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MidCap Financial Investment Corp - Quarter Report: 2019 September (Form 10-Q)

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2019
OR
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 814-00646
APOLLO INVESTMENT CORPORATION
(Exact name of Registrant as specified in its charter)
Maryland
52-2439556
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
9 West 57th Street
37th Floor
New York, New York
10019
(Address of principal executive offices)
(Zip Code)
(212) 515-3450
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading symbol(s)
 
Name of each exchange on which registered
Common Stock, $0.001 par value
 
AINV
 
NASDAQ Global Select Market

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes x  No ¨
Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes ¨  No ¨
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
x
Accelerated filer
¨
Non-accelerated filer
¨
Smaller reporting company
¨
(Do not check if a smaller reporting company)
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes ¨  No x
The number of shares of the registrant’s common stock, $0.001 par value per share, outstanding as of November 4, 2019 was 66,545,741.
 



APOLLO INVESTMENT CORPORATION
Table of Contents
 
 
Page
 
PART I. FINANCIAL INFORMATION
 
 
 
 
Item 1.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Item 2.
 
 
 
Item 3.
 
 
 
Item 4.
 
 
 
 
PART II. OTHER INFORMATION
 
 
 
 
Item 1.
 
 
 
Item 1A.
 
 
 
Item 2.
 
 
 
Item 3.
 
 
 
Item 4.
 
 
 
Item 5.
 
 
 
Item 6.
 
 
 
 


Table of Contents

PART I. FINANCIAL INFORMATION
In this report, the terms the “Company,” “Apollo Investment,” “AIC,” “we,” “us,” and “our” refer to Apollo Investment Corporation unless the context specifically states otherwise.
Item 1. Financial Statements
APOLLO INVESTMENT CORPORATION
STATEMENTS OF ASSETS AND LIABILITIES
(In thousands, except share and per share data)


September 30, 2019

March 31, 2019

(Unaudited)


Assets



Investments at fair value:





Non-controlled/non-affiliated investments (cost — $2,159,801 and $1,654,322, respectively)
$
2,121,375


$
1,627,406

Non-controlled/affiliated investments (cost — $67,304 and $67,072, respectively)
49,164


49,681

Controlled investments (cost — $662,657 and $736,717, respectively)
634,221


731,045

Cash and cash equivalents
31,637


36,280

Foreign currencies (cost — $4,860 and $4,963, respectively)
4,801


4,909

Receivable for investments sold
269


336

Interest receivable
28,692


24,280

Dividends receivable
4,381


3,748

Deferred financing costs
17,693


19,776

Prepaid expenses and other assets
729


336

Total Assets
$
2,892,962


$
2,497,797





Liabilities



Debt
$
1,584,128


$
1,128,686

Payable for investments purchased
—


677

Distributions payable
30,171


31,040

Management and performance-based incentive fees payable
12,101


8,880

Interest payable
3,666


5,818

Accrued administrative services expense
2,354


2,983

Other liabilities and accrued expenses
7,150


7,086

Total Liabilities
$
1,639,570


$
1,185,170

Commitments and contingencies (Note 10)





Net Assets
$
1,253,392


$
1,312,627





Net Assets



Common stock, $0.001 par value (130,000,000 and 400,000,000 shares authorized; 67,047,352 and 68,876,986 shares issued and outstanding, respectively)
$
67


$
69

Capital in excess of par value
2,126,502


2,155,836

Accumulated under-distributed (over-distributed) earnings
(873,177
)

(843,278
)
Net Assets
$
1,253,392


$
1,312,627







Net Asset Value Per Share
$
18.69


$
19.06


See notes to financial statements.
1
Table of Contents

APOLLO INVESTMENT CORPORATION
STATEMENTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)

Three Months Ended September 30,

Six Months Ended September 30,

2019

2018

2019

2018
Investment Income







Non-controlled/non-affiliated investments:







Interest income (excluding Payment-in-kind (“PIK”) interest income)
$
51,489


$
44,586


$
98,493


$
84,029

Dividend income
5


—


66


—

PIK interest income
732


816


5,438


2,066

Other income
2,185


1,810


3,122


3,213

Non-controlled/affiliated investments:







Interest income (excluding PIK interest income)
—


—


—


—

Dividend income
313


295


632


607

PIK interest income
—


—


—


—

Other income
—


—


—


—

Controlled investments:







Interest income (excluding PIK interest income)
12,271


15,075


24,910


29,565

Dividend income
2,451


1,985


2,451


7,250

PIK interest income
872


1,467


1,722


2,895

Other income
—


—


—


—

Total Investment Income
$
70,318


$
66,034


$
136,834


$
129,625

Expenses







Management fees
$
10,190


$
9,258


$
19,729


$
18,131

Performance-based incentive fees
1,911


6,359


1,911


13,782

Interest and other debt expenses
18,735


14,903


36,246


28,480

Administrative services expense
1,542


1,857


3,267


3,495

Other general and administrative expenses
2,305


3,524


5,609


6,056

Total expenses
34,683


35,901


66,762


69,944

Management and performance-based incentive fees waived
—


(1,834
)

—


(3,690
)
Expense reimbursements
(99
)

(196
)

(196
)

(339
)
Net Expenses
$
34,584


$
33,871


$
66,566


$
65,915

Net Investment Income
$
35,734


$
32,163


$
70,268


$
63,710

Net Realized and Change in Unrealized Gains (Losses)







Net realized gains (losses):







Non-controlled/non-affiliated investments
$
(5,701
)

$
228


$
(5,710
)

$
(9,718
)
Non-controlled/affiliated investments
—


2,007


1,089


2,007

Controlled investments
—


—


—


—

Option contracts
—


(10,311
)

—


(23,520
)
Foreign currency transactions
(1,387
)

2


(1,185
)

(26
)
Extinguishment of debt
(4,375
)

—


(4,375
)

—

Net realized gains (losses)
(11,463
)

(8,074
)

(10,181
)

(31,257
)
Net change in unrealized gains (losses):







Non-controlled/non-affiliated investments
(7,463
)

(5,717
)

(11,508
)

(10,839
)
Non-controlled/affiliated investments
(1,659
)

(3,094
)

(750
)

(3,960
)
Controlled investments
(13,069
)

1,393


(22,765
)

9,973

Option contracts
—


10,926


—


10,359

Foreign currency translations
4,988


432


5,833


3,293

Net change in unrealized gains (losses)
(17,203
)

3,940


(29,190
)

8,826

Net Realized and Change in Unrealized Gains (Losses)
$
(28,666
)

$
(4,134
)

$
(39,371
)

$
(22,431
)
Net Increase (Decrease) in Net Assets Resulting from Operations
$
7,068


$
28,029


$
30,897


$
41,279

Earnings Per Share — Basic
$
0.10


$
0.39


$
0.45


$
0.58


See notes to financial statements.
2
Table of Contents

APOLLO INVESTMENT CORPORATION
STATEMENTS OF CHANGES IN NET ASSETS (Unaudited)
(In thousands, except share data)
 
Three Months Ended September 30,
 
Six Months Ended September 30,
 
2019
 
2018
 
2019
 
2018
Operations
 
 
 
 
 
 
 
Net investment income
$
35,734

 
$
32,163

 
$
70,268

 
$
63,710

Net realized gains (losses)
(11,463
)
 
(8,074
)
 
(10,181
)
 
(31,257
)
Net change in unrealized gains (losses)
(17,203
)
 
3,940

 
(29,190
)
 
8,826

Net Increase in Net Assets Resulting from Operations
$
7,068

 
$
28,029

 
$
30,897

 
$
41,279

 
 
 
 
 
 
 
 
Distributions to Stockholders
 
 
 
 
 
 
 
Distribution of net investment income
$
(30,171
)
 
$
(31,938
)
 
$
(60,795
)
 
$
(64,231
)
Distribution of return of capital
—

 
—

 
—

 
—

Net Decrease in Net Assets Resulting from Distributions to Stockholders
$
(30,171
)
 
$
(31,938
)
 
$
(60,795
)
 
$
(64,231
)
 
 
 
 
 
 
 
 
Capital Share Transactions
 
 
 
 
 
 
 
Repurchase of common stock
(14,215
)
 
(16,104
)
 
(29,337
)
 
(23,982
)
Net Decrease in Net Assets Resulting from Capital Share Transactions
$
(14,215
)
 
$
(16,104
)
 
$
(29,337
)
 
$
(23,982
)
 
 
 
 
 
 
 
 
Net Assets
 
 
 
 
 
 
 
Net decrease in net assets during the period
$
(37,318
)
 
$
(20,013
)
 
$
(59,235
)
 
$
(46,934
)
Net assets at beginning of period
1,290,710

 
1,391,165

 
1,312,627

 
1,418,086

Net Assets at End of Period
$
1,253,392

 
$
1,371,152

 
$
1,253,392

 
$
1,371,152

 
 
 
 
 
 
 
 
Capital Share Activity
 
 
 
 
 
 
 
Shares repurchased during the period
(880,001
)
 
(956,100
)
 
(1,829,634
)
 
(1,418,367
)
Shares issued and outstanding at beginning of period
67,927,353

 
71,641,765

 
68,876,986

 
72,104,032

Shares Issued and Outstanding at End of Period
67,047,352

 
70,685,665

 
67,047,352

 
70,685,665


See notes to financial statements.
3
Table of Contents

APOLLO INVESTMENT CORPORATION
STATEMENTS OF CASH FLOWS (Unaudited)
(In thousands)
 
Six Months Ended September 30,
 
2019
 
2018
Operating Activities
 
 
 
Net increase (decrease) in net assets resulting from operations
$
30,897

 
$
41,279

Net realized (gains) losses
10,181

 
31,257

Net change in unrealized (gains) losses
29,190

 
(8,826
)
Net amortization of premiums and accretion of discounts on investments
(4,337
)
 
(3,358
)
Accretion of discount on notes
297

 
297

Amortization of deferred financing costs
2,526

 
2,345

Increase in gains/(losses) from foreign currency transactions
(1,185
)
 
(26
)
PIK interest and dividends capitalized
(5,982
)
 
(4,089
)
Changes in operating assets and liabilities:
 
 
 
Purchases of investments
(912,673
)
 
(760,464
)
Proceeds from sales and repayments of investments
486,112

 
639,764

Purchases of option contracts
—

 
(23,740
)
Proceeds from option contracts
—

 
546

Net settlement of option contracts
—

 
12,414

Decrease (increase) in interest receivable
(4,402
)
 
332

Decrease (increase) in dividends receivable
(633
)
 
—

Decrease (increase) in prepaid expenses and other assets
(393
)
 
(768
)
Increase (decrease) in management and performance-based incentive fees payable
3,221

 
268

Increase (decrease) in interest payable
(2,152
)
 
385

Increase (decrease) in accrued administrative services expense
(629
)
 
(275
)
Increase (decrease) in other liabilities and accrued expenses
64

 
3,069

Net Cash Used in/Provided by Operating Activities
$
(369,898
)
 
$
(69,590
)
Financing Activities
 
 
 
Issuances of debt
$
799,134

 
$
553,603

Payments of debt
(342,797
)
 
(394,500
)
Financing costs paid and deferred
(184
)
 
(10
)
Repurchase of common stock
(29,337
)
 
(23,982
)
Distributions paid
(61,664
)
 
(64,736
)
Net Cash Used in/Provided by Financing Activities
$
365,152

 
$
70,375

 
 
 
 
Cash, Cash Equivalents, Foreign Currencies and Collateral on Option Contracts
 
 
 
Net increase (decrease) in cash, cash equivalents, foreign currencies and collateral on option contracts during the period
$
(4,746
)
 
$
785

Effect of foreign exchange rate changes on cash and cash equivalents
(5
)
 
(11
)
Cash, cash equivalents, foreign currencies and collateral on option contracts at beginning of period
41,189

 
20,349

Cash, Cash Equivalents, Foreign Currencies and Collateral on Option Contracts at the End of Period
$
36,438

 
$
21,123

 
 
 
 
Supplemental Disclosure of Cash Flow Information
 
 
 
Cash interest paid
$
35,627

 
$
25,455

 
 
 
 
Non-Cash Activity
 
 
 
PIK income
$
7,160

 
$
4,961


See notes to financial statements.
4
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Advertising, Printing & Publishing
 
 
 
 
 
 
A-L Parent LLC
 
Second Lien Secured Debt
 
9.30% (1M L+725, 1.00% Floor)
 
12/02/24
 
$
5,536

 
$
5,500

 
$
5,508

 

Simplifi Holdings, Inc.
 
First Lien Secured Debt
 
8.04% (1M L+500, 1.00% Floor)
 
08/02/25
 
36,582

 
35,929

 
35,851

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/02/25
 
2,400

 
(54
)
 
(48
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
08/04/25
 
2,436

 
(24
)
 
(49
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
35,851

 
35,754

 
 
Total Advertising, Printing & Publishing
 
 
$
41,351

 
$
41,262

 
 
Aerospace & Defense
 
 
 
 
 
 
Erickson Inc
 
First Lien Secured Debt - Revolver
 
9.82% (3M L+750, 1.00% Floor)
 
04/28/22
 
$
32,487

 
$
32,487

 
$
31,919

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
04/28/22
 
5,965

 
(290
)
 
(104
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letters of Credit
 
7.50%
 
9/30/19 - 2/24/21
 
6,548

 
—

 
(113
)
 
(8)(9)(23)
 
 
 
 
 
 
 
 
 
 
32,197

 
31,702

 
 
ILC Dover LP
 
Second Lien Secured Debt
 
10.70% (3M L+850, 1.00% Floor)
 
06/28/24
 
7,800

 
7,671

 
7,683

 
 
PAE Holding Corporation
 
Second Lien Secured Debt
 
11.60% (3M L+950, 1.00% Floor)
 
10/20/23
 
28,097

 
27,599

 
27,745

 
(10)
Total Aerospace & Defense
 
 
$
67,467

 
$
67,130

 
 
Automotive
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accelerate Parent Corp.
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
1,664,046 Shares

 
$
1,714

 
$
—

 
(13)(26)
Arlington Industries Group Limited
 
First Lien Secured Debt
 
5.96% (1M GBP L+525, 0.50% Floor)
 
03/29/24
 
£
7,961

 
10,126

 
9,556

 
(9)(17)
 
 
First Lien Secured Debt
 
5.75% (1M E+525, 0.50% Floor)
 
03/29/24
 
€
3,297

 
3,693

 
3,496

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
5.96% (1M GBP L+525, 0.50% Floor)
 
03/29/24
 
£
2,095

 
2,570

 
2,509

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
1.25% Unfunded
 
03/29/24
 
£
605

 
(64
)
 
(21
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
03/29/24
 
£
1,300

 
(31
)
 
(45
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
16,294

 
15,495

 
 
Crowne Automotive
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Vari-Form Group, LLC
 
First Lien Secured Debt
 
13.14% (3M L+11.00% (7.00% Cash plus 4.00% PIK), 1.00% Floor)
 
02/02/23
 
$
5,860

 
938

 
938

 
(9)(13)(14)
Vari-Form Inc.
 
First Lien Secured Debt
 
13.14% (3M L+11.00% (7.00% Cash plus 4.00% PIK), 1.00% Floor)
 
02/02/23
 
2,446

 
391

 
391

 
(9)(13)(14)
 
 
1,329

 
1,329

 
 
K&N Parent, Inc.
 
Second Lien Secured Debt
 
10.79% (1M L+875, 1.00% Floor)
 
10/21/24
 
23,765

 
23,459

 
23,075

 

Total Automotive
 
 
$
42,796

 
$
39,899

 
 
Aviation and Consumer Transport
 
 
 
 
 
 
 
 
 
 
Merx Aviation Finance, LLC (5)
 
First Lien Secured Debt - Revolver
 
12.00%
 
10/31/23
 
$
307,300

 
$
307,300

 
$
307,300

 

 
 
First Lien Secured Debt - Letter of Credit
 
2.25%
 
07/13/20
 
177

 
—

 
—

 
(23)
 
 
Common Equity - Membership Interests
 
N/A
 
N/A
 
N/A

 
15,000

 
55,697

 
 
Total Aviation and Consumer Transport
 
 
$
322,300

 
$
362,997

 
 

See notes to financial statements.
5
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Beverage, Food & Tobacco
 
 
 
 
 
 
 
 
 
 
Eagle Foods Family Group, LLC
 
First Lien Secured Debt
 
9.12% (6M L+650, 1.00% Floor)
 
06/14/24
 
$
24,688

 
$
24,470

 
$
24,194

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.12% (6M L+650, 1.00% Floor)
 
06/14/23
 
417

 
417

 
408

 
(9)(23)
 
 
First Lien Secured Debt - Revolver
 
8.71% (3M L+650, 1.00% Floor)
 
06/14/23
 
917

 
917

 
898

 
(9)(23)
 
 
First Lien Secured Debt - Revolver
 
8.72% (3M L+650, 1.00% Floor)
 
06/14/23
 
250

 
250

 
245

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/14/23
 
2,166

 
(31
)
 
(43
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
26,023

 
25,702

 
 
Florida Food Products
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Florida Food Products, Inc.
 
First Lien Secured Debt
 
8.79% (1M L+675, 1.00% Floor)
 
09/08/25
 
23,055

 
22,565

 
22,824

 
(9)
Florida Food Products, LLC
 
First Lien Secured Debt - Revolver
 
8.79% (1M L+675, 1.00% Floor)
 
09/06/23
 
1,473

 
1,473

 
1,458

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/06/23
 
240

 
(34
)
 
(2
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
24,004

 
24,280

 
 
TNT Crust LLC
 
First Lien Secured Debt
 
7.29% (1M L+525, 1.00% Floor)
 
11/06/23
 
10,377

 
10,183

 
10,170

 
(9)
 
 
First Lien Secured Debt
 
7.29% (1M L+525, 1.00% Floor)
 
11/06/23
 
9,038

 
8,889

 
8,857

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.30% (1M L+525, 1.00% Floor)
 
11/06/23
 
813

 
813

 
797

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/06/23
 
2,439

 
(57
)
 
(49
)
 
(8)(9)(21)(23)
 
 
Common Equity/Interests - Series A Units
 
N/A
 
N/A
 
244 Shares

 
30

 
310

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
19,858

 
20,085

 
 
Turkey Hill
 
 
 
 
 
 
 
 
 
 
 
 
 
 
IC Holdings LLC
 
Common Equity/Interests - Series A Units
 
N/A
 
N/A
 
169 Shares

 
169

 
155

 
(9)(13)
THLP CO. LLC
 
First Lien Secured Debt
 
7.54% (1M L+550, 1.00% Floor)
 
05/30/25
 
19,562

 
19,192

 
19,366

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
05/31/24
 
4,494

 
(84
)
 
(45
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
05/30/25
 
5,618

 
(47
)
 
(56
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
19,230

 
19,420

 
 
Wm. Bolthouse Farms, Inc.
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
1,000,000 Shares

 
1,000

 
1,000

 
(13)
Total Beverage, Food & Tobacco
 
 
$
90,115

 
$
90,487

 
 
Business Services
 
 
 
 
 
 
 
 
 
 
Access CIG, LLC
 
Second Lien Secured Debt
 
10.07% (3M L+775)
 
02/27/26
 
$
15,900

 
$
15,781

 
$
15,900

 
(10)
Aero Operating LLC
 
First Lien Secured Debt
 
9.35% (1M L+725, 1.00% Floor)
 
12/29/22
 
36,566

 
35,954

 
36,200

 
(9)
 
 
First Lien Secured Debt - Revolver
 
11.25% (P+625)
 
12/29/22
 
160

 
160

 
159

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
1.00% Unfunded
 
12/29/22
 
3,613

 
(78
)
 
(36
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letters of Credit
 
L+400
 
4/30/20 - 6/21/20
 
1,039

 
—

 
(10
)
 
(8)(9)(23)
 
 
 
 
 
 
 
 
 
 
36,036

 
36,313

 
 

See notes to financial statements.
6
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Ambrosia Buyer Corp.
 
Second Lien Secured Debt
 
10.20% (6M L+800, 1.00% Floor)
 
08/28/25
 
21,429

 
21,033

 
20,756

 
 
Claritas, LLC
 
First Lien Secured Debt
 
8.10% (3M L+600, 1.00% Floor)
 
12/21/23
 
3,895

 
3,860

 
3,856

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.04% (1M L+600, 1.00% Floor)
 
12/21/23
 
258

 
258

 
255

 
(9)(23)
 
 
First Lien Secured Debt - Revolver
 
10.00% (P+500)
 
12/21/23
 
26

 
26

 
26

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/21/23
 
747

 
(9
)
 
(7
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
4,135

 
4,130

 
 
Continuum Global Solutions, LLC
 
First Lien Secured Debt - Revolver
 
7.60% (1M L+550, 1.00% Floor)
 
02/15/22
 
5,858

 
5,858

 
5,741

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
02/15/22
 
4,911

 
(171
)
 
(98
)
 
(8)(9)(21)(23)
 
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
620 Shares

 
62

 
62

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
5,749

 
5,705

 
 
CT Technologies Intermediate Holdings, Inc
 
First Lien Secured Debt
 
6.29% (1M L+425, 1.00% Floor)
 
12/01/21
 
4,437

 
3,940

 
4,066

 
(9)(10)
 
 
Second Lien Secured Debt
 
11.04% (1M L+900, 1.00% Floor)
 
12/01/22
 
31,253

 
30,719

 
28,128

 
(9)
 
 
 
 
 
 
 
 
 
 
34,659

 
32,194

 
 
Education Personnel
 
First Lien Secured Debt
 
5.51% (3M GBP L+475, 0.50% Floor)
 
08/31/24
 
£
4,077

 
5,178

 
4,979

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
5.51% (3M GBP L+475, 0.50% Floor)
 
08/31/24
 
£
1,471

 
1,868

 
1,796

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.66% Unfunded
 
08/31/24
 
£
4,412

 
—

 
—

 
(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
7,046

 
6,775

 
 
Electro Rent Corporation
 
Second Lien Secured Debt
 
11.13% (2M L+900, 1.00% Floor)
 
01/31/25
 
34,235

 
33,485

 
33,551

 
(9)
Ensemble RCM, LLC
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/01/24
 
4,155

 
(388
)
 
(374
)
 
(8)(21)(23)
Jacent Strategic Merchandising
 
First Lien Secured Debt
 
8.01% (3M L+575, 1.00% Floor)
 
04/23/24
 
22,693

 
22,382

 
22,350

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.85% (3M L+575, 1.00% Floor)
 
04/23/24
 
467

 
467

 
460

 
(9)(23)
 
 
First Lien Secured Debt - Revolver
 
9.75% (P+475)
 
04/23/24
 
933

 
933

 
919

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
04/23/24
 
2,100

 
(48
)
 
(32
)
 
(8)(9)(21)(23)
 
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
5,000 Shares

 
500

 
500

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
24,234

 
24,197

 
 
JF Acquisition, LLC
 
First Lien Secured Debt
 
7.60% (3M L+550, 1.00% Floor)
 
07/31/24
 
5,272

 
5,168

 
5,167

 
(9)
 
 
First Lien Secured Debt
 
7.76% (3M L+550, 1.00% Floor)
 
07/31/24
 
8,159

 
8,002

 
7,996

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.75% (3M L+550, 1.00% Floor)
 
07/31/24
 
188

 
188

 
185

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
07/31/24
 
1,381

 
(30
)
 
(28
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
13,328

 
13,320

 
 
McLarens Global Ltd
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Margaux Acquisition Inc.
 
First Lien Secured Debt
 
8.32% (3M L+600, 1.00% Floor)
 
12/19/24
 
18,895

 
18,590

 
18,706

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/19/24
 
1,601

 
(28
)
 
(16
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
12/19/24
 
4,461

 
(101
)
 
(45
)
 
(8)(9)(21)(23)

See notes to financial statements.
7
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Margaux UK Finance Limited
 
First Lien Secured Debt
 
7.00% (3M GBP L+600, 1.00% Floor)
 
12/19/24
 
£
5,926

 
7,357

 
7,229

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/19/24
 
£
541

 
(12
)
 
(7
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
12/19/24
 
£
1,353

 
(30
)
 
(17
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
25,776

 
25,850

 
 
Ministry Brands, LLC
 
Second Lien Secured Debt
 
11.34% (2M L+925, 1.00% Floor)
 
06/02/23
 
10,000

 
9,914

 
9,977

 
 
Newscycle Solutions, Inc.
 
First Lien Secured Debt
 
9.04% (1M L+700, 1.00% Floor)
 
12/29/22
 
15,046

 
14,796

 
14,896

 
(9)
 
 
First Lien Secured Debt
 
9.10% (1M L+700, 1.00% Floor)
 
12/29/22
 
1,163

 
1,150

 
1,151

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.05% (1M L+700, 1.00% Floor)
 
12/29/22
 
400

 
400

 
396

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/29/22
 
100

 
(8
)
 
(1
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
16,338

 
16,442

 
 
PSI Services, LLC
 
First Lien Secured Debt
 
7.04% (1M L+500, 1.00% Floor)
 
01/20/23
 
4,551

 
4,488

 
4,529

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.00% (P+400)
 
01/20/22
 
278

 
278

 
277

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
01/20/22
 
119

 
(5
)
 
(1
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
01/20/22
 
£
47

 
—

 
—

 
(8)(9)(21)(23)
 
 
Second Lien Secured Debt
 
11.04% (1M L+900, 1.00% Floor)
 
01/20/24
 
37,893

 
37,192

 
37,935

 
(9)
 
 
 
 
 
 
 
 
 
 
41,953

 
42,740

 
 
RA Outdoors, LLC
 
First Lien Secured Debt
 
6.79% (1M L+475, 1.00% Floor)
 
09/11/24
 
7,102

 
7,001

 
6,889

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/09/22
 
1,200

 
(14
)
 
(24
)
 
(8)(9)(21)(23)
 
 
Second Lien Secured Debt
 
10.79% (1M L+875, 1.00% Floor)
 
09/11/25
 
34,200

 
33,563

 
32,832

 
(9)
 
 
 
 
 
 
 
 
 
 
40,550

 
39,697

 
 
STG-Fairway Acquisitions, Inc.
 
Second Lien Secured Debt
 
11.29% (1M L+925, 1.00% Floor)
 
06/30/23
 
15,000

 
14,823

 
14,400

 
 
TGG TS Acquisition Company
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/14/23
 
1,750

 
—

 
(44
)
 
(8)(21)(23)
Transplace Holdings, Inc.
 
Second Lien Secured Debt
 
10.80% (1M L+875, 1.00% Floor)
 
10/06/25
 
8,599

 
8,436

 
8,427

 
(10)
U.S. Legal Support
 
 
 
 
 
 
 
 
 
 
 
 
 
 
USLS Acquisition, Inc.
 
First Lien Secured Debt
 
7.85% (3M L+575, 1.00% Floor)
 
12/02/24
 
24,623

 
24,234

 
24,175

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.08% (3M L+575)
 
12/02/24
 
536

 
536

 
526

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/02/24
 
986

 
(28
)
 
(18
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letters of Credit
 
5.75%
 
10/15/19-06/06/20
 
86

 
—

 
(1
)
 
(8)(9)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
12/02/24
 
12

 
(40
)
 
—

 
(9)(21)(23)
US Legal Support Investment Holdings, LLC
 
Common Equity/Interests - Series A-1 Units
 
N/A
 
N/A
 
631,972 Shares

 
632

 
712

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
25,334

 
25,394

 
 

See notes to financial statements.
8
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Vertafore, Inc.
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/30/23
 
14,576

 
(1,294
)
 
(1,676
)
 
(8)(21)(23)
 
 
First Lien Secured Debt - Letter of Credit
 
3.25%
 
01/17/20
 
424

 
—

 
(49
)
 
(8)(23)
 
 
 
 
 
 
 
 
 
 
(1,294
)
 
(1,725
)
 
 
Total Business Services
 
 
$
376,928

 
$
373,625

 
 
Chemicals, Plastics & Rubber
 
 
 
 
 
 
 
 
 
 
Carbon Free Chemicals
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Carbonfree Caustic SPE LLC
 
First Lien Secured Debt
 
5.00%
 
12/31/21
 
$
12,800

 
$
12,800

 
$
12,800

 
 
Carbonfree Chemicals SPE I LLC (f/k/a Maxus Capital Carbon SPE I LLC)
 
First Lien Secured Debt
 
5.22% PIK
 
12/31/21
 
50,305

 
50,305

 
43,076

 
 
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
12/31/21
 
311

 
—

 
—

 
(21)(23)
 
 
Common Equity/Interests - Residual Interests
 
N/A
 
N/A
 
9,000,000 Shares

 
9,000

 
—

 
(13)
 
 
 
 
 
 
 
 
 
 
72,105

 
55,876

 
 
Hare Bidco, Inc.
 
Second Lien Secured Debt
 
9.75% (1M E+875)
 
08/01/24
 
€
13,574

 
14,486

 
14,651

 
 
Westfall Technik, Inc.
 
First Lien Secured Debt
 
7.60% (3M L+575, 1.00% Floor)
 
09/13/24
 
15,345

 
15,172

 
15,192

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.68% (1M L+575, 1.00% Floor)
 
09/13/24
 
1,615

 
1,615

 
1,599

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/13/24
 
404

 
(33
)
 
(4
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
09/13/24
 
13,502

 
(214
)
 
(135
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
16,540

 
16,652

 
 
Total Chemical, Plastics & Rubber
 
 
$
103,131

 
$
87,179

 
 
Construction & Building
 
 
 
 
 
 
 
 
 
 
Englert
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gutter Buyer, Inc.
 
First Lien Secured Debt
 
8.29% (1M L+625, 1.00% Floor)
 
03/06/25
 
$
23,804

 
$
23,265

 
$
23,233

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/06/24
 
2,727

 
(60
)
 
(65
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
03/06/25
 
3,409

 
(46
)
 
(49
)
 
(8)(9)(21)(23)
Gutter Holdings, LP
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
500 Shares

 
500

 
608

 
(9)(13)
Total Construction & Building
 
 
$
23,659

 
$
23,727

 
 
Consumer Goods – Durable
 
 
 
 
 
 
 
 
 
 
Hayward Industries, Inc.
 
Second Lien Secured Debt
 
10.29% (1M L+825)
 
08/04/25
 
$
21,919

 
$
21,672

 
$
21,480

 
(10)
KDC US Holdings
 
First Lien Secured Debt - Unfunded Revolver
 
0.25% Unfunded
 
12/21/23
 
5,916

 
—

 
(477
)
 
(8)(21)(23)
 
 
First Lien Secured Debt - Letters of Credit
 
3.25%
 
12/31/19 - 03/08/20
 
104

 
—

 
(9
)
 
(8)(23)
 
 
 
 
 
 
 
 
 
 
—

 
(486
)
 
 
KLO Holdings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9357-5991 Quebec Inc.
 
First Lien Secured Debt
 
11.82% (3M L+775 Cash plus 2.00% PIK)
 
04/07/22
 
9,022

 
8,653

 
2,988

 
(13)(14)
KLO Acquisition LLC
 
First Lien Secured Debt
 
11.82% (3M L+775 Cash plus 2.00% PIK)
 
04/07/22
 
5,474

 
5,260

 
1,813

 
(13)(14)
 
 
 
 
 
 
 
 
 
 
13,913

 
4,801

 
 

See notes to financial statements.
9
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Project Comfort Buyer, Inc.
 
First Lien Secured Debt
 
9.19% (6M L+700, 1.00% Floor)
 
02/03/25
 
23,472

 
22,844

 
23,003

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.20% (6M L+700, 1.00% Floor)
 
02/01/24
 
692

 
692

 
678

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
02/01/24
 
2,769

 
(90
)
 
(55
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
02/03/25
 
2,308

 
(31
)
 
(46
)
 
(8)(9)(21)(23)
 
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
461,538 Shares

 
462

 
462

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
23,877

 
24,042

 
 
Sorenson Holdings, LLC
 
Common Equity/Interests - Membership Interests
 
N/A
 
N/A
 
587 Shares

 
—

 
472

 
(10)(13)
Total Consumer Goods - Durable
 
 
$
59,462

 
$
50,309

 
 
Consumer Goods – Non-durable
 
 
 
 
 
 
 
 
 
 
ABG Intermediate Holdings 2, LLC
 
Second Lien Secured Debt
 
9.79% (1M L+775, 1.00% Floor)
 
09/29/25
 
$
7,229

 
$
7,206

 
$
7,243

 
(10)
BIG Buyer, LLC
 
First Lien Secured Debt
 
8.54% (1M L+650, 1.00% Floor)
 
11/20/23
 
29,117

 
28,391

 
28,824

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.54% (1M L+650, 1.00% Floor)
 
11/20/23
 
722

 
722

 
715

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/20/23
 
1,083

 
(45
)
 
(11
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
29,068

 
29,528

 
 
Lion Cashmere Midco Limited
 
First Lien Secured Debt
 
7.83% (6M L+575, 1.00% Floor)
 
03/21/25
 
13,053

 
12,844

 
12,704

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
5.25% (6M E+525)
 
03/21/24
 
€
249

 
282

 
265

 
(9)(17)(23)
 
 
First Lien Secured Debt - Revolver
 
5.75% (2M L+525, 1.00% Floor)
 
03/21/24
 
£
166

 
207

 
199

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
1.84% Unfunded
 
03/21/24
 
€
773

 
(21
)
 
(21
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
2.01% Unfunded
 
03/21/25
 
€
2,372

 
(43
)
 
(71
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
13,269

 
13,076

 
 
Protein For Pets Opco, LLC
 
First Lien Secured Debt
 
7.12% (3M L+500, 1.00% Floor)
 
11/28/25
 
12,781

 
12,539

 
12,525

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
05/31/24
 
2,219

 
(54
)
 
(44
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,485

 
12,481

 
 
Sequential Brands Group, Inc.
 
Second Lien Secured Debt
 
10.79% (1M L+875)
 
02/07/24
 
12,965

 
12,871

 
12,835

 
(17)
Total Consumer Goods - Non-Durable
 
 
$
74,899

 
$
75,163

 
 
Consumer Services
 
 
 
 
 
 
 
 
 
 
1A Smart Start LLC
 
Second Lien Secured Debt
 
10.29% (1M L+825, 1.00% Floor)
 
08/22/22
 
$
25,100

 
$
24,788

 
$
24,751

 
 
First Heritage Credit, LLC
 
First Lien Secured Debt
 
6.85% (1M L+475)
 
04/02/22
 
16,500

 
16,362

 
16,345

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.60% (1M L+550)
 
04/02/22
 
780

 
780

 
773

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
04/02/22
 
2,970

 
(31
)
 
(26
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
04/02/22
 
9,750

 
(81
)
 
(92
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
17,030

 
17,000

 
 

See notes to financial statements.
10
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Marlin DTC-LS Midco 2, LLC
 
First Lien Secured Debt
 
8.04% (3M L+600, 1.00% Floor)
 
07/01/25
 
9,292

 
9,136

 
9,129

 
 
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
07/01/25
 
685

 
(11
)
 
(12
)
 
(8)(21)(23)
 
 
 
 
 
 
 
 
 
 
9,125

 
9,117

 
 
Nemo (BC) Bidco Pty Ltd
 
First Lien Secured Debt
 
6.86% (1M BBSW+575, 1.00% Floor)
 
04/06/24
 
A$
6,768

 
4,916

 
4,474

 
(17)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
2.59% Unfunded
 
04/06/24
 
A$
232

 
(8
)
 
(3
)
 
(8)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
4,908

 
4,471

 
 
Paper Source, Inc.
 
First Lien Secured Debt
 
9.15% (3M L+700, 1.00% Floor)
 
05/22/24
 
$
11,918

 
11,696

 
11,679

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.03% (1M L+700, 1.00% Floor)
 
05/22/24
 
2,795

 
2,795

 
2,739

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
05/22/24
 
288

 
(57
)
 
(6
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
14,434

 
14,412

 
 
Pinstripe Holdings, LLC
 
First Lien Secured Debt
 
8.05% (3M L+600)
 
01/17/25
 
6,965

 
6,842

 
6,860

 
 
Tidewater Consumer Receivables, LLC
 
First Lien Secured Debt
 
7.85% (1M L+575)
 
12/28/23
 
11,333

 
11,237

 
11,220

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
7.85% (1M L+575)
 
12/28/23
 
790

 
790

 
782

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.00% Unfunded
 
12/28/23
 
1,543

 
(10
)
 
(15
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,017

 
11,987

 
 
U.S. Auto Finance, Inc.
 
First Lien Secured Debt
 
6.88% (3M L+475)
 
04/17/22
 
20,000

 
19,923

 
19,928

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.63% (3M L+550)
 
04/17/22
 
12,656

 
12,656

 
12,611

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
04/17/22
 
7,344

 
(89
)
 
(26
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
2.00% Unfunded
 
12/31/20
 
2,000

 
(45
)
 
(27
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
32,445

 
32,486

 
 
Total Consumer Services
 
 
$
121,589

 
$
121,084

 
 
Containers, Packaging & Glass
 
 
 
 
 
 
 
 
 
 
TricorBraun Holdings, Inc.
 
First Lien Secured Debt - Revolver
 
5.29% (1M L+325)
 
11/30/21
 
$
750

 
$
750

 
$
751

 
(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/30/21
 
4,875

 
(219
)
 
—

 
(21)(23)
Total Containers, Packaging & Glass
 
 
$
531

 
$
751

 
 
Diversified Investment Vehicles, Banking, Finance, Real Estate
 
 
 
 
 
 
 
 
 
 
Alera Group Intermediate Holdings
 
First Lien Secured Debt
 
6.54% (1M L+450)
 
08/01/25
 
$
7,980

 
$
7,914

 
$
7,908

 
 
Celink
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Compu-Link Corporation
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/11/24
 
2,273

 
(48
)
 
(51
)
 
(8)(9)(21)(23)
Peer Advisors, LLC
 
First Lien Secured Debt
 
7.54% (1M L+550, 1.00% Floor)
 
06/11/24
 
22,443

 
21,969

 
21,935

 
(9)
 
 
 
 
 
 
 
 
 
 
21,921

 
21,884

 
 
Exeter Property Group, LLC
 
First Lien Secured Debt
 
6.59% (1M L+450)
 
08/28/24
 
4,796

 
4,731

 
4,753

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/28/24
 
192

 
(3
)
 
(2
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
4,728

 
4,751

 
 
Flock SPV I, LLC
 
First Lien Secured Debt
 
8.53% (1M L+650)
 
08/30/22
 
10,667

 
10,609

 
10,549

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
8.60% (1M L+650)
 
08/30/22
 
1,319

 
1,319

 
1,305

 
(9)(17)(23)

See notes to financial statements.
11
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/30/22
 
14

 
(10
)
 
—

 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
08/30/22
 
8,000

 
(78
)
 
(88
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
11,840

 
11,766

 
 
Golden Bear 2016-R, LLC (4)
 
Structured Products and Other - Membership Interests
 
N/A
 
09/20/42
 
—

 
16,671

 
12,203

 
(3)(17)
Mayfield Agency Borrower Inc.
 
