Apollo Commercial Real Estate Finance has agreed to sell its commercial real estate loan portfolio to Athene Holding for a price equal to 99.7% of total loan commitments, net of reserves. 

The transaction values the roughly $9 billion portfolio at a level expected to leave ARI with approximately $1.4 billion of net cash and $1.7 billion of common stockholders’ equity after repaying financing facilities and other debt. On a per-share basis, that equates to about $12.05, representing a 23% premium to recent trading levels. 

The sale excludes two loans totaling $146 million in principal that are expected to be repaid prior to closing. ARI will also retain its equity interests in real estate properties, which totaled $466 million as of September 30, 2025. 

“This transaction provides certainty of execution through a complete loan portfolio sale to a high-conviction buyer with deep familiarity with the assets, given Athene’s aligned position in the capital structure with ARI across nearly 50% of the loans in the portfolio,” said Stuart Rothstein, ARI’s CEO and president. 

Athene, Apollo’s annuities provider, may assign purchase rights to affiliates and funds managed by Apollo Global Management, including affiliates of Athene Co-Investment Reinsurance. 

“With respect to public vehicles we manage, we consistently review underlying portfolio and stock price performance in evaluating potential strategies and options with the objective of maximizing realizable value for stockholders,” John Zito, co-president of Apollo Asset Management, said. 

The deal requires shareholder approval and is expected to close in the second quarter. ARI may solicit alternative proposals through February 21 as part of an active strategic review. 

BofA Securities is financial advisor to the special committee, with Fried, Frank, Harris, Shriver & Jacobson as legal counsel. Clifford Chance US is advising ARI, while Sidley Austin and Eastdil Secured are advising Athene.