiplying the number of Apollo Operating Group units beneficially held by the named executive officer that vested on each month-end vesting date in 2011 by the closing price per Class A sham on that date. 12) Amounts calculated by multiplying the number of RSUs held by the named executive officer that vested on each applicable quarter-end or year-end vesting date in 2011 by the closing price per Class A sham on that date. Class A shares underlying these vested RSUs am issued to the named executive officer in accordance with the schedules described above under "—Narrative Disclosure to the Summary Compensation Table and Grants of Plan-Based Awards Table—Awards of Restricted Sham Units Under the Equity Plan." (3) No options to purchase Class A shams were exercised by any named executive officer in 2011. Potential Payments upon Termination or Change In Control None of the named executive officers is entitled to payment or other benefits in connection with a change in control. Mr. Black's employment agreement does not provide for severance or other payments or benefits in connection with an employment termination. Pursuant to the Agreement Among Managing Partners. Mr. Black vests in his interest in Apollo Operating Group units in 72 equal monthly installments. For purposes of these vesting provisions. Mr. Black is credited for his employment with us since January 1. 2807. Upon a termination for cause. 50% of his then- unvested Pecuniary Interest in Apollo Operating Group units will vest Upon a termination as a result of his death or disability. 100% of his interest shall vest We may not terminate Mr. Black except for cause or by reason of disability (as such terms am defined in his employment agreement). Upon Mr. Donnelly's termination of employment without cause or by Mr. Donnelly for good reason (as such terms are defined in his employment agreement). his employment agreement entitles him to cash severance of six months' base salary. paid in monthly installments. If Mr. Azrack's employment is terminated without cause or he resigns for good reason, he is entitled to a cash lump sum based on unpaid net profits earned by us from the real estate business for such quarterly period up to. and including, his termination date. and he becomes immediately vested in 75% of the aggregate carried interest previously awarded to him in any private equity-type pooled investment vehicle that has a primary investment objective to invest in real estate and companies that are primarily engaged in the management. ownership or development of real estate, if it commenced investing prior to such termination. Had Mr. Silverman's employment been terminated by us. under his employment agreement he would have been entitled to payment of his salary through December 31. 2013. and if such termination had been without 272 EFTA00623665

Table of Contents cause, to accelerated vesting of all of his unvested options. However, on February 24. 2012, Mr. Silverman resigned his employment with us effective March 15.2012 and in connection with that resignation entered into a separation agreement entitling him to a payment of $916,667 on March 5. 2012. a payment of 51.500.000 one year later, and no additional option vesting. Our named executive officers' post-employment obligations, and their entitlements upon employment termination, am described above in the discussion of employment. non-competition and non-solicitation agreements and the discussion titled. "Awards of Restricted Sham Units Under the Equity Plan." in each case in the section. "—Narrative Disclosure to the Summary Compensation Table and Grants of Plan-Based Awards Table." The named executive officers obligations during and after employment were considered by the managing partners in determining appropriate post-employment payments and benefits for the named executive officers. The following table lists the estimated amounts that would have been payable to each of our named executive officers in connection with a termination that occurred on the last day of our last completed fiscal year and the value of any additional equity that would vest upon such termination (where indicated. this table also shows the actual amount that became payable to Mr. Silverman in connection with his resignation from employment effective March 15. 2012). When listing the potential payments to named executive officers under the plans and agreements described above. we have assumed that the applicable triggering event occurred on December 31. 2011 and that the price per share of our common stock was $12.41. which is equal to the closing price on such date. For purposes of this table. RSU and option acceleration values are based on the $12.41 closing price. Estimated value of Cast Payments (Base Salary and Estimated Value Annual Bonus of Equity Amounts) Acceleration Name Reason for Emplm meat Termination (5) IA Leon Black Cause: executive's resignation 96,650,71814' Death. disability 193,301,436(4' Gene Donnelly Without cause: by executive for good reason mum"' 3.087.453(" Death. disability 3.087.453'5' Joseph Attack Without cause; by executive for good reason 6,033,66r Death. disability 3,016,83414' Henry Silverman By the Company 7,000.000(=' 3.447.225'5' Disability 7.03000012' 1,723.613'5' Death 1,723.6131' ) Actual resignation effective March 15. 2012 2.416.667'3) John Suydam Without cause; by executive for good reason: death, disability 2,035,389) (1) (2) (3) (4) This amount would have been payable to Mr. Donnelly had his employment been terminated by the company without cause (and other than by reason of death or disability) or for good mason on December 31. 2011. This amount would have been payable to Mr. Silverman had his employment been terminated by the company on December 31. 2011. This amount became payable to Mr. Silverman in connection with his actual resignation from employment effective March 15. 2012. This amount represents the additional equity vesting that Mr. Black would have received had his employment terminated in the circumstances described in the column. Reason for Employment 273 EFTA00623666

Table of Contents (5) Termination.' on December 31. 2011. based on the closing price of a Class A sham on such date. In the event of Mr. Black's termination by reason of death or disability, his pecuniary interest in Apollo Operating Group units would vest in full. Pursuant to his employment agreement. Mr. Black's employment is not subject to termination by the company without cause. This amount represents the additional equity vesting that the named executive officer would have received had his employment terminated in the circumstances described in the column. "Reason for Employment Termination." on December 31. 2011. based on the closing price of a Class A sham on such date. Please see our Outstanding Equity Awards at Fiscal Year-End table for information regarding the named executive officer's unvested equity holdings as of December 31. 2011. Director Compensation We do not pay additional remuneration to our employees. including Messrs. Black and Silverman. for their service on our board of directors. The 2011 compensation of Messrs. Black and Silverman is set forth above on the Summary Compensation Table. Mr. Silverman has resigned from our board of directors effective March IS. 2012. Each independent director receives (I) an annual director fee of 5100.000. (2) an additional annual director fee of 525.000 if he or she a member of the audit committee. (3) an additional annual director fee of 510.000 if he or she is a member of the conflicts committee. (4) an additional annual director fee of 525.000 if he or she serves as the chairperson of the audit committee, and (5) an additional annual director fee of 515.000 if he or she serves as the chairperson of the conflicts committee. In addition, each independent director was granted 18.543 RSUs on June 30. 2011 pursuant to our 2007 Omnibus Equity Incentive Plan. These RSUs vest in equal annual installments over three years. subject to the director's continued service. The following table provides the compensation for our independent directors during the year ended December 31.2011: Name Fees Earned or Puid in Caul, Stock Awardsut Total Michael Ducey 108.0651" $ 291,681 5 399.746 Paul Fribourg S 83.091 S 291.681 S 374.772 A. B. Krongard 5 94,422 $ 291,681 5 386.103 Pauline Richards 113.306 $ 291.681 $ 404,987 (I) Includes $24.247 paid to Mr. Ducey for observing our board meetings from the date he was identified for appointment as a director until the date his appointment became effective. (2) Represents the aggregate grant date fair value of the 18.543 RSUs granted to each of the independent directors during the year ended December 31. 2011. calculated in accordance with ASC Topic 718. All 18.543 RSUs granted to each independent director remained outstanding on December 31. 2011. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The following table sets forth information regarding the beneficial ownership of our Class A shams as of March 7.2012 by (i) each person known to us to beneficially own more than 5% of voting Class A shares of Apollo Global Management. LLC. (ii) each of our directors. (iii) each of our named executive officers and (iv) all directors and executive officers as a group. Beneficial ownership is determined in accordance with the rules of the SEC. To our knowledge. each person named in the table below has sole voting and investment power with respect to all of the Class A shares and interests in our Class B share shown as beneficially owned by such person, except as otherwise set forth in the 274 EFTA00623667

Table of Contents notes to the table and pursuant to applicable community property laws. Unless otherwise indicated the address of each person named in the table is do Apollo Global Management. LLC. 9 West 57th Street. New York. NY 10019. In respect of our Class A shares. the table set forth below assumes the exchange by Holdings of all Apollo Operating Group units for our Class A shares with respect to which the person listed below has the right to direct such exchange pursuant to the exchange agreement described under "Item 13. Certain Relationships and Related Party Transactions—Exchange Agreement." and the distribution of such shares to such person as a limited partner of Holdings. Class A Sham Beneficial!, Owned Class B Share Beneficially Owned Number of Shares Total Percentage of Voting Percent") Power Number of Sharm Total Percentage of Voting l'ercent Power(SI Leon Black!'" 92.727.166 42.3% 78.4% 1 1005E 78.4% Joshua Hams'' '' 59 008 262 31.8% 78.4% I 100 78.4% Marc Rowan""— 59,008,262 31.8% 78.45E I 100 78.45E Henry Silverman 3131:02 Pauline Richards Alvin Bernard Krongard 250,000 Michael Ducey Paul Fribourg 19.000 Gene Donnelly"' 338,060 Joseph Azrack 1.183.154 John Suydam"' 1,050,269 All directors and executive officers as a group (fourteen persons) 218.795.948 63.8% 70.7% 1 100 78.4% BRIO' I 100 78.4% AP Professional Holdings. L.P."' 240 000 000 65.5% 78.4% 5% Stockholders: Ivy Investment Management 13.470.850 10.7% 4.4% Fidelity Management Research Company' 7,887,871 6.2% 2.6% (I) (2) (3) Represents less than 1%. The percentage of beneficial ownership of our Class A shares is based on voting and non-voting Class A shares outstanding. The total percentage of voting power is based on voting Class A shares and the Class B share. in each case immediately after this offering. Does not include any Class A shares owned by Holdings with respect to which this individual. as one of the three owners of all of the interests in BRH, the general partner of Holdings. or as a party to the Agreement Among Managing Partners described under "Item 13. Certain Relationships and Related Party Transactions—Agreement Among Managing Partners" or the Managing Partner Shareholders Agreement described under "Item 13. Certain Relationships and Related Party Transactions—Managing Partner Shareholders Agreement." may be deemed to have shared voting or dispositive power. Each of these individuals disclaim any beneficial ownership of these shares, except to the extent of their pecuniary interest therein. BRH. the holder of the Class B share. is one third owned by Mr. Black. one third owned by Mr. Harris and one third owned by Mr. Rowan. Pursuant to the Agreement Among Managing Partners, the Class B share is to be voted and disposed by BRH based on the determination of at least two of the three managing partners: as such, they share voting and dispositive power with respect to the Class B share. 275 EFTA00623668