Second Lien Secured Debt
 
10.54% (1M L+850)
 
03/02/26
 
5,000

 
4,940

 
5,044

 
(10)
Purchasing Power Funding I, LLC
 
First Lien Secured Debt - Revolver
 
8.54% (1M L+650)
 
01/24/22
 
1,596

 
1,596

 
1,596

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
01/24/22
 
7,516

 
—

 
(1
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
1,596

 
1,595

 
 
Taupo River II, LLC
 
First Lien Secured Debt
 
7.57% (3M L+525, 1.00% Floor)
 
06/08/20
 
14,000

 
13,975

 
13,973

 
(9)(17)
Ten-X, LLC
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/29/22
 
4,680

 
(252
)
 
(275
)
 
(8)(21)(23)
Total Diversified Investment Vehicles, Banking, Finance, Real Estate
 
 
$
83,333

 
$
78,849

 
 
Energy – Electricity
 
 
 
 
 
 
 
 
 
 
 
 
AMP Solar Group, Inc. (4)
 
Common Equity/Interests - Class A Common Unit
 
N/A
 
N/A
 
243,646 Shares

 
$
10,000

 
$
8,039

 
(13)(17)
Renew Financial
 
 
 
 
 
 
 
 
 
 
 
 
 
 
AIC SPV Holdings II, LLC (4)
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
534,375 Shares

 
534

 
635

 
(15)(17)
Renew Financial LLC (f/k/a Renewable Funding, LLC) (4)
 
Preferred Equity - Series B Preferred Stock
 
N/A
 
N/A
 
1,505,868 Shares

 
8,343

 
11,371

 
(13)
 
 
Preferred Equity - Series D Preferred Stock
 
N/A
 
N/A
 
436,689 Shares

 
5,568

 
5,447

 
(13)
Renew JV LLC (4)
 
Common Equity/Interests - Membership Interests
 
N/A
 
N/A
 
N/A

 
3,374

 
6,192

 
(13)(17)
 
 
 
 
 
 
 
 
 
 
17,819

 
23,645

 
 
Solarplicity Group
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Solarplicity Group Limited (4)
 
First Lien Secured Debt
 
N/A
 
11/30/22
 
£
4,331

 
5,811

 
1,705

 
(3)(17)
Solarplicity UK Holdings Limited
 
First Lien Secured Debt
 
4.00%
 
03/08/23
 
£
5,562

 
7,637

 
6,795

 
(17)
 
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
4,286 Shares

 
5,861

 
4,688

 
(2)(13)(17)
 
 
Common Equity/Interests - Ordinary Shares
 
N/A
 
N/A
 
2,825 Shares

 
4

 
138

 
(2)(13)(17)
 
 
 
 
 
 
 
 
 
 
19,313

 
13,326

 
 
Total Energy – Electricity
 
 
$
47,132

 
$
45,010

 
 
Energy – Oil & Gas
 
 
 
 
 
 
 
 
 
 
Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.) (5)
 
First Lien Secured Debt
 
8.00% Cash (10.00% PIK Toggle)
 
03/29/20
 
$
6,000

 
$
6,000

 
$
6,000

 
 
 
 
Second Lien Secured Debt
 
10.00% PIK (8.00% Cash Toggle)
 
03/29/21
 
35,425

 
35,425

 
33,443

 
 
 
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
5,000,000 Shares

 
30,078

 
—

 
(13)
 
 
 
 
 
 
 
 
 
 
71,503

 
39,443

 
 
Pelican Energy, LLC (4)
 
Common Equity/Interests - Membership Interests
 
N/A
 
N/A
 
1,444 Shares

 
$
17,003

 
$
3,572

 
(13)(16)(17)
SHD Oil & Gas, LLC (5)
 
First Lien Secured Debt - Tranche C Note
 
12.00%
 
07/31/20
 
24,000

 
24,000

 
24,720

 
 
 
 
First Lien Secured Debt - Tranche A Note
 
4.00%
 
07/31/20
 
45,457

 
45,457

 
46,821

 
 

See notes to financial statements.
12
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

 
 
First Lien Secured Debt - Tranche B Note
 
3.00% PIK
 
07/31/20
 
83,210

 
44,380

 
20,043

 
(13)(14)
 
 
Common Equity/Interests - Series A Units
 
N/A
 
N/A
 
7,600,000 Shares

 
1,411

 
—

 
(13)(16)
 
 
 
 
 
 
 
 
 
 
115,248

 
91,584

 
 
Total Energy – Oil & Gas
 
 
$
203,754

 
$
134,599

 
 
Food & Grocery
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bumble Bee Foods
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bumble Bee Holdings, Inc.
 
First Lien Secured Debt
 
15.50% (P+850 Cash plus 2.00% PIK)
 
08/15/23
 
$
15,450

 
$
15,234

 
$
14,214

 
 
Connors Bros Clover Leaf Seafoods Company
 
First Lien Secured Debt
 
15.50% (P+850 Cash plus 2.00% PIK)
 
08/15/23
 
4,377

 
4,316

 
4,027

 
 
Total Food & Grocery
 
 
$
19,550

 
$
18,241

 
 
Healthcare & Pharmaceuticals
 
 
 
 
 
 
 
 
 
 
Altasciences
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9360-1367 Quebec Inc.
 
First Lien Secured Debt
 
8.49% (3M L+625, 1.00% Floor)
 
06/09/23
 
C$
2,369

 
$
1,740

 
$
1,722

 
(9)(17)
 
 
First Lien Secured Debt
 
8.37% (3M L+625, 1.00% Floor)
 
06/09/23
 
$
2,855

 
2,815

 
2,748

 
(9)(17)
Altasciences US Acquistion, Inc.
 
First Lien Secured Debt
 
8.37% (3M L+625, 1.00% Floor)
 
06/09/23
 
5,110

 
5,039

 
4,918

 
(9)
 
 
First Lien Secured Debt
 
8.35% (3M L+625, 1.00% Floor)
 
06/09/23
 
917

 
895

 
883

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.35% (3M L+625, 1.00% Floor)
 
06/09/23
 
962

 
962

 
926

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.25% Unfunded
 
06/09/23
 
463

 
(20
)
 
(17
)
 
(8)(9)(21)(23)(27)
 
 
 
 
 
 
 
 
 
 
11,431

 
11,180

 
 
Amerivet Partners Management, Inc.
 
First Lien Secured Debt
 
7.79% (1M L+575, 1.00% Floor)
 
06/05/24
 
23,185

 
22,877

 
22,692

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/05/24
 
806

 
(16
)
 
(17
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
06/05/24
 
2,861

 
(193
)
 
(61
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
22,668

 
22,614

 
 
Analogic Corporation
 
First Lien Secured Debt
 
8.04% (1M L+600, 1.00% Floor)
 
06/22/24
 
27,117

 
26,582

 
26,846

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.04% (1M L+600, 1.00% Floor)
 
06/22/23
 
261

 
261

 
258

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/22/23
 
2,348

 
(49
)
 
(23
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
26,794

 
27,081

 
 
Aptevo Therapeutics Inc.
 
First Lien Secured Debt
 
9.70% (1M L+760, 0.50% Floor)
 
02/01/23
 
8,571

 
8,773

 
8,494

 
(9)
AVG Intermediate Holdings LLC
 
First Lien Secured Debt
 
10.05% (1M L+800, 1.00% Floor)
 
02/08/24
 
10,538

 
10,406

 
10,264

 
(9)
 
 
First Lien Secured Debt
 
10.06% (1M L+800, 1.00% Floor)
 
02/08/24
 
1,083

 
1,083

 
1,055

 
(9)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
02/08/24
 
1,603

 
(127
)
 
(42
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
11,362

 
11,277

 
 
BioClinica Holding I, LP
 
Second Lien Secured Debt
 
10.44% (3M L+825, 1.00% Floor)
 
10/21/24
 
24,612

 
24,277

 
22,828

 
(10)
Cerus Corporation
 
First Lien Secured Debt
 
7.55% (1M L+545, 1.80% Floor)
 
03/01/24
 
12,000

 
11,946

 
12,106

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
5.85% (1M L+375, 1.80% Floor)
 
03/01/24
 
187

 
187

 
189

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/01/24
 
313

 
(1
)
 
—

 
(9)(17)(21)(23)

See notes to financial statements.
13
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
03/01/24
 
9,000

 
(40
)
 
—

 
(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,092

 
12,295

 
 
Emmes Corporation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Emmes Blocker, Inc.
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
306 Shares

 
306

 
329

 
(9)(13)
The Emmes Company, LLC
 
First Lien Secured Debt
 
7.60% (1M L+550, 1.00% Floor)
 
03/03/25
 
12,184

 
12,019

 
11,940

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/03/25
 
2,449

 
(33
)
 
(49
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,292

 
12,220

 
 
FPG Services, LLC
 
First Lien Secured Debt
 
7.60% (3M L+550, 1.00% Floor)
 
06/13/25
 
12,600

 
12,361

 
12,348

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/13/24
 
2,105

 
(40
)
 
(42
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
06/13/25
 
5,263

 
(50
)
 
(53
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,271

 
12,253

 
 
GB001, Inc.
 
First Lien Secured Debt
 
8.26% (1M L+615, 2.00% Floor)
 
05/01/24
 
6,000

 
5,953

 
6,030

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
05/01/24
 
24,000

 
(220
)
 
—

 
(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
5,733

 
6,030

 
 
Genesis Healthcare, Inc.
 
First Lien Secured Debt
 
8.13% (1M L+600, 0.50% Floor)
 
03/06/23
 
25,000

 
24,743

 
24,770

 
(9)
 
 
First Lien Secured Debt
 
13.13% (1M L+1100, 1.00% Floor)
 
03/06/23
 
9,130

 
9,130

 
9,004

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.13% (1M L+600, 0.50% Floor)
 
03/06/23
 
17,814

 
17,814

 
17,644

 
(9)(23)
 
 
First Lien Secured Debt - Revolver
 
5.38% (1M L+325, 0.50% Floor)
 
02/02/20
 
14,032

 
14,032

 
13,898

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/06/23
 
21,143

 
(401
)
 
(202
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
02/02/20
 
7,881

 
(37
)
 
(75
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
65,281

 
65,039

 
 
HSI Halo Acquisition, Inc.
 
First Lien Secured Debt
 
7.87% (3M L+575, 1.00% Floor)
 
08/30/26
 
23,443

 
23,211

 
23,208

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/30/25
 
2,459

 
(24
)
 
(25
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
08/30/26
 
4,098

 
(40
)
 
(41
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
23,147

 
23,142

 
 
IMA Group Management Company, LLC
 
First Lien Secured Debt
 
7.56% (3M L+550, 1.00% Floor)
 
05/30/24
 
4,687

 
4,644

 
4,594

 
 
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
05/30/24
 
289

 
(3
)
 
(6
)
 
(8)(21)(23)
 
 
 
 
 
 
 
 
 
 
4,641

 
4,588

 
 
Kure Pain
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Clearway Corporation (f/k/a NP/Clearway Holdings, Inc.)
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
133 Shares

 
133

 
133

 
(9)
Kure Pain Holdings, Inc.
 
First Lien Secured Debt
 
7.55% (1M L+550, 1.00% Floor)
 
08/27/24
 
22,213

 
21,886

 
21,880

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.55% (1M L+550, 1.00% Floor)
 
08/27/24
 
398

 
398

 
392

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/27/24
 
2,256

 
(39
)
 
(34
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
22,378

 
22,371

 
 

See notes to financial statements.
14
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Lanai Holdings III, Inc.
 
Second Lien Secured Debt
 
10.76% (3M L+850, 1.00% Floor)
 
08/28/23
 
17,391

 
17,101

 
15,652

 
 
LSCS Holdings, Inc
 
Second Lien Secured Debt
 
10.31% (3M L+825)
 
03/16/26
 
19,818

 
19,444

 
19,719

 
 
Mannkind Corporation
 
First Lien Secured Debt
 
8.85% (1M L+675, 2.00% Floor)
 
08/01/24
 
13,867

 
13,800

 
13,797

 
(9)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
08/01/24
 
12,133

 
(59
)
 
(61
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
13,741

 
13,736

 
 
Maxor National Pharmacy Services, LLC
 
First Lien Secured Debt
 
7.60% (3M L+550, 1.00% Floor)
 
11/22/23
 
24,604

 
24,182

 
24,174

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/22/22
 
1,558

 
(24
)
 
(25
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
24,158

 
24,149

 
 
Orchard Therapeutics plc
 
First Lien Secured Debt
 
8.10% (1M L+600, 1.00% Floor)
 
05/24/24
 
8,333

 
8,295

 
8,292

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
05/24/24
 
16,667

 
(78
)
 
(83
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
8,217

 
8,209

 
 
Pace Health Companies, LLC
 
First Lien Secured Debt
 
6.77% (3M L+450, 1.00% Floor)
 
08/02/24
 
500

 
490

 
489

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/02/24
 
500

 
(10
)
 
(11
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
480

 
478

 
 
Partner Therapeutics, Inc
 
First Lien Secured Debt
 
8.75% (3M L+665, 1.00% Floor)
 
12/31/19
 
1,667

 
1,706

 
1,667

 
(9)
 
 
First Lien Secured Debt
 
8.75% (1M L+665, 1.00% Floor)
 
01/01/23
 
10,000

 
9,877

 
9,845

 
(9)
 
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
55,556 Shares

 
333

 
333

 
(9)(13)
 
 
Common Equity/Interests
- Warrants
 
N/A
 
N/A
 
33,333 Warrants

 
135

 
86

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
12,051

 
11,931

 
 
PHS Buyer, Inc.
 
First Lien Secured Debt
 
7.35% (3M L+525, 1.00% Floor)
 
01/31/25
 
12,935

 
12,676

 
12,676

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
01/31/25
 
2,000

 
(40
)
 
(40
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,636

 
12,636

 
 
ProPharma Group Intermediate, LLC
 
First Lien Secured Debt
 
7.79% (1M L+575, 0.50% Floor)
 
07/12/23
 
£
1,864

 
2,424

 
2,274

 
 
 
 
First Lien Secured Debt
 
7.79% (1M L+575, 0.50% Floor)
 
01/13/20
 
£
2,377

 
3,110

 
2,900

 
 
 
 
First Lien Secured Debt
 
7.79% (1M L+575, 0.50% Floor)
 
07/12/23
 
€
6,389

 
7,225

 
6,896

 
 
 
 
First Lien Secured Debt
 
7.79% (1M L+575, 0.50% Floor)
 
07/12/23
 
$
11,007

 
10,915

 
10,896

 
 
 
 
First Lien Secured Debt
 
7.79% (1M L+575, 0.50% Floor)
 
01/13/20
 
410

 
409

 
406

 
 
 
 
First Lien Secured Debt - Revolver
 
7.79% (1M L+575, 0.50% Floor)
 
07/12/23
 
344

 
344

 
341

 
(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
07/12/23
 
688

 
(9
)
 
(7
)
 
(8)(21)(23)
 
 
 
 
 
 
 
 
 
 
24,418

 
23,706

 
 
PTC Therapeutics, Inc
 
First Lien Secured Debt
 
8.25% (1M L+615, 1.00% Floor)
 
05/01/21
 
10,556

 
10,535

 
10,661

 
(9)(17)
Rigel Pharmaceuticals, Inc.
 
First Lien Secured Debt
 
7.15% (1M L+565, 1.50% Floor)
 
09/01/24
 
3,000

 
2,993

 
2,992

 
(9)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
09/01/24
 
3,000

 
—

 
—

 
(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
2,993

 
2,992

 
 
RiteDose Holdings I, Inc.
 
First Lien Secured Debt
 
8.82% (3M L+650, 1.00% Floor)
 
09/13/23
 
14,738

 
14,420

 
14,337

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/13/22
 
2,000

 
(38
)
 
(45
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
14,382

 
14,292

 
 

See notes to financial statements.
15
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Royton Bidco Limited
 
First Lien Secured Debt
 
6.51% (3M L+575, 0.50% Floor)
 
05/09/25
 
£
15,588

 
19,744

 
18,633

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
2.01% Unfunded
 
05/09/25
 
£
4,412

 
(81
)
 
(163
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
19,663

 
18,470

 
 
SSCP Spring Bidco Limited
 
First Lien Secured Debt
 
7.06% (6M L+625, 0.50% Floor)
 
07/30/25
 
£
88,091

 
105,115

 
105,841

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.88% Unfunded
 
07/30/25
 
£
6,909

 
(102
)
 
(213
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
105,013

 
105,628

 
 
Teladoc, Inc.
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
07/14/20
 
$
1,306

 
(18
)
 
(52
)
 
(8)(17)(21)(23)
 
 
First Lien Secured Debt - Letters of Credit
 
7.25%
 
1/13/20 - 05/11/20
 
360

 
—

 
(14
)
 
(8)(17)(23)
 
 
 
 
 
 
 
 
 
 
(18
)
 
(66
)
 
 
Wright Medical Group, Inc.
 
First Lien Secured Debt
 
9.95% (1M L+785, 1.00% Floor)
 
12/23/21
 
6,667

 
6,584

 
6,667

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
6.35% (1M L+425, 0.75% Floor)
 
12/23/21
 
7,666

 
7,666

 
7,590

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/23/21
 
50,667

 
(289
)
 
(507
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
12/23/21
 
11,667

 
(82
)
 
—

 
(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
13,879

 
13,750

 
 
Total Healthcare & Pharmaceuticals
 
 
$
561,833

 
$
557,355

 
 
High Tech Industries
 
 
 
 
 
 
 
 
 
 
 
 
AMI US Holdings Inc.
 
First Lien Secured Debt
 
7.60% (1M L+550, 1.00% Floor)
 
04/01/25
 
$
21,983

 
$
21,579

 
$
21,763

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.60% (1M L+550)
 
04/01/24
 
1,628

 
1,628

 
1,599

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
04/01/24
 
1,279

 
(52
)
 
(23
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
23,155

 
23,339

 
 
ChargePoint, Inc.
 
First Lien Secured Debt
 
8.65% (1M L+655, 1.25% Floor)
 
06/01/23
 
10,500

 
10,421

 
10,458

 
(9)
ChyronHego Corporation
 
First Lien Secured Debt
 
7.43% (3M L+643, 1.00% Floor)
 
03/09/20
 
3,725

 
3,725

 
3,725

 
 
 
 
First Lien Secured Debt
 
7.43% (3M L+643, 1.00% Floor)
 
03/09/20
 
34,579

 
34,510

 
32,158

 
(18)
 
 
 
 
 
 
 
 
 
 
38,235

 
35,883

 
 
DigiCert Holdings, Inc.
 
Second Lien Secured Debt
 
10.04% (1M L+800, 1.00% Floor)
 
10/31/25
 
12,157

 
12,111

 
12,157

 
(10)
Digital Reasoning Systems, Inc.
 
First Lien Secured Debt
 
8.34% (1M L+625, 2.00% Floor)
 
08/01/24
 
3,750

 
3,714

 
3,712

 
(9)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
08/01/24
 
1,250

 
(12
)
 
(13
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
3,702

 
3,699

 
 
FiscalNote, Inc.
 
First Lien Secured Debt
 
10.04% (1M L+800, 1.00% Floor)
 
08/21/23
 
28,125

 
27,522

 
27,350

 
(9)
 
 
First Lien Secured Debt - Revolver
 
10.04% (1M L+800, 1.00% Floor)
 
08/21/23
 
3,038

 
3,038

 
2,954

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/21/23
 
3,338

 
(91
)
 
(92
)
 
(8)(9)(21)(23)
 
 
Preferred Equity - Series F Preferred Stock
 
N/A
 
N/A
 
259,565 Shares

 
1,500

 
1,500

 
(9)
 
 
 
 
 
 
 
 
 
 
31,969

 
31,712

 
 
International Cruise & Excursion Gallery, Inc.
 
First Lien Secured Debt
 
7.29% (1M L+525, 1.00% Floor)
 
06/06/25
 
14,813

 
14,570

 
14,701

 
 

See notes to financial statements.
16
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

LabVantage Solutions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LabVantage Solutions Inc.
 
First Lien Secured Debt
 
9.54% (1M L+750, 1.00% Floor)
 
12/29/20
 
10,981

 
10,891

 
10,981

 
 
LabVantage Solutions Limited
 
First Lien Secured Debt
 
8.50% (1M E+750, 1.00% Floor)
 
12/29/20
 
€
11,114

 
11,866

 
12,117

 
(17)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/29/20
 
€
3,435

 
(24
)
 
—

 
(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
22,733

 
23,098

 
 
Magnate Holding Corp.
 
First Lien Secured Debt
 
8.10% (3M L+600, 1.00% Floor)
 
12/16/24
 
$
16,670

 
16,453

 
16,352

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
7.13% (3M L+500, 1.00% Floor)
 
12/14/23
 
666

 
666

 
654

 
(9)(17)(23)
 
 
First Lien Secured Debt - Revolver
 
7.11% (3M L+500, 1.00% Floor)
 
12/14/23
 
999

 
999

 
981

 
(9)(17)(23)
 
 
First Lien Secured Debt - Revolver
 
7.10% (3M L+500, 1.00% Floor)
 
12/14/23
 
1,025

 
1,025

 
1,007

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
1.75% Unfunded
 
12/14/23
 
640

 
(42
)
 
(11
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
19,101

 
18,983

 
 
New Amsterdam Software BidCo LLC
 
First Lien Secured Debt
 
5.00% (3M E+500)
 
05/02/26
 
€
743

 
818

 
794

 
(9)
 
 
First Lien Secured Debt
 
7.10% (3M L+500, 1.00% Floor)
 
05/02/26
 
6,899

 
6,769

 
6,761

 
(9)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
05/02/26
 
2,250

 
(21
)
 
(45
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
7,566

 
7,510

 
 
Norvax, LLC
 
First Lien Secured Debt
 
8.55% (1M L+650, 1.00% Floor)
 
09/13/25
 
31,818

 
31,029

 
31,023

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/13/24
 
3,182

 
(79
)
 
(80
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
30,950

 
30,943

 
 
Omnitracs, LLC
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/23/23
 
3,750

 
(235
)
 
(338
)
 
(8)(21)(23)
Sirsi Corporation
 
First Lien Secured Debt
 
6.78% (1M L+475, 1.00% Floor)
 
03/15/24
 
6,983

 
6,890

 
6,878

 
(9)
 
 
First Lien Secured Debt - Revolver
 
6.79% (3M L+475, 1.00% Floor)
 
03/15/24
 
171

 
171

 
169

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/15/24
 
257

 
(6
)
 
(4
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
7,055

 
7,043

 
 
Telestream Holdings Corporation
 
First Lien Secured Debt
 
7.61% (1M L+645, 1.00% Floor)
 
03/24/22
 
38,284

 
38,043

 
37,519

 
(18)
Wall Street Systems Delaware, Inc.
 
First Lien Secured Debt
 
7.26% (1M L+500, 2.00% Floor)
 
11/21/24
 
13,998

 
13,733

 
13,936

 
(10)
ZPower, LLC
 
First Lien Secured Debt
 
8.10% (1M L+775, 1.00% Floor)
 
07/01/22
 
6,482

 
6,576

 
6,361

 
(9)
 
 
Common Equity/Interests
- Warrants
 
N/A
 
N/A
 
29,630 Warrants

 
48

 
—

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
6,624

 
6,361

 
 
Total High Tech Industries
 
 
$
279,733

 
$
277,004

 
 
Hotel, Gaming, Leisure, Restaurants
 
 
 
 
 
 
 
 
 
 
GFRC Holdings LLC
 
First Lien Secured Debt
 
10.13% (1M L+800 Cash (L+800 PIK Toggle), 1.50% Floor)
 
02/01/22
 
$
2,500

 
$
2,500

 
$
2,500

 
 
Total Hotel, Gaming, Leisure, Restaurants
 
 
$
2,500

 
$
2,500

 
 
Insurance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
AQ Sunshine, Inc.
 
First Lien Secured Debt
 
7.60% (1M L+550, 1.00% Floor)
 
04/15/25
 
$
2,129

 
$
2,129

 
$
2,088

 
(9)
 
 
First Lien Secured Debt
 
7.60% (3M L+550, 1.00% Floor)
 
04/15/25
 
14,082

 
13,822

 
13,812

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.61% (3M L+550, 1.00% Floor)
 
04/15/24
 
588

 
588

 
577

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
04/15/24
 
588

 
(21
)
 
(11
)
 
(8)(9)(21)(23)

See notes to financial statements.
17
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
04/15/25
 
2,577

 
(87
)
 
(49
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
16,431

 
16,417

 
 
Ivy Finco Limited
 
First Lien Secured Debt
 
5.71% (1M L+500)
 
06/07/25
 
£
11,066

 
13,692

 
13,281

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.50% Unfunded
 
06/07/25
 
£
6,434

 
(144
)
 
(207
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
13,548

 
13,074

 
 
Total Insurance
 
 
$
29,979

 
$
29,491

 
 
Manufacturing, Capital Equipment
 
 
 
 
 
 
 
 
 
 
AVAD
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  AVAD Canada Ltd.
 
First Lien Secured Debt - Revolver
 
6.10% (1M L+400, 1.00% Floor)
 
10/02/23
 
$
1,112

 
$
1,112

 
$
1,093

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
10/02/23
 
221

 
(16
)
 
(3
)
 
(8)(9)(21)(23)
  AVAD, LLC
 
First Lien Secured Debt
 
9.85% (1M L+775, 1.00% Floor)
 
10/02/23
 
9,170

 
9,020

 
8,983

 
(9)
 
 
First Lien Secured Debt - Revolver
 
6.10% (1M L+400, 1.00% Floor)
 
10/02/23
 
16,309

 
16,309

 
16,032

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
10/02/23
 
2,358

 
(251
)
 
(34
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
26,174

 
26,071

 
 
Kauffman
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Kauffman Holdco, LLC
 
Common Equity - Common Stock/Interests
 
N/A
 
N/A
 
250,000 Shares

 
250

 
244

 
(9)(13)
Kauffman Intermediate, LLC
 
First Lien Secured Debt
 
7.85% (3M L+575, 1.00% Floor)
 
05/08/25
 
16,926

 
16,610

 
16,742

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
05/08/25
 
2,409

 
(48
)
 
(24
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letter of Credit
 
5.75%
 
05/08/25
 
155

 
—

 
(2
)
 
(8)(9)(23)
 
 
 
 
 
 
 
 
 
 
16,812

 
16,960

 
 
MedPlast Holdings Inc.
 
Second Lien Secured Debt
 
9.85% (3M L+775)
 
07/02/26
 
8,000

 
7,932

 
7,500

 
(10)
Total Manufacturing, Capital Equipment
 
 
$
50,918

 
$
50,531

 
 
Media – Diversified & Production
 
 
 
 
 
 
 
 
 
 
NW Entertainment, Inc.
 
First Lien Secured Debt
 
9.12% (3M L+700, 1.00% Floor)
 
08/16/24
 
$
24,000

 
$
23,532

 
$
23,520

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.12% (3M L+700, 1.00% Floor)
 
08/16/24
 
2,400

 
2,400

 
2,352

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/16/24
 
600

 
(58
)
 
(12
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
08/16/24
 
3,000

 
(58
)
 
(60
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
25,816

 
25,800

 
 
SESAC Holdco II LLC
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
02/23/22
 
587

 
(25
)
 
(6
)
 
(8)(10)(21)(23)
Sonar Entertainment, Inc.
 
First Lien Secured Debt
 
9.70% (1M L+760, 1.25% Floor)
 
11/15/21
 
8,662

 
8,555

 
8,511

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.70% (1M L+760, 1.25% Floor)
 
11/15/21
 
4,567

 
4,567

 
4,487

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/15/21
 
18,264

 
(282
)
 
(320
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,840

 
12,678

 
 
Total Media – Diversified & Production
 
 
$
38,631

 
$
38,472

 
 

See notes to financial statements.
18
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (28)
 
 Fair
Value (1)(29)
 

Metals & Mining
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Magnetation, LLC
 
First Lien Secured Debt
 
 10.20% (6M L+800 Cash (PIK Toggle))
 
12/31/19
 
$
1,213

 
$
1,134

 
$
509

 
(13)(14)
Total Metals & Mining
 
 
$
1,134

 
$
509

 
 
Retail
 
 
 
 
 
 
Rapid Displays Acquisition Corporation
 
First Lien Secured Debt
 
7.25% (3M L+500, 1.00% Floor)
 
07/01/25
 
$
10,962

 
$
10,751

 
$
10,742

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.04% (1M L+525, 1.00% Floor)
 
07/01/25
 
692

 
692

 
678

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
07/01/25
 
1,615

 
(44
)
 
(32
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
07/01/25
 
1,731

 
(17
)
 
(17
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
11,382

 
11,371

 
 
SI Holdings, Inc.
 
First Lien Secured Debt
 
8.28% (3M L+600, 1.00% Floor)
 
07/25/25
 
21,587

 
21,168

 
21,155

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.28% (3M L+600, 1.00% Floor)
 
07/25/24
 
853

 
853

 
836

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
07/25/24
 
2,560

 
(66
)
 
(51
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
21,955

 
21,940

 
 
Total Retail
 
 
$
33,337

 
$
33,311

 
 
Telecommunications
 
 
 
 
 
 
IPC
 
 
 
 
 
 
 
 
 
 
 
 
 
 
IPC Corporation
 
First Lien Secured Debt
 
7.26% (3M L+500, 1.00% Floor)
 
08/06/21
 
$
10,000

 
$
9,944

 
$
8,858

 
(9)
IPC Information Systems UK Holdings Limited
 
First Lien Secured Debt
 
8.79% (3M L+650, 1.50% Floor)
 
08/06/21
 
562

 
536

 
534

 
(9)
 
 
First Lien Secured Debt
 
8.68% (3M L+650, 1.50% Floor)
 
08/06/21
 
843

 
804

 
801

 
(9)
 
 
 
 
 
 
 
 
 
 
11,284

 
10,193

 
 
Securus Technologies Holdings, Inc.
 
Second Lien Secured Debt
 
10.29% (1M L+825, 1.00% Floor)
 
11/01/25
 
12,878

 
12,780

 
11,343

 
(10)
Total Telecommunications
 
 
$
24,064

 
$
21,536

 
 
Transportation – Cargo, Distribution
 
 
 
 
 
 
 
 
 
 
Dynamic Product Tankers, LLC (5)
 
First Lien Secured Debt
 
9.80% (3M L+700)
 
06/30/23
 
$
42,000

 
$
41,850

 
$
42,000

 
(17)
 
 
First Lien Secured Debt - Letters of Credit
 
2.25%
 
09/20/20 - 03/31/21
 
6,050

 
—

 
—

 
(17)(23)
 
 
Common Equity/Interests - Class A Units
 
N/A
 
N/A
 
N/A

 
49,806

 
36,954

 
(17)(24)
 
 
 
 
 
 
 
 
 
 
91,656

 
78,954

 
 
MSEA Tankers LLC (5)
 
Common Equity/Interests - Class A Units
 
N/A
 
N/A
 
N/A

 
61,950

 
61,243

 
(17)(25)
PT Intermediate Holdings III, LLC
 
Second Lien Secured Debt
 
10.04% (1M L+800, 1.00% Floor)
 
12/08/25
 
9,375

 
9,302

 
9,375

 
 
Total Transportation – Cargo, Distribution
 
 
$
162,908

 
$
149,572

 
 
Utilities – Electric
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Asset Repackaging Trust Six B.V.
 
Structured Products and Other
 
12.81%
 
05/18/27
 
$
58,411

 
$
26,728

 
$
34,167

 
(11)(17)(19)
Total Utilities – Electric
 
 
$
26,728

 
$
34,167

 
 
Total Investments before Cash Equivalents
 
 
 
$
2,889,762

 
$
2,804,760

 

J.P. Morgan U.S. Government Money Market Fund
 
N/A
 
N/A
 
N/A
 
$
31,637

 
$
31,637

 
$
31,637

 
(22)
Total Investments after Cash Equivalents
 
 
 
$
2,921,399

 
$
2,836,397

 
(6)(7)

See notes to financial statements.
19
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

____________________
(1)
Fair value is determined in good faith by or under the direction of the Board of Directors of the Company (See Note 2 to the financial statements).
(2)
Preferred and ordinary shares in Solarplicity UK Holdings Limited are GBP denominated equity investments.
(3)
Denotes investments in which the Company owns greater than 25% of the equity, where the governing documents of each entity preclude the Company from exercising a controlling influence over the management or policies of such entity. The Company does not have the right to elect or appoint more than 25% of the directors or another party has the right to elect or appoint more directors than the Company and has the right to appoint certain members of senior management. Therefore, the Company has determined that these entities are not controlled affiliates. As of September 30, 2019, we had a 100% and 28% equity ownership interest in Golden Bear 2016-R, LLC and Solarplicity Group Limited, respectively. Equity ownership in Solarplicity Group Limited was written off as it was deemed worthless.
(4)
Denotes investments in which we are an “Affiliated Person,” as defined in the 1940 Act, due to holding the power to vote or owning 5% or more of the outstanding voting securities of the investment but not controlling the company. Fair value as of March 31, 2019 and September 30, 2019 along with transactions during the six months ended September 30, 2019 in these affiliated investments are as follows:
Name of Issuer
Fair Value at March 31, 2019
Gross Additions ●
Gross Reductions ■
Net Change in Unrealized Gains (Losses)
Fair Value at September 30, 2019
Net Realized Gains (Losses)
Interest/Dividend/Other Income
AIC SPV Holdings II, LLC, Preferred Stock
$
440

$
—

$
—

$
195

$
635

$
—

$
45

AMP Solar Group, Inc., Class A Common Unit
6,236

—

—

1,803

8,039

—

—

Golden Bear 2016-R, LLC, Membership Interests
12,936

26

—

(759
)
12,203

—

587

Pelican Energy, LLC, Membership Interests
5,320

—

(1,372
)
(376
)
3,572

—

—

Renew Financial LLC (f/k/a Renewable Funding, LLC), Series B Preferred Stock
14,573

—

—

(3,202
)
11,371

—

—

Renew Financial LLC (f/k/a Renewable Funding, LLC), Series D Preferred Stock
5,890

—

—

(443
)
5,447

—

—

Renew JV LLC, Membership Interests
2,296

4,074

(2,495
)
2,317

6,192

(2
)
—

SquareTwo Financial Corp. (CA Holdings, Collect America, Ltd.)
—

—

—

—

—

1,091

—

Solarplicity Group Limited, First Lien Term Loan
1,990

—

—

(285
)
1,705

—

—

 
$
49,681

$
4,100

$
(3,867
)
$
(750
)
$
49,164

$
1,089

$
632

____________________
● Gross additions includes increases in the basis of investments resulting from new portfolio investments, payment-in-kind interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
■ Gross reductions include decreases in the basis of investments resulting from principal collections related to investment repayments or sales, the amortization of premiums, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

See notes to financial statements.
20
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

(5)
Denotes investments in which we are deemed to exercise a controlling influence over the management or policies of a company, as defined in the 1940 Act, due to beneficially owning, either directly or through one or more controlled companies, more than 25% of the outstanding voting securities of the investment. Fair value as of March 31, 2019 and September 30, 2019 along with transactions during the six months ended September 30, 2019 in these controlled investments are as follows:
Name of Issuer
Fair Value at March 31, 2019
Gross Additions ●
Gross Reductions ■
Net Change in Unrealized Losses
Fair Value at September 30, 2019
Net Realized Losses
Interest/Dividend/Other Income
Dynamic Product Tankers, LLC, Class A Units
$
36,879

$
—

$
—

$
75

$
36,954

$
—

$
—

Dynamic Product Tankers, LLC, Term Loan
42,000

20

—

(20
)
42,000

—

2,111

Dynamic Product Tankers, LLC, Letters of Credit
—

—

—

—

—

—

34

Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.), Term Loan
33,705

1,721

—

(1,983
)
33,443

—

1,721

Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.), Term Loan
9,000

—

(3,000
)
—

6,000

—

296

Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.), Common Stock
3,346

—

—

(3,346
)
—

—

—

Merx Aviation Finance, LLC, Membership Interests
54,281

—

—

1,416

55,697

—

1,502

Merx Aviation Finance, LLC, Revolver
371,200

13,100

(77,000
)
—

307,300

—

20,264

MSEA Tankers LLC, Class A Units
73,369

—

(12,500
)
374

61,243

—

950

SHD Oil & Gas, LLC, Series A Units
—

—

—

—

—

—

—

SHD Oil & Gas, LLC, Tranche A Note
46,821

—

—

—

46,821

—

936

SHD Oil & Gas, LLC, Tranche B Note
39,432

—

—

(19,389
)
20,043

—

—

SHD Oil & Gas, LLC, Tranche C Note
21,012

3,600

—

108

24,720

—

1,269

SHD Oil & Gas, LLC, Unfunded Tranche C Note
—

—

—

—

—

—

—

 
$
731,045

$
18,441

$
(92,500
)
$
(22,765
)
$
634,221

$
—

$
29,083

____________________
● Gross additions includes increases in the basis of investments resulting from new portfolio investments, payment-in-kind interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
■ Gross reductions include decreases in the basis of investments resulting from principal collections related to investment repayments or sales, the amortization of premiums, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
As of September 30, 2019, the Company had a 85%, 47%, 100%, 98% and 38% equity ownership interest in Dynamic Product Tankers, LLC; Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.); Merx Aviation Finance, LLC; MSEA Tankers, LLC; and SHD Oil & Gas, LLC (f/k/a Spotted Hawk Development LLC), respectively.
(6)
Aggregate gross unrealized gain and loss for federal income tax purposes is $126,853 and $219,048, respectively. Net unrealized loss is $92,195 based on a tax cost of $2,928,591.
(7)
Substantially all securities are pledged as collateral to our multi-currency revolving credit facility (the “Senior Secured Facility” as defined in Note 8 to the financial statements). As such, these securities are not available as collateral to our general creditors.
(8)
The negative fair value is the result of the commitment being valued below par.
(9)
These are co-investments made with the Company’s affiliates in accordance with the terms of the exemptive order the Company received from the Securities and Exchange Commission (the “SEC”) permitting us to do so. (See Note 3 to the financial statements for discussion of the exemptive order from the SEC.)
(10)
Other than the investments noted by this footnote, the fair value of the Company’s investments is determined using unobservable inputs that are significant to the overall fair value measurement. See Note 2 to the financial statements for more information regarding ASC 820, Fair Value Measurements (“ASC 820”).
(11)
These securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions that are exempt from registration, normally to qualified institutional buyers.
(12)
Par amount is denominated in USD unless otherwise noted, Euro (“€”), British Pound (“£”), Canadian Dollar (“C$”) and Australian Dollar (“A$”).
(13)
Non-income producing security.

