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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Apollo Commercial Real Estate Finance Inc | NYSE:ARI | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.05 | 0.49% | 10.18 | 501 | 09:01:21 |
|
x
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Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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¨
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Maryland
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27-0467113
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(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification Number)
|
Large accelerated filer
|
|
x
|
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Accelerated filer
|
|
¨
|
|
|
|
|
|
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|
Non-accelerated filer
|
|
¨
(Do not check if a smaller reporting company)
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|
Smaller reporting company
|
|
¨
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|
|
|
|
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Emerging growth company
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¨
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Page
|
|
|
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Assets:
|
|
|
|
||||
Cash
|
$
|
142,905
|
|
|
$
|
200,996
|
|
Restricted cash
|
54,702
|
|
|
62,457
|
|
||
Securities, at estimated fair value
|
261,841
|
|
|
331,076
|
|
||
Securities, held-to-maturity
|
145,780
|
|
|
146,352
|
|
||
Commercial mortgage loans, held for investment
|
1,955,816
|
|
|
1,641,856
|
|
||
Subordinate loans, held for investment
|
1,195,570
|
|
|
1,051,236
|
|
||
Investment in unconsolidated joint venture
|
23,538
|
|
|
22,103
|
|
||
Derivative assets, net
|
3,009
|
|
|
5,906
|
|
||
Interest receivable
|
22,297
|
|
|
19,281
|
|
||
Other assets
|
3,107
|
|
|
1,714
|
|
||
Total Assets
|
$
|
3,808,565
|
|
|
$
|
3,482,977
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Borrowings under repurchase agreements (net of deferred financing costs of $9,954 and $6,763 in 2017 and 2016, respectively)
|
$
|
1,477,281
|
|
|
$
|
1,139,803
|
|
Convertible senior notes, net
|
250,468
|
|
|
249,994
|
|
||
Participations sold
|
84,647
|
|
|
84,979
|
|
||
Accounts payable and accrued expenses
|
8,652
|
|
|
17,681
|
|
||
Payable to related party
|
7,432
|
|
|
7,015
|
|
||
Dividends payable
|
51,109
|
|
|
51,278
|
|
||
Total Liabilities
|
1,879,589
|
|
|
1,550,750
|
|
||
Commitments and Contingencies (see Note 14)
|
|
|
|
||||
Stockholders’ Equity:
|
|
|
|
||||
Preferred stock, $0.01 par value, 50,000,000 shares authorized:
|
|
|
|
||||
Series A preferred stock, 3,450,000 shares issued and outstanding ($86,250 aggregate liquidation preference) in 2017 and 2016
|
35
|
|
|
35
|
|
||
Series B preferred stock, 8,000,000 shares issued and outstanding ($200,000 aggregate liquidation preference) in 2017 and 2016
|
80
|
|
|
80
|
|
||
Series C preferred stock, 6,900,000 shares issued and outstanding ($172,500 aggregate liquidation preference) in 2017 and 2016
|
69
|
|
|
69
|
|
||
Common stock, $0.01 par value, 450,000,000 shares authorized, 91,621,274 and 91,422,676 shares issued and outstanding in 2017 and 2016, respectively
|
916
|
|
|
914
|
|
||
Additional paid-in-capital
|
1,984,471
|
|
|
1,983,010
|
|
||
Accumulated deficit
|
(53,035
|
)
|
|
(48,070
|
)
|
||
Accumulated other comprehensive loss
|
(3,560
|
)
|
|
(3,811
|
)
|
||
Total Stockholders’ Equity
|
1,928,976
|
|
|
1,932,227
|
|
||
Total Liabilities and Stockholders’ Equity
|
$
|
3,808,565
|
|
|
$
|
3,482,977
|
|
|
Three months ended
March 31, |
|||||
|
2017
|
2016
|
||||
Net interest income:
|
|
|
||||
Interest income from securities
|
$
|
3,256
|
|
$
|
8,049
|
|
Interest income from securities, held to maturity
|
2,798
|
|
2,896
|
|
||
Interest income from commercial mortgage loans
|
34,398
|
|
21,127
|
|
||
Interest income from subordinate loans
|
34,390
|
|
29,375
|
|
||
Interest expense
|
(17,030
|
)
|
(14,642
|
)
|
||
Net interest income
|
57,812
|
|
46,805
|
|
||
Operating expenses:
|
|
|
||||
General and administrative expenses (includes $3,791 and $1,668 of equity based compensation in 2017 and 2016, respectively)
|
(5,758
|
)
|
(8,185
|
)
|
||
Management fees to related party
|
(7,432
|
)
|
(5,229
|
)
|
||
Total operating expenses
|
(13,190
|
)
|
(13,414
|
)
|
||
Income from unconsolidated joint venture
|
458
|
|
68
|
|
||
Interest income from cash balances
|
108
|
|
2
|
|
||
Realized loss on sale of assets
|
(1,042
|
)
|
—
|
|
||
Unrealized gain (loss) on securities
|
2,852
|
|
(15,074
|
)
|
||
Foreign currency gain (loss)
|
3,172
|
|
(4,474
|
)
|
||
Gain (loss) on derivative instruments (includes unrealized gains(losses) of ($2,889) in 2017 and $(1,380) in 2016, respectively)
|
(3,045
|
)
|
4,703
|
|
||
Net income
|
47,125
|
|
18,616
|
|
||
Preferred dividends
|
$
|
(9,310
|
)
|
$
|
(5,815
|
)
|
Net income available to common stockholders
|
37,815
|
|
12,801
|
|
||
Basic and diluted net income per share of common stock
|
$
|
0.41
|
|
$
|
0.18
|
|
Basic weighted average shares of common stock outstanding
|
91,612,447
|
|
67,385,191
|
|
||
Diluted weighted average shares of common stock outstanding
|
92,998,250
|
|
68,327,718
|
|
||
Dividend declared per share of common stock
|
$
|
