Miscellaneous. This letter agreement may not be modified, amended or waived unless in a writing signed by the undersigned parties. Any notice required hereunder shall be made in writing, as applicable, to the Company in care of its general counsel at his principal office location or to you at your principal office location or home address most recently on file with the Company. such notice to be deemed effective on the earlier of receipt or two days after it is issued. This letter agreement may not be assigned by the parties other than as expressly provided herein. This letter agreement may be executed through the use of separate signature pages or in any number of counterparts. including via facsimile or pdf. with the same effect as if the parties executing such counterparts had executed one counterpart. (Continues on next page) EFTA00623692
The effectiveness of these terms is subject to your execution and return of this letter agreement on or before June 2. 2008. This letter agreement (including Annex A attached hereto) constitutes the entire agreement between the parties in relation to its subject matter and supersedes any previous agreement or understanding between the parties relating thereto, all of which are hereby cancelled, and you confirm that in signing this letter agreement you have not relied on any warranty. representation. assurance or promise of any kind whatsoever other than as are expressly set out in this letter agreement or in the plans and documents referenced herein. Sincerely. /s/ John J. Suydam John J. Suydam Vice President Agreed and Accepted: /s/ Joseph P. Azrack Joseph P. Azrack Date: June 2. 2008 EFTA00623693
Exhibit 10.43 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the "Separation Agreement") is made as of February 24. 2012 (the "Execution Date') by and among APOLLO MANAGEMENT. L.P.. a Delaware limited partnership. APOLLO MANAGEMENT HOLDINGS. L.P., a Delaware limited partnership (together with Apollo Global Management. LLC and each of their respective subsidiaries and affiliates. "Apollo"). and HENRY R. SILVERMAN ("Sihranao") (individually each a 'Pam" and collectively the "Parties"). I. Silverman hereby resigns. effective March IS. 2012 (the 'Separation Date), from the Board of Directors of Apollo Global Management. LLC ("ACM) and from any and all positions he holds at Apollo. including, without limitation, those listed in Exhibit A. As of the Separation Date he will not be employed by or affiliated with Apollo in any capacity. Silverman will execute promptly upon request by Apollo any additional documents necessary to effectuate the provisions of this Paragraph I. 2. Provided that no ADEA Revocation has occurred during the ADEA Revocation Period (as both terms are defined below). Apollo shall pay Silverman 81416467. subject to tax withholding at minimum applicable rates, in the following manner: a. $916,667 in a single payment within two business days following the expiration of the ADEA Revocation Period (the 'Payment Date): and b. $1.500.0130 in a single payment on the first anniversary of the Payment Date, not subject to counterclaim or offset. 3. Provided that no ADEA Revocation has occurred during the ADEA Revocation Period (as both terms are defined below), within five business days following expiration of the ADEA Revocation Period. Silverman shall exercise an option (the "Option") to purchase up to 277.778 shams of AGM subject to the terms of the Non-Qualified Share Option Agreement by and between AGM and Silverman dated January 21.2011 (the "Share Option Agreement"), which was made pursuant to and incorporates the terms of the Apollo Global Management. LLC 2007 Omnibus Equity Incentive Plan (the "Euuitv Incentive Plan." and together with the Sham Option Agreement. the "lucrative. Cuturnsation Plans"). Further. (i) the Administrator (as defined in the Incentive Compensation Plans) shall permit Silverman to utilize, and Silverman shall utilize. the exercise method provided for in Paragraph 8 of the Share Option Agreement and Section 7(eXi) of the Equity Incentive Plan. pursuant to which the number of shares issuable upon exercise is reduced by an amount closest to but without exceeding the aggregate exercise price: and (ii) the Administrator shall reduce the number of shams to be issued upon exercise of the Option to satisfy applicable withholding obligations with respect to the Option at the minimum applicable rate. as provided for in Paragraph 14 of the Share Option Agreement. An example of the calculation of such reduction in shams is attached as Exhibit B solely for the purpose of illustration. Following Silvermans exercise of the Option. AGM shall deliver the resulting number of shams as directed by Silverman. Any and all other rights Silverman has or may have had under the Incentive Compensation Plans. including, without limitation, any rights to purchase Option Shares that would have become vested on December 31. 2012 if Silverman's employment had ended after such date. am hereby extinguished. EFTA00623694