See notes to financial statements.
21
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

(14)
Non-accrual status (See Note 2 to the financial statements).
(15)
The underlying investments of AIC SPV Holdings II, LLC is a securitization in which the Company owns preferred shares representing 14.25% economic interest.
(16)
AIC Spotted Hawk Holdings, LLC, AIC SHD Holdings, LLC and AIC Pelican Holdings, LLC are consolidated wholly-owned special purpose vehicles which only hold equity investments of the underlying portfolio companies and have no other significant assets or liabilities. AIC Spotted Hawk Holdings, LLC and AIC SHD Holdings, LLC hold equity investments in SHD Oil & Gas, LLC. AIC Pelican Holdings, LLC holds an equity investment in Pelican Energy, LLC.
(17)
Investments that the Company has determined are not “qualifying assets” under Section 55(a) of the 1940 Act. Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of September 30, 2019, non-qualifying assets represented approximately 18.77% of the total assets of the Company.
(18)
In addition to the interest earned based on the stated rate of this loan, the Company may be entitled to receive additional interest as a result of its arrangement with other lenders in a syndication.
(19)
This investment represents a leveraged subordinated interest in a trust that holds one foreign currency denominated bond and a derivative instrument.
(20)
Generally, the interest rate on floating interest rate investments is at benchmark rate plus spread. The borrower has an option to choose the benchmark rate, such as the London Interbank Offered Rate (“LIBOR”), the Euro Interbank Offered Rate (“EURIBOR”), the federal funds rate or the prime rate. The spread may change based on the type of rate used. The terms in the Schedule of Investments disclose the actual interest rate in effect as of the reporting period. LIBOR loans are typically indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates (1M L, 2M L, 3M L or 6M L, respectively), EURIBOR loans are typically indexed to 90-day EURIBOR rates (3M E), Bank Bill Swap rates are typically index to 90-day Bank Bill Swap rates (3M BBSW), GBP LIBOR loans are typically indexed to 90-day GBP LIBOR rates (3M GBP L) and EUR LIBOR loans are typically indexed to 90-day EUR LIBOR rates (3M E L) at the borrower’s option. LIBOR and EURIBOR loans may be subject to interest floors. As of September 30, 2019, rates for 1M L, 2M L, 3M L, 6M L, 1M E, 3M E, 3M BBSW, 3M GBP L, 3M E L and Prime are 2.02%, 2.07%, 2.09%, 2.06%, (0.46%), (0.42%), 0.95%, 0.76%, (0.44) and 5.00%, respectively.
(21)
The rates associated with these undrawn committed revolvers and delayed draw term loans represent rates for commitment and unused fees.
(22)
This security is included in the Cash and Cash Equivalents on the Statements of Assets and Liabilities.


See notes to financial statements.
22
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

(23)
As of September 30, 2019, the Company had the following commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing these loans and letters of credit and there can be no assurance that such conditions will be satisfied. See Note 10 to the financial statements for further information on revolving and delayed draw loan commitments, including commitments to issue letters of credit, related to certain portfolio companies.
Portfolio Company
Total Commitment
Drawn Commitment
Letters of Credit
Undrawn Commitment
3D Protein (Protein For Pets Opco, LLC)
$
2,219

$
—

$
—

$
2,219

Aero Operating LLC
4,812

160

1,039

3,613

Altasciences US Acquistion, Inc.
1,425

962

—

463

American Megatrends (AMI US Holdings Inc.)
2,907

1,628

—

1,279

American Veterinary Group (AVG Intermediate Holdings LLC)
1,603

—

—

1,603

Amerivet Partners Management, Inc.
3,667

—

—

3,667

Analogic Corporation
2,609

261

—

2,348

Arlington Industries Group Limited*
4,930

2,582

—

2,348

AVAD
20,000

17,421

—

2,579

Beauty Industry Group (BIG Buyer, LLC)
1,805

722

—

1,083

Carbonfree Chemicals SPE I LLC (f/k/a Maxus Capital Carbon SPE I LLC)
311

—

—

311

CARE Fertility (Royton Bidco Limited)*
5,437

—

—

5,437

Celink (Compu-Link Corporation)
2,273

—

—

2,273

Cerus Corporation
9,500

187

—

9,313

Claritas, LLC
1,031

284

—

747

Clarus Commerce (Marlin DTC-LS Midco 2, LLC)
685

—

—

685

Continuum Global Solutions, LLC
10,769

5,858

—

4,911

Dan Dee (Project Comfort Buyer, Inc.)
5,769

692

—

5,077

Digital Reasoning Systems, Inc.
1,250

—

—

1,250

Dynamic Product Tankers, LLC
6,050

—

6,050

—

Eagle Foods Family Group, LLC
3,750

1,584

—

2,166

Education Personnel*
7,249

1,812

—

5,437

Elo Touch (TGG TS Acquisition Company)
1,750

—

—

1,750

Englert (Gutter Buyer, Inc.)
6,136

—

—

6,136

Ensemble RCM, LLC
4,155

—

—

4,155

Erickson Inc
45,000

32,487

6,548

5,965

Exeter Property Group, LLC
192

—

—

192

First Heritage Credit, LLC
13,500

780

—

12,720

FiscalNote, Inc
6,376

3,038

—

3,338

Flock SPV I, LLC
9,333

1,319

—

8,014

Genesis Healthcare, Inc.
60,870

31,846

—

29,024

Florida Food Products, LLC
1,713

1,473

—

240

GoHealth (Norvax, LLC)
3,182

—

—

3,182

Gossamer (GB001, Inc.)
24,000

—

—

24,000

Health & Safety Institute (HSI Halo Acquisition, Inc.)
6,557

—

—

6,557

IMA Group Management Company, LLC
289

—

—

289

IPS (SI Holdings, Inc.)
3,413

853

—

2,560

Jacent Strategic Merchandising
3,500

1,400

—

2,100

Jones & Frank (JF Acquisition, LLC)
1,569

188

—

1,381

Kauffman Intermediate, LLC
2,564

—

155

2,409

KDC US Holdings
6,020

—

104

5,916

KureSmart (Kure Pain Holdings, Inc.)
2,654

398

—

2,256

LabVantage Solutions Limited*
3,745

—

—

3,745

Lion Cashmere Midco Limited*
3,905

476

—

3,429

Magnitude Software (New Amsterdam Software BidCo LLC)
2,250

—

—

2,250

Mannkind Corporation
12,133

—

—

12,133

Maxor National Pharmacy Services, LLC
1,558

—

—

1,558

McLarens Global Ltd.*
8,397

—

—

8,397


See notes to financial statements.
23
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Portfolio Company
Total Commitment
Drawn Commitment
Letters of Credit
Undrawn Commitment
Merx Aviation Finance, LLC
177

—

177

—

MYCOM (Magnate Holding Corp)
3,330

2,690

—

640

New Wave Entertainment (NW Entertainment, Inc.)
6,000

2,400

—

3,600

Newscycle Solutions, Inc.
500

400

—

100

NFA Group (SSCP Spring Bidco Limited)*
8,514

—

—

8,514

Omnitracs, LLC
3,750

—

—

3,750

Only About Children (Nemo (BC) Bidco Pty Ltd)*
157

—

—

157

Orchard Therapeutics plc
16,667

—

—

16,667

Ovation Fertility (FPG Services, LLC)
7,368

—

—

7,368

Paper Source, Inc.
3,083

2,795

—

288

PHS Buyer, Inc
2,000

—

—

2,000

PIB Group (Ivy Finco Limited)*
7,928

—

—

7,928

ProPharma Group Intermediate, LLC*
1,032

344

—

688

PSI Services, LLC*
455

278

—

177

Purchasing Power, LLC
9,112

1,596

—

7,516

RA Outdoors, LLC
1,200

—

—

1,200

Rapid Displays Acquisition Corporation
4,038

692

—

3,346

Relation Insurance (AQ Sunshine, Inc.)
3,753

588

—

3,165

RHA Health Services (Pace Health Companies, LLC)
500

—

—

500

Rigel Pharmaceuticals, Inc.
3,000

—

—

3,000

RiteDose Holdings I, Inc.
2,000

—

—

2,000

SESAC Holdco II LLC
587

—

—

587

Simplifi Holdings, Inc.
4,836

—

—

4,836

Sirsi Corporation
428

171

—

257

Sonar Entertainment, Inc.
22,831

4,567

—

18,264

Teladoc, Inc.
1,666

—

360

1,306

Ten-X, LLC
4,680

—

—

4,680

The Emmes Company, LLC
2,449

—

—

2,449

Tidewater Consumer Receivables, LLC
2,333

790

—

1,543

TNT Crust LLC
3,252

813

—

2,439

TricorBraun Holdings, Inc.
5,625

750

—

4,875

Turkey Hill (THLP CO. LLC)
10,112

—

—

10,112

U.S. Auto Finance, Inc
22,000

12,656

—

9,344

US Legal Support (USLS Acquisition, Inc.)
1,620

536

86

998

Vertafore, Inc.
15,000

—

424

14,576

Westfall Technik, Inc.
15,521

1,615

—

13,906

Wright Medical Group, Inc
70,000

7,666

—

62,334

Total Commitments
$
602,316

$
149,758

$
14,943

$
437,615

____________________
* These investments are in a foreign currency and the total commitment has been converted to USD using the September 30, 2019 exchange rate.

See notes to financial statements.
24
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

(24)
As of September 30, 2019, Dynamic Product Tankers, LLC had various classes of limited liability interests outstanding of which the Company holds Class A-1 and Class A-3 units which are identical except that Class A-1 unit is voting and Class A-3 unit is non-voting. The units entitle the Company to appoint three out of five managers to the board of managers.
(25)
As of September 30, 2019, MSEA Tankers, LLC had various classes of limited liability interests outstanding of which the Company holds Class A-1 and Class A-2 units which are identical except that Class A-1 unit is voting and Class A-2 unit is non-voting. The units entitle the Company to appoint two out of three managers to the board of managers.
(26)
The Company holds some warrants for this investment as part of the restructuring of the underlying portfolio company.  The warrants have no cost and no fair value as of September 30, 2019.
(27)
The unused line fees of 0.25% are collected for the Unfunded Revolver, respectively from both Altasciences US Acquisition, Inc. and Altasciences/9360-1367 Quebec Inc. as each borrower has access to the respective lending facilities.


See notes to financial statements.
25
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

(28)
The following shows the composition of the Company’s portfolio at cost by control designation, investment type and industry as of September 30, 2019:
Industry
First Lien - Secured Debt
Second Lien - Secured Debt
Unsecured Debt
Structured Products and Other
Preferred Equity
Common Equity/Interests
Warrants
Total
Non-Controlled/Non-Affiliated Investments
 
 
 
 
 
 
Advertising, Printing & Publishing
$
35,851

$
5,500

$
—

$
—

$
—

$
—

$
—

$
41,351

Aerospace & Defense
32,197

35,270

—

—

—

—

—

67,467

Automotive
17,623

23,459

—

—

—

1,714

—

42,796

Beverage, Food & Tobacco
88,916

—

—

—

—

1,199

—

90,115

Business Services
170,788

204,946

—

—

62

1,132

—

376,928

Chemicals, Plastics & Rubber
79,645

14,486

—

—

—

9,000

—

103,131

Construction & Building
23,159

—

—

—

—

500

—

23,659

Consumer Goods – Durable
37,328

21,672

—

—

462

—

—

59,462

Consumer Goods – Non-durable
54,822

20,077

—

—

—

—

—

74,899

Consumer Services
96,801

24,788

—

—

—

—

—

121,589

Containers, Packaging & Glass
531

—

—

—

—

—

—

531

Diversified Investment Vehicles, Banking, Finance, Real Estate
61,722

4,940

—

—

—

—

—

66,662

Energy – Electricity
7,637

—

—

—

5,861

4

—

13,502

Food & Grocery
19,550

—

—

—

—

—

—

19,550

Healthcare & Pharmaceuticals
500,104

60,822

—

—

333

439

135

561,833

High Tech Industries
266,074

12,111

—

—

1,500

—

48

279,733

Hotel, Gaming, Leisure, Restaurants
2,500

—

—

—

—

—

—

2,500

Insurance
29,979

—

—

—

—

—

—

29,979

Manufacturing, Capital Equipment
42,736

7,932

—

—

—

250

—

50,918

Media – Diversified & Production
38,631

—

—

—

—

—

—

38,631

Metals & Mining
1,134

—

—

—

—

—

—

1,134

Retail
33,337

—

—

—

—

—

—

33,337

Telecommunications
11,284

12,780

—

—

—

—

—

24,064

Transportation – Cargo, Distribution
—

9,302

—

—

—

—

—

9,302

Utilities – Electric
—

—

—

26,728

—

—

—

26,728

Total Non-Controlled/
Non-Affiliated Investments
$
1,652,349

$
458,085

$
—

$
26,728

$
8,218

$
14,238

$
183

$
2,159,801

Non-Controlled/Affiliated Investments
 
 
 
 
 
 
Diversified Investment Vehicles, Banking, Finance, Real Estate
$
—

$
—

$
—

$
16,671

$
—

$
—

$
—

$
16,671

Energy – Electricity
5,811

—

—

—

14,445

13,374

—

33,630

Energy – Oil & Gas
—

—

—

—

—

17,003

—

17,003

Total Non-Controlled/Affiliated Investments
$
5,811

$
—

$
—

$
16,671

$
14,445

$
30,377

$
—

$
67,304

Controlled Investments
 
 
 
 
 
 
 
 
Aviation and Consumer Transport
$
307,300

$
—

$
—

$
—

$
—

$
15,000

$
—

$
322,300

Energy – Oil & Gas
119,837

35,425

—

—

—

31,489

—

186,751

Transportation – Cargo, Distribution
41,850

—

—

—

—

111,756

—

153,606

Total Controlled Investments
$
468,987

$
35,425

$
—

$
—

$
—

$
158,245

$
—

$
662,657

Total
$
2,127,147

$
493,510

$
—

$
43,399

$
22,663

$
202,860

$
183

$
2,889,762



See notes to financial statements.
26
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

(29)
The following shows the composition of the Company’s portfolio at fair value by control designation, investment type and industry as of September 30, 2019:
Industry
First Lien - Secured Debt
Second Lien - Secured Debt
Unsecured Debt
Structured Products and Other
Preferred Equity
Common Equity/Interests
Warrants
Total
% of Net Assets
Non-Controlled / Non-Affiliated Investments
 
 
 
 
 
 
 
Advertising, Printing & Publishing
$
35,754

$
5,508

$
—

$
—

$
—

$
—

$
—

$
41,262

3.3
%
Aerospace & Defense
31,702

35,428

—

—

—

—

—

67,130

5.4
%
Automotive
16,824

23,075

—

—

—

—

—

39,899

3.2
%
Beverage, Food & Tobacco
89,022

—

—

—

—

1,465

—

90,487

7.2
%
Business Services
170,445

201,906

—

—

62

1,212

—

373,625

29.8
%
Chemicals, Plastics & Rubber
72,528

14,651

—

—

—

—

—

87,179

7.0
%
Construction & Building
23,119

—

—

—

—

608

—

23,727

1.9
%
Consumer Goods – Durable
27,895

21,480

—

—

462

472

—

50,309

4.0
%
Consumer Goods – Non-durable
55,085

20,078

—

—

—

—

—

75,163

6.0
%
Consumer Services
96,333

24,751

—

—

—

—

—

121,084

9.7
%
Containers, Packaging & Glass
751

—

—

—

—

—

—

751

0.1
%
Diversified Investment Vehicles, Banking, Finance, Real Estate
61,602

5,044

—

—

—

—

—

66,646

5.3
%
Energy – Electricity
6,795

—

—

—

4,688

138

—

11,621

0.9
%
Food & Grocery
18,241

—

—

—

—

—

—

18,241

1.5
%
Healthcare & Pharmaceuticals
498,275

58,199

—

—

333

462

86

557,355

44.5
%
High Tech Industries
263,347

12,157

—

—

1,500

—

—

277,004

22.1
%
Hotel, Gaming, Leisure, Restaurants
2,500

—

—

—

—

—

—

2,500

0.2
%
Insurance
29,491

—

—

—

—

—

—

29,491

2.4
%
Manufacturing, Capital Equipment
42,787

7,500

—

—

—

244

—

50,531

4.0
%
Media – Diversified & Production
38,472

—

—

—

—

—

—

38,472

3.1
%
Metals & Mining
509

—

—

—

—

—

—

509

—
%
Retail
33,311

—

—

—

—

—

—

33,311

2.7
%
Telecommunications
10,193

11,343

—

—

—

—

—

21,536

1.7
%
Transportation – Cargo, Distribution
—

9,375

—

—

—

—

—

9,375

0.7
%
Utilities – Electric
—

—

—

34,167

—

—

—

34,167

2.6
%
Total Non-Controlled / Non-Affiliated Investments
$
1,624,981

$
450,495

$
—

$
34,167

$
7,045

$
4,601

$
86

$
2,121,375

169.3
%
% of Net Assets
129.6
%
36.0
%
—
%
2.7
%
0.6
%
0.4
%
0%

169.3
%
 
Non-Controlled / Affiliated Investments
 
 
 
 
 
 
 
Diversified Investment Vehicles, Banking, Finance, Real Estate
$
—

$
—

$
—

$
12,203

$
—

$
—

$
—

$
12,203

1.0
%
Energy – Electricity
1,705

—

—

—

17,453

14,231

—

33,389

2.6
%
Energy – Oil & Gas
—

—

—

—

—

3,572

—

3,572

0.3
%
Total Non-Controlled / Affiliated Investments
$
1,705

$
—

$
—

$
12,203

$
17,453

$
17,803

$
—

$
49,164

3.9
%
% of Net Assets
0.1
%
—
%
—
%
1.0
%
1.4
%
1.4
%
—
%
3.9
%
 
Controlled Investments
 
 
 
 
 
 
 
Aviation and Consumer Transport
$
307,300

$
—

$
—

$
—

$
—

$
55,697

$
—

$
362,997

29.0
%
Energy – Oil & Gas
97,584

33,443

—

—

—

—

—

131,027

10.5
%
Transportation – Cargo, Distribution
42,000

—

—

—

—

98,197

—

140,197

11.2
%
Total Controlled Investments
$
446,884

$
33,443

$
—

$
—

$
—

$
153,894

$
—

$
634,221

50.7
%
% of Net Assets
35.7
%
2.7
%
—
%
—
%
—
%
12.3
%
—
%
50.7
%
 
Total
$
2,073,570

$
483,938

$
—

$
46,370

$
24,498

$
176,298

$
86

$
2,804,760

223.9
%
% of Net Assets
165.4
%
38.7
%
—
%
3.7
%
2.0
%
14.1
%
0%

223.9
%
 

See notes to financial statements.
27
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS (Unaudited)
September 30, 2019
(In thousands, except share data)

Industry Classification
Percentage of Total Investments (at Fair Value) as of September 30, 2019
Healthcare & Pharmaceuticals
19.9%
Business Services
13.3%
Aviation and Consumer Transport
12.9%
High Tech Industries
9.9%
Transportation – Cargo, Distribution
5.3%
Energy – Oil & Gas
4.8%
Consumer Services
4.3%
Beverage, Food & Tobacco
3.2%
Chemicals, Plastics & Rubber
3.1%
Diversified Investment Vehicles, Banking, Finance, Real Estate
2.8%
Consumer Goods – Non-durable
2.7%
Aerospace & Defense
2.4%
Consumer Goods – Durable
1.8%
Manufacturing, Capital Equipment
1.8%
Energy – Electricity
1.6%
Advertising, Printing & Publishing
1.5%
Automotive
1.4%
Media – Diversified & Production
1.4%
Utilities – Electric
1.2%
Retail
1.2%
Insurance
1.1%
Telecommunications
0.8%
Construction & Building
0.8%
Food & Grocery
0.7%
Hotel, Gaming, Leisure, Restaurants
0.1%
Containers, Packaging & Glass
0.0%
Metals & Mining
0.0%
Total Investments
100.0%

See notes to financial statements.
28
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
Advertising, Printing & Publishing
 
 
 
 
 
 
A-L Parent LLC
 
Second Lien Secured Debt
 
9.75% (1M L+725, 1.00% Floor)
 
12/02/24
 
$
5,536

 
$
5,496

 
$
5,522

 
(10)
Simplifi Holdings, Inc.
 
First Lien Secured Debt
 
8.00% (1M L+550, 1.00% Floor)
 
09/28/22
 
25,363

 
24,948

 
25,110

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/28/22
 
2,400

 
(50
)
 
(24
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
24,898

 
25,086

 
 
Total Advertising, Printing & Publishing
 
 
$
30,394

 
$
30,608

 
 
Aerospace & Defense
 
 
 
 
 
 
Erickson Inc
 
First Lien Secured Debt - Revolver
 
10.09% (3M L+750, 1.00% Floor)
 
04/28/22
 
$
27,169

 
$
27,169

 
$
26,558

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
04/28/22
 
11,381

 
(346
)
 
(256
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letters of Credit
 
7.50%
 
04/21/19
 
6,449

 
—

 
(144
)
 
(8)(9)(23)
 
 
 
 
 
 
 
 
 
 
26,823

 
26,158

 
 
ILC Dover LP
 
Second Lien Secured Debt
 
11.38% (6M L+850, 1.00% Floor)
 
06/28/24
 
20,000

 
19,635

 
19,550

 
 
PAE Holding Corporation
 
Second Lien Secured Debt
 
12.00% (1M L+950, 1.00% Floor)
 
10/20/23
 
28,097

 
27,540

 
27,816

 
(10)
Total Aerospace & Defense
 
 
$
73,998

 
$
73,524

 
 
 Automotive
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accelerate Parent Corp.
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
1,076 Shares

 
$
1,714

 
$
—

 
(13)(28)
Crowne Automotive
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Vari-Form Group, LLC
 
First Lien Secured Debt
 
13.60% (3M L+11.00% (7.00% Cash plus 4.00% PIK), 1.00% Floor)
 
02/02/23
 
$
6,196

 
5,766

 
960

 
(9)(13)(14)
Vari-Form Inc.
 
First Lien Secured Debt
 
13.60% (3M L+11.00% (7.00% Cash plus 4.00% PIK), 1.00% Floor)
 
02/02/23
 
2,110

 
2,604

 
327

 
(9)(13)(14)
 
 
8,370

 
1,287

 
 
K&N Parent, Inc.
 
Second Lien Secured Debt
 
11.25% (1M L+875, 1.00% Floor)
 
10/21/24
 
23,764

 
23,428

 
22,991

 
(10)
Total Automotive
 
 
$
33,512

 
$
24,278

 
 
Aviation and Consumer Transport
 
 
 
 
 
 
 
 
 
 
Merx Aviation Finance, LLC (5)
 
First Lien Secured Debt - Revolver
 
12.00%
 
10/31/23
 
$
371,200

 
$
371,200

 
$
371,200

 
(23)
 
 
First Lien Secured Debt - Letter of Credit
 
2.25%
 
07/13/19
 
177

 
—

 
—

 
(23)
 
 
Common Equity/Interests - Membership Interests
 
N/A
 
N/A
 
N/A

 
15,000

 
54,281

 
 
Total Aviation and Consumer Transport
 
 
$
386,200

 
$
425,481

 
 
Beverage, Food & Tobacco
 
 
 
 
 
 
 
 
 
 
Eagle Foods Family Group, LLC
 
First Lien Secured Debt
 
9.24% (3M L+650, 1.00% Floor)
 
06/14/24
 
$
24,813

 
$
24,571

 
$
24,440

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.00% Unfunded
 
06/14/23
 
3,750

 
(35
)
 
(56
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
24,536

 
24,384

 
 
Florida Food Products
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Florida Food Products, Inc.
 
First Lien Secured Debt
 
9.25% (1M L+675, 1.00% Floor)
 
09/08/25
 
23,171

 
22,639

 
22,940

 
(9)
Florida Food Products, LLC
 
First Lien Secured Debt - Revolver
 
9.25% (1M L+675, 1.00% Floor)
 
09/06/23
 
1,336

 
1,336

 
1,322

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/06/23
 
377

 
(38
)
 
(4
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
23,937

 
24,258

 
 

See notes to financial statements.
29
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
TNT Crust LLC
 
First Lien Secured Debt
 
8.75% (1M L+625, 1.00% Floor)
 
11/06/23
 
9,083

 
8,916

 
8,992

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/06/23
 
1,626

 
(30
)
 
(16
)
 
(8)(9)(21)(23)
 
 
Common Equity/Interests - Series A Units
 
N/A
 
N/A
 
244 Shares

 
244

 
323

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
9,130

 
9,299

 
 
Total Beverage, Food & Tobacco
 
 
$
57,603

 
$
57,941

 
 
Business Services
 
 
 
 
 
 
 
 
 
 
Access CIG, LLC
 
Second Lien Secured Debt
 
10.25% (1M L+775)
 
02/27/26
 
$
15,900

 
$
15,771

 
$
15,741

 
(10)
Aero Operating LLC
 
First Lien Secured Debt
 
9.75% (1M L+725, 1.00% Floor)
 
12/29/22
 
37,040

 
36,325

 
36,669

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.75% (1M L+725)
 
12/29/22
 
2,663

 
2,663

 
2,636

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
1.00% Unfunded
 
12/29/22
 
2,032

 
(90
)
 
(20
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letter of Credit
 
7.25%
 
05/04/19
 
118

 
—

 
(1
)
 
(8)(9)(23)
 
 
 
 
 
 
 
 
 
 
38,898

 
39,284

 
 
Ambrosia Buyer Corp.
 
Second Lien Secured Debt
 
10.50% (1M L+ 800, 1.00% Floor)
 
08/28/25
 
21,429

 
20,999

 
20,975

 
 
Aptean, Inc.
 
Second Lien Secured Debt
 
12.11% (3M L+950, 1.00% Floor)
 
12/20/23
 
11,148

 
11,064

 
11,148

 
(10)
Claritas, LLC
 
First Lien Secured Debt
 
8.50% (1M L+600, 1.00% Floor)
 
12/21/23
 
3,944

 
3,905

 
3,905

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/21/23
 
1,031

 
(10
)
 
(10
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
3,895

 
3,895

 
 
Continuum Global Solutions, LLC
 
First Lien Secured Debt - Revolver
 
8.00% (1M L+550, 1.00% Floor)
 
02/15/22
 
6,219

 
6,219

 
6,095

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
02/15/22
 
4,550

 
(207
)
 
(91
)
 
(8)(9)(21)(23)
 
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
620 Shares

 
62

 
62

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
6,074

 
6,066

 
 
CT Technologies Intermediate Holdings, Inc
 
First Lien Secured Debt
 
6.75% (1M L+425, 1.00% Floor)
 
12/01/21
 
4,460

 
3,853

 
3,897

 
(9)(10)
 
 
Second Lien Secured Debt
 
11.50% (1M L+900, 1.00% Floor)
 
12/01/22
 
31,253

 
30,636

 
29,378

 
(9)
 
 
 
 
 
 
 
 
 
 
34,489

 
33,275

 
 
Education Personnel
 
First Lien Secured Debt
 
5.60% (3M GBP L+475, 0.50% Floor)
 
08/31/24
 
£
4,118

 
5,219

 
5,315

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
5.60% (3M GBP L+475, 0.50% Floor)
 
08/31/24
 
£
1,471

 
1,864

 
1,898

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.66% Unfunded
 
08/31/24
 
£
4,412

 
—

 
—

 
(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
7,083

 
7,213

 
 
Electro Rent Corporation
 
Second Lien Secured Debt
 
11.60% (3M L+900, 1.00% Floor)
 
01/31/25
 
34,235

 
33,427

 
33,551

 
(9)
McLarens Global Ltd.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Margaux Acquisition Inc.
 
First Lien Secured Debt
 
8.18% (3M L+600, 1.00% Floor)
 
12/19/24
 
17,614

 
17,279

 
17,262

 
(9)
 
 
First Lien Secured Debt
 
8.60% (3M L+600, 1.00% Floor)
 
12/19/24
 
1,373

 
1,373

 
1,345

 
(9)

See notes to financial statements.
30
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
 
 
First Lien Secured Debt - Revolver
 
8.60% (3M L+600)
 
12/19/24
 
172

 
172

 
168

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/19/24
 
1,430

 
(31
)
 
(29
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
12/19/24
 
4,461

 
(111
)
 
(89
)
 
(8)(9)(21)(23)
Margaux UK Finance Limited
 
First Lien Secured Debt
 
8.59% (3M L+600, 1.00% Floor)
 
12/19/24
 
£
5,955

 
7,381

 
7,605

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/19/24
 
£
541

 
(13
)
 
(14
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
12/19/24
 
£
1,353

 
(33
)
 
(35
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
26,017

 
26,213

 
 
Ministry Brands, LLC
 
Second Lien Secured Debt
 
11.88% (1M L+925, 1.00% Floor)
 
06/02/23
 
10,000

 
9,902

 
10,050

 
 
Newscycle Solutions, Inc.
 
First Lien Secured Debt
 
9.50% (1M L+700, 1.00% Floor)
 
12/29/22
 
16,646

 
16,334

 
16,479

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.50% (1M L+700, 1.00% Floor)
 
12/29/22
 
160

 
160

 
158

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/29/22
 
340

 
(9
)
 
(3
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
16,485

 
16,634

 
 
PSI Services, LLC
 
First Lien Secured Debt
 
7.50% (1M L+500, 1.00% Floor)
 
01/20/23
 
4,575

 
4,502

 
4,552

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.48% (1M L+500, 1.00% Floor)
 
01/20/22
 
119

 
119

 
119

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
01/20/22
 
278

 
(6
)
 
(1
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
01/20/22
 
£
47

 
—

 
—

 
(8)(9)(21)(23)
 
 
Second Lien Secured Debt
 
11.50% (1M L+900, 1.00% Floor)
 
01/20/24
 
37,893

 
37,117

 
37,925

 
(9)
 
 
 
 
 
 
 
 
 
 
41,732

 
42,595

 
 
RA Outdoors, LLC
 
First Lien Secured Debt
 
7.25% (1M L+475, 1.00% Floor)
 
09/11/24
 
7,138

 
7,027

 
6,995

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/09/22
 
1,176

 
(17
)
 
(24
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letter of Credit
 
4.75%
 
08/28/19
 
24

 
—

 
—

 
(8)(9)(23)
 
 
Second Lien Secured Debt
 
11.25% (1M L+875, 1.00% Floor)
 
09/11/25
 
34,200

 
33,510

 
33,345

 
(9)
 
 
 
 
 
 
 
 
 
 
40,520

 
40,316

 
 
STG-Fairway Acquisitions, Inc.
 
Second Lien Secured Debt
 
11.75% (1M L+925, 1.00% Floor)
 
06/30/23
 
15,000

 
14,800

 
14,325

 
(10)
TGG TS Acquisition Company
 
First Lien Secured Debt - Revolver
 
8.99% (1M L+650)
 
12/14/23
 
690

 
690

 
673

 
(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/14/23
 
1,060

 
—

 
(27
)
 
(8)(21)(23)
 
 
 
 
 
 
 
 
 
 
690

 
646

 
 
Transplace Holdings, Inc.
 
Second Lien Secured Debt
 
11.23% (1M L+875, 1.00% Floor)
 
10/06/25
 
8,599

 
8,422

 
8,448

 
(10)
U.S. Legal Support

 
 
 
 
 
 
 
 
 
 
 
 
 
 
USLS Acquisition, Inc.
 
First Lien Secured Debt
 
8.38% (3M L+575, 1.00% Floor)
 
12/02/24
 
20,049

 
19,670

 
19,658

 
(9)

See notes to financial statements.
31
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
 
 
First Lien Secured Debt
 
8.35% (3M L+575, 1.00% Floor)
 
12/02/24
 
1,099

 
1,088

 
1,077

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.38% (3M L+575)
 
12/02/24
 
536

 
536

 
526

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/02/24
 
986

 
(30
)
 
(19
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
12/02/24
 
3,591

 
(44
)
 
(70
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letter of Credit
 
5.75%
 
12/02/24
 
86

 
—

 
(1
)
 
(8)(9)(23)
US Legal Support Investment Holdings, LLC
 
Common Equity/Interests - Series A-1 Units
 
N/A
 
N/A
 
602,978 Shares

 
603

 
696

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
21,823

 
21,867

 
 
Vertafore, Inc.
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/30/23
 
14,576

 
(1,467
)
 
(1,531
)
 
(8)(21)(23)
 
 
First Lien Secured Debt - Letter of Credit
 
3.25%
 
01/17/20
 
424

 
—

 
(45
)
 
(8)(23)
 
 
 
 
 
 
 
 
 
 
(1,467
)
 
(1,576
)
 
 
Total Business Services
 
 
$
350,624

 
$
350,666

 
 
Chemicals, Plastics & Rubber
 
 
 
 
 
 
 
 
 
 
Carbon Free Chemicals
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Carbonfree Chemicals SPE I LLC (f/k/a Maxus Capital Carbon SPE I LLC)
 
First Lien Secured Debt
 
5.215% PIK
 
12/31/21
 
$
50,305

 
$
50,305

 
$
47,806

 
 
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
12/31/21
 
2,911

 
—

 
—

 
(21)(23)
 
 
Common Equity/Interests - Residual Interests
 
N/A
 
N/A
 
9,000,000 shares

 
9,000

 
—

 
(13)
Carbonfree Caustic SPE LLC
 
First Lien Secured Debt
 
5.00%
 
12/31/21
 
10,200

 
10,200

 
10,200

 
 
 
 
 
 
 
 
 
 
 
 
69,505

 
58,006

 
 
Hare Bidco, Inc.
 
Second Lien Secured Debt
 
9.75% (3M E+875)
 
08/01/24
 
€
13,574

 
14,465

 
14,937

 
 
Westfall Technik, Inc.
 
First Lien Secured Debt
 
7.85% (3M L+525, 1.00% Floor)
 
09/13/24
 
12,318

 
12,158

 
12,071

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.69% (3M L+500, 1.00% Floor)
 
09/13/24
 
135

 
135

 
132

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/13/24
 
1,885

 
(37
)
 
(38
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
09/13/24
 
3,140

 
(98
)
 
(63
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,158

 
12,102

 
 
Total Chemical, Plastics & Rubber
 
 
$
96,128

 
$
85,045

 
 
Construction & Building
 
 
 
 
 
 
 
 
 
 
Englert
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gutter Buyer, Inc.
 
First Lien Secured Debt
 
8.73% (1M L+625, 1.00% Floor)
 
03/06/25
 
$
23,864

 
$
23,274

 
$
23,268

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/06/24
 
2,727

 
(67
)
 
(68
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
03/06/25
 
3,409

 
(51
)
 
(85
)
 
(8)(9)(21)(23)
Gutter Holdings, LP
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
500 shares

 
500

 
478

 
(9)(13)
Total Construction & Building
 
 
$
23,656

 
$
23,593

 
 
Consumer Goods – Durable
 
 
 
 
 
 
 
 
 
 
Hayward Industries, Inc.
 
Second Lien Secured Debt
 
10.75% (1M L+825)
 
08/04/25
 
$
21,918

 
$
21,649

 
$
21,589

 
 

See notes to financial statements.
32
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
KDC US Holdings
 
First Lien Secured Debt - Revolver
 
5.75% (1M L+325)
 
12/21/23
 
1,204

 
1,204

 
1,099

 
(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.00% Unfunded
 
12/21/23
 
4,712

 
—

 
(409
)
 
(8)(21)(23)
 
 
First Lien Secured Debt - Letters of Credit
 
3.25%
 
12/31/19- 03/08/20
 
104

 
—

 
(9
)
 
(8)(23)
 
 
 
 
 
 
 
 
 
 
1,204

 
681

 
 
KLO Holdings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9357-5991 Quebec Inc.
 
First Lien Secured Debt
 
10.25% (1M L+775, 1.50% Floor)
 
04/07/22
 
8,763

 
8,697

 
8,282

 
 
KLO Acquisition LLC
 
First Lien Secured Debt
 
10.25% (1M L+775, 1.50% Floor)
 
04/07/22
 
5,073

 
5,035

 
4,795

 
 
 
 
 
 
 
 
 
 
 
 
13,732

 
13,077

 
 
Project Comfort Buyer, Inc.
 