Table of Contents On February 24. 2012. Henry Silverman resigned as a Director of the Board of Directors of the Company effective March 15. 2012. Mr. Silverman also resigned from his employment at the Company and its subsidiaries. from him membership on the executive committee of the Company's manager and from all other positions he holds at the Company and its subsidiaries, affiliates and portfolio companies. all effective March 15. 2012. Includes 122.500 restricted share units covering Class A shares which have vested or with respect to which Mr. Donnelly has the right to acquire beneficial ownership within 60 days of March 7, 2012. Includes 970.833 restricted share units covering Class A shares which have vested or with respect to which Mr. Azrack has the right to acquire beneficial ownership within 60 days of March 7, 2012. Includes 735.423 restricted share units covering Class A shares which have vested or with respect to which Mr. Suydam has the right to acquire beneficial ownership within 60 days of March 7, 2012. Assumes that no Class A shams are distributed to the limited partners of Holdings. The general partner of AP Professional Holdings. L.P. is BRH. which is one third owned by Mr. Black• one third owned by Mr. Harris and one third owned by Mr. Rowan. BRH is also the general partner of BRH Holdings. L.P.. the limited partnership through which Messrs. Black. Harris and Rowan hold their limited partnership interests in AP Professional Holdings. L.P. Each of these individuals disclaim any beneficial ownership of these Class A shares. except to the extent of their pecuniary interest therein. Reflects units beneficially owned by Waddell & Reed Financial. Inc. and its subsidiary Ivy Investment Management Company based on the Schedule 13G filed by such entities as joint reporting persons on February 14. 2012. The address of Waddell & Reed Financial. Inc. is 6300 Lamar Avenue. Overland Park. KS 66202. Reflects units beneficially owned by Fidelity Management & Research Company ('Fidelity"), a wholly-owned subsidiary of FMR LLC. based on the Schedule 13G filed by FMR LLC and Edward C. Johnson 3d as joint reporting persons on February 14. 2012. Edward C. Johnson 3d and FMR LLC. through its control of Fidelity and its funds, each has sole power to dispose of the 7.887.871 shares owned by the Fidelity funds. Neither FMR LLC nor Edward C. Johnson 3d. Chairman of FMR LLC. has the sole power to vote or direct the voting of the shams owned directly by the Fidelity funds, which power resides with the funds Boards of Trustees. Fidelity carries out the voting of the shams under written guidelines established by the funds' Boards of Trustees. Securities Authorized for Issuance under Equity Incentive Plans The following table sets forth information concerning the awards that may be issued under the Company's Omnibus Equity Incentive Plan as of December 31. 2011. Plan Caftan' Number of Securities to be Issued Upon Exercise of Outstanding Options. Warrants and Rights II) (a) Weighted•Merage Kurth& Price of Outstanding Options. Warrants and Rights ibi Number of Securities Remaining Mailable for Future Issuance Under Equity Compensation Matti !excluding securities reflected in column (0012) (c) Equity Compensation Plans Approved by Security Holders Equity Compensation Plans Not Approved by Security Holders Total 46,301.337 $ 8.14 41.900.162 46.301.337 $ 8.14 41.900.162 ( I ) Reflects the aggregate number of options and RSUs granted under the Company's 2007 Omnibus Equity Incentive Plan and outstanding as of December 31. 2011. The Class A shares reserved under the Equity Plan are increased on the first day of each fiscal year by (i) the amount (if any) by which (a) 15% of the number of outstanding Class A shares and Apollo Operating Group (2) 276 EFTA00623669

Table of Contents units exchangeable for Class A shares on a fully convened and diluted basis on the last day of the immediately preceding fiscal year exceeds (b) the number of shares then reserved and available for issuance under the Equity Plan. or (ii) such lesser amount by which the administrator may decide to increase the number of Class A shams. The number of shares reserved under the Equity Plan is also subject to adjustment in the event of a share split. share dividend, or other change in our capitalization. Generally. employee shares that are forfeited, canceled. surrendered or exchanged from awards under the Equity Plan will be available for future awards. We have filed a registration statement and intend to file additional registration statements on Form S-S under the Securities Act to register Class A shares under the Company's 2007 Omnibus Equity Incentive Plan (including pursuant to automatic annual increases). Any such Form S-8 registration statement will automatically become effective upon filing. Accordingly. Class A shares registered under such registration statement will be available for sale in the open market. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS Agreement Among Managing Partners Our managing partners have entered into the Agreement Among Managing Partners. which provides that each managing partner's Pecuniary Interest (as defined below) in the Apollo Operating Group units that he holds indirectly through Holdings shall be subject to vesting. The managing partners own Holdings in accordance with their respective sharing percentages. or 'Sharing Percentages." as set forth in the Agreement Among Managing Partners. For the purposes of the Agreement Among Managing Partners. 'Pecuniary Interest" means, with respect to each managing partner. the number of Apollo Operating Group units that would be distributable to such managing partner assuming that Holdings was liquidated and its assets distributed in accordance with its governing agreements. Pursuant to the Agreement Among Managing Partners, each of Messrs. Harris and Rowan will vest in their interest in the Apollo Operating Group units in 60 equal monthly installments, and Mr. Black will vest in his interest in the Apollo Operating Group units in 72 equal monthly installments. Although the Agreement Among Managing Partners was entered into on July 13. 2007. for purposes of its vesting provisions. our managing partners are credited for their employment with us since January I. 2007. Upon a termination for cause. 50% of such managing partner's unvested Pecuniary Interest in Apollo Operating Group units shall vest. Upon a termination as a result of death or disability (as defined in the Agreement Among Managing Partners) of Messrs. Rowan or Harris. vesting will be calculated using a 60-month vesting schedule and 50% of such managing partner's unvested interest shall also vest. Upon a termination as a result of death or disability of Mr. Black. 100% of his interest shall vest. Upon a termination as a result of resignation or retirement. a fraction of such managing partner's unvested interest shall vest, the numerator of which is the number of months that have elapsed since January I. 2007 and the denominator of which is 60 (in the case of Messrs. Harris and Rowan) or 72 (in the case of Mr. Black). We may not terminate a managing partner except for cause or by reason of disability. Upon a managing partner's resignation or termination for any reason. the Pecuniary Interest held by such managing partner that has not vested shall be forfeited as of the applicable Forfeiture Date (as defined below) and the remaining Pecuniary Interest held by such managing partner shall no longer be subject to vesting. None of such interests. or the 'Forfeited Interests." shall return to or benefit us or the Apollo Operating Group. Forfeited Interests will be allocated within Holdings for the benefit of the managing partners. or the "continuing managing partners," who continue to be employed as of the applicable Forfeiture Date. pro rata based upon their relative Sharing Percentages. For the purposes of the Agreement Among Managing Partners. 'Forfeiture Date" means, as to the Forfeited Interests to be forfeited within Holdings for the benefit of the continuing managing partners. the date which is the earlier of (0 the date that is six months after the applicable date of termination of employment and (ii) the date on or after such termination date that is six months after the date of the latest publicly reported disposition (or 277 EFTA00623670

Table of Contents deemed disposition subject to Section 16 of the Exchange Act) of equity securities of Apollo by any of the continuing managing partners. The transfer by a managing partner of any portion of his Pecuniary Interest to a permitted transferee will in no way affect any of his obligations under the Agreement Among Managing Partners (nor will such transfer in any way affect the vesting of such Pecuniary Interest in Apollo Operating Group units): provided, that all permitted transferees are required to sign a joinder to the Agreement Among Managing Partners in order to bind such permitted transferee to the forfeiture provisions in the Agreement Among Managing Partners. The managing partners' respective Pecuniary Interests in certain funds, or the "Heritage Funds." within the Apollo Operating Group are not held in accordance with the managing partners' respective Sharing Percentages. Instead, each managing partner's Pecuniary Interest in such Heritage Funds is held in accordance with the historic ownership arrangements among the managing partners. and the managing partners continue to share the operating income in such Heritage Funds in accordance with their historic ownership arrangement with respect to such Heritage Funds. The Agreement Among Managing Partners may be amended and the terms and conditions of the Agreement Among Managing Partners may be changed or modified upon the unanimous approval of the managing partners. We. our shareholders (other than the Strategic Investors, as set forth under "— Lenders Rights Agreement—Amendments to Managing Partner Transfer Restrictions••) and the Apollo Operating Group have no ability to enforce any provision thereof or to prevent the managing partners from amending the Agreement Among Managing Partners or waiving any forfeiture obligation. Managing Partner Shareholders Agreement We have entered into the Managing Partner Shareholders Agreement with our managing partners. The Managing Partner Shareholders Agreement provides the managing partners with certain rights with respect to the approval of certain matters and the designation of nominees to sen•e on our board of directors. as well as registration rights for our securities that they own. Board Representation The Managing Partner Shareholders Agreement requires our board of directors, so long as the Apollo control condition is satisfied, to nominate individuals designated by our manager such that our manager will have a majority of the designees on our board. Transfer Restrictions No managing partner may. nor shall any of such managing partner's permitted transferees. directly or indirectly, voluntarily effect cumulative transfers of Equity Interests, representing mom than: (i) 0.0% of his Equity Interests at any time prior to the second anniversary of our IPO (the 'registration effectiveness date"). (ii) 7.5% of his Equity Interests at any time on or after the second anniversary• and prior to the third anniversary of the registration effectiveness date: (iii) 15% of his Equity Interests at any time on or after the third anniversary and prior to the fourth anniversary• of the registration effectiveness date: (iv) 22.5% of his Equity Interests at any time on or after the fourth anniversary and prior to the fifth anniversary• of the registration effectiveness date: (v) 30% of his Equity Interests at any time on or after the fifth anniversary and prior to the sixth anniversary of the registration effectiveness date: and (vi) 100% of his Equity Interests at any time on or after the sixth anniversary of the registration effectiveness date. other than, in each case, with respect to transfers (a) from one founder to another founder. (b) to a permitted transferee of such managing partner. or (c) in connection with a sale by one or more of our managing partners in one or a related series of transactions resulting in the managing partners owning or controlling, directly or indirectly, less than 50.1% of the economic or voting interests in us or 278 EFTA00623671