0.46
|
|
$
|
0.46
|
|
|
Three months ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Net income available to common stockholders
|
$
|
37,815
|
|
|
$
|
12,801
|
|
Change in net unrealized gain (loss) on securities available-for-sale
|
—
|
|
|
—
|
|
||
Foreign currency translation adjustment
|
251
|
|
|
918
|
|
||
Comprehensive income
|
$
|
38,066
|
|
|
$
|
13,719
|
|
|
Preferred Stock
|
|
Common Stock
|
|
Additional
Paid In
Capital
|
|
Retained
Earnings
(Accumulated
Deficit)
|
|
Accumulated
Other
Comprehensive
Loss
|
|
|
||||||||||||||||||
|
Shares
|
|
Par
|
|
Shares
|
|
Par
|
|
|
|
|
Total
|
|||||||||||||||||
Balance at January 1, 2017
|
18,350,000
|
|
|
$
|
184
|
|
|
91,422,676
|
|
|
$
|
914
|
|
|
$
|
1,983,010
|
|
|
$
|
(48,070
|
)
|
|
$
|
(3,811
|
)
|
|
$
|
1,932,227
|
|
Capital increase related to Equity Incentive Plan
|
—
|
|
|
|
|
|
198,598
|
|
|
2
|
|
|
1,461
|
|
|
|
|
|
|
|
|
1,463
|
|
||||||
Issuance of restricted common stock
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Offering costs
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
||||||
Net income
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
47,125
|
|
|
|
|
|
47,125
|
|
||||||
Change in other comprehensive loss
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
251
|
|
|
251
|
|
||||||
Dividends on common stock
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(42,780
|
)
|
|
|
|
|
(42,780
|
)
|
||||||
Dividends on preferred stock
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(9,310
|
)
|
|
|
|
|
(9,310
|
)
|
||||||
Balance at March 31, 2017
|
18,350,000
|
|
|
$
|
184
|
|
|
91,621,274
|
|
|
$
|
916
|
|
|
$
|
1,984,471
|
|
|
$
|
(53,035
|
)
|
|
$
|
(3,560
|
)
|
|
$
|
1,928,976
|
|
|
Three months ended March 31, 2017
|
|
Three months ended March 31, 2016
|
||||
Cash flows provided by operating activities:
|
|
|
|
||||
Net income
|
$
|
47,125
|
|
|
$
|
18,616
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Amortization of discount/premium and PIK interest
|
(3,517
|
)
|
|
(1,983
|
)
|
||
Amortization of deferred financing costs
|
1,203
|
|
|
907
|
|
||
Equity-based compensation
|
1,461
|
|
|
(680
|
)
|
||
Unrealized (gain) loss on securities
|
(2,852
|
)
|
|
15,074
|
|
||
Income (loss) from unconsolidated joint venture
|
(458
|
)
|
|
(68
|
)
|
||
Foreign currency (gain) loss
|
(2,808
|
)
|
|
4,517
|
|
||
Realized (gain) loss on derivative instruments
|
156
|
|
|
(6,083
|
)
|
||
Unrealized loss on derivative instruments
|
2,897
|
|
|
1,380
|
|
||
Realized (gain) loss on sale of security
|
1,042
|
|
|
—
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accrued interest receivable, less purchased interest
|
(10,871
|
)
|
|
(16,717
|
)
|
||
Other assets
|
(55
|
)
|
|
183
|
|
||
Accounts payable and accrued expenses
|
(8,011
|
)
|
|
(1,480
|
)
|
||
Payable to related party
|
418
|
|
|
(68
|
)
|
||
Net cash provided by operating activities
|
25,730
|
|
|
13,598
|
|
||
Cash flows used in investing activities:
|
|
|
|
||||
Funding of commercial mortgage loans, net of fees received
|
(314,293
|
)
|
|
(178,574
|
)
|
||
Funding of subordinate loans, net of fees received
|
(171,695
|
)
|
|
(27,600
|
)
|
||
Funding of unconsolidated joint venture
|
(726
|
)
|
|
—
|
|
||
Funding of other assets
|
(1,379
|
)
|
|
—
|
|
||
Proceeds (Payments) on settlements of derivative instruments
|
(156
|
)
|
|
6,083
|
|
||
Increase in collateral held related to derivative contracts
|
(960
|
)
|
|
870
|
|
||
Decrease in restricted cash
|
7,754
|
|
|
—
|
|
||
Proceeds from sale of securities
|
69,248
|
|
|
—
|
|
||
Principal payments received on securities available-for-sale
|
—
|
|
|
(25,653
|
)
|
||
Principal payments received on securities
|
35
|
|
|
6,344
|
|
||
Principal payments received on securities, held-to-maturity
|
750
|
|
|
750
|
|
||
Principal payments received on commercial mortgage loans
|
6,337
|
|
|
14,824
|
|
||
Principal payments received on subordinate loans
|
37,738
|
|
|
19,829
|
|
||
Principal payments received on other assets
|
—
|
|
|
30
|
|
||
Net cash used in investing activities
|
(367,347
|
)
|
|
(183,097
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Repurchase of common stock
|
—
|
|
|
—
|
|
||
Payment of offering costs
|
(58
|
)
|
|
(43
|
)
|
||
Proceeds from repurchase agreement borrowings
|
407,955
|
|
|
230,425
|
|
||
Repayments of repurchase agreement borrowings
|
(67,286
|
)
|
|
(64,883
|
)
|
||
Repayments of participations sold
|
(434
|
)
|
|
(507
|
)
|
||
Payment of deferred financing costs
|
(4,394
|
)
|
|
(1,205
|
)
|
||
Dividends on common stock
|
(42,947
|
)
|
|
(31,742
|
)
|
||
Dividends on preferred stock
|
(9,310
|
)
|
|
(6,926
|
)
|
||
Net cash provided by financing activities
|
283,526
|
|
|
125,119
|
|
||
Net decrease in cash and cash equivalents
|
(58,091
|
)
|
|
(44,380
|
)
|
||
Cash and cash equivalents, beginning of period
|
200,996
|
|
|
67,415
|
|
||
Cash and cash equivalents, end of period
|
$
|
142,905
|
|
|
$
|
23,035
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
||||
Interest paid
|
$
|
18,965
|
|
|
$
|
17,589
|
|
Supplemental disclosure of non-cash investing and financing activities:
|
|
|
|
||||
Dividend declared, not yet paid
|
$
|
51,109
|
|
|
$
|
36,421
|
|
Offering costs payable
|
$
|
222
|
|
|
223
|
|
|
Fair Value as of March 31, 2017
|
|
Fair Value as of December 31, 2016
|