4. The Panics agree that Silverman's employment agreement with Apollo. dated February 1.2009 (the "Employment Agreement"). shall be terminated as of the Execution Date, provided. however. that such termination shall not limit, alter. modify or otherwise affect Silverman's obligations pursuant to the restrictive covenants contained in Annex A to the Employment Agreement. 5. For the avoidance of doubt. Silverman acknowledges that nothing in this Agreement (except for the provisions of Paragraph 6 below), nor the fact of (i) Silverman's resignations from his positions with Apollo. or (ii) the termination of the Employment Agreement. shall limit. alter. modify or otherwise affect a. Silverman's obligations not to disclose confidential information concerning any Apollo entities. including, without limitation, the obligations set forth in the restrictive covenants contained or incorporated in the Employment Agreement or the Share Option Agreement: b. Silverman's obligations of non-competition and non-solicitation in respect of Apollo. including, without limitation. the obligations set forth in the restrictive covenants contained or incorporated in the Employment Agreement or the Share Option Agreement. as modified by the provisions of Paragraph 6 of this Agreement: c. Silverman's obligations of non-disparagement in respect of Apollo. including. without limitation, the obligations set forth in the restrictive covenants contained or incorporated in the Share Option Agreement: and d. Silverman's obligations under Apollo's Code of Ethics and any other Apollo policies or procedures: provided, however. that nothing in this Paragraph 5 is intended to or shall prevent Silverman from making truthful statements regarding the Releasees (as defined below) in connection with legal or regulatory proceedings or otherwise as required by law. including in connection with any proceeding before the U.S. Securities and Exchange Commission. 6. The Parties agree that the definitions of Competitive Business and Investment Fund in paragraph 2 of the Restrictive Covenants contained in Annex A to the Employment Agreement and the definition of Competing Business in paragraph (g)(i) of the Restrictive Covenants contained in Exhibit A to the Sham Option Agreement shall be limited to the list of entities set out in a letter dated February 24.2012 from Apollo Management. L.P. and Apollo Management Holdings. L.P. to Silverman (the "Side Letter"), and all subsidiaries and affiliates of those entities. This Paragraph 6 shall not affect any obligations of Silverman other than the obligations not to compete with Apollo. EFTA00623695
7. In consideration of the benefits provided for in this Agreement. Silverman voluntarily, knowingly and willingly releases and forever discharges each of the entities that compose Apollo and each such entity's respective subsidiaries, divisions, affiliates. portfolio companies. parents. managers. successors and assigns (including. without limitation, any fund or investment vehicle affiliated in any way with Apollo) (collectively. the 'Apollo Entities"). together with the officers. directors. partners. investors, shareholders. members, employees. agents. attorneys, fiduciaries and administrators of any Apollo Entity (collectively. the "Releasees") from any and all actions, causes of action. suits, claims, demands, obligations, complaints or rights of any nature whatsoever (collectively "Claims') that Silverman now has or ever had against the Releasees. whether or not now known to Silverman. other than any cause of action to enforce the terms or remedy a breach of this Agreement. This release includes, but is not limited to. any Claim relating in any way to Silverman's employment or contractual relationships with Apollo or any of the other Releasers or the termination thereof. the Employment Agreement. the Share Option Agreement. and the Equity Incentive Plan: any Claim relating in any way to any contract (express or implied• written or oral) or the commission of any ton or breach of duty: and any Claims under any federal, state or local statute or regulation. including• without limitation, the Rehabilitation Act of 1973 (including Section 504 thereof), the Age Discrimination in Employment Act of 1967 ("ADEA-). the National Labor Relations Act. the Americans With Disabilities Act of 1990. Title VII of the Civil Rights Act of 1964. the Family and Medical Leave Act• the Securities Act of 1933. and the Securities Exchange Act of 1934. the Civil Rights Act of 1866 (42 U.S.C. 1981). the Civil Rights Act of 1991. the Equal Pay Act. the Worker Adjustment and Retraining Notification Act, the New York State Human Rights Law, the New York City Human Rights Law, and the Employee Retirement Income Security Act of 1974. all as amended. This release also includes, but is not limited to. any Claims based upon the right to the payment of wages. bonuses, vacation, pension benefits. 