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SEC Filings
10-Q
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. filed this Form 10-Q on 05/02/2017
Entire Document
 

All of the assets acquired from AMTG were sold during 2016. The AMTG Merger provided the Company with the ability to expand the balance sheet in a cost effective and accretive manner at a time when ARI’s management believes there is significant opportunity to deploy capital into commercial real estate debt investments at attractive returns.
The AMTG Merger was accounted for as a business combination in accordance with ASC 805, Business Combinations.  The transactions pursuant to the Athene Loan Agreement and the Asset Purchase Agreement were contemporaneous with and contingent on the AMTG Merger, therefore the Company recorded the transaction net. The Company was designated as the accounting acquirer. The total purchase price has been allocated based upon management’s estimates of fair value. The difference between the fair value of net assets of AMTG and the consideration was recorded as a bargain purchase gain.
The bargain purchase gain was computed as follows:
Consideration Paid:
$ (in thousands)


Cash
$
220,159


Common stock issued
218,397


Preferred stock assumed
172,500


Total consideration paid
$
611,056

 
 
 
Assets acquired:



Cash and cash equivalents
399,402


Restricted cash
10,552


Investments
1,491,484


Other assets
34,822

 
 
 
Liabilities assumed:



Borrowings under repurchase agreements
(1,254,518
)

Other liabilities
(30,665
)
 
 
 

Net assets acquired
651,077






Bargain purchase gain
$
40,021

The Company incurred $11,350 of transaction-related expenses related to the AMTG Merger during 2016. Transaction-related expenses are comprised primarily of transaction fees and AMTG Merger costs, including legal, finance, consulting, professional fees and other third-party costs.
The following table provides the pro forma consolidated operational data as if the AMTG Merger had occurred on January 1, 2016:

 
 Three Months Ended
(in thousands, except per share data)
March 31, 2016
Total revenue
 
$
96,308

Net income attributable to common shareholders
(233
)

 

Common shares outstanding at March 31, 2016
67,385,255

Net income per common share, basic and diluted
 
$

The pro forma consolidated operational data is based on assumptions and estimates considered appropriate by our management; however, these pro forma results are not necessarily indicative of the results of operations that would have been obtained had the

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