||||||||||||||||||||||||||||
|
Level I
|
|
Level II
|
|
Level III
|
|
Total
|
|
Level I
|
|
Level II
|
|
Level III
|
|
Total
|
||||||||||||||||
CMBS (Fair Value Option)
|
$
|
—
|
|
|
$
|
261,841
|
|
|
$
|
—
|
|
|
$
|
261,841
|
|
|
$
|
—
|
|
|
$
|
331,076
|
|
|
$
|
—
|
|
|
$
|
331,076
|
|
Derivative instruments
|
—
|
|
|
3,009
|
|
|
—
|
|
|
3,009
|
|
|
—
|
|
|
5,906
|
|
|
—
|
|
|
5,906
|
|
||||||||
Total
|
$
|
—
|
|
|
$
|
264,850
|
|
|
$
|
—
|
|
|
$
|
264,850
|
|
|
$
|
—
|
|
|
$
|
336,982
|
|
|
$
|
—
|
|
|
$
|
336,982
|
|
Security Description
|
Face
Amount
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gain
|
|
Gross
Unrealized
Loss
|
|
Estimated Fair
Value
|
||||||||||
CMBS (Fair Value Option)
|
$
|
304,768
|
|
|
$
|
296,159
|
|
|
$
|
1,833
|
|
|
$
|
(36,151
|
)
|
|
$
|
261,841
|
|
CMBS (Held-to-Maturity)
|
145,780
|
|
|
145,780
|
|
|
—
|
|
|
—
|
|
|
145,780
|
|
|||||
Total
|
$
|
450,548
|
|
|
$
|
441,939
|
|
|
$
|
1,833
|
|
|
$
|
(36,151
|
)
|
|
$
|
407,621
|
|
Security Description
|
Face
Amount
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gain
|
|
Gross
Unrealized
Loss
|
|
Estimated
Fair
Value
|
||||||||||
CMBS (Fair Value Option)
|
$
|
375,861
|
|
|
$
|
368,247
|
|
|
$
|
292
|
|
|
$
|
(37,463
|
)
|
|
$
|
331,076
|
|
CMBS (Held-to-Maturity)
|
146,530
|
|
|
146,352
|
|
|
—
|
|
|
—
|
|
|
146,352
|
|
|||||
Total
|
$
|
522,391
|
|
|
$
|
514,599
|
|
|
$
|
292
|
|
|
$
|
(37,463
|
)
|
|
$
|
477,428
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||
Credit Ratings *
|
B-NR
|
|
|
B+-NR
|
|
Coupon
|
5.9
|
%
|
|
5.9
|
%
|
Yield
|
4.3
|
%
|
|
6.0
|
%
|
Weighted Average Life
|
2.4 years
|
|
|
2.5 years
|
|
*
|
Ratings per Fitch Ratings, Moody’s Investors Service or Standard & Poor's.
|
Vintage
|
March 31, 2017
|
|
December 31, 2016
|
||
2005
|
2.5
|
%
|
|
2.0
|
%
|
2006
|
14.9
|
|
|
12.1
|
|
2007
|
67.4
|
|
|
73.5
|
|
2008
|
15.2
|
|
|
12.4
|
|
Total
|
100.0
|
%
|
|
100.0
|
%
|
Property Type
|
March 31, 2017
|
|
December 31, 2016
|
||
Office
|
31.7
|
%
|
|
34.6
|
%
|
Retail
|
32.5
|
|
|
29.0
|
|
Multifamily
|
11.3
|
|
|
12.4
|
|
Other
(1)
|
24.5
|
|
|
24.0
|
|
Total
|
100.0
|
%
|
|
100.0
|
%
|
Location
|
March 31, 2017
|
|
December 31, 2016
|
||
South Atlantic
|
26.7
|
%
|
|
23.8
|
%
|
Middle Atlantic
|
15.7
|
|
|
16.7
|
|
Pacific
|
13.9
|
|
|
15.3
|
|
East North Central
|
12.1
|
|
|
10.8
|
|
Other
(1)
|
31.6
|
|
|
33.4
|
|
Total
|
100.0
|
%
|
|
100.0
|
%
|
Loan Type
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Commercial mortgage loans, held for investment, net
|
|
$
|
1,955,816
|
|
|
$
|
1,641,856
|
|
Subordinate loans, held for investment, net
|
|
1,195,570
|
|
|
1,051,236
|
|
||
Total loans, held for investment, net
|
|
$
|
3,151,386
|
|
|
$
|
2,693,092
|
|
|
|
Principal Balance
|
|
Deferred Fees/Other Items
(1)
|
|
Provision for Loan Loss
|
|
Carrying Value
|
||||
December 31, 2016
|
|
2,720,344
|
|
|
(12,252
|
)
|
|
(15,000
|
)
|
|
2,693,092
|
|
Loan fundings
|
|
492,282
|
|
|
—
|
|
|
—
|
|
|
492,282
|
|
Loan repayments
|
|
(44,075
|
)
|
|
—
|
|
|
—
|
|
|
(44,075
|
)
|
Unrealized gain (loss) on foreign currency translation
|
|
2,808
|
|
|
—
|
|
|
—
|
|
|
2,808
|
|
Deferred fees and other items
(1)
|
|
—
|
|
|
(6,294
|
)
|
|
—
|
|
|
(6,294
|
)
|
Amortization of fees and other items
(1)
|
|
7,854
|
|
|
5,718
|
|
|
—
|
|
|
13,573
|
|
March 31, 2017
|
|
3,179,213
|
|
|
(12,828
|
)
|
|
(15,000
|
)
|
|
3,151,386
|
|
(1)
|
Other items primarily consist of purchase discounts or premiums, exit fees, and deferred origination expenses.
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Number of loans
|
|
51
|
|
|
45
|
|
||
Principal balance
|
|
$
|
3,179,213
|
|
|
$
|
2,720,344
|
|
Carrying value
|
|
$
|
3,151,386
|
|
|
$
|
2,693,092
|
|
Unfunded loan commitments
(1)
|
|
$
|
121,470
|
|
|
$
|
170,365
|
|
Weighted-average cash coupon
(2)
|
|
8.82
|
%
|
|
8.88
|
%
|
(1)
|
Unfunded loan commitments are primarily funded to finance property improvements or lease-related expenditures by the borrowers. These future commitments are funded over the term of each loan, subject in certain cases to an expiration date.
|
(2)
|
For floating rate loans, assumes one-month LIBOR of
0.98%
and
0.77%
, as of
March 31, 2017
and
December 31, 2016
, respectively.
|
|
March 31, 2017
|
|
December 31, 2016
|
|||||
Property Type
|
|
Carrying
Value |
|
% of
Portfolio |
|
Carrying
Value |
|
% of
Portfolio |
Hotel
|
|
$694,045
|
|
22.0%
|
|
$408,428
|
|
15.2%
|
Residential - for sale
|
|
522,707
|
|
16.6%
|
|
469,997
|
|
17.5%
|
Urban Retail Predevelopment
|
|
498,830
|
|
15.8%
|
|
491,187
|
|
18.2%
|
Office
|
|
256,177
|
|
8.1%
|
|
255,031
|
|
9.5%
|
Residential Rental
|
|
270,912
|
|
8.6%
|
|
309,243
|
|
11.5%
|
Mixed Use
|
|
252,132
|
|
8.0%
|
|
134,797
|
|
4.9%
|
Retail Center
|
|
240,296
|
|
7.6%
|
|
209,401
|
|
7.8%
|
Healthcare
|
|
171,306
|
|
5.5%
|
|
170,549
|
|
6.3%
|
Industrial
|
|
156,941
|
|
5.0%
|
|
156,809
|
|
5.8%
|
Other
|
|
88,040
|
|
2.8%
|
|
87,650
|
|
3.3%
|
|
|
$3,151,386
|
|
100%
|
|
$2,693,092
|
|
100%
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Geographic Location
|
|
Carrying
Value |
|
% of
Portfolio |
|
Carrying
Value |
|
% of
Portfolio |
New York City
|
|
$1,232,256
|
|
39.1%
|
|
$1,034,303
|
|
38.4%
|
Midwest
|
|
505,769
|
|
16.0%
|
|
405,992
|
|
15.1%
|
Southeast
|
|
490,354
|
|
15.6%
|
|
332,276
|
|
12.3%
|
International (U.K.)