401(k) plan benefits. stock or options benefits or any other employee benefits, or any other rights arising under federal. state or local laws prohibiting discrimination and/or harassment on the basis of race, color, age. religion, sexual orientation. religious creed, sex, national origin. ancestry. alienage. citizenship. nationality, mental or physical disability. denial of family and medical cam leave, medical condition (including cancer and genetic characteristics), marital status• military status. gender identity. harassment or any other basis prohibited by law. Notwithstanding any of the foregoing. nothing in this Paragraph 7 is intended to or shall release any Claims Silverman now has against the Releasees that arise solely from investments in Apollo Entities made by Silverman or by a trust or other entity whose investment decisions Silverman controls. 8. Except for the portion of the release contained in Paragraph 7 that concerns Claims under the ADEA (the -ADEA Release"), the terms of Paragraph 7 shall automatically become immediately effective upon Silverman's execution of this Agreement. Upon the expiration of the ADEA Revocation Period (defined below). the terms of the ADEA Release shall automatically become effective as of the date Silverman executes this Agreement. The ADEA Revocation Period begins upon Silverman's execution of this Agreement. Silverman acknowledges that. solely with respect to the ADEA Release but not with respect to any other portion of the release contained in Paragraph 7. Silverman has been offered but declined a period of time of at least 21 days to consider whether to sign this Agreement. which he has waived. and Apollo agrees that he may cancel the ADEA Release but not any other portion of the release contained in Paragraph 7 at any time during the seven days following the date on which this 3 EFTA00623696
Agreement has been signed by each Party (the -ADEA Revocation Period"). In order to cancel or revoke the ADEA Release. Silverman must deliver to the Chief Legal Officer of AGM written notice stating that he is canceling or revoking the ADEA Release prior to the end of the ADEA Revocation Period (an "ADEA Revocation"). 9. In the event of an ADEA Revocation, this Separation Agreement shall be immediately terminated and cancelled in its entirety and all of its provisions will be void. 10. Silverman covenants. warrants and agrees that (a) he has full authority to resolve and forever release all Claims released pursuant to Paragraph 7. and (b) he has not assigned or otherwise transferred any such Claims. II. In consideration of the benefits set forth in this Agreement. Apollo voluntarily, knowingly and willingly releases and forever discharges Silverman from any and all Claims of any nature whatsoever that Apollo now has against Silverman. whether or not now known to Apollo. other than any Claim to enforce the terms or remedy a breach of this Agreement. This release includes. but is not limited to. any Claims relating in any way to Silverman's employment relationship with Apollo. Notwithstanding any of the foregoing. nothing in this Paragraph I I is intended to or shall release any Claims whatsoever that Apollo now has or may have in the future against Silverman that arise solely from investments in Apollo Entities made by Silverman or by a trust or other entity whose investment decisions Silverman controls. 12. The Parties agree and acknowledge that nothing in this Agreement or the Side Letter shall limit. alter, modify or otherwise affect the rights and obligations of indemnification or contribution of Silverman or Apollo. existing as of the Execution Date. in respect of any Claim or other dispute. controversy. litigation. action. arbitration. investigation or other proceeding related to Silvemian's employment with and service to Apollo. brought or initiated by any person. regulatory body or other entity other than Silverman or Apollo. including, without limitation, any such rights under AGM's Amended and Restated Limited Liability Company Agreement. 13. Silverman agrees to cooperate in good faith and comply with and respond to requests from or inquiries by Apollo for assistance and information in connection with any matters or issues relating to or encompassed within (i) the duties and responsibilities encompassed in Silverman's positions at Apollo. and (ii) any lawsuit. arbitration, investigation or other proceeding or dispute in which Apollo is or may become involved that may relate to Silverman or his duties with Apollo or as to which Silverman has relevant knowledge or information. Such cooperation and assistance shall include, without limitation, consulting with Apollo's officers, directors. employees, legal counsel. accountants and other agents. advisors or representatives, appearing as a witness. submitting to depositions. providing documents, testimony and interviews. and otherwise cooperating and assisting Apollo in its defense or prosecution of any Claim or other dispute. controversy. litigation, action. arbitration. investigation or other proceeding. or otherwise defending its position with respect to any matter. Silverman further agrees that if he is subpoenaed to appear in any civil or criminal litigation. or by any governmental authority. to testify on any matter relating in whole or in part to Apollo or his employment or affiliation with Apollo or any of its affiliates. Silverman will deliver a copy of 4 EFTA00623697
