
Apollo Global Management Inc.'s Proposed Subordinated Notes Due 2050 Rated 'BBB+'
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NEW YORK (S&P Global Ratings) Dec. 9, 2019--S&P Global Ratings today said it assigned its 'BBB+' issue rating on Apollo Global Management Inc.'s proposed fixed-rate resettable subordinated notes due 2050. The size of the issuance will be determined by market conditions, but, for our analysis, we are assuming the notes will be approximately $300 million. The issuer credit rating on Apollo Global Management Inc. is 'A' with a negative outlook.
The subordinated notes will be issued by Apollo Management Holdings L.P. (AMH), an indirect subsidiary of Apollo Global Management Inc. The subordinated notes will be fully and unconditionally guaranteed on a joint and several basis by Apollo Principal Holdings I L.P., Apollo Principal Holdings II L.P., Apollo Principal Holdings III L.P., Apollo Principal Holdings IV L.P., Apollo Principal Holdings V L.P., Apollo Principal Holdings VI L.P., Apollo Principal Holdings VII L.P., Apollo Principal Holdings VIII L.P., Apollo Principal Holdings IX L.P., Apollo Principal Holdings X L.P., Apollo Principal Holdings XI LLC, Apollo Principal Holdings XII L.P., and AMH Holdings (Cayman) L.P.
The company intends to use the proceeds of the subordinated notes offering for general corporate purposes, including to partially finance the previously announced Athene share issuance transaction. Apollo and Athene are issuing and exchanging a $1.2 billion common equity interest in each of Athene and Apollo, and Apollo is investing an additional $350 million in Athene.
We view the company's proposed subordinated notes issuance as hybrid capital with intermediate equity content and rate it two notches below our 'A' issuer credit rating on Apollo, reflecting subordination and optional deferability. In our calculation of Apollo's key ratios, we will treat half the issued amount as debt and half as equity, and half of the interest as interest expense and half as dividends.
Intermediate equity treatment applies to the portion of the company's hybrids that are within 15% of total capitalization. Apollo already has $575 million of hybrids outstanding (series A and series B preferred). The amount of hybrid capital as a percentage of capitalization, pro forma for this subordinated note issuance and the Athene transaction, will be approximately 15% (the generally permissible amount of hybrid capital to provide intermediate equity content). If Apollo increases the size of its subordinated notes issuance beyond the $300 million estimate, we may count any excess amount above 15% as debt (or all hybrid instruments as debt) if we believe Apollo is pursuing a more aggressive financial policy.
We expect, on a pro forma basis, the firm to sustain a debt-to-EBITDA ratio of approximately 1.3x on a weighted basis, close to but still below our 1.5x threshold for a downgrade. The negative outlook on Apollo incorporates our expectation that the company could draw on the contingent liquidity over our ratings outlook horizon, such that leverage and coverage metrics are likely to move closer to, or surpass, our 1.5x and 10x downside thresholds.