Apollo Debt Solutions BDC
04/22/2025 | Press release | Distributed by Public on 04/22/2025 15:16
Private Placement, Regulation FD Disclosure (Form 8-K)
Item 3.02. Unregistered Sale of Equity Securities
As of April 1, 2025, Apollo Debt Solutions BDC (the "Fund," "ADS," "we" or "our") sold unregistered Class I common shares of beneficial interest ("ClassI Common Shares") (with the final number of shares being determined on April 22, 2025) to feeder vehicles primarily created to hold the Fund's Class I Common Shares. The offer and sale of these Class I Common Shares was exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) and/or Regulation S thereunder (the "Private Offering"). The following table details the shares sold:
|
Date of Unregistered Sale |
Amount of Class I Common Shares |
Consideration | ||||||
|
As of April 1, 2025 (number of shares finalized on April 22, 2025) |
20,664,672 | $ | 509,324,237 | |||||
Item 7.01. Regulation FD Disclosures
April 2025 Distributions
On April 22, 2025, the Fund declared distributions for each class of its common shares of beneficial interest (the "Shares") in the amount per share set forth below:
|
Gross Distribution |
Previously Declared Special Distribution |
Shareholder Servicing and/or Distribution Fee |
Net Distribution | |||||||||||||
|
Class I Common Shares |
$ | 0.1800 | $ | 0.0200 | $ | 0.0000 | $ | 0.2000 | ||||||||
|
Class S Common Shares |
$ | 0.1800 | $ | 0.0200 | $ | 0.0172 | $ | 0.1828 | ||||||||
|
Class D Common Shares |
$ | 0.1800 | $ | 0.0200 | $ | 0.0051 | $ | 0.1949 | ||||||||
The distributions for each class of Shares are payable to shareholders of record as of the open of business on April 30, 2025 and will be paid on or around May 29, 2025. These distributions will be paid in cash or reinvested in shares of the Fund for shareholders participating in the Fund's distribution reinvestment plan.
On March 24, 2025, the Fund announced that its Board of Trustees declared special distributions totaling $0.06 per share to be distributed in three consecutive monthly payments of $0.02 per share. Payments will be made to shareholders of record as of the open of business on April 30, 2025, May 30, 2025 and June 30, 2025, on or around May 29, 2025, June 27, 2025 and July 29, 2025, respectively. The special distributions will be paid in cash or reinvested in shares of the Fund for shareholders participating in the Fund's distribution reinvestment plan.
Portfolio and Business Commentary
(All figures as of March 31, 2025, unless otherwise noted)
For the month ended March 31, 2025, the Fund's net asset value ("NAV") per share was $24.65, compared to $24.77 as of February 28, 2025. The Fund's 1-month, 3-month, year-to-date, 1-year, 3-yearand annualized inception-to-datereturns through March 31, 2025 for Class I Common Shares were 0.33%, 1.58%, 1.58%, 9.21%, 9.20% and 8.64%, respectively (inception date was January 7, 2022).1 As of April 22, 2025, the Fund's annualized distribution rate for Class I Common Shares, including the distribution declared on April 22, 2025 and the special distribution announced on March 24, 2025, was 9.74%.2
During the quarter ended March 31, 2025, ADS originated approximately $2.0 billion of private debt investments, with a focus on large cap issuers. The Fund's new directly originated investments had a weighted average spread of 517 basis points. During the quarter ended March 31, 2025, approximately 100% of the Fund's new directly originated investments funded were first lien and approximately 95% were floating rate.
As of March 31, 2025, our portfolio was approximately $17.4 billion based on fair market value across 353 portfolio companies and 54 industries. Our portfolio consisted of approximately 100% first lien debt investments and approximately 97% floating rate debt investments based on fair market value. The weighted average EBITDA of our directly originated debt investments was $263 million,3 and our portfolio's overall weighted-average net loan-to-value,weighted average yield at amortized cost, weighted-average net leverage and interest coverage were 39%, 9.37%,4 4.7x, and 2.2x, respectively.5 As of March 31, 2025, there were six issuers on non-accrualstatus, which represented approximately 0.2% of the overall portfolio based on fair market value.
As of March 31, 2025, the Fund's net leverage ratio was 0.53x,6 and we had approximately $2.6 billion of excess availability under our secured funding facilities.7
Select Recent Transaction Highlights
Curia Global
In March 2025, Apollo fully funded a $1.3 billion first lien term loan to Curia Global ("Curia") to refinance existing 2026 maturities. Curia is a contract research, development, and manufacturing organization (CDMO) providing active pharmaceutical ingredient, manufacturing and sterile injectable fill and finish services. Leveraging our strong relationship with Curia and deep understanding of the sector, Apollo was able to lead the transaction. ADS participated in the transaction alongside other Apollo-managed investment funds.
Hargreaves Lansdown
In March 2025, Apollo participated in a £1.75 billion first lien term loan to Hargreaves Lansdown ("Hargreaves"). Hargreaves is a large UK direct-to-consumerwealth and investment platform. Apollo was engaged early in the process due to our ability to underwrite at scale and execute with speed. ADS participated in the transaction alongside other Apollo-managed investment funds.
Waystone Group
In March 2025, Apollo participated in a $575 million first lien term loan to Waystone Group ("Waystone"), a global provider of governance, risk, administration, and compliance services to investment funds. Waystone's platform supports clients across the fund lifecycle, spanning fund formation, administration, and regulatory compliance. Apollo was invited to participate in the transaction given our expertise in the sector and ability to move quickly. ADS participated in the transaction alongside other Apollo-managed investment funds.