the subpoena to the Chief Legal Officer of AGM. by e-mail, within two business days of receiving such subpoena. Apollo shall bear or reimburse Silverman for all reasonable expenses incurred in connection with Silverman's compliance with his obligations under this Paragraph 13. 14. Silverman and the Apollo Entities shall not make any disparaging statements about each other. provided, however. that nothing in this Agreement shall prohibit (i) any of the Apollo Entities from responding to a request for a reference or other information concerning Silverman's employment solely by providing Silverman's dates of employment and tides at Apollo and its affiliates: and (ii) either Silverman or any of the Apollo Entities from making truthful statements regarding any of the Apollo Entities or Silverman. respectively, in communications with the U.S. Securities and Exchange Commission (the "SEC") or other governmental or regulatory bodies or in connection with legal or regulatory proceedings or otherwise as required by law. including in connection with any proceeding before the SEC or other governmental or regulatory body. The provisions of this Paragraph 14 apply in addition to Silverman's continuing obligations of non-disparagement in respect of Apollo set forth in the Restrictive Covenants contained in the Sham Option Agreement. 15. On the Execution Date. AGM shall file a Form 8-K with the SEC in the form attached as Exhibit C. and shall distribute to all AGM employees a communication in the form attached as Exhibit D. 16. The Panics each deny and in no way admit any liability to each other. except as described herein. This Agreement shall not be considered an admission of any fact, issue of law or liability by any Party for any purpose. nor shall anything in this Agreement constitute or be construed to be an admission. suggestion. or implication that any Party acted in any way improperly. or bean any liability to any Party. 17. Each Party shall bear its own legal and other costs incurred in connection with this Agreement 18. This Agreement and the Side Letter constitute the entire agreement and understanding of the Parties with respect to the subject matter hereof and supersede any prior or contemporaneous oral or written agreements. proposed agreements. negotiations. or discussions with respect to the subject matter hereof. 19. This Agreement may not be altered. modified, amended, or terminated, unless by writing executed by all the Panics, nor any of its provisions waived, unless in writing by the Party granting such waiver. 20. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to any choice of law or conflict of law provision or rules. Any action related to or arising from this Agreement shall be brought exclusively in the federal or state courts located in New York County. New York. The Parties irrevocably submit to the jurisdiction of such courts for the purpose of any such action, proceeding or judgment and waive any defense based on the location, venue or jurisdiction of such courts. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW THAT 5 EFTA00623698
CANNOT BE WAIVED, THE PARTIES HEREBY WAIVE AND COVENANT THAT THEY WILL NOT ASSERT (WHETHER AS PLAINTIFF, DEFENDANT OR OTHERWISE) ANY RIGHT TO TRIAL BY JURY IN ANY ACTION IN WHOLE OR IN PART ARLSING OUT OF OR RELATED TO THIS AGREEMENT OR ANY MATTERS CONTEMPLATED HEREBY (INCLUDING, BUT NOT LIMITED TO, ANY ACTION ARISING OUT OF OR RELATED TO THE EMPLOYMENT AGREEMENT. THE EQUITY INCENTIVE PLAN OR THE SHARE OPTION AGREEMENT), WHETHER NOW OR HEREAFTER ARISING, AND WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE, AND AGREE THAT SILVERMAN OR ANY OF THE APOLLO ENTITIES MAY FILE A COPY OF TINS PARAGRAPH WITH ANY COURT AS WRITTEN EVIDENCE OF THE KNOWING, VOLUNTARY AND BARGAINED•FOR AGREEMENT AMONG SILVERMAN, ON TIIE ONE HAND, AND APOLLO, ON THE OTIIER HAND, IRREVOCABLY TO WAIVE THE RIGHT TO TRIAL BY JURY, AND THAT ANY SUCH PROCEEDING WILL INSTEAD BE TRIED IN A COURT OF COMPETENT JURISDICTION BY A JUDGE SITTING WITHOUT A JURY. 21. If any provision. term or clause of this Agreement is declared illegal, unenforceable or ineffective in a legal forum. that provision, term or clause shall be deemed severable, such that all other provisions, terms and clauses of this Agreement shall remain valid and binding upon all of the Parties. 22. Silverman acknowledges that he has consulted counsel and that this Agreement is freely and voluntarily entered into without any degree of duress or compulsion whatsoever. This Agreement has been reviewed and negotiated by the Parties respective counsel. and its construction shall not be subject to any presumptions against its drafter. 23. This Agreement may be executed in counterparts. each of which when taken together shall be deemed one and the same document. (Remainder of page intentionally left blank.) 6 EFTA00623699