First Lien Secured Debt
 
9.81% (6M L+700, 1.00% Floor)
 
02/03/25
 
23,769

 
23,075

 
23,056

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
02/01/24
 
3,462

 
(100
)
 
(104
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
02/03/25
 
2,308

 
(34
)
 
(69
)
 
(8)(9)(21)(23)
 
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
461,538 Shares

 
462

 
462

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
23,403

 
23,345

 
 
Sorenson Holdings, LLC
 
Common Equity/Interests - Membership Interests
 
N/A
 
N/A
 
587 Shares

 
—

 
470

 
(10)(13)
Total Consumer Goods - Durable
 
 
$
59,988

 
$
59,162

 
 
Consumer Goods – Non-Durable
 
 
 
 
 
 
 
 
 
 
ABG Intermediate Holdings 2, LLC
 
Second Lien Secured Debt
 
10.25% (1M L+775, 1.00% Floor)
 
09/29/25
 
$
7,371

 
$
7,345

 
$
7,298

 
(10)
BIG Buyer, LLC
 
First Lien Secured Debt
 
9.10% (3M L+650, 1.00% Floor)
 
11/20/23
 
29,264

 
28,503

 
28,970

 
(9)
 
 
First Lien Secured Debt - Revolver
 
9.10% (3M L+650, 1.00% Floor)
 
11/20/23
 
271

 
271

 
268

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/20/23
 
1,535

 
(50
)
 
(15
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
3.25% Unfunded
 
11/20/23
 
1,368

 
(75
)
 
(14
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
28,649

 
29,209

 
 
Lion Cashmere Midco Limited
 
First Lien Secured Debt
 
8.42% (6M L+575, 1.00% Floor)
 
03/21/25
 
13,053

 
12,825

 
12,694

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
7.92% (6M L+525, 1.00% Floor)
 
03/21/24
 
€
225

 
256

 
246

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
1.84% Unfunded
 
03/21/24
 
€
960

 
(23
)
 
(30
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
2.01% Unfunded
 
03/21/25
 
€
2,372

 
(47
)
 
(73
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
13,011

 
12,837

 
 
Reddy Ice Corporation
 
First Lien Secured Debt
 
10.00% (1M L+750, 1.00% Floor)
 
06/30/23
 
31,316

 
30,917

 
31,026

 
(9)
 
 
First Lien Secured Debt - Revolver
 
12.00% (P+650)
 
06/30/23
 
1,045

 
1,045

 
1,036

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/30/23
 
1,874

 
(37
)
 
(17
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Letter of Credit
 
4.50%
 
04/05/19
 
9,750

 
—

 
(90
)
 
(8)(9)(23)

See notes to financial statements.
33
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
06/30/23
 
2,681

 
(11
)
 
(25
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
31,914

 
31,930

 
 
Sequential Brands Group, Inc.
 
Second Lien Secured Debt
 
11.24% (1M L+875)
 
02/07/24
 
13,052

 
12,947

 
12,919

 
(17)
Total Consumer Goods - Non-Durable
 
 
$
93,866

 
$
94,193

 
 
Consumer Services
 
 
 
 
 
 
 
 
 
 
 
 
1A Smart Start LLC
 
Second Lien Secured Debt
 
10.75% (1M L+825, 1.00% Floor)
 
08/22/22
 
$
25,100

 
$
24,734

 
$
24,708

 
 
Nemo (BC) Bidco Pty Ltd
 
First Lien Secured Debt
 
7.65% (1M BBSW+575, 1.00% Floor)
 
04/06/24
 
A$
6,768

 
4,909

 
4,712

 
(17)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
2.59% Unfunded
 
04/06/24
 
A$
232

 
(9
)
 
(2
)
 
(8)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
4,900

 
4,710

 
 
Pinstripe Holdings, LLC
 
First Lien Secured Debt
 
8.50% (2M L+600)
 
01/17/25
 
7,000

 
6,864

 
6,895

 
 
Tidewater Consumer Receivables, LLC
 
First Lien Secured Debt
 
8.25% (1M L+575)
 
12/28/23
 
11,333

 
11,226

 
11,220

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
8.25% (1M L+575)
 
12/28/23
 
792

 
792

 
784

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.00% Unfunded
 
12/28/23
 
1,542

 
(11
)
 
(8
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,007

 
11,996

 
 
Total Consumer Services
 
 
$
48,505

 
$
48,309

 
 
Containers, Packaging & Glass
 
 
 
 
 
 
 
 
 
 
Sprint Industrial Holdings, LLC
 
Second Lien Secured Debt
 
13.5% PIK
 
11/14/19
 
$
21,782

 
$
18,107

 
$
15,912

 
(13)(14)
 
 
Common Equity/Interests - Warrants
 
N/A
 
N/A
 
7,341 Warrants

 
—

 
—

 
(13)(26)
 
 
 
 
 
 
 
 
 
 
18,107

 
15,912

 
 
TricorBraun Holdings, Inc.
 
First Lien Secured Debt - Revolver
 
7.75% (P+225)
 
11/30/21
 
1,628

 
1,628

 
1,630

 
(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/30/21
 
3,998

 
(270
)
 
—

 
(21)(23)
 
 
1,358

 
1,630

 
 
Total Containers, Packaging & Glass
 
 
$
19,465

 
$
17,542

 
 
Diversified Investment Vehicles, Banking, Finance, Real Estate
 
 
 
 
 
 
 
 
 
 
Alera Group Intermediate Holdings
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
08/01/25
 
$
28,000

 
$
(242
)
 
$
(252
)
 
(8)(21)(23)
Exeter Property Group, LLC
 
First Lien Secured Debt
 
7.00% (1M L+450)
 
08/28/24
 
4,808

 
4,737

 
4,736

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/28/24
 
192

 
(3
)
 
(3
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
4,734

 
4,733

 
 
Flock SPV I, LLC
 
First Lien Secured Debt
 
9.00% (1M L+650)
 
08/30/22
 
9,333

 
9,265

 
9,251

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/30/22
 
1,333

 
(11
)
 
(12
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
08/30/22
 
9,333

 
(91
)
 
(83
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
9,163

 
9,156

 
 

See notes to financial statements.
34
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
Golden Bear 2016-R, LLC (4)
 
Structured Products and Other - Membership Interests
 
N/A
 
09/20/42
 
—

 
16,645

 
12,936

 
(3)(17)
Mayfield Agency Borrower Inc.
 
Second Lien Secured Debt
 
11.00% (1M L+850)
 
03/02/26
 
5,000

 
4,935

 
4,913

 
(10)
Purchasing Power, LLC
 
First Lien Secured Debt
 
8.00% (1M L+550)
 
05/09/19
 
17,100

 
17,099

 
17,087

 
(9)
 
 
First Lien Secured Debt - Revolver
 
7.99% (1M L+550)
 
05/09/19
 
3,000

 
2,998

 
2,998

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
05/09/19
 
9,900

 
(14
)
 
(7
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
20,083

 
20,078

 
 
Taupo River II, LLC
 
First Lien Secured Debt
 
7.84% (3M L+525, 1.00% Floor)
 
06/08/20
 
14,000

 
13,956

 
13,955

 
(9)(17)
Ten-X, LLC
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/29/22
 
4,680

 
(295
)
 
(310
)
 
(8)(21)(23)
Total Diversified Investment Vehicles, Banking, Finance, Real Estate
 
 
$
68,979

 
$
65,209

 
 
Energy – Electricity
 
 
 
 
 
 
 
 
 
 
 
 
AMP Solar Group, Inc. (4)
 
Common Equity/Interests - Class A Common Unit
 
N/A
 
N/A
 
243,646 Shares

 
$
10,000

 
$
6,236

 
(13)(17)
Renew Financial
 
 
 
 
 
 
 
 
 
 
 
 
 
 
AIC SPV Holdings II, LLC (4)
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
143 Shares

 
534

 
440

 
(17)(15)
Renew Financial LLC (f/k/a Renewable Funding, LLC) (4)
 
Preferred Equity - Series B Preferred Stock
 
N/A
 
N/A
 
1,505,868 Shares

 
8,343

 
14,573

 
(13)
 
 
Preferred Equity - Series D Preferred Stock
 
N/A
 
N/A
 
436,689 Shares

 
5,568

 
5,890

 
(13)
Renew JV LLC (4)
 
Common Equity/Interests - Membership Interests
 
N/A
 
N/A
 
N/A

 
1,796

 
2,296

 
(13)(17)
 
 
 
 
 
 
 
 
 
 
16,241

 
23,199

 
 
Solarplicity Group
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Solarplicity Group Limited (4)
 
First Lien Secured Debt
 
N/A
 
11/30/22
 
£
4,331

 
5,811

 
1,990

 
(3)(17)
Solarplicity UK Holdings Limited
 
First Lien Secured Debt
 
4.00%
 
03/08/23
 
£
5,562

 
7,637

 
7,173

 
(17)
 
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
4,286 Shares

 
5,861

 
4,922

 
(2)(13)(17)
 
 
Common Equity/Interests - Ordinary Shares
 
N/A
 
N/A
 
2,825 Shares

 
4

 
223

 
(2)(13)(17)
 
 
 
 
 
 
 
 
 
 
19,313

 
14,308

 
 
Total Energy – Electricity
 
 
$
45,554

 
$
43,743

 
 
Energy – Oil & Gas
 
 
 
 
 
 
 
 
 
 
Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.) (5)
 
First Lien Secured Debt
 
8.00% Cash (10.00% PIK Toggle)
 
03/29/20
 
$
9,000

 
$
9,000

 
$
9,000

 
 
 
 
Second Lien Secured Debt
 
10.00% PIK Toggle (8.00% Cash)
 
03/29/21
 
33,705

 
33,705

 
33,705

 
 
 
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
5,000,000 Shares

 
30,078

 
3,346

 
(13)
 
 
 
 
 
 
 
 
 
 
72,783

 
46,051

 
 
Pelican Energy, LLC (4)
 
Common Equity/Interests - Membership Interests
 
N/A
 
N/A
 
1,444 Shares

 
18,375

 
5,320

 
(13)(16)(17)
SHD Oil & Gas, LLC (5)
 
First Lien Secured Debt - Tranche C Note
 
12.00%
 
03/31/20
 
20,400

 
20,400

 
21,012

 
 
 
 
First Lien Secured Debt - Tranche A Note
 
4.00%
 
03/31/20
 
45,457

 
45,457

 
46,821

 
 

See notes to financial statements.
35
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
 
 
First Lien Secured Debt - Tranche B Note
 
3.00% PIK
 
03/31/20
 
81,956

 
44,380

 
39,432

 
(13)(14)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
03/31/20
 
1,600

 
—

 
—

 
(21)(23)
 
 
Common Equity/Interests - Series A Units
 
N/A
 
N/A
 
7,600,000 Shares

 
1,411

 
—

 
(13)(16)
 
 
 
 
 
 
 
 
 
 
111,648

 
107,265

 
 
Total Energy – Oil & Gas
 
 
$
202,806

 
$
158,636

 
 
Food & Grocery
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bumble Bee Foods
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bumble Bee Holdings, Inc.
 
First Lien Secured Debt
 
10.64% (3M L+800, 1.00% Floor)
 
08/15/23
 
$
15,351

 
$
15,110

 
$
14,890

 
 
Connors Bros Clover Leaf Seafoods Company
 
First Lien Secured Debt
 
10.64% (3M L+800, 1.00% Floor)
 
08/15/23
 
4,349

 
4,281

 
4,219

 
 
 
 
 
 
 
 
 
 
 
 
19,391

 
19,109

 
 
Grocery Outlet, Inc.
 
Second Lien Secured Debt
 
9.85% (3M L+725)
 
10/22/26
 
10,500

 
10,400

 
10,474

 
(10)
Total Food & Grocery
 
 
$
29,791

 
$
29,583

 
 
Healthcare & Pharmaceuticals
 
 
 
 
 
 
 
 
 
 
Altasciences
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9360-1367 Quebec Inc.
 
First Lien Secured Debt
 
8.49% (3M L+625, 1.00% Floor)
 
06/09/23
 
C$
2,394

 
$
1,755

 
$
1,725

 
(9)(17)
 
 
First Lien Secured Debt
 
8.88% (3M L+625, 1.00% Floor)
 
06/09/23
 
$
2,870

 
2,824

 
2,762

 
(9)(17)
Altasciences US Acquisition, Inc.
 
First Lien Secured Debt
 
8.88% (3M L+625, 1.00% Floor)
 
06/09/23
 
5,182

 
5,101

 
4,988

 
(9)
 
 
First Lien Secured Debt
 
8.85% (3M L+625, 1.00% Floor)
 
06/09/23
 
922

 
922

 
887

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.86% (3M L+625, 1.00% Floor)
 
06/09/23
 
535

 
535

 
515

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.25% Unfunded
 
06/09/23
 
891

 
(22
)
 
(33
)
 
(8)(9)(21)(23)(27)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
06/09/23
 
1,929

 
(25
)
 
(72
)
 
(8)(9)(21)(23)(27)
 
 
 
 
 
 
 
 
 
 
11,090

 
10,772

 
 
Amerivet Partners Management, Inc.
 
First Lien Secured Debt
 
8.25% (1M L+575, 1.00% Floor)
 
06/05/24
 
14,372

 
14,145

 
14,046

 
(9)
 
 
First Lien Secured Debt
 
10.25% (P+475)
 
06/05/24
 
1,635

 
1,619

 
1,598

 
(9)
 
 
First Lien Secured Debt - Revolver
 
10.25% (P+475)
 
06/05/24
 
81

 
81

 
79

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/05/24
 
725

 
(17
)
 
(16
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
06/05/24
 
10,141

 
(214
)
 
(230
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
15,614

 
15,477

 
 
Analogic Corporation
 
First Lien Secured Debt
 
8.50% (1M L+600, 1.00% Floor)
 
06/22/24
 
27,254

 
26,661

 
26,982

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
06/22/23
 
2,609

 
(55
)
 
(26
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
26,606

 
26,956

 
 
Aptevo Therapeutics Inc.
 
First Lien Secured Debt
 
10.10% (1M L+760, 0.50% Floor)
 
02/01/23
 
8,571

 
8,730

 
8,521

 
(9)
Argon Medical Devices Holdings, Inc.
 
Second Lien Secured Debt
 
10.50% (1M L+800, 1.00% Floor)
 
01/23/26
 
19,600

 
19,516

 
19,306

 
(10)

See notes to financial statements.
36
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
AVG Intermediate Holdings LLC
 
First Lien Secured Debt
 
12.50% (P+700)
 
02/08/24
 
15,000

 
14,672

 
14,651

 
(9)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
1.00% Unfunded
 
02/08/24
 
14,500

 
(317
)
 
(338
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
14,355

 
14,313

 
 
BioClinica Holding I, LP
 
Second Lien Secured Debt
 
11.00% (3M L+825, 1.00% Floor)
 
10/21/24
 
24,612

 
24,251

 
22,151

 
(10)
Cerus Corporation
 
First Lien Secured Debt
 
7.95% (1M L+545, 1.80% Floor)
 
03/01/24
 
12,000

 
11,940

 
11,940

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.00% Unfunded
 
03/01/24
 
500

 
(1
)
 
(4
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
03/01/24
 
9,000

 
(44
)
 
(46
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
11,895

 
11,890

 
 
Emmes Corporation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Emmes Blocker, Inc.
 
Common Equity/Interests - Common Stock
 
N/A
 
N/A
 
306 Shares

 
306

 
306

 
(9)(13)
The Emmes Company, LLC
 
First Lien Secured Debt
 
8.00% (1M L+550, 1.00% Floor)
 
03/03/25
 
12,245

 
12,064

 
11,939

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/03/25
 
2,449

 
(36
)
 
(61
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,334

 
12,184

 
 
Genesis Healthcare, Inc.
 
First Lien Secured Debt
 
8.59% (3M L+600, 0.50% Floor)
 
03/06/23
 
25,000

 
24,705

 
24,713

 
(9)
 
 
First Lien Secured Debt
 
13.59% (3M L+1100, 1.00% Floor)
 
03/06/23
 
9,130

 
8,987

 
9,026

 
(9)
 
 
First Lien Secured Debt - Revolver
 
8.59% (3M L+600, 0.50% Floor)
 
03/06/23
 
11,077

 
11,077

 
10,953

 
(9)(23)
 
 
First Lien Secured Debt - Revolver
 
5.84% (3M L+325, 0.50% Floor)
 
03/06/23
 
9,030

 
9,030

 
8,928

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/06/23
 
36,097

 
(556
)
 
(404
)
 
(8)(9)(21)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
02/02/20
 
4,666

 
(161
)
 
(52
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
53,082

 
53,164

 
 
Lanai Holdings III, Inc.
 
Second Lien Secured Debt
 
11.24% (3M L+850, 1.00% Floor)
 
08/28/23
 
17,391

 
17,064

 
15,652

 
(10)
LSCS Holdings, Inc
 
Second Lien Secured Debt
 
10.83% (2M L+825)
 
03/16/26
 
19,818

 
19,415

 
19,718

 
 
Maxor National Pharmacy Services, LLC
 
First Lien Secured Debt
 
8.60% (3M L+600, 1.00% Floor)
 
11/22/23
 
24,732

 
24,257

 
24,278

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/22/22
 
1,558

 
(28
)
 
(28
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
24,229

 
24,250

 
 
Partner Therapeutics, Inc
 
First Lien Secured Debt
 
9.15% (1M L+665, 1.00% Floor)
 
01/01/23
 
10,000

 
9,859

 
9,785

 
(9)
 
 
Preferred Equity - Preferred Stock
 
N/A
 
N/A
 
55,556 Shares

 
333

 
333

 
(9)
 
 
Common Equity/Interests - Warrants
 
N/A
 
N/A
 
33,333 Warrants

 
135

 
93

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
10,327

 
10,211

 
 
PHS Buyer, Inc.
 
First Lien Secured Debt
 
7.99% (3M L+525, 1.00% Floor)
 
01/31/25
 
13,000

 
12,716

 
12,708

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
01/31/25
 
2,000

 
(44
)
 
(45
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,672

 
12,663

 
 

See notes to financial statements.
37
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
ProPharma Group Intermediate, LLC
 
First Lien Secured Debt
 
8.50% (1M L+600, 0.50% Floor)
 
07/12/23
 
11,062

 
10,957

 
10,951

 
 
 
 
First Lien Secured Debt
 
8.50% (1M L+600, 0.50% Floor)
 
01/13/20
 
412

 
410

 
408

 
 
 
 
First Lien Secured Debt
 
8.50% (1M L+600, 0.50% Floor)
 
07/12/23
 
€
6,422

 
7,253

 
7,138

 
 
 
 
First Lien Secured Debt
 
8.50% (1M L+600, 0.50% Floor)
 
07/12/23
 
£
1,878

 
2,439

 
2,423

 
 
 
 
First Lien Secured Debt
 
8.50% (1M L+600, 0.50% Floor)
 
01/13/20
 
£
2,389

 
3,111

 
3,082

 
 
 
 
First Lien Secured Debt - Revolver
 
8.48% (1M L+600, 0.50% Floor)
 
07/12/23
 
757

 
757

 
750

 
(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
07/12/23
 
275

 
(10
)
 
(3
)
 
(8)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.50% Unfunded
 
01/13/20
 
1

 
(1
)
 
(4
)
 
(8)(21)(23)
 
 
 
 
 
 
 
 
 
 
24,916

 
24,745

 
 
PTC Therapeutics, Inc
 
First Lien Secured Debt
 
8.65% (1M L+615, 1.00% Floor)
 
05/01/21
 
12,666

 
12,633

 
12,792

 
(9)(17)
RiteDose Holdings I, Inc.
 
First Lien Secured Debt
 
9.09% (3M L+650, 1.00% Floor)
 
09/13/23
 
14,813

 
14,454

 
14,377

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
09/13/22
 
2,000

 
(45
)
 
(51
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
14,409

 
14,326

 
 
Teladoc, Inc.
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
07/14/20
 
1,306

 
(29
)
 
—

 
(17)(21)(23)
 
 
First Lien Secured Debt - Letters of Credit
 
7.25%
 
04/12/19- 05/15/20
 
360

 
—

 
—

 
(17)(23)
 
 
 
 
 
 
 
 
 
 
(29
)
 
—

 
 
TherapeuticsMD, Inc.
 
First Lien Secured Debt
 
10.25% (1M L+775, 1.50% Floor)
 
05/01/23
 
22,500

 
22,459

 
22,275

 
(9)(17)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
05/01/23
 
37,500

 
(313
)
 
(375
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
22,146

 
21,900

 
 
Wright Medical Group, Inc.
 
First Lien Secured Debt
 
10.35% (1M L+785, 1.00% Floor)
 
12/23/21
 
6,666

 
6,565

 
6,666

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
6.75% (1M L+425, 0.75% Floor)
 
12/23/21
 
7,666

 
7,666

 
7,590

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/23/21
 
50,667

 
(354
)
 
(507
)
 
(8)(9)(17)(21)(23)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
12/23/21
 
11,667

 
(100
)
 
—

 
(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
13,777

 
13,749

 
 
Total Healthcare & Pharmaceuticals
 
 
$
369,032

 
$
364,740

 
 
High Tech Industries
 
 
 
 
 
 
 
 
 
 
 
 
API Healthcare Holding Corporation
 
First Lien Secured Debt -
Unfunded Revolver
 
1.00% Unfunded
 
02/11/22
 
$
5,000

 
$
(96
)
 
$
—

 
(9)(21)(23)
ChargePoint, Inc.
 
First Lien Secured Debt
 
9.05% (1M L+655, 1.25% Floor)
 
06/01/23
 
10,500

 
10,410

 
10,422

 
(9)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
06/01/23
 
3,000

 
(26
)
 
—

 
(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
10,384

 
10,422

 
 
ChyronHego Corporation
 
First Lien Secured Debt
 
7.43% (3M L+643, 1.00% Floor)
 
03/09/20
 
34,346

 
34,200

 
32,286

 
(18)
DigiCert Holdings, Inc.
 
Second Lien Secured Debt
 
10.50% (1M L+800, 1.00% Floor)
 
10/31/25
 
12,157

 
12,107

 
11,998

 
(10)

See notes to financial statements.
38
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
FiscalNote, Inc.
 
First Lien Secured Debt
 
10.50% (1M L+800, 1.00% Floor)
 
08/21/23
 
28,125

 
27,446

 
27,352

 
(9)
 
 
First Lien Secured Debt - Revolver
 
10.50% (1M L+800, 1.00% Floor)
 
08/21/23
 
1,313

 
1,313

 
1,276

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
08/21/23
 
1,313

 
(63
)
 
(36
)
 
(8)(9)(21)(23)
 
 
Preferred Equity - Series F Preferred Stock
 
N/A
 
N/A
 
259,565 Shares

 
1,500

 
1,500

 
(9)
 
 
 
 
 
 
 
 
 
 
30,196

 
30,092

 
 
International Cruise & Excursion Gallery, Inc.
 
First Lien Secured Debt
 
7.75% (1M L+525, 1.00% Floor)
 
06/06/25
 
14,888

 
14,622

 
14,776

 
 
LabVantage Solutions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LabVantage Solutions Inc.
 
First Lien Secured Debt
 
10.00% (1M L+750, 1.00% Floor)
 
12/29/20
 
11,543

 
11,411

 
11,428

 
 
LabVantage Solutions Limited
 
First Lien Secured Debt
 
8.50% (E+750, 1.00% Floor)
 
12/29/20
 
€
11,630

 
12,373

 
12,928

 
(17)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/29/20
 
€
3,435

 
(36
)
 
(39
)
 
(8)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
12,337

 
12,889

 
 
Magnate Holding Corp.
 
First Lien Secured Debt
 
8.60% (3M L+600, 1.00% Floor)
 
12/16/24
 
16,670

 
16,433

 
16,430

 
(9)(17)
 
 
First Lien Secured Debt - Revolver
 
7.60% (3M L+500, 1.00% Floor)
 
12/14/23
 
1,857

 
1,857

 
1,830

 
(9)(17)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
1.75% Unfunded
 
12/14/23
 
1,473

 
(47
)
 
(21
)
 
(8)(9)(17)(21)(23)
 
 
 
 
 
 
 
 
 
 
18,243

 
18,239

 
 
Omnitracs, LLC
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/23/23
 
3,750

 
(268
)
 
(338
)
 
(8)(21)(23)
Sirsi Corporation
 
First Lien Secured Debt
 
7.23% (1M L+475, 1.00% Floor)
 
03/15/24
 
7,071

 
6,966

 
6,965

 
(9)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
03/15/24
 
429

 
(6
)
 
(6
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
6,960

 
6,959

 
 
Telestream Holdings Corporation
 
First Lien Secured Debt
 
7.61% (6M L+645, 1.00% Floor)
 
03/24/22
 
35,980

 
35,754

 
35,261

 
(18)
Tibco Software Inc.
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
12/05/19
 
6,000

 
(8
)
 
(450
)
 
(8)(21)(23)
ZPower, LLC
 
First Lien Secured Debt
 
10.25% (1M L+775, 1.00% Floor)
 
07/01/22
 
6,666

 
6,711

 
6,617

 
(9)
 
 
First Lien Secured Debt - Unfunded Delayed Draw
 
0.00% Unfunded
 
07/01/22
 
1,667

 
(6
)
 
(13
)
 
(8)(9)(21)(23)
 
 
Common Equity/Interests - Warrants
 
N/A
 
N/A
 
29,630 Warrants

 
48

 
57

 
(9)(13)
 
 
 
 
 
 
 
 
 
 
6,753

 
6,661

 
 
Total High Tech Industries
 
 
$
192,595

 
$
190,223

 
 
Hotel, Gaming, Leisure, Restaurants
 
 
 
 
 
 
 
 
 
 
GFRC Holdings LLC
 
First Lien Secured Debt
 
10.63% (3M L+800 Cash (L+800 PIK Toggle), 1.50% Floor)
 
02/01/22
 
$
2,500

 
$
2,500

 
$
2,500

 
 
Total Hotel, Gaming, Leisure, Restaurants
 
 
$
2,500

 
$
2,500

 
 
Manufacturing, Capital Equipment
 
 
 
 
 
 
 
 
 
 
AVAD
 
 
 
 
 
 
 
 
 
 
 
 
 
 
AVAD Canada Ltd.
 
First Lien Secured Debt - Revolver
 
6.50% (1M L+400, 1.00% Floor)
 
10/2/23
 
$
636

 
636

 
626

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
10/2/23
 
364

 
(18
)
 
(6
)
 
(8)(9)(21)(23)

See notes to financial statements.
39
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry / Company
 
Investment Type
 
Interest Rate (20)
 
Maturity
Date
 
 Par / Shares (12)
 
 Cost (29)
 
 Fair
Value (1) (30)
 
 
AVAD, LLC
 
First Lien Secured Debt
 
10.25% (1M L+775, 1.00% Floor)
 
10/2/23
 
9,653

 
9,476

 
9,457

 
(9)
 
 
First Lien Secured Debt - Revolver
 
6.50% (1M L+400, 1.00% Floor)
 
10/2/23
 
11,650

 
11,650

 
11,461

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
10/2/23
 
4,016

 
(282
)
 
(65
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
21,462

 
21,473

 
 
MedPlast Holdings Inc.
 
Second Lien Secured Debt
 
10.35% (3M L+775)
 
07/02/26
 
8,000

 
7,927

 
8,000

 
(10)
Total Manufacturing, Capital Equipment
 
 
$
29,389

 
$
29,473

 
 
Media – Diversified & Production
 
 
 
 
 
 
 
 
 
 
SESAC Holdco II LLC
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
02/23/22
 
$
587

 
$
(31
)
 
$
(44
)
 
(8)(10)(21)(23)
 
 
Second Lien Secured Debt
 
9.75% (1M L+725, 1.00% Floor)
 
02/24/25
 
3,241

 
3,217

 
3,217

 
(10)
 
 
 
 
 
 
 
 
 
 
3,186

 
3,173

 
 
Sonar Entertainment, Inc.
 
First Lien Secured Debt
 
10.10% (1M L+760, 1.25% Floor)
 
11/15/21
 
9,267

 
9,125

 
9,104

 
(9)
 
 
First Lien Secured Debt - Revolver
 
10.10% (1M L+760, 1.25% Floor)
 
11/15/21
 
5,856

 
5,856

 
5,753

 
(9)(23)
 
 
First Lien Secured Debt - Unfunded Revolver
 
0.50% Unfunded
 
11/15/21
 
16,975

 
(349
)
 
(297
)
 
(8)(9)(21)(23)
 
 
 
 
 
 
 
 
 
 
14,632

 
14,560

 
 
Total Media – Diversified & Production
 
 
$
17,818

 
$
17,733

 
 
Metals & Mining
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Magnetation, LLC
 
First Lien Secured Debt
 
10.60% (3M L+800 Cash (PIK Toggle))
 
12/31/19
 
$
1,225

 
$
1,146

 
$
221

 
(13)(14)
Total Metals & Mining
 
 
$
1,146

 
$
221

 
 
Telecommunications
 
 
 
 
 
 
IPC Corporation
 
First Lien Secured Debt
 
7.76% (3M L+500, 1.00% Floor)
 
08/06/21
 
$
10,000

 
$
9,928

 
$
8,888

 
(9)
Securus Technologies Holdings, Inc.
 
Second Lien Secured Debt
 
10.75% (1M L+825, 1.00% Floor)
 
11/01/25
 
12,878

 
12,772

 
12,653

 
(10)
Total Telecommunications
 
 
$
22,700

 
$
21,541

 
 
Transportation – Cargo, Distribution
 
 
 
 
 
 
 
 
 
 
Dynamic Product Tankers, LLC (5)
 
First Lien Secured Debt
 
9.60% (3M L+700)
 
06/30/23
 
$
42,000

 
41,830

 
42,000

 
(17)
 
 
First Lien Secured Debt - Letters of Credit
 
2.25%
 
09/20/19
 
6,050

 
—

 
—

 
(17)(23)
 
 
Common Equity/Interests - Class A Units
 
N/A
 
N/A
 
N/A

 
49,806

 
36,879

 
(17)(24)
 
 
 
 
 
 
 
 
 
 
91,636

 
78,879

 
 
MSEA Tankers LLC (5)
 
Common Equity/Interests - Class A Units
 
N/A
 
N/A
 
N/A

 
74,450

 
73,369

 
(17)(25)
PT Intermediate Holdings III, LLC
 
Second Lien Secured Debt
 
10.60% (3M L+800, 1.00% Floor)
 
12/08/25
 
9,375

 
9,296

 
9,281

 
 
Total Transportation – Cargo, Distribution
 
 
$
175,382

 
$
161,529

 
 
Utilities – Electric
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Asset Repackaging Trust Six B.V.
 
Structured Products and Other
 
12.05%
 
05/18/27
 
$
58,411

 
$
26,480

 
$
32,659

 
(11)(17)(19)
Total Utilities – Electric
 
 
$
26,480

 
$
32,659

 
 
Total Investments before Cash Equivalents and Option Contracts
 
 
 
$
2,458,111

 
$
2,408,132

 
 
J.P. Morgan U.S. Government Money Market Fund
 
N/A
 
N/A
 
N/A
 
$
36,280

 
$
36,280

 
$
36,280

 
(22)
Total Investments after Cash Equivalents
 
 
 
$
2,494,391

 
$
2,444,412

 
(6)(7)

See notes to financial statements.
40
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

____________________
(1)
Fair value is determined in good faith by or under the direction of the Board of Directors of the Company (See Note 2 to the financial statements).
(2)
Preferred and ordinary shares in Solarplicity UK Holdings Limited are GBP denominated equity investments.

(3)
Denotes investments in which the Company owns greater than 25% of the equity, where the governing documents of each entity preclude the Company from exercising a controlling influence over the management or policies of such entity. The Company does not have the right to elect or appoint more than 25% of the directors or another party has the right to elect or appoint more directors than the Company and has the right to appoint certain members of senior management. Therefore, the Company has determined that these entities are not controlled affiliates. As of March 31, 2019, we had a 100% and 28% equity ownership interest in Golden Bear 2016-R, LLC and Solarplicity Group Limited, respectively. Equity ownership in Solarplicity Group Limited was written off as it was deemed worthless.
(4)
Denotes investments in which we are an “Affiliated Person,” as defined in the 1940 Act, due to holding the power to vote or owning 5% or more of the outstanding voting securities of the investment but not controlling the company. Fair value as of March 31, 2018 and March 31, 2019 along with transactions during the year ended March 31, 2019 in these affiliated investments are as follows:
Name of Issuer
Fair Value at March 31, 2018
Gross Additions ●
Gross Reductions ■
Net Change in Unrealized Gains (Losses)
Fair Value at March 31, 2019
Net Realized Gains (Losses)
Interest/Dividend/Other Income
AIC SPV Holdings II, LLC, Preferred Stock
$
925

$
534

$
(534
)
$
(485
)
$
440

$
—

$
81

AMP Solar Group, Inc., Class A Common Unit
5,051

—

—

1,185

6,236

—

—

Golden Bear 2016-R, LLC, Membership Interests
14,147

140

—

(1,351
)
12,936

—

1,117

Pelican Energy, LLC, Membership Interests
12,946

—

(6,066
)
(1,560
)
5,320

—

—

Renew Financial LLC (f/k/a Renewable Funding, LLC), Series B Preferred Stock
19,035

—

—

(4,462
)
14,573

—

—

Renew Financial LLC (f/k/a Renewable Funding, LLC), Series D Preferred Stock
6,676

—

—

(786
)
5,890

—

—

Renew JV LLC, Membership Interests
4,111

839

(1,783
)
(871
)
2,296

2,007

—

Solarplicity Group Limited, First Lien Term Loan
6,063

—

—

(4,073
)
1,990

—

—

 
$
68,954

$
1,513

$
(8,383
)
$
(12,403
)
$
49,681

$
2,007

$
1,198

____________________
● Gross additions includes increases in the basis of investments resulting from new portfolio investments, payment-in-kind interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
■ Gross reductions include decreases in the basis of investments resulting from principal collections related to investment repayments or sales, the amortization of premiums, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

See notes to financial statements.
41
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

(5)
Denotes investments in which we are deemed to exercise a controlling influence over the management or policies of a company, as defined in the 1940 Act, due to beneficially owning, either directly or through one or more controlled companies, more than 25% of the outstanding voting securities of the investment. Fair value as of March 31, 2018 and March 31, 2019 along with transactions during the year ended March 31, 2019 in these controlled investments are as follows:
Name of Issuer
Fair Value at March 31, 2018
Gross Additions ●
Gross Reductions ■
Net Change in Unrealized Gains (Losses)
Fair Value at March 31, 2019
Net Realized Gains (Losses)
Interest/Dividend/Other Income
Dynamic Product Tankers, LLC, First Lien Term Loan
$
42,000

$
40

$
—

$
(40
)
$
42,000

$
—

$
4,045

Dynamic Product Tankers, LLC, Letters of Credit
—

—

—

—

—

—

16

Dynamic Product Tankers, LLC, Class A Units
41,479

1,700

—

(6,300
)
36,879

—

—

Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.), First Lien Term Loan
15,000

—

(6,000
)
—

9,000

—

1,051

Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.), Second Lien Term Loan
30,510

3,195

—

—

33,705

—

3,246

Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.), Common Stock
20,303

—

—

(16,957
)
3,346

—

—

Merx Aviation Finance, LLC, Revolver
359,800

96,000

(84,600
)
—

371,200

—

48,180

Merx Aviation Finance, LLC, Membership Interests
42,381

—

—

11,900

54,281

—

9,400

MSEA Tankers LLC, Class A Units
72,256

—

—

1,113

73,369

—

4,700

SHD Oil & Gas, LLC, Tranche A Note
44,739

2,021

—

61

46,821

—

5,163

SHD Oil & Gas, LLC, Tranche B Note
40,816

—

—

(1,384
)
39,432

—

—

SHD Oil & Gas, LLC, Tranche C Note
19,776

1,200

—

36

21,012

—

2,387

 
$
729,060

$
104,156

$
(90,600
)
$
(11,571
)
$
731,045

$
—

$
78,188

____________________
● Gross additions includes increases in the basis of investments resulting from new portfolio investments, payment-in-kind interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
■ Gross reductions include decreases in the basis of investments resulting from principal collections related to investment repayments or sales, the amortization of premiums, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
As of March 31, 2019, the Company had a 85%, 47%, 100%, 98% and 38% equity ownership interest in Dynamic Product Tankers, LLC; Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.); Merx Aviation Finance, LLC; MSEA Tankers, LLC; and SHD Oil & Gas, LLC (f/k/a Spotted Hawk Development LLC), respectively.
(6)
Aggregate gross unrealized gain and loss for federal income tax purposes is $126,359 and $186,864, respectively. Net unrealized loss is $60,504 based on a tax cost of $2,504,916.
(7)
Substantially all securities are pledged as collateral to our multi-currency revolving credit facility (the “Senior Secured Facility” as defined in Note 8 to the financial statements). As such, these securities are not available as collateral to our general creditors.
(8)
The negative fair value is the result of the commitment being valued below par.
(9)
These are co-investments made with the Company’s affiliates in accordance with the terms of the exemptive order the Company received from the Securities and Exchange Commission (the “SEC”) permitting us to do so. (See Note 3 to the financial statements for discussion of the exemptive order from the SEC.)
(10)
Other than the investments noted by this footnote, the fair value of the Company’s investments is determined using unobservable inputs that are significant to the overall fair value measurement. See Note 2 to the financial statements for more information regarding ASC 820, Fair Value Measurements (“ASC 820”).
(11)
These securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions that are exempt from registration, normally to qualified institutional buyers.
(12)
Par amount is denominated in USD unless otherwise noted, Euro (“€”), British Pound (“£”), Canadian Dollar (“C$”), and Australian Dollar (“A$”) .
(13)
Non-income producing security.