|
|
246,820
|
|
7.8%
|
|
244,756
|
|
9.1%
|
West
|
|
197,068
|
|
6.3%
|
|
219,664
|
|
8.2%
|
Mid Atlantic
|
|
261,076
|
|
8.3%
|
|
263,717
|
|
9.8%
|
Southwest
|
|
79,636
|
|
2.5%
|
|
54,614
|
|
2%
|
Northeast
|
|
138,407
|
|
4.4%
|
|
137,770
|
|
5.1%
|
Total
|
|
$3,151,386
|
|
100%
|
|
$2,693,092
|
|
100%
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||||
Lender
|
Maximum Amount of Borrowings
|
|
Borrowings Outstanding
|
|
Maturity
(1)
|
|
Weighted
Average Rate (2) |
|
Maximum Amount of Borrowings
|
|
Borrowings Outstanding
|
|
Maturity
(1)
|
|
Weighted
Average Rate (2) |
||||||||||
JPMorgan Facility
(3)
|
$
|
1,118,000
|
|
|
$
|
894,031
|
|
|
March 2020
|
|
L+2.27%
|
|
|
$
|
943,000
|
|
|
$
|
657,452
|
|
|
January 2019
|
|
L+2.25%
|
|
DB Repurchase Facility
(4)
|
355,200
|
|
|
308,730
|
|
|
September 2019
|
|
L+2.57%
|
|
|
300,000
|
|
|
137,355
|
|
|
September 2019
|
|
L+2.66%
|
|
||||
Goldman Loan
|
N/A
|
|
|
39,001
|
|
|
April 2019
|
|
L+3.50%
|
|
|
N/A
|
|
|
40,657
|
|
|
April 2019
|
|
L+3.50%
|
|
||||
Sub-total
|
|
|
|
1,241,762
|
|
|
|
|
L+2.38%
|
|
|
|
|
835,464
|
|
|
|
|
L+2.38%
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
UBS Facility
|
N/A
|
|
|
100,798
|
|
|
September 2018
|
|
2.77
|
%
|
|
N/A
|
|
|
133,899
|
|
|
September 2018
|
|
2.79
|
%
|
||||
DB Facility
(5)
|
N/A
|
|
|
144,675
|
|
|
April 2018
|
|
3.59
|
%
|
|
N/A
|
|
|
177,203
|
|
|
April 2018
|
|
3.63
|
%
|
||||
Sub-total
|
|
|
245,473
|
|
|
|
|
3.25
|
%
|
|
|
|
311,102
|
|
|
|
|
3.27
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
less: deferred financing costs
|
|
|
(9,954
|
)
|
|
|
|
|
|
|
|
(6,763
|
)
|
|
|
|
|
||||||||
Total / Weighted Average
|
|
|
|
$
|
1,477,281
|
|
|
|
|
3.35
|
%
|
|
|
|
$
|
1,139,803
|
|
|
|
|
3.18
|
%
|
|
Less than
1 year
|
|
1 to 3
years
|
|
3 to 5
years
|
|
More than
5 years
|
|
Total
|
||||||||||
JPMorgan Facility
|
$
|
29,251
|
|
|
$
|
864,780
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
894,031
|
|
DB Repurchase Facility
|
—
|
|
|
308,730
|
|
|
—
|
|
|
—
|
|
|
308,730
|
|
|||||
Goldman Loan
|
5,290
|
|
|
33,711
|
|
|
—
|
|
|
—
|
|
|
39,001
|
|
|||||
UBS Facility
|
100,798
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
100,798
|
|
|||||
DB Facility
|
1,540
|
|
|
143,135
|
|
|
—
|
|
|
—
|
|
|
144,675
|
|
|||||
Total
|
$
|
136,879
|
|
|
$
|
1,350,356
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,487,235
|
|
|
|
|
For the three months ended March 31, 2017
|
||||||||
|
Balance at March 31, 2017
|
|
Maximum Month-End
Balance
|
|
Average Month-End
Balance
|
||||||
JPMorgan Facility borrowings
|
$
|
894,031
|
|
|
$
|
894,031
|
|
|
$
|
767,774
|
|
DB Repurchase Facility
|
308,730
|
|
|
308,730
|
|
|
223,012
|
|
|||
Goldman Loan
|
39,001
|
|
|
40,657
|
|
|
39,976
|
|
|||
UBS Facility borrowings
|
100,798
|
|
|
133,899
|
|
|
125,623
|
|
|||
DB Facility borrowings
|
144,675
|
|
|
157,500
|
|
|
149,257
|
|
|||
Total
|
$
|
1,487,235
|
|
|
|
|
|
|
Principal Amount
|
Coupon Rate
|
Effective Rate
(1)
|
Conversion Rate
(2)
|
Maturity Date
|
Remaining Period of Amortization
|
March 2019 Notes
|
$143,750
|
5.50%
|
6.25%
|
56.9391
|
3/15/2019
|
1.96 years
|
August 2019 Notes
|
$111,000
|
5.50%
|
6.50%
|
56.9391
|
3/15/2019
|
1.96 years
|
(1)
|
Effective rate includes the effect of the adjustment for the conversion option (see footnote (2) below), the value of which reduced the initial liability and was recorded in additional paid-in-capital.
|
(2)
|
The Company has the option to settle any conversions in cash, shares of common stock or a combination thereof. The conversion rate represents the number of shares of common stock issuable per
$1,000
principal amount of 2019 Notes converted, and includes adjustments relating to cash dividend payments made by the Company to stockholders that have been deferred and carried-forward in accordance with, and are not yet required to be made pursuant to, the terms of the applicable supplemental indenture.