IN WITNESS WHEREOF, the Panics hereto affix their signatures. HENRY SILVERMAN Dated 2/24/12 By: Is/ Henry Silverman Henry Silverman APOLLO MANAGEMENT, L.P, Dated 2/24/12 By: Apollo Management GP. LLC, its general partner By: /s/ John J. Suydam John J. Suydam Vice President APOLLO MANAGEMENT HOLDINGS, L.P. Dated 2/24/12 By: Apollo Management Holdings GP. LLC. its general partner By: /s/ John J. Suydam John J. Suydam Vice President 7 EFTA00623700
Exhibit 21.1 LLST OF SUBSIDIARIES The following are subsidiaries of Apollo Global Management, LLC as of March 6, 2012 and the jurisdictions in which they are organized. Endo- game Apollo Capital Management IV. Inc. Apollo Advisors IV. LP. Apollo Capital Management V. Inc. Apollo Advisors V. LP. Apollo Principal Holdings I. LP. Apollo Capital Management VI. LLC Apollo Advisors VI. LP. APO Asset Co.. LLC Apollo Principal Holdings I GP. LLC Apollo Principal Holdings III GP. Ltd. Apollo Advisors V (EH). LLC Apollo Advisors V (Eli Cayman). L.P. Apollo Principal Holdings III. L.P. Apollo Advisors VI (EH-GP). Ltd. Apollo Advisors VI (EH). L.P. AAA Guernsey Limited Apollo Alternative Assets. L.P. AAA MIP Limited AAA Associates. L.P. APO Corp. Apollo SW Capital Management. LLC Apollo SW Advisors. L.P. Apollo SW Administration. LLC Apollo SOMA Capital Management. LLC Apollo SOMA Advisors. L.P. Apollo Principal Holdings II GP. LLC Apollo Asia Capital Management. LLC Apollo Asia Advisors. L.P. Apollo Asia Administration. LLC Apollo Value Capital Management. LLC )urisdiction of OntanLaution Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Cayman Islands Anguilla Cayman Islands Cayman Islands Cayman Islands Cayman Islands Guernsey Cayman Islands Guernsey Guernsey Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware EFTA00623701
Eight Name Apollo Value Advisors. L.P. Apollo Value Administration. LLC Apollo Principal Holdings II. LP. Apollo Principal Holdings IV. L.P. Apollo EPF Capital Management. Limited Apollo EPF Advisors. L.P. Apollo EPF Administration. Limited Apollo Management Holdings. L.P. Apollo Management. L.P. AIF III Management. LLC Apollo Management III. L.P. AIF V Management. LLC Apollo Management V. L.P. AIF VI Management. LLC Apollo Management VI. LP. Apollo Management IV. LP. Apollo International Management. LP. Apollo Alternative Assets GP Limited Apollo Management International LLP Apollo Management Advisors GmbH AMI (Holdings). LLC AAA Holdings GP Limited AAA Holdings. L.P. Apollo International Management GP. LLC Apollo Capital Management GP. LLC AEM GP. LLC Apollo Europe Management. LP. ACC Management. LW Apollo Investment Management. L.P. Apollo SW Management GP. LLC Apollo SW Management. LP. Apollo Value Management GP. LLC Apollo Value Management. L.P. Apollo Asia Management GP. LLC Apollo Asia Management. LP. Jurisdiction of Ortanization Delaware Delaware Delaware Cayman Islands Cayman Islands Cayman Islands Cayman Islands Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Cayman Islands UK Germany Delaware Guernsey Guernsey Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware EFTA00623702
Entity Name Apollo Management Singapore Pte Ltd Apollo EPF Management GP. LLC Apollo EPF Management L.P. Apollo Capital Management. LP. Apollo Principal Holdings IV GP. Ltd. Apollo Management Holdings GP. LLC Apollo Management VII. LP. AIF VII Management LLC Apollo Advisors VII. L.P. Apollo Capital Management VII. LLC Apollo Credit Liquidity Management. L.P. Apollo Credit Liquidity Management GP. LLC Apollo Credit Liquidity Capital Management. LLC Apollo Credit Liquidity Investor. LLC Apollo Credit Liquidity Advisors. L.P. Apollo Investment Consulting LLC Apollo Life Asset Ltd Apollo Management GP. LLC AP Transport AP Alternative Assets. L.P. Apollo Management (UK). LLC. Apollo Investment Administration. LLC A/A Capital Management. LW A/A Investor I. LW Apollo/Anus Management LLC Apollo Fund Administration VII. LLC Apollo Management (UK) VI. LLC Apollo COF Investor. LLC Apollo Credit Opportunity Management. LLC Apollo Co-Investors VII (D). LP. Apollo EPF Co-Investors (B). LP. Apollo Management (AOP) VII. LW Apollo Co-Investors Manager. LLC Apollo Commodities Management GP. LLC Apollo Commodities Management. L.P. turisdktion of emanIzation Singapore Delaware Delaware Delaware Cayman Islands Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Cayman Islands Delaware Delaware Guernsey Delaware Maryland Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Cayman Islands Delaware Delaware Delaware Delaware EFTA00623703
