Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Amendment No. )*

 

Under the Securities Exchange Act of 1934

 

Aequi Acquisition Corp.

(Name of Issuer)

Class A common stock, par value $0.0001 per share

(Title of Class of Securities)

00775W201

(CUSIP Number)

November 24, 2020

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨

Rule 13d-1(b)

x

Rule 13d-1(c)

¨

Rule 13d-1(d)

 

^* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. 00775W201

 

Apollo Atlas Master Fund, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

 

Apollo Atlas Management, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

  

Apollo PPF Credit Strategies, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

 

Apollo Credit Strategies Master Fund Ltd.

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

CO

 

 

CUSIP No. 00775W201

 

Apollo ST Fund Management LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

  

Apollo ST Operating LP

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

PN

 

 

CUSIP No. 00775W201

 

Apollo ST Capital LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

 

ST Management Holdings, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

 

Apollo A-N Credit Fund (Delaware), L.P.

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

PN

 

 

CUSIP No. 00775W201

 

Apollo A-N Credit Management, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

 

Apollo Credit Management, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

 

Apollo Capital Credit Management, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

 

Apollo SA Management, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) x

OO

 

 

CUSIP No. 00775W201

 

Apollo Capital Management, L.P.

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSONY

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨

PN

 

 

CUSIP No. 00775W201

 

Apollo Capital Management GP, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨

OO

 

 

CUSIP No. 00775W201

 

Apollo Management Holdings, L.P.

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨

PN

 

 

CUSIP No. 00775W201

 

Apollo Management Holdings GP, LLC

 

(a) ¨

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5

SOLE VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨

OO

 

 

Item 1.

(a)

Name of Issuer

Aequi Acquisition Corp.

 

(b)

Address of Issuer’s Principal Executive Offices

500 West Putnam Avenue, Suite 400

Greenwich, CT 06830

 

Item 2.

(a)

Name of Person Filing

This statement is filed by (i) Apollo Atlas Master Fund, LLC (“Atlas”); (ii) Apollo Atlas Management, LLC (“Atlas Management”); (iii) Apollo PPF Credit Strategies, LLC (“PPF Credit Strategies”); (iv) Apollo Credit Strategies Master Fund Ltd. (“Credit Strategies”); (v) Apollo ST Fund Management LLC (“ST Management”); (vi) Apollo ST Operating LP (“ST Operating”); (vii) Apollo ST Capital LLC (“ST Capital”); (viii) ST Management Holdings, LLC (“ST Management Holdings”); (ix) Apollo A-N Credit Fund (Delaware), L.P. (“A-N Credit”); (x) Apollo A-N Credit Management, LLC (“A-N Credit Management”); (xi) Apollo Credit Management, LLC (“ACM LLC”); (xii) Apollo Capital Credit Management, LLC (“ACCM LLC”); (xiii) Apollo SA Management, LLC (“SA Management”); (xiv) Apollo Capital Management, L.P. (“Capital Management”); (xv) Apollo Capital Management GP, LLC (“Capital Management GP”); (xvi) Apollo Management Holdings, L.P. (“Management Holdings”); and (xvii) Apollo Management Holdings GP, LLC (“Management Holdings GP”). The foregoing are collectively referred to herein as the “Reporting Persons.”

 

Atlas, PPF Credit Strategies, Credit Strategies, and A-N Credit, each hold securities of the Issuer.

 

Atlas Management serves as the investment manager of Atlas. Credit Strategies is the sole member of PPF Credit Strategies. ST Management serves as the investment manager for Credit Strategies. ST Operating is the sole member of ST Management. The general partner of ST Operating is ST Capital. ST Management Holdings is the sole member of ST Capital.

 

A-N Credit Management serves as the investment manager for A-N Credit.

 

ACM LLC provides investment management services for Franklin K2 Long Short Credit Fund (“Franklin K2”) and FASF Franklin K2 Alternative Strategies Fund (“FASF-Franklin K2”). ACCM LLC is the sole member of ACM LLC.

 

SA Management provides investment management services for Franklin Templeton Investment Funds - Franklin K2 Alternative Strategies Fund (“FTIF-Franklin K2”) and Franklin Templeton Investment Funds - Franklin K2 Long Short Credit Fund (“FTIF Franklin K2 Long Short”).

 

Capital Management serves as the sole member of Atlas Management, A-N Credit Management, ACCM LLC, and SA Management, the sole member and manager of ST Management Holdings, and provides investment management services for K2 Apollo Liquid Credit Master Fund Ltd (“K2 Apollo”). Capital Management GP serves as the general partner of Capital Management. Management Holdings serves as the sole member and manager of Capital Management GP, and Management Holdings GP serves as the general partner of Management Holdings.