See notes to financial statements.
42
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

(14)
Non-accrual status (See Note 2 to the financial statements).
(15)
The underlying investments of AIC SPV Holdings II, LLC is a securitization in which the Company has a 14.25% ownership interest in the residual tranche.
(16)
AIC Spotted Hawk Holdings, LLC, AIC SHD Holdings, LLC and AIC Pelican Holdings, LLC are consolidated wholly-owned special purpose vehicles which only hold equity investments of the underlying portfolio companies and have no other significant assets or liabilities. AIC Spotted Hawk Holdings, LLC and AIC SHD Holdings, LLC hold equity investments in SHD Oil & Gas, LLC. AIC Pelican Holdings, LLC holds an equity investment in Pelican Energy, LLC.
(17)
Investments that the Company has determined are not “qualifying assets” under Section 55(a) of the 1940 Act. Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of March 31, 2019, non-qualifying assets represented approximately 16.25% of the total assets of the Company.
(18)
In addition to the interest earned based on the stated rate of this loan, the Company may be entitled to receive additional interest as a result of its arrangement with other lenders in a syndication.
(19)
This investment represents a leveraged subordinated interest in a trust that holds one foreign currency denominated bond and a derivative instrument.
(20)
Generally, the interest rate on floating interest rate investments is at benchmark rate plus spread. The borrower has an option to choose the benchmark rate, such as the London Interbank Offered Rate (“LIBOR”), the Euro Interbank Offered Rate (“EURIBOR”), the federal funds rate or the prime rate. The spread may change based on the type of rate used. The terms in the Schedule of Investments disclose the actual interest rate in effect as of the reporting period. LIBOR loans are typically indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates (1M L, 2M L, 3M L or 6M L, respectively), and EURIBOR loans are typically indexed to 90-day EURIBOR rates (3M E), at the borrower’s option. LIBOR and EURIBOR loans may be subject to interest floors. As of March 31, 2019, rates for 1M L, 2M L, 3M L, 6M L, 1M E, 3M E, 1M BBSW, 3M BBSW, 3M GBP L and Prime are 2.49%, 2.56%, 2.60%, 2.66%, (0.42%), (0.35%), 1.80%, 1.77%, 0.84%, and 5.50%, respectively.
(21)
The rates associated with these undrawn committed revolvers and delayed draw term loans represent rates for commitment and unused fees.
(22)
This security is included in the Cash and Cash Equivalents on the Statements of Assets and Liabilities.

See notes to financial statements.
43
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

(23)
As of March 31, 2019, the Company had the following commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing these loans and letters of credit and there can be no assurance that such conditions will be satisfied. See Note 10 to the financial statements for further information on revolving and delayed draw loan commitments, including commitments to issue letters of credit, related to certain portfolio companies.
Portfolio Company
Total Commitment
Drawn Commitment
Letters of Credit
Undrawn Commitment
Aero Operating LLC
$
4,813

$
2,663

$
118

$
2,032

Alera Group Intermediate Holdings
28,000

—

—

28,000

Altasciences US Acquistion, Inc.
3,355

535

—

2,820

Amerivet Partners Management, Inc.
10,947

81

—

10,866

Analogic Corporation
2,609

—

—

2,609

API Healthcare Holding Corporation
5,000

—

—

5,000

AVAD
16,666

12,286

—

4,380

AVG Intermediate Holdings LLC
14,500

—

—

14,500

BIG Buyer, LLC
3,174

271

—

2,903

Carbonfree Chemicals SPE I LLC (f/k/a Maxus Capital Carbon SPE I LLC)
2,911

—

—

2,911

Cerus Corporation
9,500

—

—

9,500

ChargePoint, Inc.
3,000

—

—

3,000

Claritas, LLC
1,031

—

—

1,031

Continuum Global Solutions, LLC
10,769

6,219

—

4,550

Dynamic Product Tankers, LLC
6,050

—

6,050

—

Eagle Foods Family Group, LLC
3,750

—

—

3,750

Education Personnel*
7,665

1,916

—

5,749

Erickson Inc
44,999

27,169

6,449

11,381

Exeter Property Group, LLC
192

—

—

192

FiscalNote, Inc.
2,626

1,313

—

1,313

Flock SPV I, LLC
10,666

—

—

10,666

Florida Food Products, LLC
1,713

1,336

—

377

Genesis Healthcare, Inc.
60,870

20,107

—

40,763

Gutter Buyer, Inc.
6,136

—

—

6,136

KDC US Holdings
6,020

1,204

104

4,712

LabVantage Solutions Limited*
3,857

—

—

3,857

Lion Cashmere Midco Limited*
3,994

253

—

3,741

Magnate Holding Corp.
3,330

1,857

—

1,473

Maxor National Pharmacy Services, LLC
1,558

—

—

1,558

Mclarens Global Ltd. *
8,532

172

—

8,360

Merx Aviation Finance, LLC
177

—

177

—

Nemo (BC) Bidco Pty Ltd *
165

—

—

165

Newscycle Solutions, Inc.
500

160

—

340

Omnitracs, LLC
3,750

—

—

3,750

PHS Buyer, Inc.
2,000

—

—

2,000

Project Comfort Buyer, Inc.
5,769

—

—

5,769

ProPharma Group Intermediate, LLC*
1,033

757

—

276

PSI Services, LLC
458

119

—

339

Purchasing Power, LLC
12,900

3,000

—

9,900

RA Outdoors, LLC
1,200

—

24

1,176

Reddy Ice Corporation
15,350

1,045

9,750

4,555

RiteDose Holdings I, Inc.
2,000

—

—

2,000

SESAC Holdco II LLC
587

—

—

587

SHD Oil & Gas, LLC
1,600

—

—

1,600


See notes to financial statements.
44
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Portfolio Company
Total Commitment
Drawn Commitment
Letters of Credit
Undrawn Commitment
Simplifi Holdings, Inc.
2,400

—

—

2,400

Sirsi Corporation
429

—

—

429

SONAR ENTERTAINMENT, INC.
22,831

5,856

—

16,975

Teladoc, Inc.
1,666

—

360

1,306

Ten-X, LLC
4,680

—

—

4,680

TGG TS Acquisition Company
1,750

690

—

1,060

The Emmes Company, LLC
2,449

—

—

2,449

TherapeuticsMD, Inc.
37,500

—

—

37,500

Tibco Software Inc.
6,000

—

—

6,000

Tidewater Consumer Receivables, LLC
2,334

792

—

1,542

TNT Crust LLC
1,626

—

—

1,626

TricorBraun Holdings, Inc.
5,626

1,628

—

3,998

USLS Acquisition, Inc.
5,199

536

86

4,577

Vertafore, Inc.
15,000

—

424

14,576

Westfall Technik, Inc.
5,159

135

—

5,024

Wright Medical Group, Inc.
70,000

7,666

—

62,334

ZPower, LLC
1,667

—

—

1,667

Total Commitments
$
522,038

$
99,766

$
23,542

$
398,730

____________________
* These investments are in a foreign currency and the total commitment has been converted to USD using the March 31, 2019 exchange rate.
(24)
As of March 31, 2019, Dynamic Product Tankers, LLC had various classes of limited liability interests outstanding of which the Company holds Class A-1 and Class A-3 units which are identical except that Class A-1 unit is voting and Class A-3 unit is non-voting. The units entitle the Company to appoint three out of five managers to the board of managers.
(25)
As of March 31, 2019, MSEA Tankers, LLC had various classes of limited liability interests outstanding of which the Company holds Class A-1 and Class A-2 units which are identical except that Class A-1 unit is voting and Class A-2 unit is non-voting. The units entitle the Company to appoint two out of three managers to the board of managers.
(26)
The Company holds three classes of warrants in Sprint Industrial Holdings, LLC. The Company holds 5,595 warrants of Class G, 507 warrants of Class H, and 1,239 warrants of Class I.
(27)
The unused line fees of 0.50% and 0.25% are collected for the Unfunded Delayed Draw and Unfunded Revolver, respectively from both Altasciences US Acquisition, Inc. and Altasciences / 9360-1367 Quebec Inc. as each borrower has access to the respective lending facilities.
(28)
The Company holds some warrants for this investment as part of the restructuring of the underlying portfolio company.  The warrants have no cost and no fair value as of March 31, 2019.

See notes to financial statements.
45
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

(29)
The following shows the composition of the Company’s portfolio at cost by control designation, investment type and industry as of March 31, 2019:
Industry
First Lien - Secured Debt
Second Lien - Secured Debt
Unsecured Debt
Structured Products and Other
Preferred Equity
Common Equity/Interests
Warrants
Total
Non-Controlled / Non-Affiliated Investments
 
 
 
 
 
 
Advertising, Printing & Publishing
$
24,898

$
5,496

$
—

$
—

$
—

$
—

$
—

$
30,394

Aerospace & Defense
26,823

47,175

—

—

—

—

—

73,998

Automotive
8,370

23,428

—

—

—

1,714

—

33,512

Beverage, Food & Tobacco
57,359

—

—

—

—

244

 
57,603

Business Services
134,311

215,648

—

—

62

603

—

350,624

Chemicals, Plastics & Rubber
72,663

14,465

—

—

—

9,000

—

96,128

Construction & Building
23,156

—

—

—

—

500

—

23,656

Consumer Goods – Durable
37,877

21,649

—

—

462

—

—

59,988

Consumer Goods – Non-Durable
73,574

20,292

—

—

—

—

—

93,866

Consumer Services
23,771

24,734

—

—

—

—

—

48,505

Containers, Packaging & Glass
1,358

18,107

—

—

—

—

—

19,465

Diversified Investment Vehicles, Banking, Finance, Real Estate
47,399

4,935

—

—

—

—

—

52,334

Energy – Electricity
7,637

—

—

—

5,861

4

—

13,502

Food & Grocery
19,391

10,400

—

—

—

—

—

29,791

Healthcare & Pharmaceuticals
288,012

80,246

—

—

333

306

135

369,032

High Tech Industries
178,940

12,107

—

—

1,500

—

48

192,595

Hotel, Gaming, Leisure, Restaurants
2,500

—

—

—

—

—

—

2,500

Manufacturing, Capital Equipment
21,462

7,927

—

—

—

—

—

29,389

Media – Diversified & Production
14,601

3,217

—

—

—

—

—

17,818

Metals & Mining
1,146

—

—

—

—

—

—

1,146

Telecommunications
9,928

12,772

—

—

—

—

—

22,700

Transportation – Cargo, Distribution
—

9,296

—

—

—

—

—

9,296

Utilities – Electric
—

—

—

26,480

—

—

—

26,480

Total Non-Controlled / Non-Affiliated Investments
$
1,075,176

$
531,894

$
—

$
26,480

$
8,218

$
12,371

$
183

$
1,654,322

Non-Controlled / Affiliated Investments
 
 
 
 
 
 
Diversified Investment Vehicles, Banking, Finance, Real Estate
$
—

$
—

$
—

$
16,645

$
—

$
—

$
—

$
16,645

Energy – Electricity
5,811

—

—

—

14,445

11,796

—

32,052

Energy – Oil & Gas
—

—

—

—

—

18,375

—

18,375

Total Non-Controlled / Affiliated Investments
$
5,811

$
—

$
—

$
16,645

$
14,445

$
30,171

$
—

$
67,072

Controlled Investments
 
 
 
 
 
 
 
 
Aviation and Consumer Transport
$
371,200

$
—

$
—

$
—

$
—

$
15,000

$
—

$
386,200

Energy – Oil & Gas
119,237

33,705

—

—

—

31,489

—

184,431

Transportation – Cargo, Distribution
41,830

—

—

—

—

124,256

—

166,086

Total Controlled Investments
$
532,267

$
33,705

$
—

$
—

$
—

$
170,745

$
—

$
736,717

Total
$
1,613,254

$
565,599

$
—

$
43,125

$
22,663

$
213,287

$
183

$
2,458,111



See notes to financial statements.
46
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

(30)
The following shows the composition of the Company’s portfolio at fair value by control designation, investment type and industry as of March 31, 2019:
Industry
First Lien - Secured Debt
Second Lien - Secured Debt
Unsecured Debt
Structured Products and Other
Preferred Equity
Common Equity/Interests
Warrants
Total
% of Net Assets
Non-Controlled / Non-Affiliated Investments
 
 
 
 
 
 
 
Advertising, Printing & Publishing
$
25,086

$
5,522

$
—

$
—

$
—

$
—

$
—

$
30,608

2.3
%
Aerospace & Defense
26,158

47,366

—

—

—

—

—

73,524

5.6
%
Automotive
1,287

22,991

—

—

—

—

—

24,278

1.8
%
Beverage, Food & Tobacco
57,618

—

—

—

—

323

—

57,941

4.4
%
Business Services
135,022

214,886

—

—

62

696

—

350,666

26.7
%
Chemicals, Plastics & Rubber
70,108

14,937

—

—

—

—

—

85,045

6.5
%
Construction & Building
23,115

—

—

—

—

478

—

23,593

1.8
%
Consumer Goods – Durable
36,641

21,589

—

—

462

470

—

59,162

4.5
%
Consumer Goods – Non-Durable
73,976

20,217

—

—

—

—

—

94,193

7.2
%
Consumer Services
23,601

24,708

—

—

—

—

—

48,309

3.7
%
Containers, Packaging & Glass
1,630

15,912

—

—

—

—

—

17,542

1.3
%
Diversified Investment Vehicles, Banking, Finance, Real Estate
47,360

4,913

—

—

—

—

—

52,273

4.0
%
Energy – Electricity
7,173

—

—

—

4,922

223

—

12,318

0.9
%
Food & Grocery
19,109

10,474

—

—

—

—

—

29,583

2.3
%
Healthcare & Pharmaceuticals
287,181

76,827

—

—

333

306

93

364,740

27.8
%
High Tech Industries
176,668

11,998

—

—

1,500

—

57

190,223

14.5
%
Hotel, Gaming, Leisure, Restaurants
2,500

—

—

—

—

—

—

2,500

0.2
%
Manufacturing, Capital Equipment
21,473

8,000

—

—

—

—

—

29,473

2.3
%
Media – Diversified & Production
14,516

3,217

—

—

—

—

—

17,733

1.4
%
Metals & Mining
221

—

—

—

—

—

—

221

—
%
Telecommunications
8,888

12,653

—

—

—

—

—

21,541

1.6
%
Transportation – Cargo, Distribution
—

9,281

—

—

—

—

—

9,281

0.7
%
Utilities – Electric
—

—

—

32,659

—

—

—

32,659

2.5
%
Total Non-Controlled / Non-Affiliated Investments
$
1,059,331

$
525,491

$
—

$
32,659

$
7,279

$
2,496

$
150

$
1,627,406

124.0
%
% of Net Assets
80.7
%
40.0
%
—
%
2.5
%
0.6
%
0.2
%
—
%
124.0
%
 
Non-Controlled / Affiliated Investments
 
 
 
 
 
 
 
Diversified Investment Vehicles, Banking, Finance, Real Estate
$
—

$
—

$
—

$
12,936

$
—

$
—

$
—

$
12,936

1.0
%
Energy – Electricity
1,990

—

—

—

20,903

8,532

—

31,425

2.4
%
Energy – Oil & Gas
—

—

—

—

 
5,320

—

5,320

0.4
%
Total Non-Controlled / Affiliated Investments
$
1,990

$
—

$
—

$
12,936

$
20,903

$
13,852

$
—

$
49,681

3.8
%
% of Net Assets
0.2
%
—
%
—
%
1.0
%
1.6
%
1.0
%
—
%
3.8
%
 
Controlled Investments
 
 
 
 
 
 
 
Aviation and Consumer Transport
$
371,200

$
—

$
—

$
—

$
—

$
54,281

$
—

$
425,481

32.4
%
Energy – Oil & Gas
116,265

33,705

—

—

—

3,346

—

153,316

11.7
%
Transportation – Cargo, Distribution
42,000

—

—

—

—

110,248

—

152,248

11.6
%
Total Controlled Investments
$
529,465

$
33,705

$
—

$
—

$
—

$
167,875

$
—

$
731,045

55.7
%
% of Net Assets
40.3
%
2.6
%
—
%
—
%
—
%
12.8
%
—
%
55.7
%
 
Total
$
1,590,786

$
559,196

$
—

$
45,595

$
28,182

$
184,223

$
150

$
2,408,132

183.5
%
% of Net Assets
121.2
%
42.6
%
—
%
3.5
%
2.2
%
14.0
%
—
%
183.5
%
 

See notes to financial statements.
47
Table of Contents
APOLLO INVESTMENT CORPORATION
SCHEDULE OF INVESTMENTS
March 31, 2019
(In thousands, except share data)

Industry Classification
Percentage of Total Investments (at Fair Value) as of March 31, 2019
Aviation and Consumer Transport
17.7%
Healthcare & Pharmaceuticals
15.1%
Business Services
14.6%
High Tech Industries
7.9%
Transportation – Cargo, Distribution
6.7%
Energy – Oil & Gas
6.6%
Consumer Goods – Non-durable
3.9%
Chemicals, Plastics & Rubber
3.5%
Aerospace & Defense
3.1%
Diversified Investment Vehicles, Banking, Finance, Real Estate
2.7%
Consumer Goods – Durable
2.5%
Beverage, Food & Tobacco
2.4%
Consumer Services
2.0%
Energy – Electricity
1.8%
Utilities – Electric
1.4%
Advertising, Printing & Publishing
1.3%
Food & Grocery
1.2%
Manufacturing, Capital Equipment
1.2%
Automotive
1.0%
Construction & Building
1.0%
Telecommunications
0.9%
Media – Diversified & Production
0.7%
Containers, Packaging & Glass
0.7%
Hotel, Gaming, Leisure, Restaurants
0.1%
Metals & Mining
0.0%
Total Investments
100.0%



See notes to financial statements.
48
Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited)
(In thousands, except share and per share data)


Note 1. Organization
Apollo Investment Corporation (the “Company,” “Apollo Investment,” “AIC,” “we,” “us,” or “our”), a Maryland corporation incorporated on February 2, 2004, is a closed-end, externally managed, non-diversified management investment company that has elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940 (the “1940 Act”). In addition, for tax purposes we have elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We commenced operations on April 8, 2004 receiving net proceeds of $870,000 from our initial public offering by selling 62 million shares of common stock at a price of $15.00 per share (20.7 million shares at a price of $45.00 per share adjusted for the one-for-three reverse stock split). Since then, and through September 30, 2019, we have raised approximately $2,210,067 in net proceeds from additional offerings of common stock and repurchased common stock for $200,269.
Apollo Investment Management, L.P. (the “Investment Adviser” or “AIM”) is our investment adviser and an affiliate of Apollo Global Management, Inc. and its consolidated subsidiaries (“AGM”). The Investment Adviser, subject to the overall supervision of our Board of Directors, manages the day-to-day operations of and provides investment advisory services to the Company.
Apollo Investment Administration, LLC (the “Administrator” or “AIA”), an affiliate of AGM, provides, among other things, administrative services and facilities for the Company. Furthermore, AIA provides on our behalf managerial assistance to those portfolio companies to which we are required to provide such assistance.
Our investment objective is to generate current income and capital appreciation. We invest primarily in various forms of debt investments, including secured and unsecured debt, loan investments, and/or equity in private middle-market companies. We may also invest in the securities of public companies and in structured products and other investments such as collateralized loan obligations (“CLOs”) and credit-linked notes (“CLNs”). Our portfolio is comprised primarily of investments in debt, including secured and unsecured debt of private middle-market companies that, in the case of senior secured loans, generally are not broadly syndicated and whose aggregate tranche size is typically less than $250 million. Our portfolio may include equity interests such as common stock, preferred stock, warrants and/or options.
Note 2. Significant Accounting Policies
The following is a summary of the significant accounting and reporting policies used in preparing the financial statements.
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) pursuant to the requirements on Form 10-Q, ASC 946, Financial Services — Investment Companies (“ASC 946”), and Articles 6, 10 and 12 of Regulation S-X. In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair statement of the financial statements for the periods presented, have been included.
Under the 1940 Act, ASC 946, and the regulations pursuant to Article 6 of Regulation S-X, we are precluded from consolidating any entity other than another investment company or an operating company which provides substantially all of its services to benefit us. Consequently, as of September 30, 2019, the Company consolidated some special purposes entities. These special purposes entities only hold investments of the Company and have no other significant asset and liabilities. All significant intercompany transactions and balances have been eliminated in consolidation.
These financial statements should be read in conjunction with the audited financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended March 31, 2019.

Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amounts of income, expenses, gains and losses during the reported periods. Changes in the economic environment, financial markets, credit worthiness of our portfolio companies and any other parameters used in determining these estimates could cause actual results to differ materially.

49



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Cash and Cash Equivalents
The Company defines cash equivalents as securities that are readily convertible into known amounts of cash and near maturity that they present insignificant risk of changes in value because of changes in interest rates. Generally, only securities with a maturity of three months or less from the date of purchase would qualify, with limited exceptions. The Company deems that certain money market funds, U.S. Treasury bills, repurchase agreements, and other high-quality, short-term debt securities would qualify as cash equivalents.
Cash and cash equivalents are carried at cost which approximates fair value. Cash equivalents held as of September 30, 2019 was $31,637. Cash equivalents held as of March 31, 2019 was $36,280.
Collateral on Option Contracts
Collateral on option contracts represents restricted cash held by our counterparty as collateral against our derivative instruments until such contracts mature or are settled upon per agreement of buyer and seller of the contract. In accordance with Accounting
Standards Update No. 2016-18, Statement of Cash Flows: Restricted Cash, the Statements of Cash Flows outline the changes in cash, including both restricted and unrestricted cash, cash equivalents and foreign currencies.

Investment Transactions
Investments are recognized when we assume an obligation to acquire a financial instrument and assume the risks for gains and losses related to that instrument. Investments are derecognized when we assume an obligation to sell a financial instrument and forego the risks for gains or losses related to that instrument. Specifically, we record all security transactions on a trade date basis. Amounts for investments recognized or derecognized but not yet settled are reported as a receivable for investments sold and a payable for investments purchased, respectively, in the Statements of Assets and Liabilities.
Fair Value Measurements
The Company follows guidance in ASC 820, Fair Value Measurement (“ASC 820”), where fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are determined within a framework that establishes a three-tier hierarchy which maximizes the use of observable market data and minimizes the use of unobservable inputs to establish a classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, such as the risk inherent in a particular valuation technique used to measure fair value using a pricing model and/or the risk inherent in the inputs for the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the information available. The inputs or methodology used for valuing assets or liabilities may not be an indication of the risks associated with investing in those assets or liabilities.
ASC 820 classifies the inputs used to measure these fair values into the following hierarchy:
Level 1: Quoted prices in active markets for identical assets or liabilities, accessible by us at the measurement date.
Level 2: Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices.
Level 3: Unobservable inputs for the asset or liability.
In all cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each investment. The level assigned to the investment valuations may not be indicative of the risk or liquidity associated with investing in such investments. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may differ materially from the values that would be received upon an actual disposition of such investments.

50



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Investment Valuation Process
Under procedures established by our Board of Directors, we value investments, including certain secured debt, unsecured debt and other debt securities with maturities greater than 60 days, for which market quotations are readily available, at such market quotations (unless they are deemed not to represent fair value). We attempt to obtain market quotations from at least two brokers or dealers (if available, otherwise from a principal market maker, primary market dealer or other independent pricing service). We utilize mid-market pricing as a practical expedient for fair value unless a different point within the range is more representative. If and when market quotations are unavailable or are deemed not to represent fair value, we typically utilize independent third party valuation firms to assist us in determining fair value. Accordingly, such investments go through our multi-step valuation process as described below. In each case, our independent third party valuation firms consider observable market inputs together with significant unobservable inputs in arriving at their valuation recommendations for such investments. Investments purchased within 15 business days before the valuation date and debt investments with remaining maturities of 60 days or less may each be valued at cost with interest accrued or discount amortized to the date of maturity (although they are typically valued at available market quotations), unless such valuation, in the judgment of our Investment Adviser, does not represent fair value. In this case such investments shall be valued at fair value as determined in good faith by or under the direction of our Board of Directors including using market quotations where available. Investments that are not publicly traded or whose market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of our Board of Directors. Such determination of fair values may involve subjective judgments and estimates.
With respect to investments for which market quotations are not readily available or when such market quotations are deemed not to represent fair value, our Board of Directors has approved a multi-step valuation process each quarter, as described below:
1.
Our quarterly valuation process begins with each investment being initially valued by the investment professionals of our Investment Adviser who are responsible for the investment.
2.
Preliminary valuation conclusions are then documented and discussed with senior management of our Investment Adviser.
3.
Independent valuation firms are engaged by our Board of Directors to conduct independent appraisals by reviewing our Investment Adviser’s preliminary valuations and then making their own independent assessment.
4.
The Audit Committee of the Board of Directors reviews the preliminary valuation of our Investment Adviser and the valuation prepared by the independent valuation firms and responds, if warranted, to the valuation recommendation of the independent valuation firms.
5.
The Board of Directors discusses valuations and determines in good faith the fair value of each investment in our portfolio based on the input of our Investment Adviser, the applicable independent valuation firm, and the Audit Committee of the Board of Directors.
6.
For Level 3 investments entered into within the last 15 business days of the current quarter-end period, the purchase price or any recent comparable trade activity on the security investment shall be considered to reasonably approximate the fair value of the investment, provided that no material change has since occurred in the issuer’s business, significant inputs or the relevant environment.

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Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Investments determined by these valuation procedures which have a fair value of less than $1 million during the prior fiscal quarter may be valued based on inputs identified by the Investment Adviser without the necessity of obtaining valuation from an independent valuation firm, if once annually an independent valuation firm using the procedures described herein provides an independent assessment of value. Investments in all asset classes are valued utilizing a market approach, an income approach, or both approaches, as appropriate. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in fair value pricing our investments include, as relevant: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, security covenants, seniority of investment in the investee company’s capital structure, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, M&A comparables, our principal market (as the reporting entity) and enterprise values, among other factors. When readily available, broker quotations and/or quotations provided by pricing services are considered as an input in the valuation process. During the six months ended September 30, 2019, there were no significant changes to the Company’s valuation techniques and related inputs considered in the valuation process.
Derivative Instruments
The Company recognizes all derivative instruments as assets or liabilities at fair value in its financial statements. Derivative contracts entered into by the Company are not designated as hedging instruments, and as a result the Company presents changes in fair value and realized gains or losses through current period earnings.
Derivative instruments are measured in terms of the notional contract amount and derive their value based upon one or more underlying instruments. Derivative instruments are subject to various risks similar to non-derivative instruments including market, credit, liquidity, and operational risks. The Company manages these risks on an aggregate basis as part of its risk management process. The derivatives may require the Company to pay or receive an upfront fee or premium. These upfront fees or premiums are carried forward as cost or proceeds to the derivatives.
Exchange-traded derivatives which include put and call options are valued based on the last reported sales price on the date of valuation. Over-the-counter (“OTC”) derivatives, including credit default swaps, are valued by the Investment Adviser using quotations from counterparties. In instances where models are used, the value of the OTC derivative is derived from the contractual terms of, and specific risks inherent in, the instrument as well as the availability and reliability of observable inputs, such as credit spreads.
Offsetting Assets and Liabilities
The Company has elected not to offset cash collateral against the fair value of derivative contracts. The fair values of these derivatives are presented on a gross basis, even when derivatives are subject to master netting agreements. The Company’s disclosures regarding offsetting are discussed in Note 7 to the financial statements.

Valuation of Other Financial Assets and Financial Liabilities

ASC 825, Financial Instruments, permits an entity to choose, at specified election dates, to measure certain assets and liabilities at fair value (the “Fair Value Option”). We have not elected the Fair Value Option to report selected financial assets and financial liabilities. Debt issued by the Company is reported at amortized cost (see Note 8 to the financial statements). The carrying value of all other financial assets and liabilities approximates fair value due to their short maturities or their close proximity of the originations to the measurement date.
Realized Gains or Losses
Security transactions are accounted for on a trade date basis. Realized gains or losses on investments are calculated by using the specific identification method. Securities that have been called by the issuer are recorded at the call price on the call effective date.

52



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Investment Income Recognition
The Company records interest and dividend income, adjusted for amortization of premium and accretion of discount, on an accrual basis. Some of our loans and other investments, including certain preferred equity investments, may have contractual payment-in-kind (“PIK”) interest or dividends. PIK income computed at the contractual rate is accrued into income and reflected as receivable up to the capitalization date. PIK investments offer issuers the option at each payment date of making payments in cash or in additional securities. When additional securities are received, they typically have the same terms, including maturity dates and interest rates as the original securities issued. On these payment dates, the Company capitalizes the accrued interest or dividends receivable (reflecting such amounts as the basis in the additional securities received). PIK generally becomes due at maturity of the investment or upon the investment being called by the issuer. At the point the Company believes PIK is not fully expected to be realized, the PIK investment will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest or dividends are reversed from the related receivable through interest or dividend income, respectively. The Company does not reverse previously capitalized PIK interest or dividends. Upon capitalization, PIK is subject to the fair value estimates associated with their related investments. PIK investments on non-accrual status are restored to accrual status if the Company believes that PIK is expected to be realized.
Investments that are expected to pay regularly scheduled interest and/or dividends in cash are generally placed on non-accrual status when principal or interest/dividend cash payments are past due 30 days or more and/or when it is no longer probable that principal or interest/dividend cash payments will be collected. Such non-accrual investments are restored to accrual status if past due principal and interest or dividends are paid in cash, and in management’s judgment, are likely to continue timely payment of their remaining interest or dividend obligations. Interest or dividend cash payments received on non-accrual designated investments may be recognized as income or applied to principal depending upon management’s judgment.
Loan origination fees, original issue discount (“OID”), and market discounts are capitalized and accreted into interest income over the respective terms of the applicable loans using the effective interest method or straight-line, as applicable. Upon the prepayment of a loan, prepayment premiums, any unamortized loan origination fees, OID, or market discounts are recorded as interest income. Other income generally includes amendment fees, bridge fees, and structuring fees which are recorded when earned.
The Company records as dividend income the accretable yield from its beneficial interests in structured products such as CLOs based upon a number of cash flow assumptions that are subject to uncertainties and contingencies. Such assumptions include the rate and timing of principal and interest receipts (which may be subject to prepayments and defaults) of the underlying pool of assets. These assumptions are updated on at least a quarterly basis to reflect changes related to a particular security, actual historical data, and market changes. A structured product investment typically has an underlying pool of assets. Payments on structured product investments are and will be payable solely from the cash flows from such assets. As such, any unforeseen event in these underlying pools of assets might impact the expected recovery of principal and future accrual of income.
Expenses
Expenses include management fees, performance-based incentive fees, insurance expenses, administrative service fees, legal fees, directors’ fees, audit and tax service expenses, third-party valuation fees and other general and administrative expenses. Expenses are recognized on an accrual basis.
As of September 30, 2019, the Company had accrued fees payable to its Board of Directors for $293. As of March 31, 2019, the company had no accrued fees payable to its Board of Directors.
Financing Costs
The Company records expenses related to shelf filings and applicable offering costs as deferred financing costs in the Statements of Assets and Liabilities. To the extent such expenses relate to equity offerings, these expenses are charged as a reduction of capital upon utilization, in accordance with ASC 946-20-25, or charged to expense if no offering is completed.

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Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

The Company records origination and other expenses related to its debt obligations as deferred financing costs. The deferred financing cost for all outstanding debt is presented as a direct deduction from the carrying amount of the related debt liability, except costs incurred under the Senior Secured Facility (as defined in Note 8 to the financial statements), which the Company presents as an asset on the Statements of Assets and Liabilities. These expenses are deferred and amortized as part of interest expense using the straight-line method over the stated life of the obligation which approximates the effective yield method. In the event that we modify or extinguish our debt before maturity, the Company follows the guidance in ASC 470-50, Modification and Extinguishments (“ASC 470-50”). For modifications to or exchanges of our Senior Secured Facility (as defined in Note 8 to the financial statements), any unamortized deferred financing costs relating to lenders who are not part of the new lending group are expensed. For extinguishments of our senior secured notes and senior unsecured notes, any unamortized deferred financing costs are deducted from the carrying amount of the debt in determining the gain or loss from the extinguishment.
Foreign Currency Translations
The accounting records of the Company are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the foreign exchange rate on the date of valuation. The Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. The Company’s investments in foreign securities may involve certain risks, including without limitation: foreign exchange restrictions, expropriation, taxation or other political, social or economic risks, all of which could affect the market and/or credit risk of the investment. In addition, changes in the relationship of foreign currencies to the U.S. dollar can significantly affect the value of these investments and therefore the earnings of the Company.
Dividends and Distributions
Dividends and distributions to common stockholders are recorded as of the ex-dividend date. The amount to be paid out as a distribution is determined by the Board of Directors each quarter. Net realized capital gains, if any, are generally distributed or deemed distributed at least annually.
Share Repurchases
In connection with the Company’s share repurchase program, the cost of shares repurchased is charged to net assets on the trade date.
Federal and State Income Taxes
We have elected to be treated as a RIC under the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Company must (among other requirements) meet certain source-of-income and asset diversification requirements and timely distribute to its stockholders at least 90% of its investment company taxable income as defined by the Code, for each year. The Company (among other requirements) has made and intends to continue to make the requisite distributions to its stockholders, which will generally relieve the Company from corporate-level income taxes. For income tax purposes, distributions made to stockholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. The tax character of distributions paid to stockholders through September 30, 2019 may include return of capital, however, the exact amount cannot be determined at this point. The final determination of the tax character of distributions will not be made until we file our tax return for the tax year ending March 31, 2020. The character of income and gains that we will distribute is determined in accordance with income tax regulations that may differ from GAAP. Book and tax basis differences relating to stockholder dividend and distributions and other permanent book and tax difference are reclassified to paid-in capital.
If we do not distribute (or are not deemed to have distributed) at least 98% of our annual ordinary income and 98.2% of our capital gains in the calendar year earned, we will generally be required to pay excise tax equal to 4% of the amount by which 98% of our annual ordinary income and 98.2% of our capital gains exceed the distributions from such taxable income for the year. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, we accrue excise taxes, if any, on estimated undistributed taxable income.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

If we fail to satisfy the annual distribution requirement or otherwise fail to qualify as a RIC in any taxable year, we would be subject to tax on all of our taxable income at regular corporate rates. Distribution would generally be taxable to our individual and other non-corporate taxable stockholders as ordinary dividend income eligible for the reduced maximum rate applicable to qualified dividend income to the extent of our current and accumulated earnings and profits provided certain holding period and other requirements are met. Subject to certain limitation under the Code, corporate distributions would be eligible for the dividend-received deduction. To qualify again to be taxed as a RIC in a subsequent year, we would be required to distribute to our stockholders our accumulated earnings and profits payable by us as an additional tax. In addition, if we failed to qualify as a RIC for a period greater than two taxable years, then, in order to qualify as a RIC in a subsequent year, we would be required to elect to recognize and pay tax on any net built-in gain (the excess of aggregate gain, including items of income, over aggregate loss that would have been realized if we had been liquidated) or, alternatively, be subject to taxation on such built-in gain recognized for a period of five years.
We follow ASC 740, Income Taxes (“ASC 740”). ASC 740 provides guidance for how uncertain tax positions should be recognized, measured, presented, and disclosed in the financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing our tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Penalties or interest, if applicable, that may be assessed relating to income taxes would be classified as other operating expenses in the financial statements. As of September 30, 2019, there were no uncertain tax positions and no amounts accrued for interest or penalties. Management’s determinations regarding ASC 740 may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof. Although we file both federal and state income tax returns, our major tax jurisdiction is federal. Our tax returns for each of our federal tax years since 2016 remain subject to examination by the Internal Revenue Service.
Retroactive Adjustments for Common Stock Reverse Split
The Company’s Board of Directors approved a one-for-three reverse stock split of the Company’s common stock on October 30, 2018 (the “Reverse Stock Split”). All common share and common per share amounts in the financial statements and notes thereto have been retroactively adjusted for all periods presented to give effect to this reverse stock split as disclosed in Note 9.
Recent Accounting Pronouncements
In August 2018, the FASB issued guidance which changes the fair value disclosure requirements. The new guidance includes new, eliminated and modified fair value disclosures. Among other requirements, the guidance requires disclosure of the range and weighted average of the significant unobservable inputs for Level 3 fair value  measurements and the way it is calculated. The guidance also eliminated the following disclosures: (i) amount and reason for transfers between Level 1 and Level 2, (ii) policy for timing of transfers between levels of the fair value hierarchy and (iii) valuation processes for Level 3 fair value measurement. The guidance is effective for all entities for interim and annual periods beginning after December 15, 2019. Early adoption is permitted upon issuance of the guidance. The adoption of this guidance is not expected to have a material effect on the Company’s financial statements.
SEC Disclosure Update and Simplification
In August 2018, the U.S. Securities and Exchange Commission (“SEC”) adopted the final rule under SEC Release No. 33-10532, Disclosure Update and Simplification which amends certain disclosure requirements that were redundant, duplicative, overlapping, outdated or superseded. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance. The final rule is effective for all filings on or after November 5, 2018. The Company has evaluated the impact of the amendments and determined the effect of the adoption of the simplification rules on financial statements were limited to the modification and removal of certain disclosures.
Note 3. Related Party Agreements and Transactions
Investment Advisory Agreement with AIM
The Company has an investment advisory management agreement with the Investment Adviser (the “Investment Advisory Agreement”) under which AIM receives a fee from the Company, consisting of two components — a base management fee and a performance-based incentive fee.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Base Management Fee
Effective April 1, 2018, the base management fee is calculated initially at an annual rate of 1.50% (0.375% per quarter) of the lesser of (i) the average of the value of the Company’s gross assets, net of average of any payable for investments (excluding cash or cash equivalents but including other assets purchased with borrowed amounts) at the end of each of the two most recently completed calendar quarters and (ii) the average monthly value (measured as of the last day of each month) of the Company’s gross assets (excluding cash or cash equivalents but including other assets purchased with borrowed amounts) during the most recently completed calendar quarter; provided, however, in each case, the base management fee is calculated at an annual rate of 1.00% (0.250% per quarter) of the average of the value of the Company’s gross assets (excluding cash or cash equivalents but including other assets purchased with borrowed amounts) that exceeds the product of (A) 200% and (B) the value of the Company’s net asset value at the end of the prior calendar quarter. The base management fee will be payable quarterly in arrears. The value of the Company’s gross assets shall be calculated in accordance with the Company's valuation policies.
Performance-based Incentive Fee
The incentive fee (the “Incentive Fee”) consists of two components that are determined independent of each other, with the result that one component may be payable even if the other is not. A portion of the Incentive Fee is based on income and a portion is based on capital gains, each as described below:
A. Incentive Fee based on Income
(i)
Incentive Fee on Pre-Incentive Fee Net Investment Income - (April 1, 2017 - December 31, 2018)

The first part of the incentive fee is calculated and payable quarterly in arrears based on our pre-incentive fee net investment income for the immediately preceding calendar quarter at an annual rate of 20%. For this purpose, pre-incentive fee net investment income means interest income, dividend income and any other income (including, without limitation, any accrued income that the Company has not yet received in cash and any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the Company’s operating expenses accrued during the calendar quarter (including, without limitation, the Base Management Fee, administration expenses and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee on Income and the Incentive Fee on Capital Gains). Pre-incentive fee net investment income does not include any realized or unrealized gains or losses. Pre-incentive fee net investment income, expressed as a rate of return on the value of our net assets at the end of the immediately preceding calendar quarter, is compared to the rate of 1.75% per quarter (7% annualized) (the “performance threshold”). For the period from April 1, 2017 through December 31, 2018, if the resulting incentive fee rate was less than 20% due to the incentive fee waiver discussed below, the percentage at which the Investment Adviser’s 100% catch-up is complete would also be reduced ratably from 2.1875% (8.75% annualized) to as low as 2.06% (8.24% annualized) (“catch-up threshold”).
The Company pays the Investment Adviser an incentive fee with respect to our pre-incentive fee net investment income in each calendar quarter as follows: (1) no incentive fee in any calendar quarter in which our pre-incentive fee net investment income does not exceed the performance threshold; and (2) 100% of our pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds 1.75% but does not exceed the catch-up threshold in any calendar quarter; and (3) for the period from April 1, 2017 through December 31, 2018, 15% to 20% of the amount of our pre-incentive fee net investment income, if any, that exceeds catch-up threshold in any calendar quarter. These calculations are appropriately prorated for any period of less than three months. The effect of the fee calculation described above is that if pre-incentive fee net investment income is equal to or exceeds catch-up threshold, the Investment Adviser will receive a fee of 15% to 20% of our pre-incentive fee net investment income for the quarter.
Incentive Fee Waiver
For the period from April 1, 2018 through December 31, 2018, the Investment Adviser has agreed to waive 25% of its performance based incentive fee so that the incentive fee on pre-incentive fee net investment income is accrued at 15%.