Entity Name Apollo Commodities Partners Fund Administration. LLC Apollo Fund Administration IV. L.L.C. Apollo Fund Administration V. L.L.C. Apollo Fund Administration VI. LLC VC GP. LW Apollo Management (Germany) VI. LLC Apollo Advisors VII (EH-GP). Ltd. Apollo Advisors VII (EH). L.P. Apollo Co-Investors VII (EH-D). LP Apollo Verwaltungs V GmbH Apollo AIE II Co-Investors (B). L.P. Apollo Credit Co-Invest II GP. LLC Apollo Europe Advisors. L.P. Apollo Europe Capital Management. Ltd LeverageSource Management. LLC AMI (Luxembourg) S.a.r.l. Apollo Principal Holdings V. L.P. Apollo Principal Holdings VI. L.P. Apollo Principal Holdings VII. L.P. Apollo Principal Holdings V GP. LLC Apollo Principal Holdings VI GP. LLC ACC Advisors D. LW Apollo Principal Holdings VII GP. Ltd. ACC Advisors C. LLC APO (FC). LLC ACC Advisors Alt LLC Apollo Master Fund Feeder Management. LLC Apollo Palmetto Management. LLC Apollo Master Fund Feeder Advisors. L.P. Apollo Palmetto Advisors. L.P. Apollo Master Fund Administration. LLC Apollo Global Real Estate Management GP. LLC Apollo Global Real Estate Management. L.P. Apollo Advisors VI (APO FC-GP). LLC Apollo Advisors VII (APO FC-GP). LLC Jurisdiction of Organization Delaware Delaware Delaware Delaware Delaware Delaware Cayman Islands Cayman Islands Anguilla Germany Cayman Islands Delaware Cayman Islands Cayman Islands Delaware Luxembourg Delaware Delaware Cayman Islands Delaware Delaware Delaware Cayman Islands Delaware Anguilla Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Anguilla Anguilla EFTA00623704
Entity Name Apollo Advisors VI (APO DC-GP). LW Apollo Advisors VII (APO DC-GP). LLC Apollo Anguilla B LLC Apollo Advisors VI (APO DC). L.P. Apollo Advisors VII (APO DC). L.P. Apollo Advisors VI (APO Fe). L.P. Apollo Advisors VII (APO FC). L.P. VC GP C. LLC APH I (SUB I). Ltd APH III (SUB Ltd Apollo Strategic Advisors. L.P. Apollo SOMA II Advisors. LP. Apollo Strategic Management GP. LLC Apollo Strategic Management. L.P. Apollo Strategic Capital Management. LLC Ohio Haverty Finance Company GP. LLC Ohio Haverty Finance Company. L.P. AGM India Advisors Private Limited Apollo Principal Holdings VIII GP. Ltd. Apollo Principal Holdings VIII. LP. Apollo Principal Holdings IX GP. Ltd. Apollo Principal Holdings IX. L.P. Blue Bird GP. Ltd. Green Bird GP. Ltd. Red Bird GP. Ltd. August Global Management. LLC ACREFI Management. LW New York Haverty Finance Company GP. LLC Apollo COF I Capital Management. LLC Apollo Credit Opportunity Advisors I. LP. Apollo COF II Capital Management. LW Apollo Credit Opportunity Advisors II. LP. Apollo Co-Investors VI (D). LP. Apollo Co-Investors VI (DC-D). L.P. Apollo Co-Investors VI (EH-D). LP Jurisdiction et OrtanIzatIon Delaware Delaware Anguilla Delaware Delaware Cayman Islands Cayman Islands Delaware Cayman Islands Cayman Islands Cayman Islands Cayman Islands Delaware Delaware Delaware Delaware Delaware India Cayman Islands Cayman Islands Cayman Islands Cayman Islands Cayman Islands Cayman Islands Cayman Islands Florida Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Anguilla EFTA00623705
Dino- Name Apollo Co-Investors VI (FC-D). LP Athene Asset Management. LLC Apollo Credit Opportunity CM Executive Carry I. L.P. Apollo Credit Opportunity CM Executive Carry II. L.P. Apollo Credit Liquidity CM Executive Carry. L.P. Apollo Laminates Agent. LLC Apollo Management Asia Pacific Limited Apollo ALS Holdings II GP. LLC Apollo Resolution Servicing GP, LLC Apollo Resolution Servicing. L.P. ACRE CMBS Management LLC ACRE CMBS GP LLC Apollo Co-Investors VII (FC-D). L.P. Apollo Co-Investors VII (DC-D). L.P. Apollo Credit Management (CID). LLC Apollo Global Securities. LLC Apollo Advisors (Mauritius) Ltd. AAA Life Re Carry. L.P. ACRE Asia Pacific Management. LLC ACRE NA Management. LW ACRE Europe Management. LLC ACRE -DCB. LLC Apollo Parallel Partners Administration. LLC Apollo Credit Capital Management. LLC Apollo Credit Advisors I. LLC Apollo Credit Management (Senior Loans). LLC Apollo Asian Infrastructure Management. LLC Apollo CKE GP. LW ALM Loan Funding 2010-1. LLC ACRE NA Legacy Management. LW ACRE Europe Legacy Management. LLC ACRE Asia Pacific Legacy Management. LLC ACRE GP Holdings. LLC Apollo Gaucho GenPar. Ltd Apollo Credit Advisors II. LLC Jurisdiction of Ortanization Anguilla Delaware Delaware Delaware Delaware Delaware Hong Kong Delaware Delaware Delaware Delaware Delaware Anguilla Delaware Delaware Delaware Mauritius Cayman Islands Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware Cayman Islands Delaware EFTA00623706
Entity Name Jurisdiction of Ortanization AP TSL Funding. LW Delaware AGRE -E Legacy Management LLC Delaware Financial Credit I Capital Management LLC Delaware Financial Credit Investment I Manager. LLC Delaware ACRE CMBS GP II LW Delaware ACRE CMBS Management II LLC Delaware Financial Credit Investment Advisors I. L.P. Cayman Islands APH HFA Holdings. L.P. Cayman Islands APH HFA Holdings GP. Ltd Cayman Islands ACRE -E2 Legacy Management. LLC Delaware AP AOP VII Transfer Holdco. LLC Delaware ALM Loan Funding 2010-3. Ltd. Cayman Islands Apollo Credit Management. LLC Delaware Apollo Credit Capital Management. LLC Delaware Apollo India Credit Opportunity Management. LLC Delaware ACRE U.S. Real Estate Advisors. L.P. Delaware ACRE U.S. Real Estate Advisors GP. LW Delaware Apollo ACRE USREF Co-Investors (B). LLC Delaware CPI Capital Partners Asia Pacific GP Ltd. Cayman Islands CPI Asia G-Fdr General Partner GmbH Germany CPI Capital Partners Asia Pacific MLP II Ltd. Cayman Islands CPI Capital Partners Europe GP Ltd. Cayman Islands CPI European Fund GP LLC Delaware CPI European Carried Interest. L.P. Delaware CPI CCP ELI-T Scots GP Ltd. Scotland CPI NA GP LW Delaware CPI NA Fund GP LP Delaware CPI NA Cayman Fund GP. L.P. Cayman Islands CPI NA WT Fund GP LP Delaware Apollo Administration GP Ltd. Cayman Islands Apollo Achilles Co-Invest GP. LLC Anguilla Apollo Palmetto HFA Advisors. L.P. Delaware Apollo Credit Co-Invest II. L.P. Delaware ARM Manager. LLC Delaware Stanhope Life Advisors. L.P. Cayman Islands EFTA00623707
