AP Alternative Assets Releases Financial Results for the Three Months and Full Year Ended December 31, 2012
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http://pdf.reuters.com/htmlnews/8knews.asp?i=43059c3bf0e37541&u=urn:newsml:reuters.com:20130208:nBw076786a http://www.businesswire.com/news/home/20130207006786/en --Net Asset Value of $20.73 per unit as of December 31, 2012-- GUERNSEY, Channel Islands--(Business Wire)-- Regulatory News: AP Alternative Assets, L.P. ("AAA", Euronext Amsterdam: AAA) today released its financial results for the three months and full year ended December 31, 2012. AAA invests its capital through, and is the sole limited partner of, AAA Investments, L.P., which is referred to as the "Investment Partnership." Highlights * On October 31, 2012, AAA consummated a significant transaction in which AAA contributed substantially all of its investments to Athene Holding Ltd. ("Athene") in exchange for common shares of Athene, cash and a short term promissory note. * Net asset value at December 31, 2012 was $1,662.9 million, or $20.73 per unit, representing an increase of $131.1 million, or $1.63 per unit during the quarter and an increase of $183.3 million, or $4.32 per unit during the year ended December 31, 2012. Significant Corporate Transaction On October 30, 2012 AAA announced that as a result of a strategic review requested by the Board of Directors of AAA Guernsey Limited (the "Board"), in its capacity as general partner of AAA, it agreed upon a strategic plan intended to accelerate the ultimate delivery of value to its unitholders. As part of this strategic plan, AAA entered into a definitive agreement to contribute substantially all of its investments to Athene (see "About Athene" below) in exchange for common shares of Athene, cash and a short term promissory note (the "Transaction"). As part of the Transaction, which was consummated on October 31, 2012, the transfer of certain of AAA`s investments (which investments have transaction value of approximately $25 million as of December 31, 2012) to Athene will be delayed pending the receipt of required regulatory consents, and the appropriate portion of the consideration to be paid to AAA in Athene shares will not be paid by Athene until the time of such transfer. In connection with the Transaction, the Investment Partnership received approximately 46.8 million non-voting common shares of Athene, cash of $82.9 million and a promissory note with a principal amount of approximately $113.3 million, in exchange of investments with a fair value of approximately $1,114.3 million. The impact of the contribution resulted in a recognized gain of approximately $178.3 million, which excludes the impact of the assets that were not transferred pending regulatory approval discussed above. Following the completion of the Transaction, Athene is AAA`s only material portfolio asset and AAA is the largest shareholder of Athene with an ownership stake of approximately 77% as of December 31, 2012. Subsequent to year end, Athene called additional capital from other investors, and as a result AAA's ownership of Athene was reduced to approximately 72%. The Board also has approved the removal of the diversification requirements within AAA`s Investment Policies and Procedures (having received the requisite approval of the independent directors to do so) so that AAA can have Athene as its only investment. Apollo Alternative Assets, L.P., a subsidiary of Apollo Global Management, LLC (collectively with its subsidiaries, "Apollo") and the manager of AAA, intends to pursue actively one or more strategies to dispose of the Athene shares held by AAA, including by selling such shares, distributing such shares to AAA unitholders through a share tender offer or other alternatives. Net Asset Value for AAA At December 31, 2012, AAA had net assets of $1,662.9 million, including its share of the net assets of the Investment Partnership, as follows: (in $ millions, except per unit amounts Net Asset Value as of December 31, 2012 Gross Asset Value: Cash $18.7 Note Receivable from Affiliate 113.3 Private Equity Co-investments 25.0 Apollo Life Re Ltd. 1,579.0 Other1 (73.1) Net Asset Value $1,662.9 Net Asset Value per Unit $20.73 Net Common Units Outstanding 80,215,738 1 Includes Other Opportunistic Investment, Other Assets & Liabilities and General Partner Interest. General Partner Interest is primarily comprised of unrealized carry receivable of $69.0 million at December 31, 2012. Annual Report AAA today published its Annual Report for 2012 which can be downloaded free of charge from its website at www.apolloalternativeassets.com. Conference Call AAA will host a conference call on Friday, February 8th, 2013, at 2:00 p.m. CET (Amsterdam) / 1:00 p.m. GMT (London) / 8:00 a.m. EST (New York). During this call, members of Athene`s senior management team, including Jim Belardi, Chairman & Chief Executive Officer, and Grant Kvalheim, President & Chief Financial Officer, will review information relating to Athene. In addition, Marc Rowan, Senior Managing Director of Apollo Global Management, LLC; Barry Giarraputo, Chief Financial Officer; and Gary Stein, Head of Corporate Communications will discuss AAA and review the company`s financial results for the fourth quarter and full year of 2012. All interested parties are welcome to participate. You can access this call by dialing 20-718-8506 within The Netherlands or +31-20-718-8506 outside of The Netherlands. Please dial in approximately 5 to 10 minutes prior to the call. When prompted, callers should reference "AAA Earnings". A presentation will be referenced during the call and will be available on the company`s website at