v3.26.3
Related Party Considerations
9 Months Ended
Sep. 30, 2026
Related Party Transactions [Abstract]  
Related Party Considerations
6.
RELATED PARTY CONSIDERATIONS

Operating Agreement

The Company has entered into an operating agreement (as amended, restated or supplemented, the “Operating Agreement”), with the Operating Manager. Pursuant to the Operating Agreement, the Operating Manager is responsible for sourcing, evaluating and monitoring the Company’s investment opportunities and making recommendations to the Company related to the acquisition, management, financing and disposition of the Company’s assets, in accordance with the Company’s investment objectives, guidelines, policies and limitations. The Operating Manager or an affiliate may rebate, waive or reduce the Management Fee (as defined below) charged to certain Shareholders at the sole discretion of the Operating Manager or such affiliate. Any such rebate, waiver or reduction may be effected either by way of purchase of additional Shares by the Operating Manager or such affiliate for the Shareholder or by way of rebate to the relevant Shareholder’s account.

Management Fee

 

Pursuant to the Operating Agreement, the Operating Manager is entitled to receive a management fee (the “Management Fee”). The Management Fee is payable monthly in arrears in an amount equal to (i) 1.00% per annum of the month-end net asset value (“NAV”) attributable to S Shares, I Shares and I (Acc) Shares, (ii) 0.85% per annum of the month-end NAV attributable to F-S Shares and F-I Shares (the “Founder Shares”) and the F-I (Acc) Shares, (iii) 1.00% per annum of the month-end NAV attributable to the T-S Shares and T-I Shares which commenced November 1, 2025, (iv) 1.00% per annum of the month-end NAV attributable to the P-S Shares and P-I Shares which commenced November 1, 2025, (v) 1.00% per annum of the month-end NAV attributable to the BD Shares which commenced November 1, 2025, (vi) 0.80% per annum of the month-end NAV attributable to the A-I Shares from inception through December 31, 2027 and 0.85% per annum of the month-end NAV attributable to the A-I Shares thereafter and (vii) 0.75% per annum of the month-end NAV attributable to the A-II Shares; provided, that this Management Fee will be reduced by any applicable Special Fees (as defined below); provided, however, that this Management Fee will not be reduced for any Other Fees (as defined below). In calculating the Management Fee, we will use our NAV before giving effect to accruals for the Management Fee, Performance Fee (as defined below), combined annual distribution fee and shareholder servicing fee or distributions payable on our Shares. We do not pay the Operating Manager a Management Fee on the Series I E Shares and V Shares and Series II E Shares and V Shares (collectively, the “Apollo Shares”), and as a result, it is an expense specific only to Investor Shares at the rates specified herein, which will result in the dilution of Investor Shares in proportion to the fees charged to different types of Investor Shares and will result in differences in NAV among the types of Shares. The Operating Manager or an affiliate may rebate, waive or reduce the Management Fee charged to certain Shareholders at the sole discretion of the Operating Manager or such affiliate. Any such rebate, waiver or reduction may be effected either by way of purchase of additional Shares by the Operating Manager or such affiliate for the Shareholder or by way of rebate to the relevant Shareholder’s account. The Management Fee may alternatively, in the discretion of the Operating Manager, instead be paid in whole or in part by the Company’s subsidiaries, in which case it shall result in a change in the cash or retained earnings of such subsidiaries. Such Management Fee is calculated based on the Company’s Transactional Net Asset Value, which is used to determine the price at which the Company sells and repurchases its Shares.

100% of any net consulting (including management consulting) or monitoring fees (including any early termination fee or acceleration of any such management consulting fee on a one-time basis that is approved by the Board), advisory fees related to the negotiation of the structuring of an Asset-Backed Finance Asset (other than debt investments or investments with respect to which Apollo does not exercise direct control with respect to the decision to engage the services giving rise to the relevant fees, costs and expenses) and similar fees (including bridge financing fees), whether in cash or in kind, including options, warrants and other non-cash consideration paid to the Operating Manager or any of its affiliates or any employees of the foregoing in connection with actual or contemplated acquisitions or investments (and allocable to the Company) (collectively, “Special Fees”) that are allocable to those Shareholders who bear Management Fees, will be applied to reduce the Management Fees paid by such management fee-bearing Shareholders.

For the three months ended September 30, 2026, the Operating Manager earned Management Fees of $714, $3,846 and $4,560 from Series I, Series II and the Company, respectively, net of a $85 Special Fees offset reversal. For the nine months ended September 30, 2026, the Operating Manager earned Management Fees of $2,046, $10,282 and $12,328 from Series I, Series II and the Company, respectively, net of a $342 Special Fees offset. For the three months ended September 30, 2025, the Operating Manager earned Management Fees of $252, $690 and $942 from Series I, Series II and the Company, respectively, with no Special Fees offset. For the nine months ended September 30, 2025, the Operating Manager earned Management Fees of $517, $1,365 and $1,882 from Series I, Series II and the Company, respectively, with no Special Fees offset.