Entity Name AION Capital Management Limited Greenhouse Holdings. Ltd. Apollo ALST GenPar. Ltd. Apollo Palmetto Athene Advisors. L.P. Apollo ANRP Co-Investors (D). L.P. Apollo Co-Investors VII (NR DC-D). L.P. Apollo Co-Investors VII (NR D). L.P. Apollo Co-Investors VII (NR FC-D). LP Apollo Co-Investors (NR EH-D). LP ALM IV. Ltd. APH Holdings. L.P. APH Holdings (DC). L.P. APH Holdings (Fe. L.P. Apollo Longevity. LLC Apollo ANRP Capital Management. LLC Apollo ANRP Advisors. L.P. Apollo ALST Voteco. LLC ACRE CRE Debt Manager. LLC Apollo GSS GP Limited Apollo ANRP Advisors (IH-GP). LLC Apollo ANRP Advisors (IH). L.P. Apollo ANRP Co-Investors (IH-D). LP ACRE Debt Fund I GP. Ltd. Apollo APC Capital Management. LLC Apollo APC Advisors. L.P. Apollo European Senior Debt Advisors. LLC Apollo European Strategic Advisors. LLC Apollo European Strategic Advisors. L.P. Apollo European Strategic Management. LLC Apollo European Strategic Management. L.P. Apollo Credit Management (European Senior Debt). LLC Apollo European Senior Debt Management. LW Apollo Credit Advisors III. LLC Apollo EPF Advisors II. L.P. Apollo EPF Management II GP. LLC Jurisdiction of Ortanization Mauritius Cayman Islands Cayman Islands Delaware Delaware Delaware Delaware Anguilla Anguilla Caynian Islands Caynian Islands Cayman Islands Cayman Islands Delaware Delaware Delaware Delaware Delaware Channel Islands Anguilla Cayman Islands Anguilla Cayman Islands Anguilla Cayman Islands Delaware Delaware Cayman Islands Delaware Delaware Delaware Delaware Delaware Cayman Islands Delaware EFTA00623708
Ratio- Name Apollo EPF Management IL LP. Apollo VII TXU Administration. LLC Apollo APC Management. L.P. Apollo APC Management GP. LLC Apollo EPF Co-Investors (D). L.P. Apollo Executive Carry VII (NR). LP. Apollo Executive Carry VII (NR APO DC). LP. Apollo Executive Carry VII (NR APO PC). LP. Apollo Executive Carry VII (NR EH). L.P. Apollo European Credit Advisors. L.P. Apollo European Credit Advisors. LLC Apollo European Credit Management. L.P. Apollo European Credit Management. LLC GSAM Apollo Holdings. LLC Gulf Stream - Compass CLO 2007. Ltd. Gulf Stream - Compass CLO 2005-11. Ltd. Gulf Stream - Sextant CLO 2007-I. Ltd. Gulf Stream - Sextant CLO 2006-I. Ltd. Gulf Stream - Rashinban CLO 2006-I. Ltd. Neptune Finance CCS. Ltd. Apollo Senior Loan Fund Co-Investors (D). LP. Apollo European Strategic Co-Investors. LLC ST Holdings GP. LLC ST Management Holdings. LLC ST Merger Subsidiary. LLC Apollo Credit Senior Loan Fund. L.P. Apollo Athlon GenPar. Ltd. 2012 CMBS GP LLC 2012 CMBS Management LW Apollo SPN Capital Management. LLC Apollo SPN Advisors. L.P. Apollo SPN Management. LW Apollo SPN Co-Investors (D). LP. Apollo SPN Capital Management (APO FC-GP). LLC Apollo SPN Advisors (APO FC). L.P. Jurisdiction of OrtanIzation Delaware Delaware Delaware Delaware Cayman Islands Delaware Cayman Islands Delaware Cayman Islands Cayman Islands Delaware Delaware Delaware Delaware Cayman Islands Cayman Islands Cayman Islands Cayman Islands Cayman Islands Cayman Islands Delaware Delaware Delaware Delaware Delaware Delaware Cayman Islands Delaware Delaware Anguilla Cayman Islands Delaware Anguilla Anguilla Cayman Islands EFTA00623709
Entity Name Apollo SPN Co-Investors (FC-D). L.P. Apollo SPN Capital Management (APO DC-GP). LLC Apollo SPN Advisors (APO DC). L.P. Apollo SPN Co-Investors (DC-D). L.P. Apollo AGRE Prime Co-Investors (13). LLC Apollo European Credit Co-Investors. LLC Gulf Stream Asset Management. LLC Apollo Centre Street Management LLC Apollo Centre Street Advisors (APO DC-GP). LLC Apollo Centre Street Advisors (APO DC). LLC Apollo Centre Street Co-Investors (DC-D). LP. lurisdklion of Ortanization Anguilla Anguilla Cayman Islands Anguilla Anguilla Delaware North Carolina Delaware Delaware Delaware Delaware EFTA00623710
Exhibit 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement (No. 333-173161) on Form S-S of our report dated March 8.2012 relating to the consolidated financial statements of Apollo Global Management. LW and subsidiaries appearing in this Annual Report on Form l0-K of Apollo Global Management. LW for the year ended December 31. 2011. /s/ Dcloitte & Touche New York. New York March 8. 2012 EFTA00623711