|
Type of Derivative
|
March 31, 2017
|
||||||
|
Number of Contracts
|
|
Aggregate Notional Amount
|
|
Notional Currency
|
|
Maturity
|
Fx Contracts - GBP
|
13
|
|
161,061
|
|
GBP
|
|
June 2017- March 2018
|
Type of Derivative
|
December 31, 2016
|
||||||
|
Number of Contracts
|
|
Aggregate Notional Amount
|
|
Notional Currency
|
|
Maturity
|
Fx Contracts - GBP
|
11
|
|
148,310
|
|
GBP
|
|
January 2017- December 2017
|
|
|
Three months ended March 31,
|
||||||
|
Location of Loss Recognized in Income
|
2017
|
|
2016
|
||||
Forward currency contract
|
(Loss) on derivative instruments - unrealized
|
$
|
(2,883
|
)
|
|
$
|
(1,310
|
)
|
Forward currency contract
|
Gain (loss) on derivative instruments - realized
|
(156
|
)
|
|
6,083
|
|
||
Interest rate caps
(1)
|
(Loss) on derivative instruments - unrealized
|
(6
|
)
|
|
(70
|
)
|
||
Total
|
|
$
|
(3,045
|
)
|
|
$
|
4,703
|
|
(1)
|
With a notional amount of
$44,153
and
$48,722
at
March 31, 2017
and
2016
, respectively.
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
|
Gross
Amount of Recognized Assets |
|
Gross
Amounts Offset in the Condensed Consolidated Balance Sheet |
|
Net Amounts
of Assets Presented in Condensed the Consolidated Balance Sheet |
|
Gross
Amount of Recognized Assets |
|
Gross
Amounts Offset in the Consolidated Balance Sheet |
|
Net Amounts
of Assets Presented in the Consolidated Balance Sheet |
||||||||||||
Interest rate caps
|
$
|
9
|
|
|
$
|
—
|
|
|
$
|
9
|
|
|
$
|
23
|
|
|
$
|
—
|
|
|
$
|
23
|
|
Forward currency contract
|
4,144
|
|
|
(1,144
|
)
|
|
3,000
|
|
|
5,883
|
|
|
—
|
|
|
5,883
|
|
||||||
Total derivative instruments
|
$
|
4,153
|
|
|
$
|
(1,144
|
)
|
|
$
|
3,009
|
|
|
$
|
5,906
|
|
|
$
|
—
|
|
|
$
|
5,906
|
|
|
Type
|
Date
|
|
Restricted Stock
|
|
RSUs
|
|
Estimated Fair Value
on Grant Date |
|
Initial Vesting
|
|
Final Vesting
|
||
Outstanding at December 31, 2016
|
|
432,120
|
|
|
1,703,775
|
|
|
|
|
|
|
|
||
|
Cancelled upon delivery
|
January 2017
|
|
—
|
|
|
(332,349
|
)
|
|
n/a
|
|
n/a
|
|
n/a
|
|
Forfeiture
|
March 2017
|
|
—
|
|
|
(1,971
|
)
|
|
n/a
|
|
n/a
|
|
n/a
|
Outstanding at March 31, 2017
|
|
432,120
|
|
|
1,369,455
|
|
|
|
|
|
|
|
Vesting Date
|
Shares Vesting
|
|
RSU Vesting
|
|
Total Awards
|
||||||
April 2017
|
$
|
5,164
|
|
|
$
|
—
|
|
|
$
|
5,164
|
|
June 2017
|
—
|
|
|
544
|
|
|
544
|
|
|||
July 2017
|
4,004
|
|
|
—
|
|
|
4,004
|
|
|||
October 2017
|
3,997
|
|
|
—
|
|
|
3,997
|
|
|||
December 2017
|
53,923
|
|
|
603,189
|
|
|
657,112
|
|
|||
January 2018
|
2,749
|
|
|
—
|
|
|
2,749
|
|
|||
April 2018
|
2,755
|
|
|
—
|
|
|
2,755
|
|
|||
June 2018
|
—
|
|
|
544
|
|
|
544
|
|
|||
July 2018
|
1,420
|
|
|
—
|
|
|
1,420
|
|
|||
October 2018
|
1,424
|
|
|
—
|
|
|
1,424
|
|
|||
December 2018
|
41,670
|
|
|
484,066
|
|
|
525,736
|
|
|||
January 2019
|
1,419
|
|
|
—
|
|
|
1,419
|
|
|||
April 2019
|
1,424
|
|
|
—
|
|
|
1,424
|
|
|||
December 2019
|
25,000
|
|
|
281,112
|
|
|
306,112
|
|
|||
|
144,949
|
|
|
1,369,455
|
|
|
1,514,404
|
|
Declaration Date
|
Record Date
|
Payment Date
|
Per Share
|
March 14, 2017
|
March 31, 2017
|
April 17, 2017
|
$0.46
|
Declaration Date
|
Record Date
|
Payment Date
|
Per Share
|
March 14, 2017
|
March 31, 2017
|
April 17, 2017
|
$0.5391
|
Declaration Date
|
Record Date
|
Payment Date
|
Per Share
|
March 14, 2017
|
March 31, 2017
|
April 17, 2017
|
$0.5000
|
Declaration Date
|
Record Date
|
Payment Date
|
Per Share
|
March 14, 2017
|
March 31, 2017
|
April 28, 2017
|
$0.5000
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||||
|
Carrying
Value
|
|
Estimated
Fair Value
|
|
Carrying
Value
|
|
Estimated
Fair Value
|
||||||||
Cash and cash equivalents
|
$
|
142,905
|
|
|
$
|
142,905
|
|
|
$
|
200,996
|
|
|
$
|
200,996
|
|
Restricted cash
|
54,702
|
|
|
54,702
|
|
|
62,457
|
|
|
62,457
|
|
||||
Securities, held-to-maturity
|
145,780
|
|
|
146,026
|
|
|
146,352
|
|
|
146,489
|
|
||||
Commercial mortgage loans
|
1,955,816
|
|
|
1,953,073
|
|
|
1,641,856
|
|
|
1,648,896
|
|
||||
Subordinate loans
|
1,195,570
|
|
|
1,199,865
|
|
|
1,051,236
|
|
|
1,060,882
|
|
||||
Borrowings under repurchase agreements
|
(1,487,235
|
)
|
|
(1,485,831
|
)
|
|
(1,146,566
|
)
|
|
(1,146,807
|
)
|
||||
Convertible senior notes, net
|
(250,468
|
)
|
|
(274,262
|
)
|
|
(249,994
|
)
|
|
(268,124
|
)
|
||||
Participations sold
|
(84,647
|
)
|
|
(84,811
|
)
|
|
(84,979
|
)
|
|
(85,072
|
)
|
|
For the three
months ended March 31, |
||||||
|
2017
|
|
2016
|
||||
Numerator:
|
|
|
|
||||
Net income
|
$
|
47,125
|
|
|
$
|
18,616
|
|
Preferred dividends
|
(9,310
|
)
|
|
(5,815
|
)
|
||
Net income available to common stockholders
|
37,815
|
|
|
12,801
|
|
||
Dividends declared on common stock
|
(42,146
|
)
|
|
(30,997
|
)
|
||
Dividends on participating securities
|
(630
|
)
|
|
(449
|
)
|
||
Net income (loss) attributable to common stockholders
|
$
|
(4,961
|
)
|
|
$
|
(18,645
|
)
|
Denominator:
|
|
|
|
||||
Basic weighted average shares of common stock outstanding
|
91,612,447
|
|
|
67,385,191
|
|
||
Diluted weighted average shares of common stock outstanding
|
92,998,250
|
|
|
68,327,718
|
|
||