Table of Contents the Apollo Operating Group. or any other person exercising control over us or the Apollo Operating Group by contract, which would include a transfer of control of our manager. The percentages referenced in the preceding paragraph will apply to the aggregate amount of Equity Interests held by each managing partner (and his permitted transferees) as of July 13. 2007 and adjusted for any additional Equity Interests received by such managing partner upon the forfeiture of Equity Interests by another managing partner. Any Equity Interests received by a managing partner pursuant to the forfeiture provisions of the Agreement Among Managing Partners (described above) will remain subject to the foregoing restrictions in the receiving managing partner's hands: provided. that each managing partner shall be permitted to sell without regard to the foregoing restrictions such number of forfeitable interests received by him as are required to pay taxes payable as a result of the receipt of such interests. calculated based on the maximum combined U.S. Federal. New York State and New York City tax rate applicable to individuals: and. provided further. that each managing partner who is not required to pay taxes in the applicable fiscal quarter in which he receives Equity Interests as a result of being in the U.S. Federal income tax "safe harbor" will not effect any such sales prior to the six-month anniversary of the applicable termination date which gave rise to the receipt of such Equity Interests. After six years. each managing partner and his permitted transferees may transfer all of the Equity Interests of such managing partner to any person or entity in accordance with Rule 144. in a registered public offering or in a transaction exempt from the registration requirements of the Securities Act. The above transfer restrictions will lapse with respect to a managing partner if such managing partner dies or becomes disabled. A 'permitted transferee" means. with respect to each managing partner and his permitted transferees. (i) such managing partner's spouse. (ii) a lineal descendant of such managing partner's parents (or any such descendant's spouse). (iii) a charitable institution controlled by such managing partner. (iv) a trustee of a trust (whether inter vivos or testamentary). the current beneficiaries and presumptive remaindermen of which are one or more of such managing partner and persons described in clauses (i) through (iii) above. (v) a corporation. limited liability company or partnership. of which all of the outstanding shares of capital stock or interests therein are owned by one or more of such managing partner and persons described in clauses (i) through (iv) above. (vi) an individual mandated under a qualified domestic relations order. (vii) a legal or personal representative of such managing partner in the event of his death or disability. (viii) any other managing partner with respect to transactions contemplated by the Managing Partner Shareholder Agreement. and (ix) any other managing partner who is then employed by Apollo or any of its affiliates or any permitted transferee of such managing partner in respect of any transaction not contemplated by the Managing Partner Shareholders Agreement. in each case that agrees in writing to be bound by these transfer restrictions. Any waiver of the above transfer restrictions may only occur with our consent. As our managing partners control the management of our company. however. they have discretion to cause us to grant one or more such waivers. Accordingly. the above transfer restrictions might not be effective in preventing our managing partners from selling or transferring their Equity Interests. Indemnify Carried interest income from our funds can be distributed to us on a current basis, but is subject to repayment by the subsidiary of the Apollo Operating Group that acts as general partner of the fund 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 the Managing Partner Shareholders Agreement. we agreed to indemnify each of our managing partners and certain contributing partners against all amounts that they pay pursuant to any of these personal guarantees in favor of Fund IV. Fund V and Fund VI (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 our managing partners and contributing partners have contributed or sold to the Apollo Operating Group. 279 EFTA00623672

Table of Contents Accordingly. in the event that our managing partners. contributing partners and certain other 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. we will be obligated to reimburse our managing partners and certain contributing partners for the indemnifiable percentage of amounts that they are required to pay even though we did not receive the distribution to which that general partner obligation related. Registration Rights Pursuant to the Managing Partner Shareholders Agreement. we have granted Holdings. an entity through which our managing partners and contributing partners own their Apollo Operating Group units, and its permitted transferees the right, under certain circumstances and subject to certain restrictions, to require us to register under the Securities Act our Class A shares held or acquired by them. Under the Managing Partner Shareholders Agreement. the registration rights holders (i) will have "demand" registration rights, exercisable two years after the registration effectiveness date, but unlimited in number thereafter, which require us to register under the Securities Act the Class A shares that they hold or acquire. (ii) may require us to make available registration statements permitting sales of Class A shares they hold or acquire into the market from time to time over an extended period and (iii) have the ability to exercise certain piggyback registration rights in connection with registered offerings requested by other registration rights holders or initiated by us. We have agreed to indemnify each registration rights holders and certain related parties against any losses or damages resulting from any untrue statement or omission of material fact in any registration statement or prospectus pursuant to which they sell our shares, unless such liability arose from such holder's misstatement or omission, and each registration rights holder has agreed to indemnify us against all losses caused by his misstatements or omissions. Roll-Up Agreements Pursuant to the Roll-Up Agreements, the contributing partners received interests in Holdings. which we refer to as 'Holdings Units: in exchange for their contribution of assets to the Apollo Operating Group. The Holdings Units received by our contributing partners and any units into which they are exchanged will generally vest over six years in equal monthly installments with additional vesting (i) on death. disability, a termination without cause or a resignation by the contributing partner for good reason. (ii) with consent of BRH. which is controlled by our managing partners. and (iii) in connection with certain other transactions involving sales of interests in us and with transfers by our managing partners in connection with their registration rights to the extent that our contributing partners do not have sufficient vested securities to otherwise allow them to participate pro rata. Holdings Units arc subject to a lock-up until two years after the registration effectiveness date. Thereafter. 7.5% of the Holding Units will become tradable on each of the second. third, fourth and fifth anniversaries of the registration effectiveness date, with the remaining Holding Units becoming tradable on the sixth anniversary of the registration effectiveness date or upon subsequent vesting. A Holdings Unit that is forfeited will revert to the managing partners. Our contributing partners have the ability to direct Holdings to exercise Holdings' registration rights described above under"—Managing Partner Shareholders Agreement—Registration Rights." Our contributing partners are subject to a noncompetition provision for the applicable period of time as follows: (i) if the contributing partner is still providing services as a partner to us on the fifth anniversary of the date of his Roll-Up Agreement. the first anniversary of the date of termination of his service as a partner to us. or (ii) if the contributing partner is terminated for any reason such that he is no longer providing services to us prior to the fifth anniversary of the date of his Roll-Up Agreement. the earlier to occur of (A) the second anniversary of such date of termination and (B) the sixth anniversary of the date of his Roll-Up Agreement. During that period, our contributing partners will be prohibited from (i) engaging in any business activity that we operate in. (ii) rendering any services to any alternative asset management business (other than that of us or our affiliates) that involves primarily (i.e.. more than 50%) third-party capital or (iii) acquiring a financial interest in. or becoming actively involved with. any competitive business (other than as a passive holding of a specified percentage of publicly traded companies). In addition, our contributing partners are subject to nonsolicitation. 280 EFTA00623673

Table of Contents nonhire and noninterference covenants during employment and for two years thereafter. Our contributing partners are also bound to a nondispamgement covenant with respect to us and our contributing partners and to confidentiality restrictions. Any resignation by any of our contributing partners shall require ninety days' notice. Any restricted period applicable to a contributing partner will commence after the ninety day notice of termination period. Exchange Agreement We have entered into an exchange agreement with Holdings under which, subject to certain procedures and restrictions (including the vesting schedules applicable to our managing partners and any applicable transfer restrictions and lock-up agreements described above) upon 60 days' written notice prior to a designated quarterly date. each managing partner and contributing partner (or certain transferees thereof) has the right to cause Holdings to exchange the Apollo Operating Group units that he owns through Holdings for our Class A shares and to sell such Class A shams at the prevailing market price (or at a lower price that such managing partner or contributing partner is willing to accept) and distribute the net proceeds of such sale to such managing partner or contributing partner. Under the exchange agreement. to effect the exchange. a managing partner or contributing partner. through Holdings. must then simultaneously exchange one Apollo Operating Group unit (being an equal limited partner interest in each Apollo Operating Group entity) for each Class A share received from our intermediate holding companies. As a managing partner or contributing partner exchanges his Apollo Operating Group units. our interest in the Apollo Operating Group units will be correspondingly increased and the voting power of the Class B share will be correspondingly decreased. We may. from time to time, at the discretion of our manager. provide the opportunity for Holdings and any other holders of Apollo Operating Group units at such time to sell Apollo Operating Group units to us. provided that the aggregate amount of designated quarterly dates for exchanges and such opportunities for the sale of such units may not exceed four. We will use an independent. third-party valuation expert for purposes of determining the purchase price of any such purchases of Apollo Operating Group units. Tax Receivable Agreement With respect to any exchange by a managing partner or contributing partner of Apollo Operating Group units (together with the corresponding interest in our Class B share) that he owns through Holdings for our Class A shams in a taxable transaction, each of Apollo Management Holdings. L.P. and the Apollo Operating Group entities controlled by Apollo Management Holdings. L.P. has made an election under Section 754 of the Internal Revenue Code. which may result in an adjustment to the tax basis of a portion of the assets owned by the Apollo Operating Group at the time of the exchange. The taxable exchanges may result in increases in the tax depreciation and amortization deductions from depreciable and amortizable assets. as well as an increase in the tax basis of other assets. of the Apollo Operating Group that otherwise would not have been available. A portion of these increases in tax depreciation and amortization deductions, as well as the increase in the tax basis of such other assets. will reduce the amount of tax that APO Corp. would otherwise be required to pay in the future. Additionally. our acquisition of Apollo Operating Group units from the managing partners or contributing partners. such as our acquisition of Apollo Operating Group units from the managing partners in the Strategic Investors Transaction. may result in increases in tax deductions and tax basis that reduces the amount of tax that APO Corp. would otherwise be required to pay in the future. APO Corp. has entered into a tax receivable agreement with our managing partners and contributing partners that provides for the payment by APO Corp. to an exchanging or selling managing partner or contributing partner of 855E of the amount of actual cash savings, if any. in U.S. Federal. state, local and foreign income tax that APO Corp. realizes (or is deemed to realize in the case of an early termination payment by APO Corp. or a change of control. as discussed below) as a result of these increases in tax deductions and tax basis, and certain other tax benefits, including imputed interest expense. related to entering into the tax receivable agreement. APO Corp. expects to benefit from the remaining 15% of actual cash savings. if any. in income tax 281 EFTA00623674

