APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. 15,000,000 Shares of Common Stock Underwriting Agreement (this “Agreement”)Underwriting Agreement • May 13th, 2019 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise or (3) make any demand for or exercise any right with respect to the registration of any shares of Common Stock or any security convertible into or exercisable or exchangeable for Common Stock without the prior written consent of the Representatives, in each case other than (A) transfers of shares of Common Stock as a bona fide gift or gifts, (B) transfers of shares of Common Stock to members, partners, stockholders or other equity holders of the undersigned, (C) transfers to family members or trusts for the benefit of the undersigned’s family members or (D) transfers of shares of Common Stock or restricted stock units to the Company to pay any tax withholding obligations incurred by the undersigned in connection with the vesting of shares of restricted Common Stock or restricted stock units issued pursuant to Company Stock Plans
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • September 23rd, 2009 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 20 , by and between Apollo Real Estate Finance, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of March 17, 2014 to INDENTURE Dated as of March 17, 2014 5.50% Convertible Senior Notes due 2019First Supplemental Indenture • March 21st, 2014 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
This First Supplemental Indenture, dated as of March 17, 2014 (this “Supplemental Indenture”), to the Indenture, dated as of March 17, 2014 (as amended, modified or supplemented from time to time in accordance therewith, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation, as issuer (the “Company,” subject to Section 1.01), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee,” subject to Section 1.01).
ATM EQUITY OFFERINGSM SALES AGREEMENTAtm Equity Offering Sales Agreement • May 9th, 2013 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), which is externally managed and advised by ACREFI Management, LLC, a limited liability company organized and existing under the laws of Delaware (the “Manager”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merril Lynch”), as sales agent and/or principal or JMP Securities LLC (“JMP”), as sales agent/and or principal (each, an “Agent”, and collectively the “Agents”), shares (the “Shares”) of the Company’s common stock, $0.01 par value (the “Common Stock”), having an aggregate gross sales price of not to exceed $100,000,000, on the terms set forth in this ATM Equity OfferingSM Sales Agreement. The Company agrees that whenever it determines to sell Shares directly to the Agents as principal it will enter into a separate written Terms Agreement (each, a “Terms Agreement”), in substantially
MANAGEMENT AGREEMENTManagement Agreement • November 16th, 2009 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
THIS MANAGEMENT AGREEMENT is made as of September 23, 2009 to be effective as of September 29, 2009 by and among APOLLO COMMERCIAL REAL ESTATE FINANCE, INC., a Maryland corporation (the “Company”), ACREFI OPERATING, LLC, a Delaware limited liability company (“Operating LLC”) and ACREFI MANAGEMENT, LLC, a Delaware limited liability company (together with its permitted assignees, the “Manager”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 20th, 2021 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of July 14, 2021, is made and entered into by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), and certain persons listed on Schedule 1 hereto (such persons, in their capacity as holders of Registrable Shares, the “Holders” and each a “Holder”).
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. FORM OF PRIVATE PLACEMENT PURCHASE AGREEMENTPrivate Placement Purchase Agreement • September 22nd, 2009 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
PRIVATE PLACEMENT PURCHASE AGREEMENT (this “Agreement”) made as of this [ ] day of [ ], 2009, by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), and [ ] (the “Purchaser”).
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. PRIVATE PLACEMENT PURCHASE AGREEMENTPrivate Placement Purchase Agreement • November 16th, 2009 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
PRIVATE PLACEMENT PURCHASE AGREEMENT (this “Agreement”) made as of this 29th day of September, 2009, by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), and ACREFI Co-Investors, L.P., a Delaware limited partnership (the “Purchaser”).
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. 5.375% Convertible Senior Notes due 2023 Underwriting Agreement (this “Agreement”)Underwriting Agreement • October 5th, 2018 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
• if the stock price is between two stock prices in the table or the effective date is between two effective dates in the table, the number of additional shares by which the conversion rate will be increased will be determined by a straight-line interpolation between the number of additional shares set forth for the higher and lower stock prices and the earlier and later effective dates, as applicable, based on a 365- or 366-day year, as applicable;
APOLLO GLOBAL MANAGEMENT /APOLLO COMMERCIAL REAL ESTATE FINANCE TRADEMARK LICENSE AGREEMENTTrademark License Agreement • November 16th, 2009 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
This APOLLO GLOBAL MANAGEMENT /APOLLO COMMERCIAL REAL ESTATE FINANCE TRADEMARK LICENSE AGREEMENT (“Agreement”), is entered into as of 23rd day of September 2009 (“Effective Date”), by and between the Parties,
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of October 5, 2018 to INDENTURE Dated as of March 17, 2014 5.375% Convertible Senior Notes due 2023Third Supplemental Indenture • October 5th, 2018 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
This Third Supplemental Indenture, dated as of October 5, 2018 (this “Supplemental Indenture”), to the Indenture, dated as of March 17, 2014 (as amended, modified or supplemented from time to time in accordance therewith, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation, as issuer (the “Company,” subject to Section 1.01), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee,” subject to Section 1.01).
AMENDED AND RESTATED APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • July 15th, 2019 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
THIS AGREEMENT is made by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), and (the “Grantee”), dated as of the day of , 20 .
INDENTURE Dated as of June 29, 2021 between APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. as Issuer, The Guarantors named herein and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee and Notes Collateral Agent 4.625% Senior Secured Notes due 2029Indenture • July 6th, 2021 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
INDENTURE dated as of June 29, 2021 (this “Indenture”) between APOLLO COMMERCIAL REAL ESTATE FINANCE, INC., a Maryland corporation (the “Company”), the Guarantors (as defined herein) named herein, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee (the “Trustee”) and notes collateral agent (the “Notes Collateral Agent”).