 

 

(b)

Address of Principal Business Office or, if none, Residence

The principal office of Atlas, PPF Credit Strategies and A-N Credit is One Manhattanville Road, Suite 201, Purchase, New York 10577. The principal office of Credit Strategies is c/o Walkers Corporate Limited, Cayman Corporate Centre, 27 Hospital Road, George Town, Grand Cayman, KY-9008, Cayman Islands. The principal office of each of Atlas Management, ST Management, ST Operating, ST Capital, ST Management Holdings, A-N Credit Management, ACM LLC, ACCM LLC, SA Management, Capital Management, Capital Management GP, Management Holdings, and Management Holdings GP is 9 W. 57^th Street, 43^rd Floor, New York, New York 10019.

 

(c)

Citizenship

Atlas and Credit Strategies are each exempted companies incorporated in the Cayman Islands with limited liability. Atlas Management, PPF Credit Strategies, ST Management, ST Capital, ST Management Holdings, A-N Credit Management, ACM LLC, ACCM LLC, SA Management, Capital Management GP, and Management Holdings GP are each Delaware limited liability companies. ST Operating, A-N Credit, Capital Management, and Management Holdings are each Delaware limited partnerships.

 

(d)

Title of Class of Securities

Class A common stock, par value $0.0001 per share (the “Common Stock”)

 

(e)

CUSIP Number

00775W201

 

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable.

 

Item 4.Ownership.

 

Beneficial ownership information is reported as of the date of filing of this Schedule 13G.

 

(a)

Amount beneficially owned:

 

Atlas			99,371
Atlas Management			99,371
PPF Credit Strategies			196,136
Credit Strategies			1,325,960
ST Management			1,325,960
ST Operating			1,325,960
ST Capital			1,325,960
ST Management Holdings			1,325,960
A-N Credit			151,204
A-N Credit Management			151,204
ACM LLC			32,713
ACCM LLC			32,713
SA Management			51,227
Capital Management			1,980,000
Capital Management GP			1,980,000
Management Holdings			1,980,000
Management Holdings GP			1,980,000

 

 

Atlas, PPF Credit Strategies, Credit Strategies, and A-N Credit each disclaims beneficial ownership of all shares of the Common Stock included in this report other than the shares of Common Stock held of record by such Reporting Person, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose. Atlas Management, ST Management, ST Operating, ST Capital, ST Management Holdings, A-N Credit Management, ACM LLC, ACCM LLC, SA Management, Capital Management, Capital Management GP, Management Holdings and Management Holdings GP, and Messrs. Leon Black, Joshua Harris and Marc Rowan, the managers, as well as executive officers, of Management Holdings GP, each disclaim beneficial ownership of all shares of Common Stock included in this report, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose.

 

(b)

Percent of class:

 

Atlas			0.4	%
Atlas Management			0.4	%
PPF Credit Strategies			0.9	%
Credit Strategies			5.8	%
ST Management			5.8	%
ST Operating			5.8	%
ST Capital			5.8	%
ST Management Holdings			5.8	%
A-N Credit			6.6	%
A-N Credit Management			6.6	%
ACM LLC			0.1	%
ACCM LLC			0.1	%
SA Management			0.2	%
Capital Management			8.6	%
Capital Management GP			8.6	%
Management Holdings			8.6	%
Management Holdings GP			8.6	%

 

The percentages are based on 23,000,000 shares of Common Stock outstanding as of December 2, 2020, as disclosed in the Issuer’s Current Report on Form 8-K filed on that same date.

 

(c)

Number of shares as to which the person has:

 

(i)

Sole power to vote or to direct the vote: 0 for all Reporting Persons

 

 

(ii)

Shared power to vote or to direct the vote:

 

Atlas			99,371
Atlas Management			99,371
PPF Credit Strategies			196,136
Credit Strategies			1,325,960
ST Management			1,325,960
ST Operating			1,325,960
ST Capital			1,325,960
ST Management Holdings			1,325,960
A-N Credit			151,204
A-N Credit Management			151,204
ACM LLC			32,713
ACCM LLC			32,713
SA Management			51,227
Capital Management			1,980,000
Capital Management GP			1,980,000
Management Holdings			1,980,000
Management Holdings GP			1,980,000

 

(iii)

Sole power to dispose or to direct the disposition of: 0 for all Reporting Persons

 

(iv)

Shared power to dispose or to direct the disposition of:

 

Atlas			99,371
Atlas Management			99,371
PPF Credit Strategies			196,136
Credit Strategies			1,325,960
ST Management			1,325,960
ST Operating			1,325,960
ST Capital			1,325,960
ST Management Holdings			1,325,960
A-N Credit			151,204
A-N Credit Management			151,204
ACM LLC			32,713
ACCM LLC			32,713
SA Management			51,227
Capital Management			1,980,000
Capital Management GP			1,980,000
Management Holdings			1,980,000
Management Holdings GP			1,980,000

 

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [ ]

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

 

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

Not applicable.