Table of Contents that it realizes. For purposes of the tax receivable agreement. cash savings in income tax will be computed by comparing our actual income tax liability to the amount of such taxes that APO Corp. would have been required to pay had there been no increase to the tax basis of the tangible and intangible assets of the applicable Apollo Operating Group entity as a result of the transaction and had APO Corp. not entered into the tax receivable agreement. The tax savings achieved may not ensure that we have sufficient cash available to pay our tax liability or generate additional distributions to our investors. Also. we may need to incur additional debt to repay the tax receivable agreement if our cash flows are not met. The term of the tax receivable agreement will continue until all such tax benefits have been utilized or expired. unless APO Corp. exercises the right to terminate the tax receivable agreement by paying an amount based on the present value of payments remaining to be made under the agreement with respect to units that have been exchanged or sold and units which have not yet been exchanged or sold. Such present value will be determined based on certain assumptions. including that APO Corp. would have sufficient taxable income to fully utilize the deductions that would have arisen from the increased tax deductions and tax basis and other benefits related to entering into the tax receivable agreement No payments will be made if a managing partner or contributing partner elects to exchange his or her Apollo Operating Group units in a tax-free transaction. In the event that other of our current or future subsidiaries become taxable as corporations and acquire Apollo Operating Group units in the future, or if we become taxable as a corporation for U.S. Federal income tax purposes. each will become subject to a tax receivable agreement with substantially similar terms. In connection with the amendment of the AMH partnership agreement in April 2010. the tax receivable agreement was revised to reflect the managing partners' agreement to defer 25% of required payments pursuant to the tax receivable agreement that are attributable to the 2010 fiscal year for a period of four years. For more information about the amendment to the AMH partnership agreement and tax receivable agreement. see "—Special Allocation of AMH Income" below. The IRS could challenge our claim to any increase in the tax basis of the assets owned by the Apollo Operating Group that results from the exchanges entered into by the managing partners or contributing partners. The IRS could also challenge any additional tax depreciation and amortization deductions or other tax benefits we claim as a result of such increase in the tax basis of such assets. If the IRS were to successfully challenge a tax basis increase or tax benefits we previously claimed from a tax basis increase, our managing partners and contributing partners would not be obligated under the tax receivable agreement to reimburse APO Corp. for any payments previously made to it (although future payments would be adjusted to reflect the result of such challenge). As a result, in certain circumstances. payments could be made to our managing partners and contributing partners under the tax receivable agreement in excess of 85% of APO Corp.'s actual cash tax savings. In general. estimating the amount of payments that may be made to our managing partners and contributing partners under the tax receivable agreement is by its nature. imprecise. in the absence of an actual transaction, insofar as the calculation of amounts payable depends on a variety of factors. The actual increase in tax basis and the amount and timing of any payments under the tax receivable agreement will vary depending upon a number of factors, including: the timing of the transactions—for instance, the increase in any tax deductions will vary depending on the fair market value. which may fluctuate over time, of the depreciable or amortizable assets of the Apollo Operating Group entities at the time of the transaction: the price of our Class A shares at the time of the transaction—the increase in any tax deductions, as well as tax basis increase in other assets, of the Apollo Operating Group entities, is directly proportional to the price of the Class A shares at the time of the transaction: . the taxability of exchanges—if an exchange is not taxable for any reason, increased deductions will not be available: and . the amount and timing of our income—APO Corp. will be required to pay 85% of the tax savings as and when realized, if any. If APO Corp. does not have taxable income, it is not required to make payments under the tax receivable agreement for that taxable year because no tax savings were actually realized. 282 EFTA00623675

Table of Contents In addition, the tax receivable agreement provides that, upon a merger. asset sale or other form of business combination or certain other changes of control. APO Corp.'s (or its successors) obligations with respect to exchanged or acquired units (whether exchanged or acquired before or after such change of control) would be based on certain assumptions. including that APO Corp. would have sufficient taxable income to fully utilize the deductions arising from the increased tax deductions and tax basis and other benefits related to entering into the tax receivable agreement. As noted above, no payments will be made if a managing partner or contributing partner elects to exchange his or her Apollo Operating Group units in a tax-free transaction. Strategic Investors Transaction On July 13. 2007. we sold securities to the Strategic Investors in return for a total investment of $1.2 billion. Through our intermediate holding companies. we used all of the proceeds from the issuance of such securities to the Strategic Investors to purchase from our managing partners 17.4% of their Apollo Operating Group units for an aggregate purchase price of $1.068 million, and to purchase from our contributing partners a portion of their points for an aggregate purchase price of $156 million. The Strategic Investors hold non-voting Class A shares. which represented 48.4% of our issued and outstanding Class A shares and 16.5% of the economic interest in the Apollo Operating Group. in each case as of December 31. 2011. As all of their holdings in us are non-voting. neither of the Strategic Investors has any means for exerting control over our company. Strategic Relationship Agreement On April 20. 2010. we announced a new strategic relationship agreement with CalPERS, whereby we agreed to reduce management fees and other fees charged to Ca1PERS on funds we manage. or in the future will manage. solely for CaIPERS by $125 million over a five-year period or as close a period as required to provide CaIPERS with that benefit. The agreement further provides that we will not use a placement agent in connection with securing any future capital commitments from Ca1PERS. Lenders Rights Agreement In connection with the Strategic Investors Transaction, we entered into a shareholders agreement. or the "Lenders Rights Agreement: with the Strategic Investors. Transfer Restrictions Except in connection with the drag-along covenants provided for in the Lenders Rights Agreement. prior to the second anniversary of the registration effectiveness date. each Strategic Investor may not transfer its rights. other than to an "Investor Permitted Transferee: as defined below. without the prior written consent of our managing partners. Following the registration effectiveness date, each Strategic Investor may transfer its non-voting Class A shams up to the percentages set forth below during the relevant periods identified: Period Maximum Cutnulathe Amount Registration Effectiveness Date-2nd anniversary of the Registration Effectiveness Date 0% 2nd-3rd anniversary of Registration Effectiveness Date 25% 3rd-4th anniversary of Registration Effectiveness Date 50% 4th-5th anniversary of Registration Effectiveness Date 75% 6th anniversary of Registration Effectiveness Date (and thereafter) 100% 283 EFTA00623676

Table of Contents Notwithstanding the foregoing, at no time following the registration effectiveness date may a Strategic Investor make a transfer representing 2% or more of our total Class A shams to any one person or group of related persons. An "Investor Permitted Transferee" shall include any entity controlled by. controlling or under common control with a Strategic Investor. or certain of its affiliates so long as such entity continues to be an affiliate of the Strategic Investor at all times following such transfer. Registration Rights Pursuant to the Lenders Rights Agreement. following the second anniversary of the registration effectiveness date, each Strategic Investor shall be afforded four demand registrations with respect to non-voting Class A shares, covering offerings of at least 2.5% of our total equity ownership and customary piggyback registration rights. All cut-backs between the Strategic Investors, and Holdings (or its members) in any such demand registration shall be pro rata based upon the number of shams available for sale at such time (regardless of which party exercises a demand). Amendments to Managing Partner Transfer Restrictions Each Strategic Investor has a consent right with respect to any amendment or waiver of any transfer restrictions that apply to our managing partners. Our Operating Agreement and Apollo Operating Group Limited Partnership Agreements Please see the section entitled "Description of Shams—Operating Agreement" for a description of our Operating Agreement. Pursuant to the partnership agreements of the Apollo Operating Group partnerships. the wholly-owned subsidiaries of Apollo Global Management. LW that are the general partners of those partnerships have the right to determine when distributions will be made to the partners of the Apollo Operating Group and the amount of any such distributions. If a distribution is authorized, such distribution will be made to the partners of Apollo Operating Group pro rata in accordance with their respective partnership interests. The partnership agreements of the Apollo Operating Group partnerships also provide that substantially all of our expenses. including substantially all expenses solely incurred by or attributable to Apollo Global Management. LLC (such as expenses incurred in connection with the Private Offering Transactions). will be borne by the Apollo Operating Group: provided that obligations incurred under the tax receivable agreement by Apollo Global Management. LLC and its wholly-owned subsidiaries (which currently consist of our three intermediate holding companies. APO Corp.. APO (FC). LLC and APO Asset Co.. LLC). income tax expenses of Apollo Global Management. LW and its wholly-owned subsidiaries and indebtedness incurred by Apollo Global Management. LLC and its wholly-owned subsidiaries shall be borne solely by Apollo Global Management. LLC and its wholly-owned subsidiaries. Special Allocation of AMII Income AMH's partnership agreement was amended to provide that 100% of AMH's 2009 taxable income in excess of the amount of its distribution to Holdings in September 2009 and 100% of AMH's 2010 taxable income will be specially allocated to APO Corp. (the "Special Allocation"). The amendments to AMH's partnership agreement also provided that APO Corp. will be entitled to receive a priority distribution equal to the total amount of income specially allocated to APO Corp. pursuant to the Special Allocation (the "Special Distribution"). The initial payments of the Special Distribution were sufficient to allow APO Corp. to make TRA Payments (as defined below) with respect to the 2009 and 2010 fiscal years. including deferred payments. The 284 EFTA00623677