AMENDED AND RESTATED APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. FORM OF RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • July 15th, 2019 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • Delaware
THIS AGREEMENT is made by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”) and (the “Grantee”), dated as of the day of , 20 .
STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 26th, 2016 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
This STOCK PURCHASE AGREEMENT, dated as of February 26, 2016 (this “Agreement”), by and between Athene USA Corporation, an Iowa corporation (“Athene”), and Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (“ARI”).
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. Underwriting Agreement (this “Agreement”)Underwriting Agreement • August 18th, 2014 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), which is externally managed and advised by ACREFI Management, LLC, a limited liability company organized and existing under the laws of Delaware (the “Manager”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $100,000,000 principal amount of its 5.50% Convertible Senior Notes due 2019 (the “Underwritten Securities”) and, at the option of the Underwriters, up to an additional $15,000,000 principal amount of its 5.50% Convertible Senior Notes due 2019 (the “Option Securities”). The Underwritten Securities and the Option Securities are herein referred to as the “Securities”. The Securities will be convertible into shares (the “Underlying Securities”) of common stock of the Company, par value $0.01 per share (the “Common Stock”). The Securities will be issued pursuant to an indentur
PREFERRED STOCK REPURCHASE AGREEMENTPreferred Stock Repurchase Agreement • October 24th, 2017 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
This PREFERRED STOCK REPURCHASE AGREEMENT (the “Agreement”), dated as of October 23, 2017, is made and entered into by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), and QH RE Asset Company LLC, a Qatar limited liability company (“QHREAC”).
AGREEMENT AND PLAN OF MERGER by and among APOLLO COMMERCIAL REAL ESTATE FINANCE, INC., ARROW MERGER SUB, INC. and APOLLO RESIDENTIAL MORTGAGE, INC. dated as of February 26, 2016Merger Agreement • February 26th, 2016 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • Maryland
This AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated February 26, 2016, is by and among Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (“Parent”), Arrow Merger Sub, Inc., a Maryland corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Apollo Residential Mortgage, Inc., a Maryland corporation (the “Company”). All capitalized terms used in this Agreement shall have the meaning ascribed to such terms in Section 9.5 or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties”.
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • September 14th, 2010 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • Delaware
THIS AGREEMENT is made by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), and (the “Grantee”), dated as of the day of , 20 .
ASSET PURCHASE AND SALE AGREEMENT by and among ATHENE ANNUITY AND LIFE COMPANY, ATHENE ANNUITY & LIFE ASSURANCE COMPANY, and APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. Dated: February 26, 2016Asset Purchase and Sale Agreement • February 26th, 2016 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts
ASSET PURCHASE AND SALE AGREEMENT, dated as of February 26, 2016, by and among Athene Annuity and Life Company, an Iowa stock life insurance company (“Athene Iowa”), Athene Annuity & Life Assurance Company, a Delaware stock life insurance company (“Athene Delaware” and, together with Athene Iowa, “Buyers” and each, a “Buyer”), and Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (“Seller”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • October 24th, 2017 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
This COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of October 23, 2017, is made and entered into by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), and QH RE Asset Company LLC, a Qatar limited liability company (“QHREAC”).
FORM OF EXCHANGE AGREEMENTExchange Agreement • October 24th, 2018 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts
[__] (the “Undersigned”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each Account, as well as the Undersigned if it is exchanging Existing Notes (as defined below) hereunder, a “Holder”), enters into this Exchange Agreement (the “Agreement”) with Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), on August 2, 2018 pursuant to which the Holders will exchange (the “Exchange”) the Company’s 5.50% Convertible Senior Notes due 2019 (the “Existing Notes”) for the Exchange Consideration (as defined below). The Existing Notes to be exchanged by the Holder in the Exchange are referred to herein as the “Exchanged Notes”.
PURCHASE AGREEMENTPurchase Agreement • September 23rd, 2015 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
This PURCHASE AGREEMENT (the “Agreement”), dated as of September 18, 2015, is made and entered into by and between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), and QH RE Asset Company LLC, a Qatar limited liability company (the “Purchaser”).
ContractIncorporated Terms Memorandum • July 7th, 2020 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS AGREEMENT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICALY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. 3,000,000 Shares of Common Stock Purchase Agreement (this “Agreement”)Purchase Agreement • November 4th, 2011 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
Apollo Commercial Real Estate Finance, Inc., a Maryland corporation (the “Company”), which is externally managed and advised by ACREFI Management, LLC, a limited liability company organized and existing under the laws of Delaware (the “Manager”), proposes to issue and sell to you (the “Initial Purchaser”), an aggregate of 3,000,000 shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”; and such shares, the “Shares”).
February 26, 2016 ACREFI Management, LLC New York, New York 10019 Attention: Jessica Lomm ACREFI Operating, LLC New York, New York 10019 Attention: Stuart A. Rothstein Dear Sirs:Management Agreement • February 26th, 2016 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York
Reference is hereby made to that certain Management Agreement, dated as of September 29, 2009 (as amended or modified from time to time, the “ARI Management Agreement”), by and among Apollo Commercial Real Estate Finance, Inc. (the “Company”), ACREFI Operating, LLC and ACREFI Manager, LLC (the “ACREFI Manager”) and that certain Management Agreement, dated as of July 27, 2011 (as amended or modified from time to time, the “AMTG Management Agreement”), by and among Apollo Residential Mortgage, Inc. (“AMTG”), ARM Operating, LLC and ARM Manager, LLC (the “ARM Manager”).