http://www.apolloalternativeassets.com prior to the conference call. The company will take questions via email, either in advance or during the call, at firstname.lastname@example.org. An archived replay of the conference call will be available through March 8, 2013, via the company`s website at www.apolloalternativeassets.com. About AAA AAA was established by Apollo Global Management, LLC and its affiliates ("Apollo") and is a closed-end limited partnership established under the laws of Guernsey. Apollo is a leading global alternative investment manager with 22 years of experience investing across the capital structure of leveraged companies. AAA is managed by Apollo Alternative Assets, L.P. For more information about AAA, please visit www.apolloalternativeassets.com. Forward-Looking Statements This press release contains forward-looking statements. Forward-looking statements involve risks and uncertainties because they relate to future events and circumstances. Such statements are based on currently available operating, financial and competitive information and are subject to various risks and uncertainties that could cause actual results and developments to differ materially from the historical experience and expressed or implied expectations of AAA. Undue reliance should not be placed on such forward-looking statements. Forward-looking statements speak only as of the date on which they are made and AAA does not undertake to update its forward-looking statements unless required by law. Financial Schedules Follow The following financial schedules are extracts only from the Annual Report for 2012 which can be downloaded free of charges from AAA`s website at www.apolloalternativeassets.com. Financial Schedule I AP ALTERNATIVE ASSETS, L.P. STATEMENT OF OPERATIONS (in thousands) For the For the Year Ended Year Ended December 31, 2012 December 31, 2011 INVESTMENT INCOME (LOSS) (ALLOCATED FROM AAA INVESTMENTS, L.P.) Interest, dividends and gains from short-term investments $ 28,925 $ 38,136 Expenses (38,311) (34,256) (9,386) 3,880 EXPENSES General and administrative expenses (2,578) (2,549) NET INVESTMENT (LOSS) INCOME (11,964) 1,331 REALIZED AND UNREALIZED GAINS (LOSSES) FROM INVESTMENTS (ALLOCATED FROM AAA INVESTMENTS, L.P.) Net realized gains from sales/dispositions on investments 46,502 22,948 Net change in unrealized appreciation/depreciation on investments 251,024 (150,774) NET GAIN (LOSS) FROM INVESTMENTS 297,526 (127,826) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 285,562 $ (126,495) Financial Schedule II AP ALTERNATIVE ASSETS, L.P. STATEMENT OF ASSETS AND LIABILITIES (in thousands, except per unit amounts) As of As of December 31, December 31, 2012 2011 ASSETS Investment in AAA Investments, L.P. (cost of $1,561,154 and $1,662,999 at December 31, 2012 and 2011, respectively) $ 1,666,448 $ 1,480,152 Other assets 296 327 TOTAL ASSETS 1,666,744 1,480,479 LIABILITIES Accounts payable and accrued liabilities 651 727 Due to affiliates 3,224 229 NET ASSETS $ 1,662,869 $ 1,479,523 NET ASSETS CONSIST OF: Partners` capital contribution, 80,215,738 and 90,183,200 net common units outstanding at December 31, 2012 and 2011, respectively) $ 1,683,764 $ 1,783,810 Partners` capital distributions (112,309) (110,139) Accumulated increase (decrease) in assets resulting from operations 91,414 (194,148) $ 1,662,869 $ 1,479,523 Net asset value per common unit $ 20.73 $ 16.41 Market price per common unit $ 14.80 $ 8.45 Financial Schedule III AAA INVESTMENTS, L.P. STATEMENT OF OPERATIONS (in thousands) For the Year Ended For the Year Ended December 31, 2012 December 31, 2011 INVESTMENT INCOME: Interest, dividends and gains from short-term investments $ 28,941 $ 38,157 EXPENSES: Management fees (13,689) (17,745) General and administrative expenses (24,636) (16,520) NET INVESTMENT (LOSS) INCOME (9,384) 3,892 REALIZED AND UNREALIZED GAINS (LOSSES) FROM INVESTMENTS Net realized gains from sales/dispositions on investments 46,528 22,960 Net change in unrealized appreciation/depreciation on investments 308,286 (141,348) NET GAIN (LOSS) FROM INVESTMENTS 354,814 (118,388) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 345,430 $ (114,496) Financial Schedule IV AAA INVESTMENTS, L.P. STATEMENT OF ASSETS AND LIABILITIES (in thousands) As of As of December 31, 2012 December 31, 2011 ASSETS Investments: Investment in Opportunistic Investment at fair value (cost of $1,276,366 in 2012 and $358,241 in 2011) $ 1,578,954 $ 430,800 Co-investments - Apollo Investment Fund VI and Apollo Investment Fund VII at fair value (cost of $177,153 in 2012 and $1,026,471 in 2011) 25,050 903,745 Investment in Apollo Strategic Value Offshore Fund, Ltd. at fair value (cost of $0 in 2012 and $105,889 in 2011) - 164,811 Investment in Other Apollo Credit Funds at fair value (cost of $0 in 2012 and $332,776 in 2011) - 166,959 Investment in Other Opportunistic Investment at fair value (cost of $0 in 2012 and $12,953 in 2011) - 12,214 Total Investments 1,604,004 1,678,529 Cash and cash equivalents 18,661 229,892 Note receivable from affiliate 113,264 - Other assets 354 2,349 Due from affiliates 3,224 3,002 TOTAL ASSETS 1,739,507 1,913,772 LIABILITIES Borrowings under credit facility - 402,500 Accounts payable and accrued liabilities 1,268 1,228 Due to affiliates 1,830 6,944 NET ASSETS $ 1,736,409 $ 1,503,100 NET ASSETS CONSIST OF Partners' capital $ 1,539,673 $ 1,651,794 Accumulated increase (decrease) in net assets resulting from operations 196,736 (148,694) $ 1,736,409 $ 1,503,100 AP Alternative Assets: Barry Giarraputo +1 (212) 515 3478 or Press Contact: Ed Gascoigne-Pees +44 (0) 207 269 7132 Copyright Business Wire 2013
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