 

The Operating Manager or an affiliate may rebate, waive, or reduce the Management Fee charged to certain Shareholders at the sole discretion of the Operating Manager or such affiliate. Any such rebate, waiver or reduction may be effected either by way of purchase of additional Shares by the Operating Manager or such affiliate for the Shareholder or by way of rebate to the relevant Shareholder’s account. As of December 31, 2025, the Company indirectly invested $40,000 into the equity of Redding Ridge Holdings, LP (“RRH”), which is an affiliate of the Operating Manager. RRH pays management, credit research, and administrative fees, plus a special allocation (performance fee) to Apollo or its affiliates. The Operating Manager has reduced Management Fees payable by the Company through a reduction in the net asset value used to calculate the Management Fee equivalent to the fair value of the Company’s investment in RRH. As of September 30, 2026, the Company's invested equity increased to $51,075.

Performance Fee

So long as the Operating Agreement has not been terminated, the Operating Manager will be entitled to receive a performance fee (the “Performance Fee”) equal to (i) 10.0% of the total return with respect to S Shares, I Shares, I (Acc) Shares, P-S Shares, P-I Shares, T-S Shares, T-I Shares, and BD Shares, (ii) 7.5% of the total return with respect to F-S Shares, F-I Shares or F-I (Acc) Shares, (iii) 5.0% of the total return from inception through December 31, 2027 and 7.5% thereafter with respect to A-I Shares and (iv) 5.0% of the total return with respect to A-II Shares, in each case subject to a 5.0% hurdle amount and a high water mark with respect to such type of Shares, with a catch-up. Such fee will be paid annually and accrue monthly. The Performance Fee will not be paid on Apollo Shares, and as a result, it is an expense specific only to Investor Shares at the rates specified herein, which will result in the dilution of Investor Shares in proportion to the fees charged to different types of Investor Shares and will result in differences in NAV among the types of Shares. Such Performance Fee is calculated based on the Company’s Transactional Net Asset Value.

 

For the three months ended September 30, 2026, the Operating Manager accrued Performance Fees of $-, $- and $- from Series I, Series II and the Company, respectively. For the nine months ended September 30, 2026, the Operating Manager accrued Performance Fees of $-, $- and $- from Series I, Series II and the Company, respectively.
 

For the three months ended September 30, 2025, the Operating Manager accrued Performance Fees of $431, $1,534 and $1,965 from Series I, Series II and the Company, respectively. For the nine months ended September 30, 2025, the Operating Manager accrued Performance Fees of $903, $2,788 and $3,691 from Series I, Series II and the Company, respectively.

 

As of December 31, 2025, the Company indirectly invested $40,000 into the equity of RRH, which is an affiliate of the Operating Manager. RRH pays management, credit research, and administrative fees, plus a special allocation (performance fee) to Apollo and its affiliates. As a result, the Operating Manager has reduced the Performance Fees payable by the Company through a reduction in the Total Return used to calculate the Performance Fee equivalent to the Company’s profit from its investment in RRH. As of September 30, 2026, the Company's invested equity increased to $51,075.

Operating Expenses

The Company incurred certain operating expenses related to services provided by personnel of the Operating Manager and/or its affiliates. For the three months ended September 30, 2026, these expenses were $94, $508 and $602 for Series I, Series II and the Company, respectively, and are included in general and administration expenses in the Consolidated Statements of Operations. For the nine months ended September 30, 2026, these expenses were $309, $1,546 and $1,855 for Series I, Series II and the Company, respectively, and are included in general and administration expenses in the Consolidated Statements of Operations. For the three months ended September 30, 2025, these expenses were $149, $529 and $678 for Series I, Series II and the Company, respectively, and are included in general and administration expenses in the Consolidated Statements of Operations. For the nine months ended September 30, 2025, these expenses were $327, $1,062 and $1,389 for Series I, Series II and the Company, respectively, and are included in general and administration expenses in the Consolidated Statements of Operations.

 

Company Expense Support and Conditional Reimbursement of the Operating Manager

The Operating Manager may elect to pay certain of the Company’s expenses, including certain Organizational and Offering Expenses on the Company’s behalf (each, an “Expense Support”) in accordance with the Expense Support and Conditional Reimbursement Agreement.