Exhibit 31.1 CHIEF EXECUTIVE OFFICER CERTIFICATION I. Leon Black, certify that: I. I have reviewed this Annual Report on Form 10-K for the year ended December 31.2011 of Apollo Global Management. LW: 2. Based on my knowledge. this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made. in light of the circumstances under which such statements were made. not misleading with respect to the period covered by this report: 3. Based on my knowledge. the financial statements, and other financial information included in this report. fairly present in all material respects the financial condition. results of operations and cash flows of the Registrant as of. and for. the periods presented in this report: 4. The Registrant's other certifying officer and 1 arc responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(0 and 15d-15(f)) for the Registrant and have: a) Designed such disclosure controls and procedures. or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant. including its consolidated subsidiaries. is made known to us by others within those entities. particularly during the period in which this report is being prepared: b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles: c) Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures. as of the end of the period covered by this report based on such evaluation: and d) Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth quarter in the case of an annual report) that has materially affected. or is reasonably likely to materially affect, the Registrant's internal control over financial reporting: and 5. The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record. process. summarize and report financial information: and b) Any fraud, whether or not material. that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting. Date: March 9. 2012 /s/ Leon Black Leon Black Chief Executive Officer EFTA00623712
Exhibit 31.2 CHIEF FINANCIAL OFFICER CERTIFICATION I. Gene Donnelly. certify that: have reviewed this Annual Report on Form 10-K for the year ended December 31.2011 of Apollo Global Management. LW 2. Based on my knowledge. this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made. in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge. the financial statements, and other financial information included in this report. fairly present in all material respects the financial condition. results of operations and cash flows of the Registrant as of. and for. the periods presented in this report: 4. The Registrant's other certifying officer and I arc responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(0 and 15d-15(0) for the Registrant and have: a) Designed such disclosure controls and procedures. or caused such disclosure controls and procedures to be designed under our supervision. to ensure that material information relating to the Registrant. including its consolidated subsidiaries. is made known to us by others within those entities. particularly during the period in which this report is being prepared: b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles: e) Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures. as of the end of the period covered by this report based on such evaluation: and d) Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting: and 5. The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting. to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record. process. summarize and report financial information: and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting. Date: March 9. 2012 /s/ Gene Donnelly Gene Donnelly Chief Financial Officer EFTA00623713
Exhibit 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 In connection with the Annual Report of Apollo Global Management. LLC (the "Company') on Form 10-K for the year ended December 31.2011 as filed with the Securities and Exchange Commission on the date hereof (the "Report"). 1. Leon Black. Chief Executive Officer of the Company. certify. pursuant to 18 U.S.C. 4 1350. as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. that, to my knowledge: (I) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934: and (2) The information contained in the Report fairly presents. in all material respects. the financial condition and results of operations of the Company. Date: March 9. 2012 is/ Leon Black Leon Black Chief Executive Officer * The foregoing certification is being furnished solely pursuant to 18 US.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document. EFTA00623714
Exhibit 32.2 Certification of the Chief Financial Officer Pursuant to I8 U-S.C. Section 1350. As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Apollo Global Management. LLC (the "Company) on Form 10-K for the year ended December 31.2011 as filed with the Securities and Exchange Commission on the date hereof (the "Report"). 1. Gene Donnelly. Chief Financial Officer of the Company. certify. pursuant to 18 U.S.C. § 1350. as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. that to my knowledge: (I) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934: and (2) The information contained in the Report fairly presents. in all material respects. the financial condition and results of operations of the Company. Date: March 9. 2012 Is/ Gene Donnelly Gene Donnelly Chief Financial Officer * The foregoing certification is being furnished solely pursuant to 18 US.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document. EFTA00623715