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| 1. |
Past performance is not indicative of future results. Total returns for periods greater than one year are annualized. For Class S common shares of beneficial interest ("ClassS Common Shares"), excluding maximum upfront placement fees, ADS generated returns of 0.25%, 1.36%, 1.36%, 8.29%, 8.28%, and 7.72% for the 1-month, 3-month, year-to-date, 1-year, 3-yearand annualized inception-to-dateperiods through March 31, 2025 (inception date is February 1, 2022), respectively. For Class S Common Shares, including maximum upfront placement fees, ADS generated returns of -3.25%, -2.16%, -2.16%,4.53%, 7.00%, and 6.51% for the 1-month, 3-month, year-to-date, 1-year, 3-year,and annualized inception-to-dateperiods through March 31, 2025 (inception date is February 1, 2022), respectively. For Class D common shares of beneficial interest ("ClassD Common Shares"), excluding maximum upfront placement fees, ADS generated returns 0.30%, 1.51%, 1.51%, 8.93%, and 12.21% for the 1-month, 3-month, year-to-date, 1-yearand annualized inception-to-dateperiods through March 31, 2025 (inception date is July 1, 2022), respectively. For Class D Common Shares, including maximum upfront placement fees, ADS generated returns of -1.20%,0.00%, 0.00%, 7.31%, and 11.61% for the 1-month, 3-month, year-to-date, 1-year,and annualized inception-to-dateperiods through March 31, 2025 (inception date is July 1, 2022), respectively. Class S Common Shares and Class D Common Shares listed as including the upfront maximum placement fees reflect the returns after the maximum upfront placement fees. No upfront sales load will be paid to the Fund with respect to Class S Common Shares, Class D Common Shares or Class I Common Shares, however, if a shareholder buys Class S Common Shares or Class D Common Shares through certain financial intermediaries, they may directly charge transaction or other fees to shareholders, including upfront placement fees or brokerage commissions, in such amount as they may determine, provided that selling agents limit such charges to a 1.5% cap on NAV for Class D Common Shares and 3.5% cap on NAV for Class S Common Shares. Class I Common Shares do not have upfront placement fees. |
| 2. |
The annualized distribution rate is as of April 22, 2025, and is calculated by multiplying the sum of the month's stated base distribution per share and special distribution per share by twelve and dividing the result by the prior month's NAV per share. The annualized distribution rate, including the distribution declared on April 22, 2025 and the special distribution announced on March 24, 2025 was 8.90% for Class S Common Shares and 9.49% for Class D Common Shares. The annualized distribution rate, including the distribution declared on April 22, 2025 and excluding the special distribution announced on March 24, 2025, is 8.76% for Class I Common Shares, 7.93% for Class S Common Shares and 8.52% for Class D Common Shares. |
| 3. |
Based on latest information tracked on our portfolio companies and excludes certain portfolio companies for which these metrics are not meaningful (for instance, portfolio companies with negative EBITDA). |
| 4. |
Excludes investments on non-accrualstatus. |
| 5. |
Based on latest information tracked on our portfolio companies and excludes certain portfolio companies for which these metrics are not meaningful (for instance, portfolio companies with negative EBITDA). Net loan-to-valueis net debt through the respective loan tranche in which the Fund has invested divided by the estimated enterprise value of the portfolio company. |
| 6. |
The Fund's net leverage ratio is defined as debt outstanding plus payable for investments purchased, less receivable for investments sold, less cash and cash equivalents, less foreign currencies, divided by net assets. |
| 7. |
Includes borrowing base availability under secured financing facilities, cash and net receivables from investments. |
Item 8.01. Other Events.
Net Asset Value and Portfolio Update
The NAV per share of each class of the Fund's Shares as of March 31, 2025, as determined in accordance with the Fund's valuation policy, is set forth below.
| NAV as of March 31, 2025 | ||||
|
Class I Common Shares |
$ | 24.65 | ||
|
Class S Common Shares |
$ | 24.65 | ||
|
Class D Common Shares |
$ | 24.65 | ||
As of March 31, 2025, the Fund's aggregate NAV was $11.4 billion, the fair value of its investment portfolio was approximately $17.4 billion and it had approximately $6.4 billion of principal debt outstanding, resulting in a debt-to-equityleverage ratio of approximately 0.56x. The Fund's net leverage ratio as of March 31, 2025 was approximately 0.53x.1
| 1. |
The Fund's net leverage ratio is defined as debt outstanding plus payable for investments purchased, less receivable for investments sold, less cash and cash equivalents, less foreign currencies, divided by net assets. |
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Status of Offering
The Fund is currently publicly offering on a continuous basis up to $10.0 billion in Shares (the "Offering"). Additionally, the Fund has sold unregistered shares as part of the Private Offering. The following table lists the Shares issued and total consideration for both the Offering and the Private Offering as of the date of this filing, reflective of transfers between share classes. The table below does not include Shares sold through the Fund's distribution reinvestment plan. The Fund intends to continue selling Shares in the Offering and the Private Offering on a monthly basis.
| Common Shares Issued | Total Consideration | |||||||
|
Offering: |
||||||||
|
Class I Common Shares |
133,468,548 | $ | 3,280,331,702 | |||||
|
Class S Common Shares |
98,033,863 | $ | 2,410,759,076 | |||||
|
Class D Common Shares |
1,036,380 | $ | 25,480,710 | |||||
|
Private Offering: |
||||||||
|
Class I Common Shares |
269,880,695 | $ | 6,672,473,381 | |||||
|
Class S Common Shares |
- | - | ||||||
|
Class D Common Shares |
- | - | ||||||
|
Total Offering and Private Offering * |
502,419,486 | $ | 12,389,044,868 | |||||
| * |
Amounts may not sum due to rounding. |
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Apollo Debt Solutions BDC published this content on April 22, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on April 22, 2025 at 21:16 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at support@pubt.io