 

Item 10.

Certification.

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

[The remainder of this page is intentionally left blank.]

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: December 11, 2020

 

	APOLLO ATLAS MASTER FUND, LLC
	By:	Apollo Atlas Management, LLC,
		its investment manager
		By:	/s/ Joseph D. Glatt
		Name:	Joseph D. Glatt
		Title:	Vice President
	APOLLO ATLAS MANAGEMENT, LLC
	By:	Apollo Capital Management, L.P.,
		its sole member
		By:	Apollo Capital Management GP, LLC,
			its general partner
			By:	/s/ Joseph D. Glatt
			Name:	Joseph D. Glatt
			Title:	Vice President
	Apollo PPF Credit Strategies, LLC
	By:	/s/ Joseph D. Glatt
	Name:	Joseph D. Glatt
	Title:	Vice President
	APOLLO CREDIT STRATEGIES MASTER FUND LTD.
	By:	Apollo ST Fund Management LLC,
		its investment manager
		By:	/s/ Joseph D. Glatt
		Name:	Joseph D. Glatt
		Title:	Vice President

 

 

	APOLLO ST FUND MANAGEMENT LLC
	By:	/s/ Joseph D. Glatt
	Name:	Joseph D. Glatt
	Title:	Vice President
	APOLLO ST OPERATING LP
	By:	Apollo ST Capital LLC,
		its general partner
		By:	/s/ Joseph D. Glatt
		Name:	Joseph D. Glatt
		Title:	Vice President
	APOLLO ST CAPITAL LLC
	By:	/s/ Joseph D. Glatt
	Name:	Joseph D. Glatt
	Title:	Vice President
	ST MANAGEMENT HOLDINGS, LLC
	By:	/s/ Joseph D. Glatt
	Name:	Joseph D. Glatt
	Title:	Vice President
	APOLLO A-N CREDIT FUND (DELAWARE), L.P.
	By:	Apollo A-N Credit Management, LLC,
		its investment manager
		By:	/s/ Joseph D. Glatt
		Name:	Joseph D. Glatt
		Title:	Vice President
	APOLLO A-N CREDIT MANAGEMENT, LLC
	By:	/s/ Joseph D. Glatt
	Name:	Joseph D. Glatt
	Title:	Vice President
	APOLLO CREDIT MANAGEMENT, LLC
	By:	Apollo Capital Credit Management, LLC,
		its sole member
		By:	/s/ Joseph D. Glatt
		Name:	Joseph D. Glatt
		Title:	Vice President

 

 

	APOLLO CAPITAL CREDIT MANAGEMENT, LLC
	By:	/s/ Joseph D. Glatt
	Name:	Joseph D. Glatt
	Title:	Vice President
	APOLLO SA MANAGEMENT, LLC
	By:	Apollo Capital Management, L.P.,
		its sole member
		By:	Apollo Capital Management GP, LLC,
			its general partner
			By:	/s/ Joseph D. Glatt
			Name:Joseph D. Glatt
			Title:Vice President
	APOLLO CAPITAL MANAGEMENT, L.P.
	By:	Apollo Capital Management GP, LLC,
		its general partner
		By:	/s/ Joseph D. Glatt
		Name:	Joseph D. Glatt
		Title:	Vice President
	APOLLO CAPITAL MANAGEMENT GP, LLC
	By:	/s/ Joseph D. Glatt
	Name:	Joseph D. Glatt
	Title:	Vice President
	APOLLO MANAGEMENT HOLDINGS, L.P.
	By:	Apollo Management Holdings GP, LLC,
		its general partner
			By:	/s/ Joseph D. Glatt
			Name:	Joseph D. Glatt
			Title:	Vice President
	APOLLO MANAGEMENT HOLDINGS GP, LLC
	By:	/s/ Joseph D. Glatt
	Name:	Joseph D. Glatt
	Title:	Vice President