APOLLO

APOLLO Tax Receivable Agreement (TRA) Payment Workbook Tax Year 2011 Partner Version 4 12'2012 EFTA01110636 APOLLO Page TRA Related Payment 3 Net Tax Benefit Allocated 4 Tax Benefit Schedule - Payment to TRA Holders 5 Tax Benefit Schedule - Realized Tax Benefit - APO Corp 6 Interest Amount Calculation 2 of 6 Index EFTA01110637 TRA Payment For the Year Ended 12.31.2011 TRA payment $ 5,808,172 Gross up distribution 11,022,878 TRA Holder TRA Ownership 2011 Payment AP Professionals Amount Ownership % Gross up Distribution Total Leon Black 41.0768% 2,385,813 38.6363% 4,258,834 6,644,647 3 of 6 EFTA01110638 APO Corp Related Taxable Income Tax Benefit Payments - Article III For the Year Ended 12.31.2011 TRA Agmt Appendix C Tax Receivable Agreement (TRA) Reference (Ankle II) Description Amount Roles 3.0101n1Mal 3.01(0)(2).(4) 3.01(0) 3.01(0) 3.01(0) APO Corp. 2011 Tax Year Realized Tax Benefit (Detriment) Excess Realized Tax Benefit (Detriment) Misted Realized Tax Benefit 85% Per TRA Tax Benefit Payment (includes Imputed Interest under IRC Sentinel 483) IRC Section 483 invited Interest (installment sate rules) Section 483 Interest Rate (5.15%) LT AFR Present Value of Tax Benefit Payment from Apra 13. 2012 to July 14.2007 - Total Sales Proceeds 3.01(0) interest Amount Per TRA (Through April 13.2012; 3.01(0) Notes: (1) Total Nei Tax Benefit i.e.. Tax Benefit Payment related to 2011 Tax Rearm 8.823.687 8.823.687 65% 5.800.134 4.568.454 (1) 1231.680 (2) 8.038 (3) 5.808.172 To calculate the amount of imputed instaltrnent sate interest that is taxable on the tax return the Apptable Federal Rate (AFR) that applies to the term of the installment sale on the date of the safe (July 13. 2007) was used. The AFR was 5.15%. (2) The present value 01 the Tax Benefit Payment is calculated using the hallowing formula: Amount of allure Payment 1 • (a of days July 15. 2007 to April 13. 2012p365 x Annual Interest Rate) Arls3unl of Future Payment Annual Interest Rate (Long term MR for July 2007) 3 Year (July 14. 2007 Ihraigh July 14. 2011) a of Days (July 15.2011 through Apia 13. 2012) 5.800.134 5.15% 4 Year 1.735 (3) 'Metes] is calculated WWII the due dale of the 2011 Tax Return (without extensions). Please see tee scathed calculation. 4 016 EFTA01110639 APO Corp Related Taxable Income Tax Benefit Schedule - Article II Section 2.03 December 31, 2011 Descriptions A Non- Stepped Up Tax Llahilifv B Actual Liability C=A-B Realized Tax Benefit Partnership Distributive Share Income/(Loss) $11,713,622 $11,713,622 Standalone APO Corp Income ($13,508) ($13,508) Section 197 Amortization (68,630,497) Sec 483 Imputed Interest (8,845,928) Interest Expense on Late Payment (41,787) Net Operating Loss Charity Contribution Carryforward 136,228 Special deductions (125,599) (80,407) State & Local Taxes (548,060) (11,650) Taxable Income $11,026,455 ($65,773,928) Federal Income Tax 3,759,259 (2,528,018) AMT Tax Liability Federal Tax Liability (Greater of Regular or AMT) 3,759,259 (2,528,018) 2011 State Income Tax (NY, NYC, CA) 548,060 11,650 4,307,319 (2,516,368) Fed Refund (2,528,018) State Refund Total 2011 Current Tax Liability 4,307,319 (2,516,368) 6 823 A. With respect to any Taxable Year, the liability for Taxes of APO Corp., including with respect, directly or 'indirectly, to the income and gains allocable to APO Corp. from any Partnership in which APO Corp. owns 'an interest using the same methods, elections,conventions and similar practices used on APO Corp.'s Return, but calculated using the Non—Stepped Up Tax Basis instead of the tax basis of the Original Assets and excluding any deduction attributable to the Imputed Interest. 687 5 of 6 EFTA01110640 APO Corp Related Taxable Income TRA Late Payment Interest Amount Calculation Tax Year 2011 Tax Benefit Payment 5,800,134 Interest Amount' 8.038 Total Payment $ 5,808,172 LIBOR (assumed to Plus 100 Interest Monthly Tax Benefit Month Date for LIBOR 2 be 6 month rate) Basis Points Amount Interest Payment Amount February, 2012 February 27, 2012 0.7521% 1.00% 1.75% 4,455 5,804.588 March, 2012 March 30, 2012 0.7334% 1.00% 1.73% 3,584 5,808.172 Reflects TRA payment occuring on April 13, 2012. 2means for each month (or portion thereof) during any period, an interest rate per annum equal to the rate per annum reported, on the date two days prior to the first day of such month, on the Telerate Page 3750 (or if such screen shall cease to be publicly available, as reported on Reuters Screen page "LIB0" or by any other publicly available source of such market rate) for London interbank offered rates for U.S. dollar deposits for such month (or portion thereof). 6 of 6 EFTA01110641