Table of Contents balance of the Special Distribution will be payable only upon a liquidation or deemed liquidation of AMH. The AMH partnership agreement was also amended to provide that the Special Allocation and Special Distribution may be effectively reversed. in whole or in part. upon a "book-up event.' as described below. As a result of the Special Allocation. a portion of APO Corp.'s required payments to each of the managing partners and contributing partners pursuant to the tax receivable agreement (the IRA Payments") that were generated by amortization deductions accrued by APO Corp. through the period covered by the Special Allocation will be accelerated. The number of future periods from which these TRA Payments will be accelerated depends on the amount of taxable income generated by APO Corp. in those future periods. In addition, each of the managing partners agreed to defer 25% of the TRA Payments payable to him that are attributable to the 2010 fiscal year for a period of four years. The cash that would otherwise be paid to the managing partners will be retained by AMH for use in the Apollo business. For more information about the tax receivable agreement. see "Tax Receivable Agreement' above. The entire amount of the Special Allocation was effectively reversed in 2011 as a result of a "book-up event' in AMR for tax purposes. As a result of this book-up event. Holdings was specially allocated a larger portion of AMH's book income appreciation (and, will ultimately, be specially allocated AMH taxable income) in an amount equal to the amount of the reduced income allocation it received under the 2009 and 2010 Special Allocation. Fee Waiver Program Under the terms of certain investment fund partnership agreements. Apollo may from time to time elect to forgo a portion of the management fee revenue that is due from the funds and instead receive a right to a proportionate interest in future distributions of profits of those funds. This election allows certain executive officers and other professionals of Apollo to waive a portion of their respective share of future income from Apollo and receive, in lieu of a cash distribution, title and ownership of the profits interests in the respective fund. Apollo immediately assigns the profits interests received to the participating individuals. Employment Agreements Please see the section entitled "Item II. Executive Compensation—Narrative Disclosure to the Summary Compensation Table and Grants of Plan- Based Awards Table" for a description of the employment agreements of our named executive officers who have employment agreements. Aircraft In the normal course of business, our personnel have made use of aircraft owned as personal assets by Messrs. Black and Rowan. Messrs. Black and Rowan paid for their purchases of the aircraft and hear all operating. personnel and maintenance casts associated with their operation for personal use. Payment by us for the business use of these aircraft by Messrs. Black and Rowan and other of our personnel is made at market rates, which totaled 41.016.4120 and $2,695,095 for 2011 for Mr. Black and Mr. Rowan, respectively. In addition. Mr. Harris makes business and personal use of various aircraft in which we have fractional interests, and pays the aggregate incremental cost of his personal usage. The total amount paid by Mr. Harris for this personal usage was $439.477 for 2011. The transactions described herein are not material to the consolidated financial statements. Investments In Apollo Funds Our directors and executive officers are generally permitted to invest their own capital (or capital of estate planning vehicles that they control) directly in our funds, and in general. such investments arc not subject to management fees, and in certain instances. may not be subject to carried interest. The opportunity to invest in our funds is available to all of the senior Apollo professionals and to certain of our employees whom we have 285 EFTA00623678

Table of Contents determined to have a status that reasonably permits us to offer them these types of investments in compliance with applicable laws. From our inception through December 31, 2011. our professionals have committed or invested approximately $1.0 billion of their own capital to our funds. The amount invested in our investment funds by our directors and executive officers (and their estate planning vehicles) during 2011 was 515.607.681. S18.168.188. $4.242,055, 54.073.240. 51.255.585. 51.171,603. and $686.503. for Messrs Black. Rowan, Harris. Zelter. Suydam. Silverman and Giarraputo. respectively. The amount of distributions, including profits and ILIUM of capital to our directors and executive officers (and their estate planning vehicles) during 2011 was $42,879,349. $35.118.160.$10.479.355, 511.723.481. 54.924.397. $1.512,040 and 5795.788. for Messrs Black. Rowan. Harris. Silverman. Zelter. Suydam and Giarraputo. respectively. Sub-Advisory Arrangements and Separately Managed Accounts From time to time. we may enter into sub-advisory arrangements with, or establish separately managed accounts for. our directors and executive officers or vehicles they manage. Such arrangements would be approved in advance in accordance with our policy regarding transactions with related persons. In addition, any such sub-advisory arrangement or separately managed account would be entered into with, or advised by. an Apollo entity serving as investment adviser registered under the Investment Advisers Act of 1940. and any fee arrangements. if applicable would be on an arms-length basis. Indemnification of Directors, Officers and Others Under our operating agreement. in most circumstances we will indemnify the following persons. to the fullest extent permitted by law, from and against all losses, claims. damages. liabilities. joint or several, expenses (including legal fees and expenses). judgments. fines. penalties. interest settlements or other amounts: our manager: any departing manager: any person who is or was an affiliate of our manager or any departing manager any person who is or was a member, partner. tax matters partner. officer. director• employee. agent. fiduciary or trustee of us or our subsidiaries. our manager or any departing manager or any affiliate of us or our subsidiaries, our manager or any departing manager: any person who is or was serving at the request of our manager or any departing manager or any affiliate of our manager or any departing manager as an officer, director. employee. member. partner. agent. fiduciary or trustee of another person: or any person designated by our manager. We have agreed to provide this indemnification unless there has been a final and non-appealable judgment by a court of competent jurisdiction determining that these persons acted in bad faith or engaged in fraud or willful misconduct. We have also agreed to provide this indemnification for criminal proceedings. Any indemnification under these provisions will only be out of our assets. We may purchase insurance against liabilities asserted against and expenses incurred by persons for our activities, regardless of whether we would have the power to indemnify the person against liabilities under our operating agreement. We have entered into indemnification agreements with each of our directors. executive officers and certain of our employees which set forth the obligations described above. We have also agreed to indemnify each of our managing partners and certain contributing partners against certain amounts that they am required to pay in connection with a general partner obligation for the return of previously made carried interest distributions in respect of Fund IV. Fund V and Fund VI. See the above description of the Indemnity provisions of the Managing Partners Shareholders Agreement. Statement of Policy Regarding Transactions with Related Persons Our board of directors has adopted a written statement of policy regarding transactions with related persons. which we refer to as our 'related person policy." Our related person policy requires that a "related person" (as defined as in paragraph (a) of Item 404 of Regulation S-K) must promptly disclose to our Chief Legal Officer any "related person transaction" (defined as any transaction that is reportable by us under Item 404(a) of 286 EFTA00623679

Table of Contents Regulation S-K in which we were or arc to be a participant and the amount involved exceeds $120.000 and in which any related person had or will have a direct or indirect material interest) and all material facts with respect thereto. Our Chief Legal Officer will then promptly communicate that information to our manager. No related person transaction will be consummated without the approval or ratification of the executive committee of our manager or any committee of our board of directors consisting exclusively of disinterested directors. It is our policy that persons interested in a related person transaction will recuse themselves from any vote of a related person transaction in which they have an interest. Director Independence Because more than fifty percent of our voting power is controlled by Holdings. we are considered a 'controlled company" as defined in the listing standards of the NYSE. Accordingly. we have decided to avail ourselves of the controlled company exception from certain of the NYSE governance rules. This exception exempts us from the requirements that we have a majority of independent directors on our board of director and that we have a compensation committee and a nominating and corporate governance committee composed entirely of independent directors. At such time that we are no longer deemed a controlled company. the board of directors will become comprised of a majority of independent directors in accordance with the applicable standards set forth by the SEC and the NYSE for determining director independence. Presently. in applying such standards. the board of directors has determined that four of its members. namely Messrs. Fribourg. Krongard. Ducey and Ms. Richards. are each independent. ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES The following table summarizes the aggregate fees for professional services provided by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu. and their respective affiliates (collectively, the "Deloitte Entities') for the years ended December 31.2011 and 2010: Year Ended December 31. 2011 Year Ended December 31. 2010 Audit fees 6.692111 4,660 ° Audit fees for Apollo fund entities 13.612'"' 10.028-) Audit-related fees 8960*0 2,249O) Tax fees 1.50513' 1.527i Tax fees for Apollo fund entities 5,205R1 3,20644 Other fees 336 (ea) (I) (2) (3) (4) (5) (6) (7) Audit Fees consisted of fees for (a) the audits of our consolidated financial statements in our Annual Report on Form 10-K and services attendant to. or required by. statute or regulation: (b) reviews of the interim consolidated financial statements included in our quarterly reports on Form 10-Q. Audit and Tax Fees for Apollo fund entities consisted of services to investment funds managed by Apollo in its capacity as the general partner. Audit-Related Fees consisted of comfort letters, consents and other services related to SEC and other regulatory filings. Includes audit-related fees for Apollo fund entities of $0.1 million for the year ended December 31. 2011. Tax Fees consisted of fees for services rendered for tax compliance and tax planning and advisory services. Consisted of certain agreed upon procedures. Includes other fees of $0.3 million for the year ended December 31. 2010. Our audit committee charter requires the audit committee to approve in advance all audit and non-audit related services to be provided by our independent registered public accounting firm in accordance with the audit and non-audit related services pre-approval policy. All services reported in the Audit. Audit-Related. Tax and Other categories above were approved by the audit committee. 287 EFTA00623680

Table of Contents PART IV ITEM 15. EXHIBITS 64bIbil Number Eshibil Dewriugiun 3.1 Certificate of Formation of Apollo Global Management. LW (incorporated by reference to Exhibit 3.1 to the Registrant's Registration Statement on Form S-I (Fik No. 333-150141)). 3.2 Amended and Restated Limitcd Liability Company Agreement of Apollo Global Management. LLC (incorporated by reference to Exhibit 3.2 to the Registrant's Registration Statement on Form S-I (Ale No. 333-150141)). 4.1 Specimen Certificate evidencing the Registrant's Class A shares (incorporated by reference to Exhibit 4.1 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.1 Amended and Restated Limited Liability Company Operating Agreement of AGM Management. LLC dated as of July 10, 2097 (incorporated by reference to Exhibit 10.1 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.2 Third Amended and Restated Limited Partnership Agreement of Apollo Principal Holdings I. L.P. dated as of April 14, 2010 (incorporated by reference to Exhibit 10.2 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.3 Third Amended and Restated Limited Partnership Agreement of Apollo Principal Holdings II. LP. dated as of April 14.2010 (incorporated by reference to Exhibit 10.3 to the Registrant's Registration Statement on Fenn S-I (File No. 333-150141)). 10.4 Third Amended and Restated Exempted Limited Partnership Agreement of Apollo Principal Holdings III. L.P. dated as of April 14. 2010 (incorporated by reference to Exhibit 10.4 to the Registrant's Registration Statement on Form S-I (Fik No. 333-15014O). 10.5 Third Amended and Restated Exempted Limited Partnership Agreement of Apollo Principal Holdings IV. L.P. dated as of April 14.2010 (incorporated by reference to Exhibit 10.5 to the Registrant's Registration Statement on Form S-I (Fik No. 333-150141)). 10.6 Registration Rights Agreement. dated as of August 8. 2007. by and among Apollo Global Management. LLC. Goldman Sachs & Co.. J.P. Morgan Securities Inc. and Credit Suisse Securities (USA) LW (incorporated by reference to Exhibit 10.6 to the Registrants Registration Statement on Aim S-I (Fik No. 333-15014O). 10.7 Investor Rights Agreement. dated as of August 8. 2007. by and among Apollo Global Management. LLC. AGM Management. LLC and Credit Suisse Securities (USA) LW (incorporated by reference to Exhibit 10.7 to the Registrant's Registration Statement on Form S-I (File No. 333-15014O). 10.8 Apollo Global Management LLC 2007 Omnibus Equity Incentive Plan. as amended and restated (incorporated by reference to Exhibit 10.8 to the Registrant's Registration Statement on Form S-1 (File No. 333-150141)). 10.9 Agreement Among Principals. dated as of July 13. 2007. by and among Leon D. Black. Marc J. Rowan. Joshua J. Harris. Black Family Partners. L.P.. MJR Foundation LLC. AP Professional Holdings. L.P. and BRH Holdings. L.P. (incorporated by reference to Exhibit 10.9 to the Registrant's Registration Statement on Form S-I (File No. 333-I 5014 I)). 10.10 Shareholders Agreement. dated as of July 13. 2007. by and among Apollo Global Management LLC. AP Professional Holdings. L.P.. BRH Holdings. LP.. Black Family Partners. L.P.. MJR Foundation LLC. Leon D. Black. Marc J. Rowan and Joshua J. Harris (incorporated by reference to Exhibit 10.10 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 288 EFTA00623681