Basic and diluted net income per weighted average share of common stock
|
|
|
|
||||
Distributable Earnings
|
$
|
0.46
|
|
|
$
|
0.46
|
|
Undistributed income (loss)
|
$
|
(0.05
|
)
|
|
$
|
(0.28
|
)
|
Basic and diluted net income per share of common stock
|
$
|
0.41
|
|
|
$
|
0.18
|
|
Consideration Paid:
|
$ (in thousands)
|
|
||
|
Cash
|
$
|
220,159
|
|
|
Common stock issued
|
218,397
|
|
|
|
Preferred stock assumed
|
172,500
|
|
|
|
Total consideration paid
|
$
|
611,056
|
|
|
|
|
||
Assets acquired:
|
|
|
||
|
Cash and cash equivalents
|
399,402
|
|
|
|
Restricted cash
|
10,552
|
|
|
|
Investments
|
1,491,484
|
|
|
|
Other assets
|
34,822
|
|
|
|
|
|
||
Liabilities assumed:
|
|
|
||
|
Borrowings under repurchase agreements
|
(1,254,518
|
)
|
|
|
Other liabilities
|
(30,665
|
)
|
|
|
|
|
||
|
Net assets acquired
|
651,077
|
|
|
|
|
|
|
|
|
Bargain purchase gain
|
$
|
40,021
|
|
|
|
Three Months Ended
|
||
(in thousands, except per share data)
|
March 31, 2016
|
|||
Total revenue
|
|
$
|
96,308
|
|
Net income attributable to common shareholders
|
(233
|
)
|
||
|
|
|
||
Common shares outstanding at March 31, 2016
|
67,385,255
|
|
||
Net income per common share, basic and diluted
|
|
$
|
—
|
|
Description
|
|
Amortized
Cost |
|
Weighted Average Yield
|
|
Debt
|
|
Cost of Funds
|
|
Equity at
cost (1) |
|
Current
Weighted Average Underwritten IRR (2) |
|
Fully- Levered
Weighted Average Underwritten IRR (2)(3) |
|
||||||||||
First mortgages
|
|
$
|
1,955,816
|
|
|
8.1
|
%
|
|
$
|
1,241,762
|
|
|
3.4
|
%
|
|
$
|
714,054
|
|
|
14.8
|
%
|
|
14.8
|
%
|
|
Subordinate loans
(4)
|
|
1,256,703
|
|
|
13.6
|
|
|
—
|
|
|
—
|
|
|
1,256,703
|
|
|
13.6
|
|
|
13.6
|
|
|
|||
CMBS
|
|
296,159
|
|
|
4.3
|
|
|
245,473
|
|
|
3.3
|
|
|
105,388
|
|
|
6.0
|
|
|
6.0
|
|
|
|||
Total/Weighted Average
|
|
$
|
3,508,678
|
|
|
9.7
|
%
|
|
$
|
1,487,235
|
|
|
3.4
|
%
|
|
$
|
2,076,145
|
|
|
13.6
|
%
|
|
13.6
|
%
|
|
(2)
|
Internal rate of return ("IRR") is the annualized effective compounded return rate that accounts for the time-value of money and represents the rate of return on an investment over a holding period expressed as a percentage of the investment. It is the discount rate that makes the net present value of all cash outflows (the costs of investment) equal to the net present value of cash inflows (returns on investment). It is derived from the negative and positive cash flows resulting from or produced by each transaction (or for a transaction involving more than one investment, cash flows resulting from or produced by each of the investments), whether positive, such as investment returns, or negative, such as transaction expenses or other costs of investment, taking into account the dates on which such cash flows occurred or are expected to occur, and compounding interest accordingly. The underwritten IRR for the investments shown in the above table reflect the returns underwritten by the Manager, taking into account leverage and calculated on a weighted average basis assuming no dispositions, early prepayments or defaults but assuming that extension options are exercised and that the cost of borrowings remains constant over the remaining term. With respect to certain loans, the underwritten IRR calculation assumes certain estimates with respect to the timing and magnitude of future fundings for the remaining commitments and associated loan repayments, and assumes no defaults. IRR is the annualized effective compounded return rate that accounts for the time-value of money and represents the rate of return on an investment over a holding period expressed as a percentage of the investment. It is the discount rate that makes the net present value of all cash outflows (the costs of investment) equal to the net present value of cash inflows (returns on investment). It is derived from the negative and positive cash flows resulting from or produced by each transaction (or for a transaction involving more than one investment, cash flows resulting from or produced by each of the investments), whether positive, such as investment returns, or negative, such as transaction expenses or other costs of investment, taking into account the dates on which such cash flows occurred or are expected to occur, and compounding interest accordingly. There can be no assurance that the actual IRRs will equal the underwritten IRRs shown in the table. See “Item 1A - Risk Factors -The Company may not achieve its underwritten internal rate of return on its investments which may lead to future returns that may be significantly lower than anticipated” for a discussion of some of the factors that could adversely impact the returns received by the Company from the investments shown in the table or elsewhere in the Company's annual report over time.
|
(4)
|
Subordinate loans also include CMBS (Held-to-Maturity) which are net of a participation sold during June 2014. The Company presents the participation sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. At
March 31, 2017
, the Company had one such participation sold with a carrying amount of $84,647.
