EFTA00605467.pdf

Confidential Empire Valuation Consultants, LLC DRAFT COPY - for Discussion Purposes Only VALUATION DATE: 12/3/15 PDF Compiled on 1/29/2016 EXHIBIT G-3 APOLLO OPERATING GROUP - TAX RECEIVABLE AGREEMENT BLACK FAMILY PARTNERS, LP AS OF DECEMBER 3, 2015 Number of Shares 92,727,166 Price per Share $15.81 Value of Block $1,465,552,859 Value Attributable to APO Corp. 69.99% $1,025,740,448 Annual Amortization (15 yr.) $68,382,696 Effective Tax Rate (Per Management) 40.35% Discount Rate 12.00% Year TRA Amortization TRA Tax Shield Days PV Factor Present Value of TRA Tax Benefit 1 $68,382,696 $27,592,418 366 0.89 $24,628,439 2 $68,382,696 $27,592,418 731 0.80 $21,989,678 3 $68,382,696 $27,592,418 1,096 0.71 $19,633,641 4 $68,382,696 $27,592,418 1,461 0.64 $17,530,037 5 $68,382,696 $27,592,418 1,827 0.57 $15,646,960 6 $68,382,696 $27,592,418 2,192 0.51 $13,970,500 7 $68,382,696 $27,592,418 2,557 0.45 $12,473,660 8 $68,382,696 $27,592,418 2,922 0.40 $11,137,197 9 $68,382,696 $27,592,418 3,288 0.36 $9,940,839 10 $68,382,696 $27,592,418 3,653 0.32 $8,875,749 11 $68,382,696 $27,592,418 4,018 0.29 $7,924,776 12 $68,382,696 $27,592,418 4,383 0.26 $7,075,693 13 $68,382,696 $27,592,418 4,749 0.23 $6,315,621 14 $68,382,696 $27,592,418 5,114 0.20 $5,638,948 15 $68,382,696 $27,592,418 5,479 0.18 $5,034,775 $187,816,511 Aggregate Present Value of TRA Tax Benefit, rounded $187,820,000 TRA Tax Benefit Sharing Percentage 85% Net Unrestricted TRA Tax Benefit Available to Block $159,647,000 Less: Restriction Period Discount (from Exhibit G-4) 14% ($22,350,580) Net Fair Market Value of TRA Tax Benefit Available to Block, rounded $137,000,000 EFTA00605467 Confidential Empire Valuation Consultants, LLC DRAFT COPY - for Discussion Purposes Only VALUATION DATE: 12/3/15 PDF Compiled on 1/29/2016 EXHIBIT G-4 APOLLO OPERATING GROUP UNITS BLACK FAMILY PARTNERS, LP AS OF DECEMBER 3, 2015 Estimated Restricted TRA Value Weighted Average Restriction Period (yrs.) $159,647,000 1 EFTA00605468 Confidential Empire Valuation Consultants, LLC DRAFT COPY - for Discussion Purposes Only VALUATION DATE: 1213/15 PDF Compiled on 1/29/2016 EXHIBIT 6-5 APOLLO OPERATING GROUP - TAX RECEIVABLE AGREEMENT BLACK FAMILY PARTNERS, LP EFTA00605469