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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

(ii)
Incentive Fee on Pre-Incentive Fee Net Income - effective from January 1, 2019

Beginning January 1, 2019, the incentive fee on pre-incentive fee net investment income will be determined and paid quarterly in arrears by calculating the amount by which (x) the aggregate amount of the pre-incentive fee net investment income with respect of the current calendar quarter and each of the eleven preceding calendar quarters beginning with the calendar quarter that commences on or after April 1, 2018 (the “trailing twelve quarters”) exceeds (y) the preferred return amount in respect of the trailing twelve quarters.
The preferred return amount will be determined on a quarterly basis, and will be calculated by summing the amounts obtained by multiplying 1.75% by the Company’s net asset value at the beginning of each applicable calendar quarter comprising the relevant trailing twelve quarters. The preferred return amount will be calculated after making appropriate adjustments to the Company’s net asset value at the beginning of each applicable calendar quarter for Company capital issuances and distributions during the applicable calendar quarter.
The amount of the Incentive Fee on Income that will be paid to the Investment Adviser for a particular quarter will equal the excess of the incentive fee on pre-incentive fee net investment income, so calculated less the aggregate incentive fee on pre-incentive fee net investment income that were paid to the Investment Adviser (excluding waivers, if any) in the preceding eleven calendar quarters comprising the relevant trailing twelve quarters.
The Company will pay the Investment Adviser an incentive fee with respect to our pre-incentive fee net investment income in each calendar quarter as follows:
(1) no incentive fee in any calendar quarter in which our pre-incentive fee net investment income for the trailing twelve quarters does not exceed the preferred return amount.
(2) 100% of our pre-incentive fee net investment income for the trailing twelve quarters, if any, that exceeds the preferred return amount but is less than or equal to an amount (the “catch-up amount”) determined by multiplying 2.1875% by the Company’s net asset value at the beginning of each applicable calendar quarter comprising the relevant trailing twelve quarters.
(3) for any quarter in which the Company’s pre-incentive fee net investment income for the trailing twelve quarters exceeds the catch-up amount, the incentive fee shall equal 20% of the amount of the Company’s pre-incentive fee net investment income for such trailing twelve quarters.
The Incentive Fee on Income as calculated is subject to a cap (the “Incentive Fee Cap”). The Incentive Fee Cap in any quarter is an amount equal to (a) 20% of the Cumulative Pre-Incentive Fee Net Return (as defined below) during the relevant trailing twelve quarters less (b) the aggregate Incentive Fees on Income that were paid to the Investment Adviser (excluding waivers, if any) in the preceding eleven calendar quarters (or portion thereof) comprising the relevant trailing twelve quarters.
For this purpose, “Cumulative Pre-Incentive Fee Net Return” during the relevant trailing twelve quarters means (x) Pre-Incentive Fee Net Investment Income in respect of the trailing twelve quarters less (y) any Net Capital Loss, since April 1, 2018, in respect of the trailing twelve quarters. If, in any quarter, the Incentive Fee Cap is zero or a negative value, the Company shall pay no Incentive Fee on Income to the Investment Adviser in that quarter. If, in any quarter, the Incentive Fee Cap is a positive value but is less than the Incentive Fee on Income calculated in accordance with the calculation described above, the Company shall pay the Investment Adviser the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap is equal to or greater than the Incentive Fee on Income calculated in accordance with the calculation described above, the Company shall pay the Investment Adviser the Incentive Fee on Income for such quarter.
“Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

B. Incentive Fee Based on Cumulative Net Realized Gains

The Incentive Fee on Capital Gains is determined and payable in arrears as of the end of each calendar year (or upon termination of the investment advisory management agreement). This fee shall equal 20.0% of the sum of the Company’s realized capital gains on a cumulative basis, calculated as of the end of each calendar year (or upon termination of the investment advisory management agreement), computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any Incentive Fees on Capital Gains previously paid to the Investment Adviser. The aggregate unrealized capital depreciation of the Company shall be calculated as the sum of the differences, if negative, between (a) the valuation of each investment in the Company’s portfolio as of the applicable calculation date and (b) the accreted or amortized cost basis of such investment.

For accounting purposes only, we are required under GAAP to accrue a theoretical capital gains incentive fee based upon net realized capital gains and unrealized capital gain and loss on investments held at the end of each period. The accrual of this theoretical capital gains incentive fee assumes all unrealized capital gain and loss is realized in order to reflect a theoretical capital gains incentive fee that would be payable to the Investment Adviser at each measurement date. There was no accrual for theoretical capital gains incentive fee for the three and six months ended September 30, 2019 and 2018. It should be noted that a fee so calculated and accrued would not be payable under the Investment Advisers Act of 1940 (the “Advisers Act”) or the investment advisory management agreement, and would not be paid based upon such computation of capital gains incentive fees in subsequent periods. Amounts actually paid to the Investment Adviser will be consistent with the Advisers Act and formula reflected in the investment advisory management agreement which specifically excludes consideration of unrealized capital gain.

Deferred Payment of Certain Incentive Fees

Effective April 1, 2018, with changes in the incentive fees calculation there will be no more deferral of incentive fees on PIK income. The interest will only continue to accrue on the deferred incentive fees payable to AIM as of March 31, 2018.
For the three and six months ended September 30, 2019 , the Company recognized $10,190 and $19,729 respectively, of management fees, and $1,911 and $1,911, respectively, of incentive fees before impact of waived fees. For the three and six months ended September 30, 2018, the Company recognized $9,258 and $18,131 respectively, of management fees, and $6,359 and $13,782, respectively, of incentive fees before impact of waived fees. For the three and six months ended September 30, 2019, no management fees and incentive fees were waived. For the three and six months ended September 30, 2018, no management fees were waived and incentive fees waived were $1,834 and $3,690, respectively.
As of September 30, 2019 and March 31, 2019, management and performance-based incentive fees payable were $12,101 and $8,880, respectively.
For the three and six months ended September 30, 2019 and 2018, there were no incentive fees on PIK income for which payments have been deferred. For the three and six months ended September 30, 2019, the Company did not reverse any of the deferred incentive fee payable related to PIK income which was deemed to be no longer realizable. For the three and six months ended September 30, 2018, the Company reversed $979 and $979 of the deferred incentive fee payable related to PIK income which were deemed to be no longer realizable. As of September 30, 2019 and March 31, 2019, there was no cumulative deferred incentive fee on PIK income included in management and performance-based incentive fee payable line of the Statements of Assets and Liabilities.
For the three and six months ended September 30, 2019, there was no interest on deferred incentive fees accrued. For the three and six months ended September 30, 2018, the amount of interest on deferred incentive fees accrued was $23 and $47. For the three and six months ended September 30, 2019, the Company did not reverse any of the accrued interest payable on deferred incentive fees related to PIK income which were deemed to be no longer realizable. For the three and six months ended September 30, 2018, the Company reversed $41and $41, respectively, of the accrued interest payable on deferred incentive fees related to PIK income which were deemed to be no longer realizable. As of September 30, 2019 and March 31, 2019, there was no accrued interest payable on deferred incentive fees.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Fee Offset

On January 16, 2019, the Company and AIM entered into a fee offset agreement in connection with revenue realized by AIM and its affiliates for the management of certain aircraft assets. The Company will receive an offsetting credit against total incentive fees otherwise due to AIM under the investment advisory management agreement. The amount offset will initially be 20% of the management fee revenue earned and incentive fee revenue realized by AIM and its affiliates in connection with managing aircraft assets on related insurance balance sheets (“New Balance Sheet Investments”), new aircraft managed account capital (“New Managed Accounts”) and new dedicated aircraft funds (“New Aircraft Funds”). Once the aggregate capital raised by the New Aircraft Funds or New Managed Accounts and capital invested by the New Balance Sheet Investments exceeds $3 billion cumulatively, the fee offset will step down to 10% of the amount of incremental management fee revenue earned and incentive fee revenue realized by AIM and its affiliates. The fee offset will be in place for seven years, however the incentive fees realized by AIM and its affiliates after this seven-year period from applicable investments that were raised or made within the seven-year period will also be used to offset incentive fees payable to AIM by the Company. The offset will be limited to the amount of incentive fee payable by the Company to AIM and any unapplied fee offset which exceeds the incentive fees payable in a given quarter will carry forward to be credited against the incentive fees payable by the Company in subsequent quarters.

For three and six months ended September 30, 2019 and 2018, there was no fee offset.
Administration Agreement with AIA
The Company has also entered into an administration agreement with the Administrator (the “Administration Agreement”) under which AIA provides administrative services for the Company. For providing these services, facilities and personnel, the Company reimburses the Administrator for the allocable portion of overhead and other expenses incurred by the Administrator and requested to be reimbursed by the Administrator in performing its obligations under the Administration Agreement. The expenses include rent and the Company’s allocable portion of compensation and other related expenses for its Chief Financial Officer, Chief Legal Officer and Chief Compliance Officer and their respective staffs. For the three and six months ended September 30, 2019, the Company recognized administrative services expense under the Administration Agreement of $1,542 and $3,267, respectively. For the three and six months ended September 30, 2018, the Company recognized administrative services expense under the Administration Agreement of $1,857 and $3,495, respectively. There was no payable to AIA and its affiliates for expenses paid on our behalf as of September 30, 2019 and March 31, 2019.
Administrative Service Expense Reimbursement
Merx Aviation Finance, LLC (“Merx”), a wholly-owned portfolio company of the Company, has entered into an administration agreement with the Administrator (the “Merx Administration Agreement”) under which AIA provides administrative services to Merx. For the three and six months ended September 30, 2019, the Company recognized administrative service expense reimbursements of $63 and $125, respectively, under the Merx Administration Agreement. For the three and six months ended September 30, 2018, the Company recognized administrative service expense reimbursements of $63 and $125, respectively.
Debt Expense Reimbursements
The Company has also entered into debt expense reimbursement agreements with Merx and several other portfolio companies which will reimburse the Company for reasonable out-of-pocket expenses incurred, including any interest, fees or other amounts incurred by the Company in connection with letters of credit issued on their behalf. For the three and six months ended September 30, 2019, the Company recognized debt expense reimbursements of $36 and $71, respectively, under the debt expense reimbursement agreements. For the three and six months ended September 30, 2018, the Company recognized debt expense reimbursements of $133 and $214, respectively, under the debt expense reimbursement agreements.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Co-Investment Activity
We may co-invest on a concurrent basis with affiliates of ours, subject to compliance with applicable regulations and our allocation procedures. Certain types of negotiated co-investments may be made only in accordance with the terms of the exemptive order we received from the SEC permitting us to do so. On March 29, 2016, we received an exemptive order from the SEC (the “Order”) permitting us greater flexibility to negotiate the terms of co-investment transactions with certain of our affiliates, including investment funds managed by AIM or its affiliates, subject to the conditions included therein. Under the terms of the Order, a “required majority” (as defined in Section 57(o) of the 1940 Act) of our independent directors must be able to reach certain conclusions in connection with a co-investment transaction, including that (1) the terms of the proposed transaction are reasonable and fair to us and our stockholders and do not involve overreaching of us or our stockholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our stockholders and is consistent with our Board of Directors’ approved criteria. In certain situations where co-investment with one or more funds managed by AIM or its affiliates is not covered by the Order, the personnel of AIM or its affiliates will need to decide which fund will proceed with the investment. Such personnel will make these determinations based on allocation policies and procedures, which are designed to reasonably ensure that investment opportunities are allocated fairly and equitably among affiliated funds over time and in a manner that is consistent with applicable laws, rules and regulations. The Order is subject to certain terms and conditions so there can be no assurance that we will be permitted to co-invest with certain of our affiliates other than in the circumstances currently permitted by regulatory guidance and the Order.
As of September 30, 2019, the Company’s co-investment holdings were 53% of the portfolio or $1,494,913, measured at fair value. On a cost basis, 52% of the portfolio or $1,501,053 were co-investments. As of March 31, 2019, the Company’s co-investment holdings were 40% of the portfolio or $954,774, measured at fair value. On a cost basis, 39% of the portfolio or $963,227 were co-investments.
Merx Aviation
Effective January 16, 2019, Mr. Gary Rothschild, President and Chief Executive Officer of Merx, became an employee of Apollo Management Holdings, L.P. ("AMH"), an affiliate of AIC’s investment adviser. Mr. Rothschild also retained his role as the President and Chief Executive Officer of Merx.
Effective January 16, 2019, Merx entered into a series of service arrangements with affiliates of AGM. Under a servicing agreement with Apollo Capital Management, L.P. (“ACM”), Merx serves as technical servicer to aircraft clients of ACM and its affiliates. Under a research support agreement with ACM, Merx employees assist ACM with technical due-diligence and underwriting of new aircraft-related investment opportunities. Under a technical support agreement, Merx and AMH share the services of Mr. Gary Rothschild, who is the President and Chief Executive Officer of Merx and an employee of AMH.
Note 4. Earnings Per Share
The following table sets forth the computation of earnings (loss) per share (“EPS”), pursuant to ASC 260-10, for the three and six months ended September 30, 2019 and September 30, 2018:
 
Three Months Ended September 30,
 
Six Months Ended September 30,
 
2019
 
2018
 
2019
 
2018
Basic Earnings (Loss) Per Share
 
 
 
 
 
 
 
Net increase (decrease) in net assets resulting from operations
$
7,068

 
$
28,029

 
$
30,897

 
$
41,279

Weighted average shares outstanding
67,446,575

 
71,366,492

 
68,014,438

 
71,667,379

Basic earnings (loss) per share
$
0.10

 
$
0.39

 
$
0.45

 
$
0.58


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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Note 5. Investments
Fair Value Measurement and Disclosures
The following table shows the composition of our investment as of September 30, 2019, with the fair value disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820:
 
 
 
 
 
Fair Value Hierarchy

Cost

Fair Value
 
Level 1
 
Level 2
 
Level 3
First Lien Secured Debt
$
2,127,147

 
$
2,073,570

 
$
—

 
$
17,996

 
$
2,055,574

Second Lien Secured Debt
493,510

 
483,938

 
—

 
139,667

 
344,271

Unsecured Debt
—

 
—

 
—

 
—

 
—

Structured Products and Other
43,399

 
46,370

 
—

 
—

 
46,370

Preferred Equity
22,663

 
24,498

 
—

 
—

 
24,498

Common Equity/Interests
202,860

 
176,298

 
—

 
472

 
175,826

Warrants
183

 
86

 
—

 
—

 
86

Total Investments before Cash Equivalents
$
2,889,762

 
$
2,804,760

 
$
—

 
$
158,135

 
$
2,646,625

Money Market Fund
$
31,637

 
$
31,637

 
$
31,637

 
$
—

 
$
—

Total Cash Equivalents
$
31,637

 
$
31,637

 
$
31,637

 
$
—

 
$
—

Total Investments after Cash Equivalents
$
2,921,399

 
$
2,836,397

 
$
31,637

 
$
158,135

 
$
2,646,625

The following table shows the composition of our investment as of March 31, 2019, with the fair value disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820:
 
 
 
 
 
Fair Value Hierarchy
 
Cost
 
Fair Value
 
Level 1
 
Level 2
 
Level 3
First Lien Secured Debt
$
1,613,254

 
$
1,590,786

 
$
—

 
$
3,855

 
$
1,586,931

Second Lien Secured Debt
565,599

 
559,196

 
—

 
221,651

 
337,545

Unsecured Debt
—

 
—

 
—

 
—

 
—

Structured Products and Other
43,125

 
45,595

 
—

 
—

 
45,595

Preferred Equity
22,663

 
28,182

 
—

 
—

 
28,182

Common Equity/Interests
213,287

 
184,223

 
—

 
469

 
183,754

Warrants
183

 
150

 
—

 
—

 
150

Total Investments before Cash Equivalents
$
2,458,111

 
$
2,408,132

 
$
—

 
$
225,975

 
$
2,182,157

Money Market Fund
$
36,280

 
$
36,280

 
$
36,280

 
$
—

 
$
—

Total Cash Equivalents
$
36,280

 
$
36,280

 
$
36,280

 
$
—

 
$
—

Total Investments after Cash Equivalents
$
2,494,391

 
$
2,444,412

 
$
36,280

 
$
225,975

 
$
2,182,157


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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

The following table shows changes in the fair value of our Level 3 investments during the three months ended September 30, 2019:
 
First Lien Secured Debt (2)
Second Lien Secured Debt (2)
Unsecured Debt
Structured Products and Other
Preferred Equity
Common Equity/Interests
Warrants
Total
Fair value as of June 30, 2019
$
1,794,232

$
373,949

$
—

$
45,525

$
28,598

$
183,398

$
89

$
2,425,791

Net realized gains (losses)
(6,266
)
—

—

—

—

518

—

(5,748
)
Net change in unrealized gains (losses)
(18,084
)
(3,668
)
—

694

(4,100
)
3,756

(3
)
(21,405
)
Net amortization on investments
1,666

256

—

126

—

—

—

2,048

Purchases, including capitalized PIK (3)
472,959

872

—

25

—

3,981

—

477,837

Sales (3)
(174,970
)
(34,132
)
—

—

—

(15,827
)
—

(224,929
)
Transfers out of Level 3 (1)
(13,963
)
(21,590
)
—

—

—

—

—

(35,553
)
Transfers into Level 3 (1)
—

28,584

—

—

—

—

—

28,584

Fair value as of September 30, 2019
$
2,055,574

$
344,271

$
—

$
46,370

$
24,498

$
175,826

$
86

$
2,646,625

 
 
 
 
 
 
 
 
 
Net change in unrealized gains (losses) on Level 3 investments still held as of September 30, 2019
$
(18,934
)
$
(3,449
)
$
—

$
694

$
(4,102
)
$
3,756

$
(3
)
$
(22,038
)
The following table shows changes in the fair value of our Level 3 investments during the six months ended September 30, 2019:
 
First Lien Secured Debt (2)
Second Lien Secured Debt (2)
Unsecured Debt
Structured Products and Other
Preferred Equity
Common Equity/Interests
Warrants
Total
Fair value as of March 31, 2019
$
1,586,931

$
337,545

$
—

$
45,595

$
28,182

$
183,754

$
150

$
2,182,157

Net realized gains (losses)
(6,274
)
—

—

—

—

1,607

—

(4,667
)
Net change in unrealized gains (losses)
(31,433
)
(2,447
)
—

500

(3,684
)
2,501

(64
)
(34,627
)
Net amortization on investments
3,245

480

—

248

—

—

—

3,973

Purchases, including capitalized PIK (3)
872,294

5,754

—

27

—

6,152

—

884,227

Sales (3)
(369,189
)
(34,217
)
—

—

—

(18,188
)
—

(421,594
)
Transfers out of Level 3 (1)
—

(21,480
)
—

—

—

—

—

(21,480
)
Transfers into Level 3 (1)
—

58,636

—

—

—

—

—

58,636

Fair value as of September 30, 2019
$
2,055,574

$
344,271

$
—

$
46,370

$
24,498

$
175,826

$
86

$
2,646,625

 
 
 
 
 
 
 
 
 
Net change in unrealized gains (losses) on Level 3 investments still held as of September 30, 2019
$
(33,008
)
$
(4,186
)
$
—

$
500

$
(3,685
)
$
2,501

$
(64
)
$
(37,942
)
____________________
(1)
Transfers out (if any) of Level 3 are due to an increase in the quantity and reliability of broker quotes obtained and transfers into (if any) Level 3 are due to a decrease in the quantity and reliability of broker quotes obtained as assessed by the Investment Adviser. Transfers are assumed to have occurred at the end of the period. There were no transfers between Level 1 and Level 2 fair value measurements during the periods shown.
(2)
Includes unfunded commitments measured at fair value of $(8,008).
(3)
Includes reorganizations and restructuring of investments.


62



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

The following table shows changes in the fair value of our Level 3 investments during the three months ended September 30, 2018:
 
First Lien Secured Debt (2)
Second Lien Secured Debt (2)
Unsecured Debt
Structured Products and Other
Preferred Equity
Common Equity/Interests
Warrants
Total
Fair value as of June 30, 2018
$
1,363,867

$
422,023

$
90,599

$
67,373

$
31,400

$
204,849

$
247

$
2,180,358

Net realized gains (losses)
29

—

—

25

—

2,007

—

2,061

Net change in unrealized gains (losses)
(1,297
)
1,983

(309
)
(295
)
(377
)
(6,330
)
(83
)
(6,708
)
Net amortization on investments
1,268

285

—

110

—

—

—

1,663

Purchases, including capitalized PIK (3)
352,552

8,988

391

47

1,501

4,056

—

367,535

Sales (3)
(403,303
)
(70,152
)
(10,681
)
(129
)
—

(4,326
)
—

(488,591
)
Transfers out of Level 3 (1)
—

(5,591
)
—

—

—

—

—

(5,591
)
Transfers into Level 3 (1)
—

14,975

—

—

—

—

—

14,975

Fair value as of September 30, 2018
$
1,313,116

$
372,511

$
80,000

$
67,131

$
32,524

$
200,256

$
164

$
2,065,702

 
 
 
 
 
 
 
 
 
Net change in unrealized gains (losses) on Level 3 investments still held as of September 30, 2018
$
(506
)
$
2,920

$
—

$
(295
)
$
(1,134
)
$
(5,549
)
$
(83
)
$
(4,647
)

The following table shows changes in the fair value of our Level 3 investments during the six months ended September 30, 2018:
 
First Lien Secured Debt (2)
Second Lien Secured Debt (2)
Unsecured Debt
Structured Products and Other
Preferred Equity
Common Equity/Interests
Warrants
Total
Fair value as of March 31, 2018
$
1,131,943

$
415,338

$
90,117

$
67,967

$
31,052

$
207,657

$
251

$
1,944,325

Net realized gains (losses)
52

29

—

25

(1
)
2,007

—

2,112

Net change in unrealized gains (losses)
8,994

3,035

(198
)
(947
)
(593
)
(12,096
)
(87
)
(1,892
)
Net amortization on investments
2,172

630

—

218

—

—

—

3,020

Purchases, including capitalized PIK (3)
667,603

33,620

762

89

2,034

11,916

—

716,024

Sales (3)
(497,648
)
(80,009
)
(10,681
)
(221
)
32

(9,228
)
—

(597,755
)
Transfers out of Level 3 (1)
—

(5,591
)
—

—

—

—

—

(5,591
)
Transfers into Level 3 (1)
—

5,459

—

—

—

—

—

5,459

Fair value as of September 30, 2018
$
1,313,116

$
372,511

$
80,000

$
67,131

$
32,524

$
200,256

$
164

$
2,065,702

 
 
 
 
 
 
 
 
 
Net change in unrealized gains (losses) on Level 3 investments still held as of September 30, 2018
$
8,670

$
3,892

$
—

$
(947
)
$
(1,417
)
$
(11,267
)
$
(87
)
$
(1,156
)
____________________
(1)
Transfers out of Level 3 are due to an increase in the quantity and reliability of broker quotes obtained and transfers into Level 3 are due to a decrease in the quantity and reliability of broker quotes obtained as assessed by the Investment Adviser. Transfers are assumed to have occurred at the end of the periods. There were no transfers between Level 1 and Level 2 fair value measurements during the period shown.
(2)
Includes unfunded commitments measured at fair value of $(6,062).
(3)
Includes reorganizations and restructuring of investments.


63



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

The following tables summarize the significant unobservable inputs the Company used to value its investments categorized within Level 3 as of September 30, 2019 and March 31, 2019. In addition to the techniques and inputs noted in the tables below, according to our valuation policy we may also use other valuation techniques and methodologies when determining our fair value measurements. The below tables are not intended to be all-inclusive, but rather provide information on the significant unobservable inputs as they relate to the Company’s determination of fair values.
The unobservable inputs used in the fair value measurement of our Level 3 investments as of September 30, 2019 were as follows:
 
 
Quantitative Information about Level 3 Fair Value Measurements
Asset Category
Fair Value
Valuation Techniques/Methodologies
Unobservable Input
Range
Weighted Average (1)
First Lien Secured Debt
$
26,031

Broker Quoted
Broker Quote
N/A
N/A
N/A
 
349,300

Discounted Cash Flow
Discount Rate
2.3%
14.4%
12.3%
 
114,803

Recovery Analysis
Recoverable Amount
N/A
N/A
N/A
 

Market Comparable Technique
Comparable Multiple
5.0x
8.0x
6.4x
 
33,562

Recent Transaction
Recent Transaction
N/A
N/A
N/A
 
97,584

Recovery Analysis
Commodity Price
$57.5
$68.25
$62.59
 
1,838

Recovery Analysis
Recoverable Amount
N/A
N/A
N/A
 
1,705

Transaction Price
Expected Proceeds
N/A
N/A
N/A
 
1,430,751

Yield Analysis
Discount Rate
4.4%
15.7%
8.6%
Second Lien Secured Debt
64,655

Broker Quoted
Broker Quote
N/A
N/A
N/A
 
33,443

Recovery Analysis
Commodity Price
62.05
68.25
66.23
 
246,173

Yield Analysis
Discount Rate
10.5%
15.3%
12.1%
Structured Products and Other
46,370

Discounted Cash Flow
Discount Rate
9.0%
9.8%
9.2%
Preferred Equity
636

Discounted Cash Flow
Discount Rate
10.8%
10.8%
10.8%
 
2,357

Market Comparable Approach
Comparable Multiple
4.0x
7.6x
4.7x
 
16,817

Option Pricing Model
Expected Volatility
44.0%
44.0%
44.0%
 
4,688

Yield Analysis
Discount Rate
14.5%
14.5%
14.5%
Common Equity/Interests
168,263

Discounted Cash Flow
Discount Rate
10.8%
30.5%
13.2%
 
3,991

Market Comparable Technique
Comparable Multiple
5.0x
13.1x
9.9x
 
3,572

Recovery Analysis
Commodity Price
$57.5
$68.25
$61.38
 
—

Recovery Analysis
Recoverable Amount
N/A
N/A
N/A
Warrants
86

Option Pricing Model
Expected Volatility
40.0%
60.0%
59.9%
Total Level 3 Investments
$
2,646,625

 
 
 
 
 
___________________
(1)
The weighted average information is generally derived by assigning each disclosed unobservable input a proportionate weight based on the fair value of the related investment. For the commodity price unobservable input, the weighted average price is an undiscounted price based upon the estimated production level from the underlying reserves.

64



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

The unobservable inputs used in the fair value measurement of our Level 3 investments as of March 31, 2019 were as follows:
 
 
Quantitative Information about Level 3 Fair Value Measurements
Asset Category
Fair Value
Valuation Techniques/Methodologies
Unobservable Input
Range
Weighted Average (1)
First Lien Secured Debt
$
25,930

Broker Quoted
Broker Quote
N/A
N/A
N/A
 
413,200

Discounted Cash Flow
Discount Rate
2.3%
14.2%
12.2%
 
58,004

Recovery Analysis
Recoverable Amount
N/A
N/A
N/A
 
 
Market Comparable Technique
Comparable Multiple
5.1x
5.1x
5.1x
 
35,582

Recent Transaction
Recent Transaction
N/A
N/A
N/A
 
116,265

Recovery Analysis
Commodity Price
$60.00
$70.00
$66.64
 
1,509

Recovery Analysis
Recoverable Amount
N/A
N/A
N/A
 
1,990

Transaction Price
Expected Proceeds
N/A
N/A
N/A
 
934,451

Yield Analysis
Discount Rate
4.4%
20.3%
10.3%
Second Lien Secured Debt
50,590

Broker Quoted
Broker Quote
N/A
N/A
N/A
 
15,912

Market Comparable Technique
Comparable Multiple
7.2x
7.2x
7.2x
 
33,705

Recovery Analysis
Commodity Price
$67.38
$70.00
$68.86
 
237,338

Yield Analysis
Discount Rate
10.9%
14.8%
12.7%
Structured Products and Other
45,595

Discounted Cash Flow
Discount Rate
9.1%
9.5%
9.2%
Preferred Equity
440

Discounted Cash Flow
Discount Rate
10.5%
10.5%
10.5%
 
2,357

Market Comparable Approach
Comparable Multiple
2.2x
6.2x
5.3x
 
20,463

Option Pricing Model
Expected Volatility
35.5%
35.5%
35.5%
 
4,922

Yield Analysis
Discount Rate
15.5%
15.5%
15.5%
Common Equity/Interests
173,285

Discounted Cash Flow
Discount Rate
10.5%
29.5%
13.2%
 
1,803

Market Comparable Technique
Comparable Multiple
5.1x
11.1x
9.2x
 
—

Recovery Analysis
Recoverable Amount
N/A
N/A
N/A
 
8,666

Recovery Analysis
Commodity Price
$60.00
$70.00
$65.84
Warrants
150

Option Pricing Model
Expected Volatility
32.5%
60.0%
49.5%
Total Level 3 Investments
$
2,182,157

 
 
 
 
 
____________________
(1)
The weighted average information is generally derived by assigning each disclosed unobservable input a proportionate weight based on the fair value of the related investment. For the commodity price unobservable input, the weighted average price is an undiscounted price based upon the estimated production level from the underlying reserves.

65



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

The significant unobservable inputs used in the fair value measurement of the Company’s debt and equity securities are primarily earnings before interest, taxes, depreciation and amortization (“EBITDA”) comparable multiples and market discount rates. The Company typically uses EBITDA comparable multiples on its equity securities to determine the fair value of investments. The Company uses market discount rates for debt securities to determine if the effective yield on a debt security is commensurate with the market yields for that type of debt security. If a debt security’s effective yield is significantly less than the market yield for a similar debt security with a similar credit profile, the resulting fair value of the debt security may be lower. For certain investments where fair value is derived based on a recovery analysis, the Company uses underlying commodity prices from third party market pricing services to determine the fair value and/or recoverable amount, which represents the proceeds expected to be collected through asset sales or liquidation. Further, for certain investments, the Company also considered the probability of future events which are not in management’s control. Significant increases or decreases in any of these inputs in isolation would result in a significantly lower or higher fair value measurement. The significant unobservable inputs used in the fair value measurement of the structured products include the discount rate applied in the valuation models in addition to default and recovery rates applied to projected cash flows in the valuation models. Specifically, when a discounted cash flow model is used to determine fair value, the significant input used in the valuation model is the discount rate applied to present value the projected cash flows. Increases in the discount rate can significantly lower the fair value of an investment; conversely decreases in the discount rate can significantly increase the fair value of an investment. The discount rate is determined based on the market rates an investor would expect for a similar investment with similar risks. For certain investments such as warrants, the Company may use an option pricing technique, of which the applicable method is the Black-Scholes Option Pricing Method (“BSM”), to perform valuations. The BSM is a model of price variation over time of financial instruments, such as equity, that is used to determine the price of call or put options. Various inputs are required but the primary unobservable input into the BSM model is the underlying asset volatility.
Investment Transactions
For the three and six months ended September 30, 2019, purchases of investments on a trade date basis were $476,738 and $911,997, respectively. For the three and six months ended September 30, 2018, purchases of investments on a trade date basis were $363,564 and $722,514, respectively.
For the three and six months ended September 30, 2019, sales and repayments (including prepayments and unamortized fees) of investments on a trade date basis were $269,681 and $489,943, respectively. For the three and six months ended September 30, 2018, sales and repayments (including prepayments and unamortized fees) of investments on a trade date basis were $535,304 and $643,923, respectively.
PIK Income
The Company holds loans and other investments, including certain preferred equity investments, that have contractual PIK income. PIK income computed at the contractual rate is accrued into income and reflected as receivable up to the capitalization date. During the three and six months ended September 30, 2019, PIK income earned was $1,604 and $7,160, respectively. During the three and six months ended September 30, 2018, PIK income earned was $2,283 and $4,961, respectively.
The following table shows the change in capitalized PIK balance for the three and six months ended September 30, 2019 and 2018:
 
Three Months Ended September 30,
 
Six Months Ended September 30,
 
2019
 
2018
 
2019
 
2018
PIK balance at beginning of period
$
28,604

 
$
26,437

 
$
23,721

 
$
24,454

PIK income capitalized
1,099

 
2,106

 
5,982

 
4,089

Adjustments due to investments exited or written off
—

 
—

 
—

 
—

PIK income received in cash
(6,322
)
 
(4,700
)
 
(6,322
)
 
(4,700
)
PIK balance at end of period
$
23,381

 
$
23,843

 
$
23,381

 
$
23,843


66



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Dividend Income on CLOs
The Company holds structured products and other investments. The CLO equity investments are entitled to recurring distributions which are generally equal to the excess cash flow generated from the underlying investments after payment of the contractual payments to debt holders and fund expenses. The Company records as dividend income the accretable yield from its beneficial interests in structured products such as CLOs based upon a number of cash flow assumptions that are subject to uncertainties and contingencies. During the three and six months ended September 30, 2019, dividend income from structured products was $313 and $632, respectively. During the three and six months ended September 30, 2018, dividend income from structured products was $295 and $607, respectively.
Investments on Non-Accrual Status
As of September 30, 2019, 2.1% of total investments at amortized cost, or 1.0% of total investments at fair value, were on non-accrual status. As of March 31, 2019, 2.9% of total investments at amortized cost, or 2.4% of total investments at fair value, were on non-accrual status.
Unconsolidated Significant Subsidiary
The following unconsolidated subsidiary is considered significant subsidiary under SEC Regulation S-X Rule 10-01(b)(1) as of September 30, 2019. Accordingly, summarized, unaudited, comparative financial information is presented below for the unconsolidated significant subsidiary.

Merx Aviation Finance, LLC

Merx Aviation Finance, LLC and its subsidiaries (“Merx Aviation”) are principally engaged in acquiring and leasing commercial aircraft to airlines. Its focus is on current generation aircraft, held either domestically or internationally. Merx Aviation may acquire fleets of aircraft primarily through securitized, non-recourse debt or individual aircraft. Merx Aviation may outsource its aircraft servicing requirements to third parties that have the global staff and expertise necessary to complete such tasks. The following table shows unaudited summarized financial information for Merx Aviation:
 
Six Months Ended September 30,
 
2019
 
2018
Net revenue
$
111,665

 
$
188,074

Net operating income
39,980

 
128,188

Earnings before taxes
(14,960
)
 
88,268

Net profit
(14,703
)
 
88,169

Note 6. Derivative Instruments
In the normal course of business, the Company enters into derivative instruments which serve as components of the Company’s investment strategies and are utilized primarily to structure the portfolio to economically match the investment strategies of the Company. These instruments are subject to various risks, similar to non-derivative instruments, including market, credit and liquidity risks. The Investment Adviser manages these risks on an aggregate basis along with the risks associated with the Company’s investing activities as part of its overall risk management policy.
Purchased Put Options
Purchased put option contracts give the Company the right, but not the obligation, to sell within a limited time, a financial instrument, commodity or currency at a contracted price that may also be settled in cash, based on differentials between specified indices or prices. Purchasing put options tends to decrease exposure to the underlying instrument. The Company pays a premium, which is recorded as an asset and subsequently marked-to-market to reflect the current value of the option. Premiums paid for purchasing options which expire unexercised are treated as realized losses. Premiums paid for purchasing options which are exercised are added to the amounts paid for, or offset against the proceeds received on, the underlying security or reference investment. The risk associated with purchasing put options is limited to the premium paid.