Following any calendar month in which the Specified Expenses (as defined below) are below 0.75% of the Company’s net assets on an annualized basis, the Company shall reimburse the Operating Manager, fully or partially, for the Expense Supports, but only if and to the extent that Specified Expenses plus any Reimbursement Payments (as defined below) do not exceed 0.75% of the Company’s net assets at the end of each calendar month on an annualized basis, until such time as all Expense Supports made by the Operating Manager to the Company within three years prior to the last business day of such calendar month have been reimbursed. Any payments required to be made by the Company in the prior sentence shall be referred to herein as a “Reimbursement Payment.”

“Specified Expenses” is defined to include all expenses incurred in the business of the Company with the exception of (i) the Management Fee, (ii) the Performance Fee, (iii) the combined annual distribution fees and shareholder servicing fees, (iv) the dealer manager fees (including selling commissions), (v) Asset-Backed Finance Asset related expenses, (vi) interest expenses, commitment fees, or other expenses related to any leverage incurred by the Company, (vii) taxes, (viii) certain insurance costs, (ix) Organizational and Offering Expenses, (x) certain non-routine items (as determined in the sole discretion of the Operating Manager) and (xi) extraordinary expenses (as determined in the sole discretion of the Operating Manager).

For the three months ended September 30, 2026, the Company reimbursed the Operating Manager for Expense Support in the amount of $61, $336 and $397 for amounts owed by Series I, Series II and the Company, respectively. For the nine months ended September 30, 2026, the Company reimbursed the Operating Manager for Expense Support (net of expense support provided) in the amount of $-, $92 and $92 for amounts owed by Series I, Series II and the Company, respectively. For the three months ended September 30, 2025, the Operating Manager agreed to provide Expense Support (net of reimbursement) of $282, $1,001 and $1,283 for amounts owed by Series I, Series II and the Company, respectively. For the nine months ended September 30, 2025, the Operating Manager agreed to provide Expense Support (net of reimbursement) of $1,158, $3,666 and $4,824 for amounts owed by Series I, Series II and the Company, respectively.

As of September 30, 2026, total Due to the Operating Manager for total Expense Support outstanding was $2,513, $11,897 and $14,410 for Series I, Series II and the Company, respectively. As of December 31, 2025, total Due to the Operating Manager for total Expense Support outstanding was $2,778, $11,555 and $14,333 for Series I, Series II and the Company, respectively.

The below table breaks out the year in which the balance of expense support provided by the Operating Manager to Series I, Series II and the Company, respectively, expires subject to the three year rolling window.

 

Expires during the year ending December 31, 2027

 

 

Expires during the year ending December 31, 2028

 

 

Expires during the year ending December 31, 2029

 

Series I

 

Series II

 

Total

 

 

Series I

 

Series II

 

Total

 

 

Series I

 

Series II

 

Total

 

$

-

 

$

-

 

$

-

 

 

$

691

 

$

4,942

 

$

5,633

 

 

$

1,078

 

$

7,699

 

$

8,777

 

 

Dealer Manager Agreement

 

The Company has entered into a dealer manager agreement (as amended, restated or supplemented, the “Dealer Manager Agreement”) with Apollo Global Securities, LLC (the “Dealer Manager”), an affiliate of the Operating Manager. The Dealer Manager is entitled to receive selling commissions of up to 3.0%, and dealer manager fees of up to 0.5%, of the transaction price of each S Share, F-S Share, T-S Share and P-S Share. Any participating broker-dealers are compensated from such amounts by reallowance from the Dealer Manager; provided that the sum of such reallowed amounts and the selling commissions do not exceed 3.5% of the transaction price. The Dealer Manager will receive a combined annual distribution fee and shareholder servicing fee of 0.85% per annum of the aggregate NAV of the Company’s outstanding S Shares, T-S Shares and F-S Shares and 0.25% per annum of the aggregate NAV of the Company’s outstanding P-S Shares. There will not be a combined annual distribution fee and shareholder servicing fee, upfront selling commission or dealer manager fee with respect to the A-I Shares, A-II Shares, I Shares, I (Acc) Shares, P-I Shares, T-I Shares, F-I Shares, F-I (Acc) Shares or BD Shares. Such distribution fee and shareholder servicing fees are calculated based on the Company's Transactional Net Asset Value.

The Dealer Manager anticipates that all or a portion of selling commissions and dealer manager fees will be reallowed to participating broker-dealers. The E Shares and V Shares will not incur any upfront selling costs or ongoing servicing costs.

 

For the three months ended September 30, 2026, Series I, Series II and the Company incurred annual distribution fees and shareholder servicing fees of $-, $- and $-, respectively. For the nine months ended September 30, 2026, Series I, Series II and the Company incurred annual distribution fees and shareholder servicing fees of $320, $903 and $1,223, respectively. For the three months ended September 30, 2025, Series I, Series II and the Company incurred annual distribution fees and shareholder servicing fees of $114, $246 and $360, respectively. For the nine months ended September 30, 2025, Series I, Series II and the Company incurred annual distribution fees and shareholder servicing fees of $254, $513 and $767, respectively.