Table of Contents Exhibit Number Exhibit Description 10.11 Exchange Agreement. dated as of July 13. 2007. by and among Apollo Global Management. LLC. Apollo Principal Holdings I. LP.. Apollo Principal Holdings II. L.P.. Apollo Principal Holdings HL L.P.. Apollo Principal Holdings IV. L.P.. Apollo Management Holdings. L.P. and the Apollo Principal Holders (as defined therein), from time to time party thereto (incorporated by reference to Exhibit 10.11 to the Registrant's Registration Statement on Form S-I (Pik No. 333-150141)). 10.12 Tax Receivable Agreement. dated as of July 13. 2007. by and among APO Corp.. Apollo Principal Holdings II. L.P.. Apollo Principal Holdings IV. L.P.. Apollo Management Holdings. L.P. and each Holder defined therein (incorporated by reference to Exhibit 10.12 to the Registrant's Registration Statement on Form S-I (Pik No. 333-150141)). 10.13 Credit Agreement dated as of April 20. 2007 among Apollo Management Holdings. L.P.. as borrower. Apollo Management. L.P.. Apollo Capital Management. LP.. Apollo International Management. L.P.. Apollo Principal Holdings II. L.P.. Apollo Principal Holdings IV. L.P. and AAA Holdings. L.P.. as guarantors. JPMorgan Chase Bank. N.A.. as administrative agent. and the lenders party thereto (incorporated by reference to Exhibit 10.13 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.14 Employment Agreement with Leon D. Black (incorporated by reference to Exhibit 10.14 to the Registrant's Registration Statement on Form S-I (Ale No. 333-150141)). 10.15 Employment Agreement with Marc J. Rowan (incorporated by reference to Exhibit 10.15 to the Registrant's Registration Statement on Form S-I (File No. 333-15014O). 10.16 Employment Agreement with Joshua J. Harris (incorporated by reference to Exhibit 10.16 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.17 Employment Agreement with Barry Giarraputo (incorporated by reference to Exhibit 10.17 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). *10.18 Employment Agreement with Joseph P. knack. 10.19 Employment Agreement with Henry Silverman (incorporated by reference to Exhibit 10.19 to the Registrant's Registration Statement on Form S-I (File No. 333-15014O). 10.20 Second Amended and Restated Limited Partnership Agreement of Apollo Principal Holdings V. L.P. dated as of April 14. 2010 (incorporated by reference to Exhibit 10.20 to the Registrant's Registration Statement on Form S-I (Ale No. 333-150141)). 10.21 Second Amended and Restated Limited Partnership Agreement of Apollo Principal Holdings VI. L.P. dated as of April 14.2010 (incorporated by reference to Exhibit 10.21 to the Registrant's Registration Statement on Form S-I (Ale No. 333-150141)). 10.22 Second Amended and Restated Exempted Limited Partnership Agreement of Apollo Principal Holdings VII. LP. dated as of April 14.2010 (incorporated by reference to Exhibit 10.22 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.23 Second Amended and Restated Limited Partnership Agreement of Apollo Principal Holdings VIII, LP. dated as of April 14. 2010 (incorporated by reference to Exhibit 10.23 to the Registrant's Registration Statement on Form S-I (Ale No. 333-150141)). 10.24 Second Amended and Restated Exempted Limited Partnership Agreement of Apollo Principal Holdings IX. L.P. dated as of April 14. 2010 (incorporated by reference to Exhibit 10.24 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 289 EFTA00623682

Table of Contents Exhibit Number Exhibit Dexcribikni 10.25 Third Amended and Restated Limited Partnership Agreement of Apollo Management Holdings. L.P. dated as of April 14. 2010 (incorporated by reference to Exhibit 10.25 to the Registrant's Registration Statement on Form S-1 (File No. 333-150141)). 10.26 Settlement Agreement. dated December 14. 2008. by and among Huntsman Corporation. Jon M. Huntsman. Peter R. Huntsman. Hexion Specialty Chemicals. Inc.. Hexion LLC. Nimbus Merger Sub. Inc.. Craig 0. Morrison. Leon Black. Joshua J. Harris and Apollo Global Management. LLC and certain of its affiliates (incorporated by reference to Exhibit 10.26 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.27 First Amendment and Joinder, dated as of August IS. 2009. to the Shareholders Agreement. dated as of July 13. 2007. by and among Apollo Global Management. LLC. AP Professional Holdings. LP.. BRH Holdings. L.P.. Black Family Partners. L.P.. MJR Foundation LLC. Leon D. Black. Marc J. Rowan and Joshua J. Harris (incorporated by reference to Exhibit 10.27 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.28 Form of Indemnification Agreement (incorporated by reference to Exhibit 10.28 to the Registrants Registration Statement on Form S-1 (File No. 333-150141)). 10.29 Employment Agreement with James Zelter (incorporated by reference to Exhibit 10.29 to the Registrants Registration Statement on Form S-I (File No. 333-150141)). 10.30 Roll-Up Agreement with James Zelter (incorporated by reference to Exhibit 10.30 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.31 Form of Restricted Sham Unit Award Agreement under the Apollo Global Management. LW 2007 Omnibus Equity Incentive Plan (for Plan Grants) (incorporated by reference to Exhibit 10.31 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.32 Form of Restricted Sham Unit Award Agreement under the Apollo Global Management. LLC 2007 Omnibus Equity Incentive Plan (for Bonus Grants) (incorporated by reference to Exhibit 10.32 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.33 Form of Lock-up Agreement (incorporated by reference to Exhibit 10.33 to the Registrants Registration Statement on Form S-1 (File No. 333-150141)). 10.34 Apollo Management Companies AAA Unit Plan (incorporated by reference to Exhibit 10.34 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.35 Employment Agreement with Marc Spilker (incorporated by reference to Exhibit 10.35 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.36 First Amendment and Joinder, dated as of April 14. 2010. to the Tax Receivable Agreement (incorporated by reference to Exhibit 10.36 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.37 Employment Agreement with Gene Donnelly (incorporated by reference to Exhibit 10.37 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.38 First Amendment, dated as of May 16. 2007. to the Credit Agreement. dated as of April 20. 2007. among Apollo Management Holdings. L.P., as borrower, the lenders party thereto from time to time. JPMorgan Chase Bank. N.A.. as administrative agent. and the other parties party thereto (incorporated by reference to Exhibit 10.38 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 290 EFTA00623683

Table of Contents Exhibit Number Exhibit Descriolitm 10.39 Second Amendment, dated as of December 20. 2010. to the Credit Agreement. dated as of April 20. 2007. as amended by the First Amendment thereto dated as of May 16. 2007. among Apollo Management Holdings. L.P.. as borrower. the lenders party thereto from time to time JPMorgan Chase Bank as administrative agent and the other parties party thereto (incorporated by reference to Exhibit 10.39 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.40 Non-Qualified Share Option Agreement pursuant to the Apollo Global Management. LLC 2007 Omnibus Equity Incentive Plan with Marc Spilker dated December 1 2010 (incorporated by reference to Exhibit 10.40 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.41 Non-Qualified Share Option Agreement pursuant to the Apollo Global Management. LLC 2007 Omnibus Equity Incentive Plan with Henry Silverman dated January 21. 2011 (incorporated by reference to Exhibit 10.41 to the Registrant's Registration Statement on Form S-1 (File No. 333-150141)). 10.42 Form of Independent Director Engagement Letter (incorporated by reference to Exhibit 10.42 to the Registrant's Form 10-Q for the quarter period ended March 31. 2011 (File No. 001-35107)). •10.43 Separation Agreement with Henry Silverman. •21.1 Subsidiaries of Apollo Global Management. LLC. •23.1 Consent of Dcloitte & Touche LLP. •31.1 Certification of the Chief Executive Officer pursuant to Rule I3a-14(a). •31.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a). •32.1 Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350. as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). •32.2 Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350. as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). tt101.INS XBRL Instance Document tt101.SCH XBRL Taxonomy Extension Scheme Document tt101.CAL XBRL Taxonomy Extension Calculation Linkbase Document tt101.DEF XBRL Taxonomy Extension Definition Linkbase Document tt101.LAB XBRL Taxonomy Extension Label Linkbase Document t*101.PRE XBRL Taxonomy Extension Presentation Linkbase Document * Filed herewith. t XBRL (Extensible Business Reporting Language) information is furnished and not filed for purposes of Sections II and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934. The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular. any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time. 291 EFTA00623684

Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934. the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Apollo Global Management, LLC March 9.2012 By: /s! Gene Donnelly Name: Title: (Registrant) Gene Donnelly Chief Financial Officer (principal financial officer) Pursuant to the requirements of the Securities Exchange Act of 1934. this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated: Name Is! Leon Black Leon Black /s/ Gene Donnelly Gene Donnelly /5/ Barry Giarraputo Barry Giarraputo Is! Joshua Harris Joshua Harris /s/ Marc Rowan Marc Rowan /5/ Michael Ducey Michael Ducey /s! Paul Fribourg Paul Fribourg Is/ AB Krongard AB Krongard is! Pauline Richards Pauline Richards Chairman and Chief Executive Officer and Director (principal executive officer) Chief Financial Officer (principal financial officer) Chief Accounting Officer (principal accounting officer) Senior Managing Director and Director Senior Managing Director and Director Director 292 Director Director Director Dale March 9. 2012 March 9. 2012 March 9. 2012 March 9. 2012 March 9. 2012 March 9. 2012 March 9. 2012 March 9. 2012 March 9. 2012 EFTA00623685

Exhibit 10.18 EXECUTION CONFIDENTIAL APOLLO GLOBAL REAL ESTATE MANAGEMENT. L.P. 9 West 57th Street New York, NV 10019 lune 2.2008 Mr. Joseph F. Azrack 19 Bedford Road Lincoln, MA 01773 Dear Joe: We are pleased to confirm and agree to the following terms in connection with your service as a partner of Apollo Global Real Estate Management. LP. (the "Company). As used herein. "Affiliate" shall have the same meaning applied to it in paragraph (d) of Exhibit B to the attached Annex A. Position. You will serve as Managing Partner of the Real Estate Business (as defined below) of Apollo Management Holdings. LP. and its Affiliated investment management companies (collectively. "Apollo"). Your period of service to the Company shall begin on a date to be mutually agreed but not later than July 8. 2.008 (the actual date that your service with the Company commences, the "Start Date"). You will report to the Executive Committee of Apollo (the members of which am currently Leon D. Black. Marc J. Rowan and Joshua J. Harris). The parties acknowledge that• as of the date hereof. there is no precise definition of the Real Estate Business of Apollo and that you am being hired to organize. develop and oversee that business and its integration with Apollo's private equity and capital markets businesses. However, the parties agree that the "Real Estate Business" will refer to the investment management activities to be conducted by Apollo and its Affiliates for newly formed or acquired pooled investment vehicles (whether structured as private equity. hedge or other types of funds) that have a primary investment objective to invest in real estate and companies that are primarily engaged in the management. ownership or development of real estate (each. a "Real Estate Fund") (it being acknowledged that no such pooled investment vehicles am managed by Apollo today). As the Managing Partner of the Real Estate Business, you will be a member of the senior management team of Apollo Global Management. LLC ("AGM") (sometimes informally referred to as the management group of AGM) and the Chairman of the Investment Committee for the Real Estate Business. AGM has received and accepted in principle (with the understanding that such discussion outline is non-binding and that flexibility will be needed in developing and operating the Real Estate Business) a discussion outline prepared by you that describes the time, staffing. working capital and seed investment capital you believe to be necessary to build the Real Estate Business, with an initial focus on the United States and Europe but with a long term view to expand the business into Asia. We both understand the challenges and opportunities in this business plan and will work together to access our internal assets (including internal funding where appropriate and relationships with Apollo limited partners) as appropriate to provide for the success of this endeavor. Compensation. You will be entitled to base pay ("Base Pay") at the annual rate of 4500.000 during your period of service as a partner. which Base Pay shall accrue day to day and be paid in accordance with the Company's normal payroll practices applicable to similarly situated executives (which, for purposes of this letter agreement. will mean the most senior managing partners of Apollo and its Affiliates other than the partners who serve on the Executive Committee). as a draw against the Net Profit to which you arc entitled pursuant to the next section. For services provided during each of 2008 and 2009. you will receive total cash compensation (including Base Pay. management and incentive fee and carry distributions and all other cash payments) equal to the greater of MS4.500.000 per year (the "Guaranteed Compensation")• provided your senicc is not terminated before the conclusion of either such period by you without "Good Reason" (as defined in the award agreement evidencing the Plan Grant described below and attached hereto as Annex A). by reason of your death or "Disability: or by the Company for "Cause" (as such terms are defined in the Plan (as defined below)). and (ii) the amount determined under the section entitled "Net Profit" below for such period: provided, however, that for services provided in 2008 the Guaranteed Compensation shall be reduced by the compensation you receive from your existing employer for services provided in 2008. To the extent that by mutual agreement you undertake investment management responsibilities outside the Real EState Business, you and the Company will discuss in good faith your appropriate remuneration for such activities. EFTA00623686

Net Profit. From and after the Start Date. you will be entitled to 12.5% of the management and incentive fees earned (other than from carry from private equity-type funds, which is provided for in the next paragraph) by Apollo and its Affiliates from the Real Estate Business on assets under management less all expenses attributable or allocated in good faith to the Real Estate Business. such as office expenses. compensation expenses. allocable overhead and returns of previous operating deficits (the "Net Profit"). Your right to participate in Net Profits will terminate as provided below in the section entitled. 'Notice Entitlement." Operating deficits arise when revenues from the Real Estate Business in any fiscal year are less than the total expenses. An operating deficit for any fiscal year (other than fiscal years 2008 and 2009) will be allocated as an expense equally over the next three fiscal years. along with a rate of interest payable to Apollo based on Apollo's cost of capital. For hedge funds or other "evergreen" funds, you shall receive distributions at the same time as distributions are made to the other participants in such income (generally within 45 days after each quarterly period) except that the installment for the fourth quarter and annual period will be paid to you no later than April 15th of the year after the applicable fiscal year. In the case of the carried interest allocable to a private equity-type Real Estate Fund, you will receive 12.5% of the points of carry in each such fund and your rights to such carry shall be subject to monthly vesting at the rate of I/60th per month over five years from the time such points are allocated (which allocations shall occur as of the closing of the applicable Real Estate Fund's first capital call for an investment). Upon your termination of employment without Cause or for Good Reason you shall be immediately vested in 75% of the aggregate carry previously awarded to you in any private equity-type Real Estate Fund that has commenced investing prior to such termination. Notwithstanding anything to the contrary contained herein or otherwise, you shall retain any such carry rights that have vested as of your service termination date and you shall receive distributions thereon, including in connection with dispositions or other liquidity events applicable to the investments made by such funds with respect to your vested carried interest. Generally, an additional 27.5% of the points of carry in each fund will be allocated to the balance of the Real Estate Business team. and such carry will be subject to the same additional vesting as your carry upon a team member's termination without Cause. In addition. the balance of the Real Estate Business team will receive allocations of equity interests in AGM in a manner consistent with the culture and economics of AGM. Such allocations of carry. and the allocations of equity ri4hts in AGM. to the balance of the Real Estate Business team, shall be made by the Executive Committee in light of your recommendations as Managing Partner and in consultation with you. Apollo anticipates that the above-stated carry points. when combined with grants under the Plan currently anticipated to be made. consistent with Apollo's culture and practices. to the Real Estate Business team, shall provide the Real Estate Business team with interests that would reasonably be expected to have an aggregate economic value equivalent to approximately 50% or more of the total carry points. EFTA00623687

If Apollo acquires an existing investment management business that provides investment management services to funds with a primary investment objective in the real estate area during your service with the Company. the applicable percentage (12.5%) of the Net Profit you are entitled to receive with respect to such business shall be determined based on 12.5% of the Net Profit generated for Apollo by such business on any net increase, and after an appropriate return on investment to Apollo based on Apollo's cost of capital. (a) for hedge funds and other evergreen funds, in such acquired business's assets under management from and after the acquisition date (with all Net Profit being deemed to be generated evenly across all assets under management). and (b) for private equity-type funds, in committed but undeployed capital. Plan Grant. On the last day of the calendar quarter that includes the Start Date. you shall be granted. subject to the approval of the committee that administers the Plan. restricted share units ("RSUs") covering 950.000 Class A shares of AGM (the "Plan Grant'•) under the Apollo Global Management. LLC 2007 Omnibus Equity Incentive Plan (the "Plan"). The committee that administers the Plan shall permit you to transfer the Plan Grant to a family trust within the meaning of Rule 701(cX3) of the Securities Act. Each RSU shall be granted pursuant to the Plan and shall be subject to the terms and conditions of the RSU award agreement in the form of Annex A attached hereto, which terms and conditions are no less favorable. taken as a whole. than the terms and conditions applicable to those set forth in the RSU agreements of similarly situated executives. except that vesting of these units shall occur over a period of three and one half (3 1/2) years. with the first installment to vest on the anniversary of the grant date and the balance vesting in 10 equal quarterly installments thereafter. In addition to the Plan Grant. subject to the approval of the committee that administers the Plan. you shall be granted the additional RSUs (the "Additional RSUC) shown below on the last day of the calendar quarter in which the corresponding level of assets under management of the Real Estate Funds. as determined in good faith by the Executive Committee. is first attained: Number or Additional Ittit's Aggregate :bads under management or the Real !:dale Funds 612.500 $ 2.500.000.000 204.166 3.333.333.333 204,167 4,166,666,667 204.167 5.000,000,000 The Additional RSUs will be granted pursuant to the Plan and shall be subject to the terms and conditions of the RSU award agreement in the form of Annex A attached hereto, except that vesting shall be in equal quarterly installments over the 12 quarters following the date of grant. Assets under management will be measured based on capital (whether committed or funded) on which management fees are paid. Incentive Program. A.portion of your total cash compensation each calendar year or portion thereof (beginning January I. 2009) will be deferred and payable pursuant to an incentive compensation program adopted by the Executive Committee prior to the beginning of such calendar year (the Incentive Program"). Any amounts payable under the Incentive Program will be subject to three year vesting in equal annual installments. commencing on the last day of the year following the year in which the services were performed, which vesting shall be contingent on your continued sen•ice as a partner or employee on each vesting date. For services performed in 2009. the amount of compensation to be subject to the Incentive Program shall be as follows: • No part of the first $250,000 of your compensation: EFTA00623688