|
|
Average month-end balances for the three months ended March 31,2017
|
||||||
Description
|
Assets
|
|
Related debt
|
||||
First mortgages
|
$
|
1,809,910
|
|
|
$
|
1,041,250
|
|
Subordinate loans
(1)
|
1,114,516
|
|
|
9,798
|
|
||
CMBS
|
304,872
|
|
|
268,049
|
|
|
Three months ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Change
$ |
|
Change
(%) |
|||||||
Interest income from:
|
|
|
|
|
|
|
|
|||||||
Securities
|
$
|
3,256
|
|
|
$
|
8,049
|
|
|
$
|
(4,793
|
)
|
|
(59.5
|
)%
|
Securities, held to maturity
|
2,798
|
|
|
2,896
|
|
|
(98
|
)
|
|
(3.4
|
)%
|
|||
Commercial mortgage loans
|
34,398
|
|
|
21,127
|
|
|
13,271
|
|
|
62.8
|
%
|
|||
Subordinate loans
|
34,390
|
|
|
29,375
|
|
|
5,015
|
|
|
17.1
|
%
|
|||
Interest expense
|
(17,030
|
)
|
|
(14,642
|
)
|
|
(2,388
|
)
|
|
16.3
|
%
|
|||
Net interest income
|
$
|
57,812
|
|
|
$
|
46,805
|
|
|
$
|
11,007
|
|
|
23.5
|
%
|
|
|
Three months ended March 31,
|
||||||
|
Location of Gain (Loss) Recognized in Income
|
2017
|
|
2016
|
||||
Securities
|
Realized (loss) on sale of securities
|
$
|
(1,042
|
)
|
|
$
|
—
|
|
Securities
|
Unrealized gain (loss) on securities
|
2,852
|
|
|
(15,074
|
)
|
||
Foreign currency
|
Foreign currency gain (loss)
|
3,172
|
|
|
(4,474
|
)
|
||
Forward currency contract
|
Gain (Loss) on derivative instruments – realized
|
(156)
|
|
6,083
|
|
|||
Forward currency contract
|
(Loss) on derivative instruments - unrealized
|
(2,883)
|
|
(1,310
|
)
|
|||
Interest rate caps
(1)
|
(Loss) on derivative instruments - unrealized
|
(6)
|
|
(70
|
)
|
|||
Total
|
|
$
|
1,937
|
|
|
$
|
(14,845
|
)
|
(1)
|
Realized losses represent net amounts expensed related to the exchange of fixed and floating rate cash flows for the Company’s derivative instruments during the period.
|
Declaration Date
|
Record Date
|
Payment Date
|
Amount
|
March 14, 2017
|
March 31, 2017
|
April 17, 2017
|
$0.46
|
Declaration Date
|
Record Date
|
Payment Date
|
Amount
|
March 14, 2017
|
March 31, 2017
|
April 17, 2017
|
$0.5391
|
Declaration Date
|
Record Date
|
Payment Date
|
Amount
|
March 14, 2017
|
March 31, 2017
|
April 17, 2017
|
$0.5000
|
Declaration Date
|
Record Date
|
Payment Date
|
Amount
|
March 14, 2017
|
March 31, 2017
|
April 28, 2017
|
$0.5000
|
•
|
no investment will be made that would cause the Company to fail to qualify as a REIT for U.S. federal income tax purposes;
|
•
|
no investment will be made that would cause the Company to register as an investment company under the Investment Company Act of 1940;
|
•
|
investments will be predominantly in the Company’s target assets;
|
•
|
no more than 20% of the Company’s cash equity (on a consolidated basis) will be invested in any single investment at the time of the investment;
|
•
|
until appropriate investments can be identified, the Manager may invest the proceeds of any offering in interest bearing, short-term investments, including money market accounts and/or funds, that are consistent with the Company’s intention to qualify as a REIT.
|
|
Less than 1
year |
|
1 to 3
years |
|
3 to 5
years |
|
More than
5 years |
|
Total
|
||||||||||
JPMorgan Facility *
|
$
|
58,547
|
|
|
$
|
906,704
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
965,251
|
|
DB Repurchase Facility
|
11,122
|
|
|
325,625
|
|
|
—
|
|
|
—
|
|
|
336,747
|
|
|||||
Goldman Loan *
|
6,913
|
|
|
35,092
|
|
|
—
|
|
|
—
|
|
|
42,005
|
|
|||||
UBS Facility **
|
102,217
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
102,217
|
|
|||||
DB Facility
|
6,763
|
|
|
143,563
|
|
|
—
|
|
|
—
|
|
|
150,326
|
|
|||||
Convertible Senior Notes
|
14,011
|
|
|
267,594
|
|
|
—
|
|
|
—
|
|
|
281,605
|
|
|||||
Unfunded loan commitments***
|
113,602
|
|
|
10,853
|
|
|
—
|
|
|
—
|
|
|
124,455
|
|
|||||
Total
|
$
|
313,175
|
|
|
$
|
1,689,431
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,002,606
|
|
*
|
Assumes current LIBOR of
0.98%
for interest payments due under the JPMorgan Facility and the Goldman Loan.
|
|
For the three months ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Net income available to common stockholders
|
$
|
37,815
|
|
|
$
|
12,801
|
|
Adjustments:
|
|
|
|
||||
Equity-based compensation expense
|
3,791
|
|
|
1,668
|
|
||
Unrealized (gain) loss on securities
|
(2,852
|
)
|
|
15,074
|
|
||
Unrealized (gain) loss on derivative instruments
|
3,045
|
|
|
(4,703
|
)
|
||
Foreign currency (gain) loss ,net
|
(3,326
|
)
|
|
4,474
|
|
||
Amortization of the 2019 Notes related to equity reclassification
|
608
|
|
|
573
|
|
||
Income from unconsolidated joint venture
|
(458
|
)
|
|
(68
|
)
|
||
Total adjustments:
|
808
|
|
|
17,018
|
|
||
Operating Earnings
|
$
|
38,623
|
|
|
$
|
29,819
|
|
Basic and diluted Operating Earnings per share of common stock
|
$
|
0.41
|
|
|
$
|
0.44
|
|
Basic weighted average shares of common stock outstanding
|
91,612,447
|
|
|
67,385,191
|
|
||
Diluted weighted average shares of common stock outstanding
|
92,998,250
|
|
|
68,327,718
|
|
•
|
attempting to structure its financing agreements to have a range of different maturities, terms, amortizations and interest rate adjustment periods;
|
•
|
using hedging instruments, interest rate swaps and interest rate caps; and
|
•
|
to the extent available, using securitization financing to better match the maturity of the Company’s financing with the duration of its assets.
|
Exhibit No.
|
|
Description
|
|
|
|
3.1
|
|
Articles of Amendment and Restatement of Apollo Commercial Real Estate Finance, Inc., incorporated by reference to Exhibit 3.1 of the Registrant’s Form S-11, as amended (Registration No. 333-160533).
|
|
|
|
3.2
|
|
Articles Supplementary designating Apollo Commercial Real Estate Finance, Inc.’s 8.625% Series A Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 3.3 of the Registrant’s Form 8-A filed on July 30, 2012 (File No.: 001-34452).