 

Restricted Stock Grants

 

The Company's board of directors approved the Apollo Asset Backed Credit Company LLC Restricted Share Plan for Independent Directors, pursuant to which, the Company's E Shares may be granted to independent directors. As of September 3, 2024, the Company granted 5,930 shares with a grant date fair value of $150. As of December 2, 2024, the Company granted 1,934 shares with a grant date fair value of $50. As of September 2, 2025, the Company granted 7,950 shares with a grant date fair value of $200. As of September 1, 2026, the Company granted 8,066 shares with a grant date fair value of $200. As of September 30, 2026, the shares granted in 2024 and 2025 have vested, while the shares granted in 2026 remain unvested and no shares have been forfeited.

Investment Transactions

 

In connection with its investment activities, the Company may, from time to time, engage in certain transactions including purchases and sales from or with affiliates of the Operating Manager. For the three months ended September 30, 2026, the Company received $20,004 of sales proceeds and deployed $68,360 in purchase payments with affiliates of the Operating Manager. For the nine months ended September 30, 2026, the Company received $117,558 of sales proceeds and deployed $69,618 in purchase payments with affiliates of the Operating Manager. For the three months ended September 30, 2025, the Company received $- of sales proceeds and deployed $20,682 in purchase payments with affiliates of the Operating Manager. For the nine months ended September 30, 2025, the Company received $35,966 of sales proceeds and deployed $200,332 in purchase payments with affiliates of the Operating Manager.

 

Capital Solutions Fees

Various affiliates of the Operating Manager are potentially involved in transactions with the Company’s investments in Asset-Backed Finance Assets, and whereby affiliates of the Operating Manager may earn fees in, including but not limited to, structuring, underwriting, arrangement, placement, syndication, advisory or similar services (collectively, “Capital Solution” services).

 

For the three months ended September 30, 2026, an aggregate of $817 of fees were paid by the Company’s Asset-Backed Finance Assets to affiliates of the Operating Manager for Capital Solution services, of which $85 is a Special Fee reversal for the Company. For the nine months ended September 30, 2026, an aggregate of $2,097 of fees were paid by the Company’s Asset-Backed Finance Assets to affiliates of the Operating Manager for Capital Solution services, of which $342 is a Special Fee offset for the Company. For the three months ended September 30, 2025, an aggregate of $282 of fees were paid by the Company’s Asset-Backed Finance Assets to affiliates of the Operating Manager for Capital Solution services, which has been excluded from Special Fees for Series I, Series II and the Company. For the nine months ended September 30, 2025, an aggregate of $1,324 of fees were paid by the Company’s Asset-Backed Finance Assets to affiliates of the Operating Manager for Capital Solution services, which has been excluded from Special Fees for Series I, Series II and the Company.

Collateral Management Fees

 

Certain affiliates of the Operating Manager serve as collateral managers for certain wholly-owned subsidiaries of the Company. Collateral managers perform investment management functions including supervising and directing investments and performing administrative and advisory functions on behalf of the Company.

For the three months ended September 30, 2026, the Company paid $
368 and €78 in collateral management fees to affiliates of the Operating Manager. For the nine months ended September 30, 2026, the Company paid $1,144 and €189 in collateral management fees to affiliates of the Operating Manager. For the three months ended September 30, 2025, the Company paid $332 and €104 in collateral management fees to affiliates of the Operating Manager. For the nine months ended September 30, 2025, the Company paid $581 and €221 in collateral management fees to affiliates of the Operating Manager.

 

 

Redding Ridge Holdings Fees

For the three months ended September 30, 2026, RRH made payments to affiliates of the Operating Manager of $198 relating to management and performance fees and $174 relating to credit research and administrative fees as a result of the Company’s investment. For the nine months ended September 30, 2026, RRH made payments to affiliates of the Operating Manager of $476 relating to management and performance fees and $493 relating to credit research and administrative fees as a result of the Company’s investment.

Client Servicing Fees

In February 2025, the Company engaged Alchelyst Holdings LLC ("Alchelyst"), formerly known as Lyra Client Solutions Holdings, LLC ("Lyra"), an end-to-end client service platform affiliated with Apollo. Alchelyst provides administration, data management, trade operations, investor onboarding and servicing, technology and other similar services for institutional, global wealth, global family office and retail investors. During the three and nine months ended September 30, 2026, the Company incurred $217 and $582 of expenses, respectively, for services provided by Alchelyst. During the three and nine months ended September 30, 2025, the Company did not incur any expenses related to services provided by Alchelyst.