10% of compensation from 5250.000 to 5500.000; 20% of compensation from 5500,000 to S1.000.000 25% of compensation from SI.JX)0.000 to 52.000.000: and 30% of compensation in excess of 52.000.000: provided. however, that (x) the Guaranteed Compensation (or an amount of Net Profit distributions received in lieu thereof) shall not be subject to the Incentive Program. and (y) all amounts in excess of the amount specified in clause (x) shall be subject to the Incentive Program until your compensation reaches a level that all amounts that would have been subject to the Incentive Program had clause (x) not applied to you have become subject to the Incentive Program. and thereafter the bulkted formula shall apply without modification by this proviso. Notice Entitlement. On written notice to you. the Company may terminate your service as a partner (which. in any case. will also terminate your employment. if you are then an employee) with or without Cause. it being understood that such a termination shall not be a breach by the Company or any of its Affiliates of their agreements hereunder or otherwise. The period of notice that we will give you to terminate your service as a partner without Cause is 90 days. The Company may terminate your service as a partner for Cause without notice. The minimum period of notice that you are required to give us to terminate your service as a partner without Good Reason is 90 days. We reserve the right to require you to not be in Apollo's offices and/or not to undertake all or any of your dudes and/or not to contact Apollo clients. colleagues or advisors during all or part of any period of notice of your termination of service. Should we exercise this right. your terms and conditions of service and duties of fidelity and confidentiality to us remain in full force and effect. During any such period. you remain a service provider to the Company with a duty of fidelity to the Company and should not be employed or engaged in any other business. Notwithstanding anything to the contrary contained herein or in any plan. agreement or arrangement between you and .Apollo. in the event that your service as a partner or employee with the Company or any of its Affiliates is terminated by the Company or any of' its Affiliates without Cause or by you for Good Reason at any time after the Start Date and before January 1.2010. the Company will pay you. in cash in quarterly installments through December 31. 2009 and subject to the effectiveness and irrevocability of a general release of claims executed by you (in the form of Annex B hereto). the balance of the unpaid Guaranteed Compensation (if any). In addition, notwithstanding anything to the contrary contained herein or in any plan. agreement or arrangement between you and Apollo. if at any time after the Start Date your service as a partner or employee with the Company or any of its Affiliates is terminated by the Company or any of its Affiliates without Cause or by you for Good Reason. on the next quarterly distribution date following the termination date. to the extent not duplicative of any payment of Guaranteed Compensation. you will be paid an amount in cash in a lump sum equal to 12.5% of the unpaid Net Profit earned by Apollo from the Real Estate Business (if any) for such quarterly period up to and including your termination date (Net Profit (i.e., carry) distributions on private equity-type vehicles will continue to be made on your vested points in the ordinary course after your termination of service). Payment in lieu of notice. Subject to the "Compliance' section below, we reserve the right to pay you in lieu of notice on a termination without Cause. • Benefit Plans. You will be entitled to participate in the various group health, disability and life insurance plans and other benefit programs as may generally be offered to similarly situated executives from time to time. provided that your available paid vacation will not be less than four (4) weeks in each calendar year (subject to the Company's vacation policy as in effect from time to time regarding any limits on the ability to carry forward to a subsequent year accrued but unused vacation). EFTA00623689

In addition, you will be entitled to prompt reimbursement of (i) your legal fees reasonably incurred in connection with the preparation and negotiation of this letter agreement. and (ii) all business expenses reasonably incurred by you in the course of your service with the Company in accordance with the Company's policies in respect of such matters (including that any amount so incurred shall be reimbursed by not later than the end of the calendar year following the year incurred: expenses eligible for reimbursement in any calendar year will not effect the expenses that are eligible for reimbursement in any other calendar year and will not be subject to liquidation or exchange for any other benefit). • Office Location. Your primary office location shall be in New York. You may maintain a personal office for yourself in Boston but shall not spend more than six (6) days per month working out of such office. The Company will reimburse you for reasonable out-of-pocket expenses incurred in connection with the maintenance of such office in an amount not to exceed 510.000 per month. consistent with Apollo's policies regarding expense reimbursements as in effect from time to time. • Coinvestments. You will be offered coinvestment opportunities in Apollo funds generally offered to similarly situated executives. During your service with the Company. following the first closing of a substantial investment by a third party in a Real Estate Fund. you will be obligated to invest your pro ram portion (12.5%) of the capital required of the general partner and its Affiliates for such Real Estate Fund (but shall not be obligated to invest more than 52.000.000 in all Real Estate Funds in any twelve month period). You will be entitled to participate in any management fee waiver program established with respect to any Real Estate Fund. You will also be provided opportunities to invest in private equity and capital markets funds managed by Apollo and its Affiliates on terms offered to similarly situated executives generally. • Compliance. The Company is subject to and has various compliance procedures in place. You understand that your continued service will be subject to. among other things. your adherence to the Company's policies and procedures and other applicable compliance manuals. copies of which will be separately made available to you. • Restrictive Covenants. You acknowledge and agree that you shall be bound by the confidentiality and restrictive covenant provisions contained in the award agreement evidencing the Plan Grant described above and attached hereto as Annex A and that your engagement by the Company is conditioned on your agreement to be bound thereby. • Confidentiality. You will maintain the confidentiality of this letter agreement (and any related understandings. including your compensation arrangements and amounts) at all times and will not discuss such matters with any person other than your spouse. accountant. financial and tax advisors or attorney, except that you may make such disclosure (i) to the extent necessary with respect to any litigation. arbitration or mediation involving this letter agreement. or (ii) when disclosure is required by law or by any court or arbitrator with apparent jurisdiction to order you to disclose or make accessible any information. • Indemnification. During the term of your service with the Company and its Affiliates and thereafter. the Company agrees to. and agrees to cause Apollo Management Holdings. L.P. to. indemnify and hold you and your heirs and representatives harmless. to the same extent applicable to similarly situated executives. against any and all damages. claims. costs, liabilities. losses and expenses (including reasonable attorneys' fees) as a result of any claim or proceeding. or threatened claim or proceeding. against you that arises out of or relates to your service as an officer. director. partner or employee. as the case may be. of the Company. any of its Affiliates or other entity at the request of the Company or any of its Affiliates. During the term of your service and thereafter. the Company also shall provide, and shall cause Apollo Management Holdings. L.P. to provide. you with coverage under its directors' and officers' liability policy(%) to the same extent as similarly situated executives. EFTA00623690

Choke of Law; Forum; Waiver of Jury Trial. This letter agreement shall be governed by and construed in accordance with the laws of the State of Delaware (without regard to any conflicts of laws principles thereof that would give effect to the laws of another jurisdiction). and the parties submit to the exclusive jurisdiction of the federal and state courts of New York. New York (Borough of Manhattan) in relation to any dispute arising in connection herewith. TO THE EXTENT NOT PROIHBITED BY APPLICABLE LAW THAT CANNOT BE WAIVED, YOU AND WE HEREBY WAIVE, AND COVENANT THAT YOU AND WE WILL NOT ASSERT (WHETHER AS PLAINTIFF, DEFENDANT OR OTHERWISE) ANY RIGHT TO TRIAL BY JURY IN ANY ACTION ARISING IN WHOLE OR IN PART UNDER OR IN CONNECTION WITH THIS LETTER AGREEMENT OR ANY MATTERS CONTEMPLATED HEREBY, WHETHER NOW OR HEREAFTER ARISING, AND WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE. AND AGREE THAT ANY OF THE COMPANY OR ANY OF ITS AFFILIATES OR YOU MAY FILE A COPY OF THLS PARAGRAPH WITH ANY COURT AS WRITTEN EVIDENCE OF TILE KNOWING, VOLUNTARY AND BARGAINED-FOR AGREEMENT AMONG THE COMPANY AND ITS AFFILIATES, ON TILE ONE HAND, AND YOU, ON THE OTHER I IA ND. IRREVOCABLY TO WAIVE THE RIGHT TO TRIAL BY JURY IN ANY PROCEEDING WHATSOEVER BETWEEN SUCH PARTIES RELATING TO THIS LETTER AGREEMENT, THE PLAN OR ANY AWARD AGREEMENT, AND THAT ANY SUCH PROCEEDING WILL INSTEAD BE TRIED IN A COURT OF COMPETENT JURLSDICTION BY A JUDGE SITTING WITHOUT A JURY. • Assurances. You represent that the written limitations furnished by you to the Company with respect to your prior employer constitute all limitations on your post-employment activities imposed by your prior employer and. to your knowledge. will not preclude you. after the Stan Date. from joining the Company and satisfactorily and effectively performing the services contemplated thereby. You represent to the Company and its Affiliates that, to your knowledge. as of the Start Date there shall be no other obligations or restrictions that would keep you from joining the Company and performing the services contemplated hereby. You represent to the Company that you possess any licenses or certifications necessary for you to perform such services. You represent that you will honor all obligations concerning confidentiality and nonsolicitation that you have to your prior employer, and that you will not take to the Company any confidential information or trade secrets of your prior employer. nor use or disclose any confidential information or trade secrets of your prior employer while employed at the Company. • Section 409A. The payments to you in connection with your termination of employment or service pursuant to this letter agreement are intended to be exempt from Section 409A of the Internal Revenue Code of 1986. as amended ("Section 409A"). to the maximum extent possible. under either the separation pay exemption pursuant to Treasury Regulation § 1.409A-1(61(9)0W or as a short-term deferral pursuant to Treasury Regulation § 1.409A- I (b)(4). and for purposes of the separation pay exemption. any post-employment installment paid to you shall be considered a separate payment. Notwithstanding any other provision in this Agreement. if on the date of your separation from service, within the meaning of Section 409A (the 'Separation Date). you are a "specified employee." as defined in Section 409A. then to the extent any amount payable under this letter agreement constitutes the payment of nonqualified deferred compensation. within the meaning of Section 409A. that under the terms of this letter agreement would be payable prior to the six-month anniversary of the Separation Date, such payment shall be delayed until the earlier to occur of (A) the six-month anniversary of the Separation Date or (B) the date of your death. For purposes of determining the timing of payments to you following termination of employment or service, all references to such termination shall mean the Separation Date. EFTA00623691