|
|
|
|
3.3
|
|
Articles Supplementary designating Apollo Commercial Real Estate Finance, Inc.’s 8.00% Fixed-to-Floating Series B Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-K filed on September 23, 2015 (File No.: 001-34452).
|
|
|
|
3.4
|
|
Articles Supplementary designating Apollo Commercial Real Estate Finance, Inc.’s 8.00% Series C Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-K filed on September 1, 2016 (File No.: 001-34452).
|
|
|
|
3.5
|
|
By-laws of Apollo Commercial Real Estate Finance, Inc., incorporated by reference to Exhibit 3.2 of the Registrant’s Form S-4 (Registration No. 333-210632).
|
|
|
|
4.1
|
|
Specimen Stock Certificate of Apollo Commercial Real Estate Finance, Inc., incorporated by reference to Exhibit 4.1 of the Registrant’s Form S-11, as amended (Registration No. 333-160533).
|
|
|
|
4.2
|
|
Form of stock certificate evidencing the 8.625% Series A Cumulative Redeemable Perpetual Preferred Stock, liquidation reference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-A filed on July 30, 2012 (File No.: 001-34452).
|
|
|
|
4.3
|
|
Form of stock certificate evidencing the 8.00% Fixed-to-Floating Series B Cumulative Redeemable Perpetual Preferred Stock, liquidation reference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K filed on September 23, 2015 (File No.: 001-34452).
|
|
|
|
4.4
|
|
Form of stock certificate evidencing the 8.00% Series C Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-A filed on August 26, 2016 (File No.: 001-34452).
|
|
|
|
4.5
|
|
Indenture, dated as of March 17, 2014, between the Company and Wells Fargo Bank, National Association, as Trustee, incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K filed on March 21, 2014(File No.: 001-34452).
|
|
|
|
4.6
|
|
First Supplemental Indenture, dated as of March 17, 2014, between the Company and Wells Fargo Bank, National Association, as Trustee (including the form of 5.50% Convertible Senior Note due 2019), incorporated by reference to Exhibit 4.2 of the Registrant’s Form 8-K filed on March 21, 2014 (File No.: 001-34452).
|
|
|
|
10.1
|
|
Apollo Commercial Real Estate Finance, Inc. 2009 Equity Incentive Plan, as amended and restated, incorporated by reference to Exhibit 10.1 of the Registrant's Form 8-K filed on March 3, 2017 (File No: 001-34452).
|
|
|
|
31.1*
|
|
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
31.2*
|
|
Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
32.1*
|
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of 18 U.S.C. Section 1350 as adopted pursuant to the Sarbanes-Oxley Act of 2002.
|
101.INS *
|
|
XBRL Instance Document
|
|
|
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema
|
|
|
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
|
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase
|
|
|
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase
|
|
|
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
*
|
Filed herewith
.
|
|
|
|
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC.
|
|
|
|
|
May 2, 2017
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Stuart A. Rothstein
|
|
|
|
Stuart A. Rothstein
|
|
|
|
President and Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
|
By:
|
|
/s/ Jai Agarwal
|
|
|
|
Jai Agarwal
|
|
|
|
Chief Financial Officer, Treasurer and Secretary
|
|
|
|
(Principal Financial Officer and Principal Accounting Officer)
|
Exhibit
No.
|
|
Description
|
|
|
|
3.1
|
|
Articles of Amendment and Restatement of Apollo Commercial Real Estate Finance, Inc., incorporated by reference to Exhibit 3.1 of the Registrant’s Form S-11, as amended (Registration No. 333-160533).
|
|
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3.2
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Articles Supplementary designating Apollo Commercial Real Estate Finance, Inc.’s 8.625% Series A Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 3.3 of the Registrant’s Form 8-A filed on July 30, 2012 (File No.: 001-34452).
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3.3
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Articles Supplementary designating Apollo Commercial Real Estate Finance, Inc.’s 8.00% Fixed-to-Floating Series B Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-K filed on September 23, 2015 (File No.: 001-34452).
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3.4
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Articles Supplementary designating Apollo Commercial Real Estate Finance, Inc.’s 8.00% Series C Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-K filed on September 1, 2016 (File No.: 001-34452).
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3.5
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By-laws of Apollo Commercial Real Estate Finance, Inc., incorporated by reference to Exhibit 3.2 of the Registrant’s Form S-4 (Registration No. 333-210632).
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4.1
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Specimen Stock Certificate of Apollo Commercial Real Estate Finance, Inc., incorporated by reference to Exhibit 4.1 of the Registrant’s Form S-11, as amended (Registration No. 333-160533).
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4.2
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Specimen Stock Certificate of Apollo Commercial Real Estate Finance, Inc.’s 8.625% Series A Cumulative Redeemable Perpetual Preferred Stock, liquidation reference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-A filed on July 30, 2012 (File No.: 001-34452).
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4.3
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Specimen Stock Certificate of Apollo Commercial Real Estate Finance, Inc.’s 8.00% Fixed-to-Floating Series B Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed on September 23, 2015.
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4.4
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Form of stock certificate evidencing the 8.00% Series C Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-A filed on August 26, 2016 (File No.: 001-34452).
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4.5
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Indenture, dated as of March 17, 2014, between the Company and Wells Fargo Bank, National Association, as Trustee, incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K filed on March 21, 2014 (File No.: 001-34452).
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4.6
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First Supplemental Indenture, dated as of March 17, 2014, between the Company and Wells Fargo Bank, National Association, as Trustee (including the form of 5.50% Convertible Senior Note due 2019), incorporated by reference to Exhibit 4.2 of the Registrant’s Form 8-K filed on March 21, 2014 (File No.: 001-34452).
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10.1
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Apollo Commercial Real Estate Finance, Inc. 2009 Equity Incentive Plan, as amended and restated, incorporated by reference to Exhibit 10.1 of the Registrant's Form 8-K filed on March 3, 2017 (File No.: 001-34452).
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31.1*
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Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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31.2*
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Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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32.1*
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Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of 18 U.S.C. Section 1350 as adopted pursuant to the Sarbanes-Oxley Act of 2002.
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101.INS*
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XBRL Instance Document
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101.SCH*
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XBRL Taxonomy Extension Schema
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101.CAL*
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XBRL Taxonomy Extension Calculation Linkbase
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101.DEF*
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XBRL Taxonomy Extension Definition Linkbase
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101.LAB*
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XBRL Taxonomy Extension Label Linkbase
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101.PRE*
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XBRL Taxonomy Extension Presentation Linkbase
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*
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Filed herewith.
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1 Year Apollo Commercial Real E... Chart |
1 Month Apollo Commercial Real E... Chart |
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