67



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Written Call Options
Written call options obligate the Company to buy within a limited time, a financial instrument, commodity or currency at a contracted price that may also be settled in cash, based on differentials between specified indices or prices. When the Company writes a call option, an amount equal to the premium received by the Company is treated as a liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the written call option. If an option which the Company has written either expires unexercised on its stipulated expiration date or the Company enters into a closing purchase transaction, the Company realizes a gain or loss (if the cost of a closing purchase transaction is less than or exceeds, respectively, the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security or derivative instrument, and the liability related to such option is extinguished. If a call option which the Company has written is exercised, the Company recognizes a realized gain or loss from the sale of the underlying security or derivative instrument and the proceeds from the sale are increased by the premium originally received. In writing a call option, the Company bears the market risk of an unfavorable change in the price, potentially unlimited in amount, of the derivative instrument or security underlying the written call option.
As of September 30, 2019 and March 31, 2019, the Company did not hold any derivative contracts. During the three and six months ended September 30, 2019 the Company had no activity in derivative contracts. The volume of the derivatives, based on the base notional value of option contracts, for the year ended March 31, 2019 was $153,150 for purchased call options, $13,750 for purchased put options, $(13,575) for written call options and $(146,969) for written put options.

The effect of transactions in derivative instruments to the Statements of Operations during the three and six months ended September 30, 2019 and 2018 were as follows:
 
Three Months Ended September 30,
 
Six Months Ended September 30,
 
2019
 
2018
 
2019
 
2018
Net Change in Unrealized Losses on Derivatives
 
 
 
 
 
 
 
Purchased Put Options
$
—

 
$
1,801

 
$
—

 
$
3,488

Written Call Options
—

 
9,125

 
—

 
6,871

Net Change in Unrealized Losses on Derivatives
$
—

 
$
10,926

 
$
—

 
$
10,359

 
Three Months Ended September 30,
 
Six Months Ended September 30,
 
2019
 
2018
 
2019
 
2018
Net Realized Losses on Derivatives
 
 
 
 
 
 
 
Purchased Put Options
$
—

 
$
(2,044
)
 
$
—

 
$
(4,620
)
Written Call Options
—

 
(8,267
)
 
—

 
(18,900
)
Net Realized Losses on Derivatives
$
—

 
$
(10,311
)
 
$
—

 
$
(23,520
)
The Investment Adviser is exempt from registration with the U.S. Commodity Futures Trading Commission (“CFTC”) as a commodity pool operator (“CPO”) with respect to the Company. To the extent such exemption is no longer available and the Investment Adviser is required to register with the CFTC as a CPO, compliance with the CFTC’s disclosure, reporting and recordkeeping requirements may increase the Company’s expenses and may affect the ability of the Company to use commodity interests (including futures, option contracts, commodities, and swaps) to the extent or in the manner desired.
Note 7. Offsetting Assets and Liabilities
The Company entered into centrally cleared derivative contracts with Chicago Mercantile Exchange (“CME”). Upon entering into the centrally cleared derivative contracts, the Company is required to deposit with the relevant clearing organization cash or securities, which is referred to as the initial margin. Cash deposited as initial margin is reported as cash collateral on the Statements of Assets and Liabilities. Centrally cleared derivative contracts entered into with CME are considered settled-to-market contracts where daily variation margin posted is legally characterized as a settlement payment as opposed to collateral. The settlement payment does not terminate the derivative contract and the contract will continue to exist with no changes to its terms. Daily changes in fair value are recorded as a payable or receivable on the Statements of Assets and Liabilities as variation margin.


68



Table of Contents
APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

The Company has elected not to offset assets and liabilities in the Statements of Assets and Liabilities that may be received or paid as part of collateral arrangements, even when an enforceable master netting arrangement or other agreement is in place that provides the Company, in the event of counterparty default, the right to liquidate collateral and the right to offset a counterparty’s rights and obligations. As of September 30, 2019 and March 31, 2019, the Company did not hold any derivative contracts.

Note 8. Debt and Foreign Currency Transactions and Translations
On April 4, 2018, the Company’s Board of Directors, including a “required majority” (as defined in Section 57(o) of the Investment Company Act of 1940, as amended) of the Board, approved the application of the modified asset coverage requirements set forth in Section 61(a)(2) of the Investment Company Act of 1940. As a result, effective on April 4, 2019, our asset coverage requirement applicable to senior securities was reduced from 200% to 150% (i.e., the revised regulatory leverage limitation permits BDCs to double the amount of borrowings, such that we would be able to borrow up to two dollars for every dollar we have in assets less all liabilities and indebtedness not represented by senior securities issued by us).

The Company’s outstanding debt obligations as of September 30, 2019 were as follows:
 
Date Issued/Amended
 
Total Aggregate Principal Amount Committed
 
Principal Amount Outstanding
 
Fair Value
 
Final Maturity Date
Senior Secured Facility
11/19/2018
 
$
1,710,000

 
$
1,239,398
*
 
$
1,266,954

(2)
11/19/2023
2025 Notes
3/3/2015
 
350,000

 
350,000

 
359,963

(1)
3/3/2025
Total Debt Obligations
 
 
$
2,060,000

 
$
1,589,398

 
$
1,626,917

 
 
Deferred Financing Costs and Debt Discount
 
 
 
$
(5,270
)
 
 
 
 
Total Debt Obligations, net of Deferred Financing Cost and Debt Discount
 
 
 
$
1,584,128

 
 
 
 
____________________
*
Includes foreign currency debt obligations as outlined in Foreign Currency Transactions and Translations within this note to the financial statements.
(1)
The fair value of these debt obligations would be categorized as Level 2 under ASC 820 as of September 30, 2019. The valuation is based on broker quoted prices.
(2)
The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of September 30, 2019. The valuation is based on a yield analysis and discount rate commensurate with the market yields for similar types of debt.
The Company’s outstanding debt obligations as of March 31, 2019 were as follows:
 
Date Issued/Amended
 
Total Aggregate Principal Amount Committed
 
Principal Amount Outstanding
 
Fair Value
 
Final Maturity Date
Senior Secured Facility
11/19/2018
 
$
1,640,000

 
$
638,888
*
 
$
650,757

(1)
11/19/2023
2025 Notes
3/3/2015
 
350,000

 
350,000

 
348,370

(3)
3/3/2025
2043 Notes
6/17/2013
 
150,000

 
150,000

 
155,700

(2)
7/15/2043
Total Debt Obligations
 
 
$
2,140,000

 
$
1,138,888

 
$
1,154,827

 
 
Deferred Financing Costs and Debt Discount
 
 
 
$
(10,202
)
 
 
 
 
Total Debt Obligations, net of Deferred Financing Cost and Debt Discount
 
 
 
$
1,128,686

 
 
 
 
____________________
*
Includes foreign currency debt obligations as outlined in Foreign Currency Transactions and Translations within this note.
(1)
The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of March 31, 2019. The valuation is based on a yield analysis and discount rate commensurate with the market yields for similar types of debt.
(2)
The fair value of these debt obligations would be categorized as Level 1 under ASC 820 as of March 31, 2019. The valuation is based on quoted prices of identical liabilities in active markets.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

(3)
The fair value of these debt obligations would be categorized as Level 2 under ASC 820 as of March 31, 2019. The valuation is based on broker quoted prices.
Senior Secured Facility
On November 19, 2018, the Company amended and restated its senior secured, multi-currency, revolving credit facility (the “Senior Secured Facility”) from the previous December 22, 2016 amendment. The amended and restated agreement reduced the Company’s minimum asset coverage financial covenant from 200% to 150%, increased the lenders commitments from $1,190,000 to $1,590,000, extended the final maturity date through November 19, 2023, and included an accordion provision which allows the Company to increase the total commitments under the existing revolving facility up to an aggregate principal amount of $2,385,000 from new or existing lenders on the same terms and conditions as the existing commitments. On February 28, 2019, the Company entered into an amendment to its Senior Secured Facility to increase the multicurrency commitments by $50,000 from $1,590,000 to $1,640,000. On May 31, 2019, the Company entered into an amendment to its Senior Secured Facility to increase the multicurrency commitments by $70,000 from $1,640,000 to $1,710,000. The Senior Secured Facility is secured by substantially all of the assets in the Company’s portfolio, including cash and cash equivalents. Commencing December 31, 2022, the Company is required to repay, in twelve consecutive monthly installments of equal size, the outstanding amount under the Senior Secured Facility as of November 19, 2022. In addition, the stated interest rate on the facility remains as a formula-based calculation based on a minimum borrowing base, resulting in a stated interest rate, depending on the type of borrowing, of (a) either LIBOR plus 1.75% per annum or LIBOR plus 2.00% per annum, or (b) either Alternate Base Rate plus 0.75% per annum or Alternate Base Rate plus 1% per annum. As of September 30, 2019, the stated interest rate on the facility was LIBOR plus 2.00%. The Company is required to pay a commitment fee of 0.375% per annum on any unused portion of the Senior Secured Facility and participation fees and fronting fees of up to 2.25% per annum on the letters of credit issued.
The Senior Secured Facility contains affirmative and restrictive covenants, events of default and other customary provisions for similar debt facilities, including: (a) periodic financial reporting requirements, (b) maintaining minimum stockholders’ equity of the greater of (i) 30% of the total assets of the Company and its consolidated subsidiaries as of the last day of any fiscal quarter and (ii) the sum of (A) $870,000 plus (B) 25% of the net proceeds from the sale of equity interests in the Company after the closing date of the Senior Secured Facility, (c) maintaining a ratio of total assets, less total liabilities (other than indebtedness) to total indebtedness, in each case of the Company and its consolidated subsidiaries, of not less than 1.5:1.0, (d) maintaining a ratio of certain total assets, less total liabilities (other than indebtedness) to total indebtedness, of the Company and its consolidated subsidiaries, for not less than 2.0:1.0, (e) limitations on the incurrence of additional indebtedness, including a requirement to meet a certain minimum liquidity threshold before the Company can incur such additional debt, (f) limitations on liens, (g) limitations on investments (other than in the ordinary course of the Company’s business), (h) limitations on mergers and disposition of assets (other than in the normal course of the Company’s business activities), (i) limitations on the creation or existence of agreements that permit liens on properties of the Company’s consolidated subsidiaries and (j) limitations on the repurchase or redemption of certain unsecured debt and debt securities. In addition to the asset coverage ratio described in clause (c) of the preceding sentence, borrowings under the Senior Secured Facility (and the incurrence of certain other permitted debt) are subject to compliance with a borrowing base that applies different advance rates to different types of assets in the Company’s portfolio. The advance rate applicable to any specific type of asset in the Company’s portfolio will also depend on the relevant asset coverage ratio as of the date of determination. Borrowings under the Senior Secured Facility will also continue to be subject to the leverage restrictions contained in the Investment Company Act of 1940, as amended.
The Senior Secured Facility also provides for the issuance of letters of credit up to an aggregate amount of $150,000. As of September 30, 2019 and March 31, 2019, the Company had $6,227 and $15,977, respectively, in standby letters of credit issued through the Senior Secured Facility. The amount available for borrowing under the Senior Secured Facility is reduced by any standby letters of credit issued through the Senior Secured Facility. Under GAAP, these letters of credit are considered commitments because no funding has been made and as such are not considered a liability. These letters of credit are not senior securities because they are not in the form of a typical financial guarantee and the portfolio companies are obligated to refund any drawn amounts. The available remaining capacity under the Senior Secured Facility was $464,375 and $985,135 as of September 30, 2019 and March 31, 2019, respectively. Terms used in this disclosure have the meanings set forth in the Senior Secured Facility agreement.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Senior Secured Notes — Series A and Series B
On September 29, 2011, the Company closed a private offering of $45,000 aggregate principal amount of senior secured notes consisting of two series: $29,000 aggregate principal amount of 5.875% Senior Secured Notes, Series A, due September 29, 2016 (the “Series A Notes”); and $16,000 aggregate principal amount of 6.250% Senior Secured Notes, Series B, due September 29, 2018 (the “Series B Notes,” and together with the Series A Notes, the “Series A and B Notes”). The Series A and B Notes were issued in a private placement only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. Interest on the Series A and B Notes is due semi-annually on March 29 and September 29, commencing on March 29, 2012.
On September 29, 2016, the Series A Notes, which had an outstanding principal balance of $29,000, matured and were repaid in full. The Series B Notes, which had an outstanding principal balance of $16,000, matured and were repaid in full on October 1, 2018.
Senior Unsecured Notes
2025 Notes
On March 3, 2015, the Company issued $350,000 aggregate principal amount of senior unsecured notes for net proceeds of $343,650 (the “2025 Notes”). The 2025 Notes will mature on March 3, 2025. Interest on the 2025 Notes is due semi-annually on March 3 and September 3, at an annual rate of 5.25%, commencing on September 3, 2015. The 2025 Notes are general, unsecured obligations and rank equal in right of payment with all of our existing and future senior unsecured indebtedness.
2043 Notes
On June 17, 2013, the Company issued $135,000 aggregate principal amount of senior unsecured notes and on June 24, 2013, an additional $15,000 in aggregate principal amount of such notes was issued pursuant to the underwriters’ over-allotment option exercise. In total, $150,000 of aggregate principal was issued for net proceeds of $145,275 (the “2043 Notes”). The 2043 Notes will mature on July 15, 2043. Interest on the 2043 Notes is paid quarterly on January 15, April 15, July 15 and October 15, at an annual rate of 6.875%, commencing on October 15, 2013. The Company may redeem the 2043 Notes in whole or in part at any time or from time to time on or after July 15, 2018. The 2043 Notes are general, unsecured obligations and rank equal in right of payment with all of our existing and future senior, unsecured indebtedness. The 2043 Notes are listed on the New York Stock Exchange under the ticker symbol “AIY.”
On August 12, 2019, the Company redeemed the entire $150,000 aggregate principal amount outstanding of the 2043 Notes in accordance with the terms of the indenture governing the 2043 Notes, before its stated maturity date, which resulted in a realized loss on the extinguishment of debt of $4,375.
The following table summarizes the average and maximum debt outstanding, and the interest and debt issuance cost for the three and six months ended September 30, 2019 and 2018:
 
Three Months Ended September 30,
 
Six Months Ended September 30,
 
2019
 
2018
 
2019
 
2018
Average debt outstanding
$
1,493,109

 
$
1,046,451

 
$
1,372,500

 
$
988,279

Maximum amount of debt outstanding
1,626,865

 
1,274,562

 
1,626,865

 
1,274,562

 
 
 
 
 
 
 
 
Weighted average annualized interest cost (1)
4.60
%
 
5.10
%
 
4.85
%
 
5.20
%
Annualized amortized debt issuance cost
0.37
%
 
0.51
%
 
0.41
%
 
0.54
%
Total annualized interest cost
4.97
%
 
5.61
%
 
5.26
%
 
5.74
%
____________________
(1)
Includes the stated interest expense and commitment fees on the unused portion of the Senior Secured Facility. Commitment fees for the three and six months ended September 30, 2019 were $595 and $1,439 respectively. Commitment fees for the three and six months ended September 30, 2018 were $599 and $1,310, respectively.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Foreign Currency Transactions and Translations
The Company had the following foreign-denominated debt outstanding on the Senior Secured Facility as of September 30, 2019:
 
Original Principal Amount (Local)
 
Original Principal Amount (USD)
 
Principal Amount Outstanding
 
Unrealized Gain/(Loss)
 
Reset Date
Canadian Dollar
C$
2,300

 
$
1,894

 
$
1,737

 
$
157

 
10/30/2019
Euro
€
21,400

 
23,536

 
23,330

 
206

 
10/28/2019
Euro
€
15,000

 
16,424

 
16,353

 
71

 
10/30/2019
British Pound
£
3,500

 
4,456

 
4,313

 
143

 
10/8/2019
British Pound
£
11,100

 
14,519

 
13,678

 
841

 
10/9/2019
British Pound
£
12,700

 
16,558

 
15,650

 
908

 
10/15/2019
British Pound
£
1,200

 
1,500

 
1,479

 
21

 
10/21/2019
British Pound
£
1,300

 
1,617

 
1,602

 
15

 
10/23/2019
British Pound
£
94,200

 
116,891

 
116,083

 
808

 
10/28/2019
British Pound
£
27,200

 
38,122

 
33,519

 
4,603

 
10/30/2019
Australian Dollar
A$
1,000

 
701

 
674

 
27

 
10/9/2019
Australian Dollar
A$
6,000

 
4,406

 
4,047

 
359

 
10/30/2019
 
 
 
$
240,624

 
$
232,465

 
$
8,159

 
 
The Company had the following foreign-denominated debt outstanding on the Senior Secured Facility as of March 31, 2019:
 
Original Principal Amount (Local)
 
Original Principal Amount (USD)
 
Principal Amount Outstanding
 
Unrealized
Gain/(Loss)
 
Reset Date
Canadian Dollar
C$
2,300

 
$
1,894

 
$
1,722

 
$
172

 
4/26/2019
Euro
€
24,700

 
27,285

 
27,734

 
(449
)
 
4/23/2019
Euro
€
9,000

 
10,272

 
10,106

 
166

 
4/26/2019
Euro
€
15,000

 
16,424

 
16,843

 
(419
)
 
4/29/2019
British Pound
£
1,700

 
2,236

 
2,215

 
21

 
4/8/2019
British Pound
£
8,300

 
10,487

 
10,815

 
(328
)
 
4/23/2019
British Pound
£
20,100

 
29,219

 
26,191

 
3,028

 
4/29/2019
Australian Dollar
A$
6,000

 
4,406

 
4,262

 
144

 
4/26/2019
 
 
 
$
102,223

 
$
99,888

 
$
2,335

 
 
As of September 30, 2019 and March 31, 2019, the Company was in compliance with all debt covenants for all outstanding debt obligations.
Note 9. Stockholders’ Equity
There were no equity offerings of common stock during the three and six months ended September 30, 2019 and March 31, 2019.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

The Company adopted the following plans, approved by the Board of Directors, for the purpose of repurchasing its common stock in accordance with applicable rules specified in the Securities Exchange Act of 1934 (the “1934 Act”) (the “Repurchase Plans”):
Date of Agreement/Amendment
 
Maximum Cost of Shares That May Be Repurchased
 
Cost of Shares Repurchased
 
Remaining Cost of Shares That May Be Repurchased
August 5, 2015
 
$
50,000

 
$
50,000

 
$
—

December 14, 2015
 
50,000

 
50,000

 
—

September 14, 2016
 
50,000

 
50,000

 
—

October 30, 2018
 
50,000

 
50,000

 
—

February 6, 2019
 
50,000

 
268

 
49,732

Total as of September 30, 2019
 
$
250,000

 
$
200,268

 
$
49,732

The Repurchase Plans were designed to allow the Company to repurchase its shares both during its open window periods and at times when it otherwise might be prevented from doing so under applicable insider trading laws or because of self-imposed trading blackout periods. A broker selected by the Company will have the authority under the terms and limitations specified in an agreement with the Company to repurchase shares on the Company’s behalf in accordance with the terms of the Repurchase Plans. Repurchases are subject to SEC regulations as well as certain price, market volume and timing constraints specified in the Repurchase Plans. Pursuant to the Repurchase Plans, the Company may from time to time repurchase a portion of its shares of common stock and the Company is hereby notifying stockholders of its intention as required by applicable securities laws.
Under the Repurchase Plans described above, the Company allocated the following amounts to be repurchased in accordance with SEC Rule 10b5-1 (the “10b5-1 Repurchase Plans”):
Effective Date
 
Termination Date
 
Amount Allocated to 10b5-1 Repurchase Plans
September 15, 2015
 
November 5, 2015
 
$
5,000

January 1, 2016
 
February 5, 2016
 
10,000

April 1, 2016
 
May 19, 2016
 
5,000

July 1, 2016
 
August 5, 2016
 
15,000

September 30, 2016
 
November 8, 2016
 
20,000

January 4, 2017
 
February 6, 2017
 
10,000

March 31, 2017
 
May 19, 2017
 
10,000

June 30, 2017
 
August 7, 2017
 
10,000

October 2, 2017
 
November 6, 2017
 
10,000

January 3, 2018
 
February 8, 2018
 
10,000

June 18, 2018
 
August 9, 2018
 
10,000

September 17, 2018
 
October 31, 2018
 
10,000

December 12, 2018
 
February 7, 2019
 
10,000

February 25, 2019
 
May 17, 2019
 
25,000

March 18, 2019
 
May 17, 2019
 
10,000

June 4, 2019
 
August 7, 2019
 
25,000

June 17, 2019
 
August 7, 2019
 
20,000

September 16, 2019
 
November 6, 2019
 
20,000

During the six months ended September 30, 2019, the Company repurchased 1,829,634 shares at a weighted average price per share of $16.03, inclusive of commissions, for a total cost of $29,337. This represents a discount of approximately 15.24% of the average net asset value per share for the six months ended September 30, 2019.
During the six months ended September 30, 2018, the Company repurchased 1,418,367 shares at a weighted average price per share of $16.91, inclusive of commissions, for a total cost of $23,982. This represents a discount of approximately 13.27% of the average net asset value per share for the six months ended September 30, 2018.


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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Since the inception of the Repurchase Plans through September 30, 2019, the Company repurchased 11,866,402 shares at a weighted average price per share of $16.88, inclusive of commissions, for a total cost of $200,268. Including fractional shares, the company has repurchased 11,866,432 shares at a weighted average price per share of $16.88, inclusive of commissions for a total cost of $200,269.
On October 30, 2018, the Company’s Board of Directors approved a one-for-three reverse stock split of the Company’s common stock which was effective as of the close of business on November 30, 2018. The Company's common stock began trading on a split-adjusted basis on December 3, 2018. The fractional shares that resulted from the Reverse Stock Split were approximately 29 shares and they were canceled by paying cash in lieu of the fair value.
On July 22, 2019 the Board of Directors approved Articles of Amendment which amended the Company’s charter to reduce the amount of authorized capital stock from 400,000,000 shares, par value $0.001 per share, to 130,000,000 shares, par value $0.001 per share. The Articles of Amendment were accepted for record by the Department of Assessments and Taxation of the State of Maryland on July 22, 2019 and immediately became effective.
Note 10. Commitments and Contingencies
The Company has various commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. As of September 30, 2019 and March 31, 2019, the Company had the following unfunded commitments to its portfolio companies:
 
September 30, 2019
 
March 31, 2019
Unfunded revolver obligations and bridge loan commitments (1)
$
398,069

 
$
225,782

Standby letters of credit issued and outstanding (2)
14,943

 
23,542

Unfunded delayed draw loan commitments (3)
123,736

 
107,886

Unfunded delayed draw loan commitments (performance thresholds not met) (4)
62,498

 
65,062

Total Unfunded Commitments
$
599,246

 
$
422,272

____________________
(1)
The unfunded revolver obligations may or may not be funded to the borrowing party in the future. The amounts relate to loans with various maturity dates, but the entire amount was eligible for funding to the borrowers as of September 30, 2019 and March 31, 2019, subject to the terms of each loan’s respective credit agreements which includes borrowing covenants that need to be met prior to funding. As of September 30, 2019 and March 31, 2019, the bridge loan commitments included in the balances were $146,688 and $0, respectively.
(2)
For all these letters of credit issued and outstanding, the Company would be required to make payments to third parties if the portfolio companies were to default on their related payment obligations. None of the letters of credit issued and outstanding are recorded as a liability on the Company’s Statements of Assets and Liabilities as such letters of credit are considered in the valuation of the investments in the portfolio company.
(3)
The Company’s commitment to fund delayed draw loans is triggered upon the satisfaction of certain pre-negotiated terms and conditions which can include covenants to maintain specified leverage levels and other related borrowing base covenants.
(4)
The borrowers are required to meet certain performance thresholds before the Company is obligated to fulfill the commitments and those performance thresholds were not met as of September 30, 2019 and March 31, 2019.


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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

Note 11. Financial Highlights
The following is a schedule of financial highlights for the six months ended September 30, 2019 and 2018.
 
Six Months Ended September 30, 2019
 
Six Months Ended September 30, 2018
 
(Unaudited)
 
(Unaudited)
Per Share Data*
 
 
 
Net asset value at beginning of period
$
19.06

 
$
19.67

Net investment income (1)
1.03

 
0.89

Net realized and change in unrealized gains (losses) (1)
(0.58
)
 
(0.31
)
Net increase in net assets resulting from operations
0.45

 
0.58

Distribution of net investment income (2)
(0.90
)
 
(0.90
)
Distribution of return of capital (2)
—

 
—

Accretion due to share repurchases
0.08

 
0.05

Net asset value at end of period
$
18.69

 
$
19.40

 
 
 
 
Per share market value at end of period
$
16.09

 
$
16.32

Total return (3)
12.37
%
 
9.90
%
Shares outstanding at end of period
67,047,352

 
70,685,665

Weighted average shares outstanding
68,014,438

 
71,667,379

 
 
 
 
Ratio/Supplemental Data
 
 
 
Net assets at end of period (in millions)
$
1,253.4

 
$
1,371.2

Annualized ratio of operating expenses to average net assets (4)(5)
4.73
%
 
5.39
%
Annualized ratio of interest and other debt expenses to average net assets (5)
5.63
%
 
4.05
%
Annualized ratio of total expenses to average net assets (4)(5)
10.36
%
 
9.44
%
Annualized ratio of net investment income to average net assets (5)
10.93
%
 
9.12
%
Average debt outstanding (in millions)
$
1,372.5

 
$
988.3

Average debt per share
$
20.18

 
$
13.79

Annualized portfolio turnover rate (5)
37.53
%
 
54.79
%
Asset coverage per unit (6)
$
1,789

 
$
2,433

____________________
*
Totals may not foot due to rounding.
(1)
Financial highlights are based on the weighted average number of shares outstanding for the period presented.
(2)
The tax character of distributions are determined based on taxable income calculated in accordance with income tax regulations which may differ from amounts determined under GAAP. Although the tax character of distributions paid to stockholders through September 30, 2019 may include return of capital, the exact amount cannot be determined at this point. Per share amounts are based on actual rate per share.
(3)
Total return is based on the change in market price per share during the respective periods. Total return also takes into account distributions, if any, reinvested in accordance with the Company’s dividend reinvestment plan.
(4)
The ratio of operating expenses to average net assets and the ratio of total expenses to average net assets are shown inclusive of all voluntary management and incentive fee waivers (See Note 3 to the financial statements). For the six months ended September 30, 2019, the annualized ratio of operating expenses to average net assets and the annualized ratio of total expenses to average net assets would be 4.75% and 10.39%, respectively, without the voluntary fee waivers. For the six months ended September 30, 2018 the ratio of operating expenses to average net assets and the ratio of total expenses to average net assets would be 5.93% and 10.01%, respectively, without the voluntary fee waivers.
(5)
Annualized for the six months ended September 30, 2019 and September 30, 2018.

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APOLLO INVESTMENT CORPORATION
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
(In thousands, except share and per share data)

(6)
The asset coverage ratio for a class of senior securities representing indebtedness is calculated as our total assets, less all liabilities and indebtedness not represented by senior securities, divided by senior securities representing indebtedness. This asset coverage ratio is multiplied by one thousand to determine the asset coverage per unit.
Note 12. Subsequent Events
Management has evaluated subsequent events through the date of issuance of these financial statements and has determined that there are no subsequent events outside the ordinary scope of business that require adjustment to, or disclosure in, the financial statements other than those disclosed below.
During the period from October 1, 2019 through November 4, 2019, the Company repurchased 501,611 shares at a weighted average price per share of $15.65, inclusive of commissions, for a total cost of $7,850, leaving a maximum of $41,882 available for future purchases under the Repurchase Plans.
On November 5, 2019, the Board of Directors declared a distribution of $0.45 per share, payable on January 6, 2020 to stockholders of record as of December 20, 2019.


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Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of Apollo Investment Corporation
Results of Review of Interim Financial Statements

We have reviewed the accompanying statement of assets and liabilities, including the schedule of investments, of Apollo Investment Corporation (the “Company”) as of September 30, 2019, and the related statements of operations for the three-month and six-month periods ended September 30, 2019 and 2018, the statements of changes in net assets for the three-month and six-month periods ended September 30, 2019 and 2018, and the statements of cash flows for the six-month periods ended September 30, 2019 and 2018, including the related notes (collectively referred to as the “interim financial statements”). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the statement of assets and liabilities, including the schedule of investments, of the Company as of March 31, 2019, and the related statements of operations, of changes in net assets and of cash flows for the year then ended (not presented herein), and in our report dated May 16, 2019, we expressed an unqualified opinion on those financial statements. In our opinion, the information set forth in the accompanying statement of assets and liabilities, including the schedule of investments, as of March 31, 2019, is fairly stated, in all material respects, in relation to the statement of assets and liabilities, including the schedule of investments from which they have been derived.

Basis for Review Results

These interim financial statements are the responsibility of the Company’s management. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ PricewaterhouseCoopers LLP
New York, New York
November 5, 2019

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following analysis of our financial condition and results of operations should be read in conjunction with our financial statements and the notes thereto contained elsewhere in this report. Some of the statements in this report constitute forward-looking statements, which relate to future events or our future performance or financial condition. The forward-looking statements contained herein involve risks and uncertainties, including statements as to:
•
our future operating results;
•
our business prospects and the prospects of our portfolio companies;
•
the impact of investments that we expect to make;
•
our contractual arrangements and relationships with third parties;
•
the dependence of our future success on the general economy and its impact on the industries in which we invest;
•
the ability of our portfolio companies to achieve their objectives;
•
our expected financings and investments;
•
the adequacy of our cash resources and working capital; and
•
the timing of cash flows, if any, from the operations of our portfolio companies.
We generally use words such as “anticipates,” “believes,” “expects,” “intends” and similar expressions to identify forward-looking statements. Our actual results could differ materially from those projected in the forward-looking statements for any reason, including any factors set forth in “Risk Factors” and elsewhere in this report.
We have based the forward-looking statements included in this report on information available to us on the date of this report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the Securities and Exchange Commission (“SEC”), including any annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.
Overview
Apollo Investment Corporation (the “Company,” “Apollo Investment,” “AIC,” “we,” “us,” or “our”) was incorporated under the Maryland General Corporation Law in February 2004. We have elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940 (the “1940 Act”). As such, we are required to comply with certain regulatory requirements. For instance, we generally have to invest at least 70% of our total assets in “qualifying assets,” including securities of private or thinly traded public U.S. companies, cash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less. In addition, for federal income tax purposes we have elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Pursuant to this election and assuming we qualify as a RIC, we generally do not have to pay corporate-level federal income taxes on any income we distribute to our stockholders. We commenced operations on April 8, 2004 upon completion of our initial public offering that raised $870 million in net proceeds from selling 62 million shares of common stock at a price of $15.00 per share (20.7 million shares at a price of $45.00 per share adjusted for the one-for-three reverse stock split). Since then, and through September 30, 2019, we have raised approximately $2.21 billion in net proceeds from additional offerings of common stock and we have repurchased common stock for $200.3 million.

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Apollo Investment Management, L.P. (the “Investment Adviser” or “AIM”) is our investment adviser and an affiliate of Apollo Global Management, Inc. and its consolidated subsidiaries (“AGM”). The Investment Adviser, subject to the overall supervision of our Board of Directors, manages the day-to-day operations of, and provides investment advisory services to the Company. AGM and other affiliates manage other funds that may have investment mandates that are similar, in whole or in part, with ours. AIM and its affiliates may determine that an investment is appropriate both for us and for one or more of those other funds. In such event, depending on the availability of such investment and other appropriate factors, AIM may determine that we should invest on a side-by-side basis with one or more other funds. We make all such investments subject to compliance with applicable regulations and interpretations, and our allocation procedures. Certain types of negotiated co-investments may be made only in accordance with the terms of the exemptive order (the “Order”) we received from the SEC permitting us to do so. Under the terms of the Order, a “required majority” (as defined in Section 57(o) of the 1940 Act) of our independent directors must be able to reach certain conclusions in connection with a co-investment transaction, including that (1) the terms of the proposed transaction are reasonable and fair to us and our stockholders and do not involve overreaching of us or our stockholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our stockholders and is consistent with our Board of Directors’ approved criteria. In certain situations where co-investment with one or more funds managed by AIM or its affiliates is not covered by the Order, the personnel of AIM or its affiliates will need to decide which fund will proceed with the investment. Such personnel will make these determinations based on allocation policies and procedures, which are designed to reasonably ensure that investment opportunities are allocated fairly and equitably among affiliated funds over time and in a manner that is consistent with applicable laws, rules and regulations. The Order is subject to certain terms and conditions so there can be no assurance that we will be permitted to co-invest with certain of our affiliates other than in the circumstances currently permitted by regulatory guidance and the Order.
Apollo Investment Administration, LLC (the “Administrator” or “AIA”), an affiliate of AGM, provides, among other things, administrative services and facilities for the Company. In addition to furnishing us with office facilities, equipment, and clerical, bookkeeping and recordkeeping services, AIA also oversees our financial records as well as prepares our reports to stockholders and reports filed with the SEC. AIA also performs the calculation and publication of our net asset value, the payment of our expenses and oversees the performance of various third-party service providers and the preparation and filing of our tax returns. Furthermore, AIA provides on our behalf managerial assistance to those portfolio companies to which we are required to provide such assistance.
Investments
Our investment objective is to generate current income and capital appreciation. We invest primarily in various forms of debt investments, including secured and unsecured debt, loan investments, and/or equity in private middle-market companies. We may also invest in the securities of public companies and in structured products and other investments such as collateralized loan obligations (“CLOs”) and credit-linked notes (“CLNs”). Our portfolio is comprised primarily of investments in debt, including secured and unsecured debt of private middle-market companies that, in the case of senior secured loans, generally are not broadly syndicated and whose aggregate tranche size is typically less than $250 million. Our portfolio also includes equity interests such as common stock, preferred stock, warrants or options.
Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle-market companies, the level of merger and acquisition activity for such companies, the general economic environment, and the competitive environment for the types of investments we make. As a BDC, we must not acquire any assets other than “qualifying assets” specified in the 1940 Act unless, at the time the acquisition is made, at least 70% of our total assets are qualifying assets (with certain limited exceptions). As of September 30, 2019, non-qualifying assets represented approximately 18.8% of the total assets of the Company.
Revenue
We generate revenue primarily in the form of interest and dividend income from the securities we hold and capital gains, if any, on investment securities that we may acquire in portfolio companies. Our debt investments, whether in the form of mezzanine or senior secured loans, generally have a stated term of five to ten years and bear interest at a fixed rate or a floating rate usually determined on the basis of a benchmark, such as the London Interbank Offered Rate (“LIBOR”), the Euro Interbank Offered Rate (“EURIBOR”), the federal funds rate, or the prime rate. Interest on debt securities is generally payable quarterly or semiannually and while U.S. subordinated debt and corporate notes typically accrue interest at fixed rates, some of our investments may include zero coupon and/or step-up bonds that accrue income on a constant yield to call or maturity basis. In addition, some of our investments provide for payment-in-kind (“PIK”) interest or dividends. Such amounts of accrued PIK interest or dividends are added to the cost of the investment on the respective capitalization dates and generally become due at maturity of the investment or upon the investment being called by the issuer. We may also generate revenue in the form of commitment, origination, structuring fees, fees for providing managerial assistance and, if applicable, consulting fees, etc.

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Expenses
For all investment professionals of AIM and their staff, when and to the extent engaged in providing investment advisory and management services to us, the compensation and routine overhead expenses of that personnel which is allocable to those services are provided and paid for by AIM. We bear all other costs and expenses of our operations and transactions, including those relating to:
•
investment advisory and management fees;
•
expenses incurred by AIM payable to third parties, including agents, consultants or other advisors, in monitoring our financial and legal affairs and in monitoring our investments and performing due diligence on our prospective portfolio companies;
•
calculation of our net asset value (including the cost and expenses of any independent valuation firm);
•
direct costs and expenses of administration, including independent registered public accounting and legal costs;
•
costs of preparing and filing reports or other documents with the SEC;
•
interest payable on debt, if any, incurred to finance our investments;
•
offerings of our common stock and other securities;
•
registration and listing fees;
•
fees payable to third parties, including agents, consultants or other advisors, relating to, or associated with, evaluating and making investments;
•
transfer agent and custodial fees;
•
taxes;
•
independent directors’ fees and expenses;
•
marketing and distribution-related expenses;
•
the costs of any reports, proxy statements or other notices to stockholders, including printing and postage costs;
•
our allocable portion of the fidelity bond, directors and officers/errors and omissions liability insurance, and any other insurance premiums;
•
organizational costs; and
•
all other expenses incurred by us or the Administrator in connection with administering our business, such as our allocable portion of overhead under the administration agreement, including rent and our allocable portion of the cost of our Chief Financial Officer, Chief Legal Officer and Chief Compliance Officer and their respective staffs.
We expect our general and administrative operating expenses related to our ongoing operations to increase moderately in dollar terms. During periods of asset growth, we generally expect our general and administrative operating expenses to decline as a percentage of our total assets and increase during periods of asset declines. Incentive fees, interest expense and costs relating to future offerings of securities, among others, may also increase or reduce overall operating expenses based on portfolio performance, interest rate benchmarks, and offerings of our securities relative to comparative periods, among other factors.

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Portfolio and Investment Activity
Our portfolio and investment activity during the three and six months ended September 30, 2019 and 2018 was as follows:

Three Months Ended September 30,

Six Months Ended September 30,
(in millions)*
2019

2018

2019

2018
Investments made in portfolio companies
$
476.7


$
363.6


$
912.0


$
722.5

Investments sold
(20.0
)

(163.2
)

(29.6
)

(178.1
)
Net activity before repaid investments
456.7


200.3


882.4


544.4

Investments repaid
(249.7
)

(372.1
)

(460.4
)

(465.8
)
Net investment activity
$
207.1


$
(171.7
)

$
422.1


$
78.6









Portfolio companies at beginning of period
129


96


113


90

Number of new portfolio companies
14


9


35


16

Number of exited portfolio companies
(4
)

(7
)

(9
)

(8
)
Portfolio companies at end of period
139


98


139


98









Number of investments made in existing portfolio companies
48


16


54


24

____________________
*
Totals may not foot due to rounding.

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Our portfolio composition and weighted average yields as of September 30, 2019 and March 31, 2019 were as follows:
 
September 30, 2019
 
March 31, 2019
Portfolio composition, at fair value:
 
 
 
First lien secured debt
74
%
 
66
%
Second lien secured debt
17
%
 
23
%
   Total secured debt
91
%
 
89
%
Unsecured debt
—

 
—

Structured products and other
2
%
 
2
%
Preferred equity
1
%
 
1
%
Common equity/interests and warrants
6
%
 
8
%
Weighted average yields, at amortized cost (1)(5):
 
 
 
First lien secured debt (2)
9.0
%
 
9.9
%
Second lien secured debt (2)
11.0
%
 
11.4
%
Secured debt portfolio (2)
9.4
%
 
10.2
%
Unsecured debt portfolio (2)
—

 
—

Total debt portfolio (2)
9.4
%
 
10.2
%
Total portfolio (3)
8.9
%
 
9.6
%
Interest rate type, at fair value (4):
 
 
 
Fixed rate amount
—

 
—

Floating rate amount

$2.0
 billion
 

$1.5
 billion
Fixed rate, as percentage of total
—

 
—

Floating rate, as percentage of total
100
%
 
100
%
Interest rate type, at amortized cost (4):
 
 
 
Fixed rate amount
—

 
—

Floating rate amount

$2.0
 billion
 

$1.5
 billion
Fixed rate, as percentage of total
—

 
—

Floating rate, as percentage of total
100
%
 
100
%
____________________
(1)
An investor’s yield may be lower than the portfolio yield due to sales loads and other expenses.
(2)
Exclusive of investments on non-accrual status.
(3)
Inclusive of all income generating investments, non-income generating investments and investments on non-accrual status.
(4)
The interest rate type information is calculated using the Company’s corporate debt portfolio and excludes aviation, oil and gas, structured credit, renewables, shipping, commodities and investments on non-accrual status.
(5)
Weighted average yields presented are as of September 30, 2019 and March 31, 2019. Refer to management’s discussion on the results of operations for the weighted average yields during the three and six months ended September 30, 2019 and 2018.
Since the initial public offering of Apollo Investment in April 2004 and through September 30, 2019, invested capital totaled $20.3 billion in 513 portfolio companies. Over the same period, Apollo Investment completed transactions with more than 100 different financial sponsors.
Recent Developments
On September 25, 2019, Cindy Z. Michel, Chief Compliance Officer notified the Company of her intention to resign. Ms. Michel will continue to serve as the Company’s Chief Compliance Officer for a period of time to transition her responsibilities to other members of the Company’s compliance department.

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Critical Accounting Policies
Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, gains and losses. Changes in the economic environment, financial markets, credit worthiness of portfolio companies and any other parameters used in determining such estimates could cause actual results to differ materially. In addition to the discussion below, our critical accounting policies are further described in the notes to the financial statements.
Fair Value Measurements
The Company follows guidance in ASC 820, Fair Value Measurement (“ASC 820”), where fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are determined within a framework that establishes a three-tier hierarchy which maximizes the use of observable market data and minimizes the use of unobservable inputs to establish a classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, such as the risk inherent in a particular valuation technique used to measure fair value using a pricing model and/or the risk inherent in the inputs for the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the information available. The inputs or methodology used for valuing assets or liabilities may not be an indication of the risks associated with investing in those assets or liabilities.
ASC 820 classifies the inputs used to measure these fair values into the following hierarchy:
Level 1: Quoted prices in active markets for identical assets or liabilities, accessible by us at the measurement date.
Level 2: Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices.
Level 3: Unobservable inputs for the asset or liability.
In all cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each investment. The level assigned to the investment valuations may not be indicative of the risk or liquidity associated with investing in such investments. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may differ materially from the values that would be received upon an actual disposition of such investments.
As of September 30, 2019, $2.65 billion or 94.4% of the Company’s investments were classified as Level 3. The high proportion of Level 3 investments relative to our total investments is directly related to our investment philosophy and target portfolio, which consists primarily of long-term secured debt, as well as unsecured and mezzanine positions of private middle-market companies. A fundamental difference exists between our investments and those of comparable publicly traded fixed income investments, namely high-yield bonds, and this difference affects the valuation of our private investments relative to comparable publicly traded instruments.
Senior secured loans, or senior loans, are higher in the capital structure than high-yield bonds, and are typically secured by assets of the borrowing company. This improves their recovery prospects in the event of default and affords senior loans a structural advantage over high-yield bonds. Many of the Company’s investments are also privately negotiated and contain covenant protections that limit the issuer to take actions that could harm us as a creditor. High-yield bonds typically do not contain such covenants.
Given the structural advantages of capital seniority and covenant protection, the valuation of our private debt portfolio is driven more by investment specific credit factors than movements in the broader debt capital markets. Each security is evaluated individually and as indicated below, we value our private investments based upon a multi-step valuation process, including valuation recommendations from independent valuation firms.

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Investment Valuation Process
Under procedures established by our Board of Directors, we value investments, including certain secured debt, unsecured debt, and other debt securities with maturities greater than 60 days, for which market quotations are readily available, at such market quotations (unless they are deemed not to represent fair value). We attempt to obtain market quotations from at least two brokers or dealers (if available, otherwise from a principal market maker, primary market dealer or other independent pricing service). We utilize mid-market pricing as a practical expedient for fair value unless a different point within the range is more representative. If and when market quotations are deemed not to represent fair value, we typically utilize independent third party valuation firms to assist us in determining fair value. Accordingly, such investments go through our multi-step valuation process as described below. In each case, our independent valuation firms consider observable market inputs together with significant unobservable inputs in arriving at their valuation recommendations for such investments. Investments purchased within 15 business days before the valuation date and debt investments with remaining maturities of 60 days or less may each be valued at cost with interest accrued or discount amortized to the date of maturity (although they are typically valued at available market quotations), unless such valuation, in the judgment of our Investment Adviser, does not represent fair value. In this case, such investments shall be valued at fair value as determined in good faith by or under the direction of our Board of Directors, including using market quotations where available. Investments that are not publicly traded or whose market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of our Board of Directors. Such determination of fair values may involve subjective judgments and estimates.
With respect to investments for which market quotations are not readily available or when such market quotations are deemed not to represent fair value, our Board of Directors has approved a multi-step valuation process each quarter, as described below:
1.
Our quarterly valuation process begins with each investment being initially valued by the investment professionals of our Investment Adviser who are responsible for the portfolio company.
2.
Preliminary valuation conclusions are then documented and discussed with senior management of our Investment Adviser.
3.
Independent valuation firms are engaged by our Board of Directors to conduct independent appraisals by reviewing our Investment Adviser’s preliminary valuations and then making their own independent assessment.
4.
The Audit Committee of the Board of Directors reviews the preliminary valuation of our Investment Adviser and the valuation prepared by the independent valuation firms and responds, if warranted, to the valuation recommendation of the independent valuation firms.
5.
The Board of Directors discusses valuations and determines in good faith the fair value of each investment in our portfolio based on the input of our Investment Adviser, the applicable independent valuation firm, and the Audit Committee of the Board of Directors.
6.
For Level 3 investments entered into within the last 15 business days of the current quarter-end period, the purchase price or any recent comparable trade activity on the security investment shall be considered to reasonably approximate the fair value of the investment, provided that no material change has since occurred in the issuer’s business, significant inputs or the relevant environment.
Investments determined by these valuation procedures which have a fair value of less than $1 million during the prior fiscal quarter may be valued based on inputs identified by the Investment Adviser without the necessity of obtaining valuation from an independent valuation firm, if once annually an independent valuation firm using the procedures described herein provides a valuation. Investments in all asset classes are valued utilizing a market approach, an income approach, or both approaches, as appropriate. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in fair value pricing our investments include, as relevant: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, security covenants, seniority of investment in the investee company’s capital structure, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, M&A comparables, our principal market (as the reporting entity) and enterprise values, among other factors. When readily available, broker quotations and/or quotations provided by pricing services are considered in the valuation process of independent valuation firms. During the six months ended September 30, 2019, there were no significant changes to the Company’s valuation techniques and related inputs considered in the valuation process.

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Table of Contents

Investment Income Recognition
The Company records interest and dividend income, adjusted for amortization of premium and accretion of discount, on an accrual basis. Some of our loans and other investments, including certain preferred equity investments, may have contractual PIK interest or dividends. PIK income computed at the contractual rate is accrued into income and reflected as receivable up to the capitalization date. Certain PIK investments offer issuers the option at each payment date of making payments in cash or in additional securities. When additional securities are received, they typically have the same terms, including maturity dates and interest rates as the original securities issued. On these payment dates, the Company capitalizes the accrued interest or dividends receivable (reflecting such amounts as the basis in the additional securities received). PIK generally becomes due at maturity of the investment or upon the investment being called by the issuer. At the point the Company believes PIK is not expected to be realized, the PIK investment will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest or dividends are reversed from the related receivable through interest or dividend income, respectively. The Company does not reverse previously capitalized PIK interest or dividends. Upon capitalization, PIK is subject to the fair value estimates associated with their related investments. PIK investments on non-accrual status are restored to accrual status if the Company believes that PIK is expected to be realized.
Investments that are expected to pay regularly scheduled interest and/or dividends in cash are generally placed on non-accrual status when principal or interest/dividend cash payments are past due 30 days or more and/or when it is no longer probable that principal or interest/dividend cash payments will be collected. Such non-accrual investments are restored to accrual status if past due principal and interest or dividends are paid in cash, and in management’s judgment, are likely to continue timely payment of their remaining interest or dividend obligations. Interest or dividend cash payments received on non-accrual designated investments may be recognized as income or applied to principal depending upon management’s judgment.
Loan origination fees, original issue discount (“OID”), and market discounts are capitalized and accreted into interest income over the respective terms of the applicable loans using the effective interest method or straight-line, as applicable. Upon the prepayment of a loan, prepayment premiums, any unamortized loan origination fees, OID, or market discounts are recorded as interest income. Other income generally includes amendment fees, administrative fees, management fees, bridge fees, and structuring fees which are recorded when earned.
The Company records as dividend income the accretable yield from its beneficial interests in structured products such as CLOs based upon a number of cash flow assumptions that are subject to uncertainties and contingencies. Such assumptions include the rate and timing of principal and interest receipts (which may be subject to prepayments and defaults) of the underlying pools of assets. These assumptions are updated on at least a quarterly basis to reflect changes related to a particular security, actual historical data, and market changes. A structured product investment typically has an underlying pool of assets. Payments on structured product investments are payable solely from the cash flows from such assets. As such any unforeseen event in these underlying pools of assets might impact the expected recovery and future accrual of income.
Expenses
Expenses include management fees, performance-based incentive fees, insurance expenses, administrative service fees, legal fees, directors’ fees, audit and tax service expenses, third-party valuation fees and other general and administrative expenses. Expenses are recognized on an accrual basis.
Net Realized Gains (Losses) and Net Change in Unrealized Gains (Losses)
We measure realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, without regard to unrealized gains or losses previously recognized, but considering unamortized upfront fees and prepayment penalties. Net change in unrealized gain (loss) reflects the net change in portfolio investment values during the reporting period, including the reversal of previously recorded unrealized gains or losses.
Within the context of these critical accounting policies, we are not currently aware of any reasonably likely events or circumstances that would result in materially different amounts being reported.

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Results of Operations
Operating results for the three and six months ended September 30, 2019 and 2018 were as follows:

Three Months Ended September 30,

Six Months Ended September 30,
(in millions)*
2019

2018

2019

2018
Investment Income











Interest income (excluding Payment-in-kind (“PIK”) interest income)
$
63.8


$
59.7


$
123.4


$
113.6

Dividend income
2.8


2.3


3.1


7.9

PIK interest income
1.6

 
2.3

 
7.2

 
5.0

Other income
2.2


1.8


3.1


3.2

Total investment income
$
70.3


$
66.0


$
136.8


$
129.6

Expenses







Management and performance-based incentive fees, net of amounts waived
$
12.1


$
13.8


$
21.6


$
28.2

Interest and other debt expenses, net of reimbursements
18.7


14.8


36.2


28.3

Administrative services expense, net of reimbursements
1.5


1.8


3.1


3.4

Other general and administrative expenses
2.3


3.5


5.6


6.1

Net Expenses
$
34.6


$
33.9


$
66.6


$
65.9

Net Investment Income
$
35.7


$
32.2


$
70.3


$
63.7

Net Realized and Change in Unrealized Gains (Losses)

 


 





Net realized gains (losses)
$
(11.5
)
 
$
(8.1
)
 
$
(10.2
)

$
(31.3
)
Net change in unrealized gains (losses)
(17.2
)
 
3.9

 
(29.2
)

8.8

Net Realized and Change in Unrealized Gains (Losses)
$
(28.7
)
 
(4.1
)
 
$
(39.4
)
 
$
(22.4
)
Net Increase in Net Assets Resulting from Operations
$
7.1


$
28.0


$
30.9


$
41.3

 
 
 
 
 
 
 
 
Net Investment Income on Per Average Share Basis (1)
$
0.53


$
0.45


$
1.03


$
0.89

Earnings per share — basic (1)
$
0.10

 
$
0.39

 
$
0.45

 
$
0.58

____________________
*
Totals may not foot due to rounding.
(1)
Based on the weighted average number of shares outstanding for the period presented.

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Total Investment Income
For the three months ended September 30, 2019 as compared to the three months ended September 30, 2018
The increase in total investment income for the three months ended September 30, 2019 compared to the three months ended September 30, 2018 was primarily driven by the increase in interest income (including PIK) of $3.4 million and the increase in dividend income of $0.5 million. The increase in total interest income (including PIK) was due to a higher income-bearing investment portfolio. This was partially offset by a decrease in average yield for the total debt portfolio to 9.6% from 10.7%. Furthermore there was a decrease in prepayment fees and income recognized from the acceleration of discount, premium, or deferred fees on repaid investments which totaled $2.1 million and $3.6 million for the three months ended September 30, 2019 and three months ended September 30, 2018, respectively. The increase in dividend income was due to an increase in dividends received from Merx Aviation Finance, LLC and MSEA Tankers LLC. Furthermore, there was a increase in other income of $0.4 million due to higher amendment fees and structuring fees.
For the six months ended September 30, 2019 as compared to the six months ended September 30, 2018
The increase in total investment income for the six months ended September 30, 2019 compared to the six months ended September 30, 2018 was primarily driven by the increase in total interest income (including PIK) of $12.0 million. The increase in total interest income (including PIK) primarily was due to a higher income-bearing investment portfolio. Furthermore, there was an increase in prepayment fees and income recognized from the acceleration of discount, premium, or deferred fees on repaid investments which totaled $4.9 million and $4.5 million for the six months ended September 30, 2019 and six months ended September 30, 2018, respectively. This was partially offset by a decrease in average yield for the total debt portfolio to 9.8% from 10.7%. The decrease in dividend income was due to a decrease in dividends received from Merx Aviation Finance, LLC and MSEA Tankers LLC. Furthermore, there was a decrease in other income of $0.1 million due to lower syndication fees.
Net Expenses
For the three months ended September 30, 2019 as compared to the three months ended September 30, 2018
The increase in net expenses for the three months ended September 30, 2019 compared to the three months ended September 30, 2018 was primarily due to the increase in interest and other debt expenses of $3.9 million. The increase in interest and other debt expenses was attributed to the change in the average debt outstanding and net leverage from $1.05 billion and 0.68x, respectively during the three months ended September 30, 2018, to $1.49 billion and 1.24x, respectively during the three months ended September 30, 2019. In addition, the increase in net expenses was partially offset by the decrease of $1.7 million in management and performance-based incentive fees (net of amounts waived) and by the decrease of $1.2 million in other general and administrative expenses. The decrease in management and performance-based incentive fees (net of amounts waived) was due to lower performance based incentive fees from a total return based fee that became effective January 1, 2019. The decrease in other general and administrative services expenses was due to a decrease in legal fees from $2.0 million for the three months ended September 30, 2018 to $0.8 million for the three months ended September 30, 2019.
For the six months ended September 30, 2019 as compared to the six months ended September 30, 2018
The increase in net expenses for the six months ended September 30, 2019 compared to the six months ended September 30, 2018 was primarily due to the increase in interest and other debt expenses of $7.9 million. The increase in interest and other debt expenses was attributed to the change in the average debt outstanding and net leverage from $0.99 billion and 0.68x, respectively during the six months ended September 30, 2018, to $1.37 billion and 1.24x, respectively during the six months ended September 30, 2019. In addition, the increase in net expenses was partially offset by the decrease of $6.6 million in management and performance-based incentive fees (net of amounts waived) and by the decrease of $0.5 million in other general and administrative expenses. The decrease in management and performance-based incentive fees (net of amounts waived) was due to lower performance based incentive fees from a total return based fee that became effective January 1, 2019. The decrease in other general and administrative services expenses was due to a decrease in legal fees from $3.1 million for the six months ended September 30, 2018 to $2.0 million for the six months ended September 30, 2019.




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Net Realized Gains (Losses)
For the three months ended September 30, 2019 as compared to the three months ended September 30, 2018
During the three months ended September 30, 2019, we recognized gross realized gains of $0.7 million and gross realized losses of $12.2 million, resulting in net realized losses of $11.5 million. Significant realized gains (losses) for the three months ended September 30, 2019 are summarized below:
(in millions)
 
Net Realized Gain (Loss)
 
Crowne Automotive
 
$
(6.4
)
 

During the three months ended September 30, 2018, we recognized gross realized gains of $2.4 million and gross realized losses of $10.5 million, resulting in net realized loss of $8.1 million. Significant realized gains (losses) for the three months ended September 30, 2018 are summarized below:
(in millions)
 
Net Realized Gain (Loss)
 
Renew JV LLC
 
$
2.0

 
WTI Crude Oil Call/Put Options
 
(10.3
)
 

For the six months ended September 30, 2019 as compared to the six months ended September 30, 2018
During the six months ended September 30, 2019, we recognized gross realized gains of $1.8 million and gross realized losses of $12.0 million, resulting in net realized losses of $10.2 million. Significant realized gains (losses) for the six months ended September 30, 2019 are summarized below:
(in millions)
 
Net Realized Gain (Loss)
 
SquareTwo (CA Holdings, Collect America, Ltd.)
 
$
1.1

 
Crowne Automotive
 
(6.4
)
 

During the six months ended September 30, 2018, we recognized gross realized gains of $2.5 million and gross realized losses of $33.8 million, resulting in net realized loss of $31.3 million. Significant realized gains (losses) for the six months ended September 30, 2018 are summarized below:
(in millions)
 
Net Realized Gain (Loss)
 
Renew JV LLC
 
$
2.0

 
WTI Crude Oil Call/Put Options
 
(23.5
)
 
Accelerate Parent Corp. (American Tire)
 
(10.1
)
 


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Net Change in Unrealized Gains (Losses)
For the three months ended September 30, 2019 as compared to the three months ended September 30, 2018
During the three months ended September 30, 2019, we recognized gross unrealized gains of $19.1 million and gross unrealized losses of $36.3 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized losses of $17.2 million. Significant changes in unrealized gains (losses) for the three months ended September 30, 2019 are summarized below:
(in millions)
 
Net Change in Unrealized Gain (Loss)
Crowne Automotive
 
$
6.7

AMP Solar Group, Inc.
 
1.6

Asset Repackaging Trust Six B.V. (Israel Electric)
 
1.5

Spotted Hawk
 
(11.5
)
KLO Holdings, LLC
 
(7.1
)
Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.)
 
(2.7
)
Renew Financial LLC (f/k/a Renewable Funding, LLC)
 
(2.0
)

During the three months ended September 30, 2018, we recognized gross unrealized gains of $23.7 million and gross unrealized losses of $19.8 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized gains of $3.9 million. Significant changes in unrealized gains (losses) for the three months ended September 30, 2018 are summarized below:
(in millions)
 
Net Change in Unrealized Gain (Loss)
WTI Crude Oil Call/Put Options
 
$
10.9

Spotted Hawk
 
2.3

Sprint Industrial Holdings, LLC
 
1.9

MSEA Tankers LLC
 
1.5

Merx Aviation Finance, LLC
 
1.3

Invuity, Inc.
 
1.2

Crowne Automotive
 
(6.3
)
Renew JV LLC
 
(2.5
)
Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.)
 
(2.3
)
Dynamic Product Tankers (Prime), LLC
 
(1.5
)
UniTek Global Services Inc.
 
(1.2
)

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For the six months ended September 30, 2019 as compared to the six months ended September 30, 2018
During the six months ended September 30, 2019, we recognized gross unrealized gains of $25.7 million and gross unrealized losses of $54.9 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized losses of $29.2 million. Significant changes in unrealized gains (losses) for the six months ended September 30, 2019 are summarized below:
(in millions)
 
Net Change in Unrealized Gain (Loss)
Crowne Automotive
 
$
7.1

Sprint Industrial Holdings, LLC.
 
2.2

AMP Solar Group, Inc.
 
1.8

Merx Aviation Finance, LLC
 
1.4

Asset Repackaging Trust Six B.V. (Israel Electric)
 
1.3

Spotted Hawk
 
(19.3
)
KLO Holdings
 
(8.5
)
Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.)
 
(5.3
)
Carbonfree Chemicals SPE I LLC (f/k/a Maxus Capital Carbon SPE I LLC)
 
(4.7
)
Securus Technologies Holdings, Inc.
 
(1.3
)
CT Technologies Intermediate Holdings, Inc
 
(1.3
)
CARE Fertility
 
(1.2
)
Renew Financial LLC (f/k/a Renewable Funding, LLC)
 
(1.1
)
Bumble Bee Foods
 
(1.0
)

During the six months ended September 30, 2018, we recognized gross unrealized gains of $43.9 million and gross unrealized losses of $35.1 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized gains of $8.8 million. Significant changes in unrealized gains (losses) for the six months ended September 30, 2018 are summarized below:
(in millions)
 
Net Change in Unrealized Gain (Loss)
Merx Aviation Finance, LLC
 
$
11.0

WTI Crude Oil Call/Put Options
 
10.4

Spotted Hawk
 
7.0

Sprint Industrial Holdings, LLC
 
3.5

MSEA Tankers LLC
 
1.5

Invuity, Inc.
 
1.2

Glacier Oil & Gas Corp. (f/k/a Miller Energy Resources, Inc.)
 
(6.6
)
Crowne Automotive
 
(6.4
)
Dynamic Product Tankers (Prime), LLC
 
(2.9
)
Accelerate Parent Corp. (American Tire)
 
(2.6
)
Renew JV LLC
 
(2.1
)
Solarplicity Group Limited (f/k/a AMP Solar UK)
 
(1.6
)
BioClinica Holding I, LP
 
(1.3
)
Liquidity and Capital Resources
The Company’s liquidity and capital resources are generated and generally available through periodic follow-on equity and debt offerings, our Senior Secured Facility (as defined in Note 8 to the financial statements), our senior secured notes, our senior unsecured notes, investments in special purpose entities in which we hold and finance particular investments on a non-recourse basis, as well as from cash flows from operations, investment sales of liquid assets and repayments of senior and subordinated loans and income earned from investments.

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Cash Equivalents
The Company defines cash equivalents as securities that are readily convertible into known amounts of cash and near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Generally, only securities with a maturity of three months or less from the date of purchase would qualify, with limited exceptions. The Company deems that certain money market funds, U.S. Treasury bills, repurchase agreements and other high-quality, short-term debt securities would qualify as cash equivalents (See Note 2 to the financial statements.) At the end of each fiscal quarter, we consider taking proactive steps utilizing cash equivalents with the objective of enhancing our investment flexibility during the following quarter, pursuant to Section 55 of the 1940 Act. More specifically, we may purchase U.S. Treasury bills from time-to-time on the last business day of the quarter and typically close out that position on the following business day, settling the sale transaction on a net cash basis with the purchase, subsequent to quarter end. Apollo Investment may also utilize repurchase agreements or other balance sheet transactions, including drawing down on our Senior Secured Facility, as we deem appropriate. The amount of these transactions or such drawn cash for this purpose is excluded from total assets for purposes of computing the asset base upon which the management fee is determined.
Debt
See Note 8 to the financial statements for information on the Company’s debt.
The following table shows the contractual maturities of our debt obligations as of September 30, 2019:
 
Payments Due by Period
(in millions)
Total
 
Less than 1 Year
 
1 to 3 Years
 
3 to 5 Years
 
More than 5 Years
Senior Secured Facility
$
1,239.4

 
$
—

 
$
—

 
$
1,239.4

 
$
—

2025 Notes
350.0

 
—

 
—

 
—

 
350.0

Total Debt Obligations
$
1,589.4

 
$
—

 
$
—

 
$
1,239.4

 
$
350.0

____________________
(1)
As of September 30, 2019, aggregate lender commitments under the Senior Secured Facility totaled $1.71 billion and $464.4 million of unused capacity. As of September 30, 2019, there were $6.2 million of letters of credit issued under the Senior Secured Facility as shown as part of total commitments in Note 10 to the financial statements.
Stockholders’ Equity
See Note 9 to the financial statements for information on the Company’s public offerings and share repurchase plans.
Distributions
Distributions paid to stockholders during the three and six months ended September 30, 2019 totaled $30.6 million ($0.45 per share) and $61.7 million ($0.90 per share), respectively. Distributions paid to stockholders during the three and six months ended September 30, 2018 totaled $32.3 million ($0.45 per share) and $64.7 million ($0.90 per share), respectively. For income tax purposes, distributions made to stockholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. Although the tax character of distributions paid to stockholders through September 30, 2019 may include return of capital, the exact amount cannot be determined at this point. The final determination of the tax character of distributions will not be made until we file our tax return for the tax year ended March 31, 2020. Tax characteristics of all distributions will be reported to stockholders on Form 1099 after the end of the calendar year. Our quarterly distributions, if any, will be determined by our Board of Directors.
To maintain our RIC status, we must distribute at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, out of the assets legally available for distribution. Although we currently intend to distribute realized net capital gains (i.e., net long-term capital gains in excess of short-term capital losses), if any, at least annually, out of the assets legally available for such distributions, we may in the future decide to retain such capital gains for investment. Currently, we have substantial net capital loss carryforwards and consequently do not expect to generate cumulative net capital gains in the foreseeable future.
We maintain an “opt out” dividend reinvestment plan for our common stockholders. As a result, if we declare a dividend, then stockholders’ cash dividends will be automatically reinvested in additional shares of our common stock, unless they specifically “opt out” of the dividend reinvestment plan so as to receive cash dividends.

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We may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of these distributions from time to time. In addition, due to the asset coverage test applicable to us as a BDC, we may in the future be limited in our ability to make distributions. Also, our revolving credit facility may limit our ability to declare dividends if we default under certain provisions or fail to satisfy certain other conditions. If we do not distribute a certain percentage of our income annually, we may suffer adverse tax consequences, including possible loss of the tax benefits available to us as a RIC. In addition, in accordance with GAAP and tax regulations, we include in income certain amounts that we have not yet received in cash, such as contractual PIK, which represents contractual interest added to the loan balance that becomes due at the end of the loan term, or the accrual of original issue or market discount. Since we may recognize income before or without receiving cash representing such income, we may not be able to meet the requirement to distribute at least 90% of our investment company taxable income to obtain tax benefits as a RIC.
With respect to the distributions to stockholders, income from origination, structuring, closing, commitment and other upfront fees associated with investments in portfolio companies is treated as taxable income and accordingly, distributed to stockholders.
PIK Income
For the three and six months ended September 30, 2019, PIK income totaled $1.6 million and $7.2 million on total investment income of $70.3 million and $136.8 million respectively. For the three and six months ended September 30, 2018, PIK income totaled $2.3 million and $5.0 million on total investment income of $66.0 million and $129.6 million respectively. In order to maintain the Company’s status as a RIC, this non-cash source of income must be paid out to stockholders annually in the form of distributions, even though the Company has not yet collected the cash. See Note 5 to the financial statements for more information on the Company’s PIK income.
Related Party Transactions
See Note 3 to the financial statements for information on the Company’s related party transactions.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We are subject to financial market risks, including changes in interest rates. During the three and six months ended September 30, 2019, many of the loans in our portfolio had floating interest rates. These loans are usually based on LIBOR and typically have durations of one to six months after which they reset to current market interest rates. The Company also has a Senior Secured Facility that is based on LIBOR rates.
The following table shows the estimated annual impact on net investment income of base rate changes in interest rates (considering interest rate flows for variable rate instruments) to our loan portfolio and outstanding debt as of September 30, 2019, assuming no changes in our investment and borrowing structure:
Basis Point Change
 
Net Investment Income
 
Net Investment Income Per Share
 Up 200 basis points
 
$
13.9
 million
 
$
0.210

 Up 100 basis points
 
7.0
 million
 
0.100

 Down 100 basis points
 
(6.5
) million
 
(0.100
)
 Down 200 basis points
 
(0.6
) million
 
(0.010
)
We may hedge against interest rate fluctuations from time-to-time by using standard hedging instruments such as futures, options and forward contracts subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio of investments.

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Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
As of September 30, 2019 (the end of the period covered by this report), we, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the 1934 Act). Based on that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of such possible controls and procedures.
Changes in Internal Control Over Financial Reporting
Management has not identified any change in the Company’s internal control over financial reporting that occurred during the second fiscal quarter of 2020 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
From time to time, we may become involved in various investigations, claims and legal proceedings that arise in the ordinary course of our business. Furthermore, third parties may try to seek to impose liability on us in connection with the activities of our portfolio companies. While we do not expect that the resolution of these matters if they arise would materially affect our business, financial condition or results of operations, resolution will be subject to various uncertainties and could result in the expenditure of significant financial and managerial resources.
On May 20, 2013, the Company was named as a defendant in a complaint by the bankruptcy trustee of DSI Renal Holdings and related companies (“DSI”). The complaint alleges, among other things, that the Company participated in a “fraudulent conveyance” involving a restructuring and subsequent sale of DSI in 2010 and 2011. The complaint seeks, jointly and severally from all defendants, (1) damages of approximately $425 million, of which the Company’s share would be approximately $41 million, and the return of 9,000 shares of common stock of DSI obtained by the Company in the restructuring and sale and (2) punitive damages. At this point in time, the Company is unable to assess whether it may have any liability in this action. On July 20, 2017, the United States Bankruptcy Court for the District of Delaware, where the action is pending, granted in part and denied in part the Company’s (and other defendants’) motion to dismiss the complaint. Discovery has concluded, and on April 30, 2019, defendants (including the Company) filed motions for partial summary judgment. No trial date has been set. The Company has not made any determination that this action is or may be material to the Company and intends to vigorously defend itself.
Item 1A. Risk Factors
In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended March 31, 2019, which could materially affect our business, financial condition and/or operating results. These risks are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Unregistered Sales of Equity Securities
None.
Issuer Purchases of Equity Securities
The Company adopted the following plans, approved by the Board of Directors, for the purpose of repurchasing its common stock in accordance with applicable rules specified in the 1934 Act (the “Repurchase Plans”):
Date of Agreement/Amendment
 
Maximum Cost of Shares That May Be Repurchased
 
Cost of Shares Repurchased
 
Remaining Cost of Shares That May Be Repurchased
August 5, 2015
 
$
50.0
 million
 
$
50.0
 million
 
$
—

December 14, 2015
 
50.0
 million
 
50.0
 million
 
—

September 14, 2016
 
50.0
 million
 
50.0
 million
 
—

October 30, 2018
 
50.0
 million
 
50.0
 million
 
—

February 6, 2019
 
50.0
 million
 
0.3
 million
 
49.7
 million
Total as of September 30, 2019
 
$
250.0
 million
 
$
200.3
 million
 
$
49.7
 million
The Repurchase Plans were designed to allow the Company to repurchase its shares both during its open window periods and at times when it otherwise might be prevented from doing so under applicable insider trading laws or because of self-imposed trading blackout periods. A broker selected by the Company will have the authority under the terms and limitations specified in an agreement with the Company to repurchase shares on the Company’s behalf in accordance with the terms of the Repurchase Plans. Repurchases are subject to SEC regulations as well as certain price, market volume and timing constraints specified in the Repurchase Plans. Pursuant to the Repurchase Plans, the Company may from time to time repurchase a portion of its shares of common stock and the Company is hereby notifying stockholders of its intention as required by applicable securities laws.

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Table of Contents

Under the Repurchase Plans described above, the Company allocated the following amounts to be repurchased in accordance with SEC Rule 10b5-1 (the “10b5-1 Repurchase Plans”):
Effective Date
 
Termination Date
 
Amount Allocated to 10b5-1 Repurchase Plans
September 15, 2015
 
November 5, 2015
 
$
5.0
 million
January 1, 2016
 
February 5, 2016
 
10.0
 million
April 1, 2016
 
May 19, 2016
 
5.0
 million
July 1, 2016
 
August 5, 2016
 
15.0
 million
September 30, 2016
 
November 8, 2016
 
20.0
 million
January 4, 2017
 
February 6, 2017
 
10.0
 million
March 31, 2017
 
May 19, 2017
 
10.0
 million
June 30, 2017
 
August 7, 2017
 
10.0
 million
October 2, 2017
 
November 6, 2017
 
10.0
 million
January 3, 2018
 
February 8, 2018
 
10.0
 million
June 18, 2018
 
August 9, 2018
 
10.0
 million
September 17, 2018
 
October 31, 2018
 
10.0
 million
December 12, 2018
 
February 7, 2019
 
10.0
 million
February 25, 2019
 
May 17, 2019
 
25.0
 million
March 18, 2019
 
May 17, 2019
 
10.0
 million
June 4, 2019
 
August 7, 2019
 
25.0
 million
June 17, 2019
 
August 7, 2019
 
20.0
 million
September 16, 2019
 
November 6, 2019
 
20.0
 million

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The following table presents information with respect to the Company’s purchases of its common stock since adoption of the Repurchase Plans through September 30, 2019:
Month
 
Total Number of Shares Purchased
 
Average Price Paid Per Share*
 
Total Number of Shares Purchased as Part of Publicly Announced Plans
 
Maximum Dollar Value of Shares That May Yet Be Purchased Under Publicly Announced Plans
August 2015
 
510,000

 
$
19.71

 
510,000

 
$
40.0
 million
September 2015
 
603,466

 
18.46

 
603,466

 
28.8
 million
November 2015
 
1,116,666

 
18.10

 
1,116,666

 
8.6
 million
December 2015
 
627,443

 
17.58

 
627,443

 
47.6
 million
January 2016
 
670,708

 
14.91

 
670,708

 
37.6
 million
June 2016
 
362,933

 
16.73

 
362,933

 
31.5
 million
July 2016
 
16,491

 
16.53

 
16,491

 
31.2
 million
August 2016
 
596,294

 
17.67

 
596,294

 
20.7
 million
September 2016
 
411,523

 
18.13

 
411,523

 
63.2
 million
October 2016
 
527,417

 
17.82

 
527,417

 
53.8
 million
November 2016
 
239,289

 
17.45

 
239,289

 
49.6
 million
August 2017
 
33,333

 
17.96

 
33,333

 
49.0
 million
September 2017
 
186,767

 
17.98

 
186,767

 
45.7
 million
October 2017
 
144,867

 
17.96

 
144,867

 
43.1
 million
November 2017
 
64,500

 
17.79

 
64,500

 
41.9
 million
December 2017
 
50,100

 
17.89

 
50,100

 
41.0
 million
January 2018
 
577,386

 
17.32

 
577,386

 
31.0
 million
February 2018
 
70,567

 
16.23

 
70,567

 
29.9
 million
May 2018
 
263,667

 
17.12

 
263,667

 
25.4
 million
June 2018
 
198,601

 
16.94

 
198,601

 
22.0
 million
July 2018
 
8,867

 
16.75

 
8,867

 
21.9
 million
August 2018
 
502,767

 
17.11

 
502,767

 
13.3
 million
September 2018
 
444,467

 
16.54

 
444,467

 
5.9
 million
October 2018
 
160,800

 
16.46

 
160,800

 
53.3
 million
November 2018
 
595,672

 
15.81

 
595,672

 
43.9
 million
December 2018
 
741,389

 
13.49

 
741,359

 
33.9
 million
February 2019
 
19,392

 
15.16

 
19,392

 
83.6
 million
March 2019
 
291,426

 
15.40

 
291,426

 
79.1
 million
April 2019
 
44,534

 
15.23

 
44,534

 
78.4
 million
May 2019
 
298,026

 
15.93

 
298,026

 
73.6
 million
June 2019
 
607,073

 
15.97

 
607,073

 
63.9
 million
July 2019
 
89,610

 
16.10

 
89,610

 
62.5
 million
August 2019
 
758,020

 
16.15

 
758,020

 
50.3
 million
September 2019
 
32,371

 
16.26

 
32,371

 
49.7
 million
Total
 
11,866,432

 
$
16.88

 
11,866,402

 
 
____________________
* The average price per share is inclusive of commissions.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.

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Table of Contents

Item 5. Other Information
None.
Item 6. Exhibits
(a)    Exhibits
3.1(a)
3.1(b)
3.1(c)
3.1(d)
3.2
10.1
31.1
31.2
32.1
_________________________
*
Filed herewith.
(1)
Incorporated by reference from the Registrant’s pre-effective Amendment No. 1 to the Registration Statement under the Securities Act of 1933, as amended, as Form N-2, filed on June 20, 2005.
(2)
Incorporated by reference from the Registrant’s post-effective Amendment No. 1 to the Registration Statement under the Securities Act of 1933, as amended, on Form N-2, filed on August 14, 2006.
(3)
Incorporated by reference to Exhibit 3.2 as applicable, to the Registrant’s Form 8-K, filed on May 18, 2018.
(4)
Incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K, filed on December 3, 2018.
(5)
Incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K, filed on July 22, 2019.
(6)
Incorporated by reference to Exhibit 10.1 as applicable, to the Registrant’s Form 8-K, filed on August 10, 2018.


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Table of Contents

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on November 5, 2019.
 
APOLLO INVESTMENT CORPORATION
 
 
 
 
By:
/s/ HOWARD WIDRA
 
Howard Widra
 
Chief Executive Officer
 
 
 
 
By:
/s/ GREGORY W. HUNT
 
Gregory W. Hunt
 
Chief Financial Officer and Treasurer
 
 
 
 
By:
/s/ AMIT JOSHI
 
Amit Joshi
 
Chief Accounting Officer and Assistant Treasurer


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