Exhibit 5.1
January 3, 2022
Apollo Global Management, Inc.
9 West 57th Street, 43rd Floor
New York, New York 10019
Registration Statement on Form S-8
Ladies and Gentlemen:
We have acted as special counsel to
Apollo Global Management, Inc., a Delaware corporation (the Company), in connection with the Registration Statement on Form S-8 of the Company (the Registration Statement), filed with
the Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended (the Act), and the rules and regulations thereunder (the Rules). You have asked us to furnish our opinion as to the legality of the
securities being registered under the Registration Statement. The Registration Statement relates to the registration under the Act of up to 43,354,318 shares of common stock of the Company, par value $0.00001 per share (the Shares), that
may be issued or delivered pursuant to the following plans (the Plans, and each a Plan):
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(i) |
the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan;
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(ii) |
the Athene Holding Ltd. 2014 Share Incentive Plan;
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(iii) |
the Athene Holding Ltd. 2016 Share Incentive Plan; and
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(iv) |
the Athene Holding Ltd. 2019 Share Incentive Plan.
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In connection with the furnishing of this opinion, we have examined originals, or copies certified or otherwise identified to our satisfaction, of the
following documents (collectively, the Documents):
1. the Registration Statement; and
2. the Plans and the forms of award agreements relating to awards granted under the Plans.
In addition, we have examined (i) such corporate records of the Company that we have considered appropriate, including a copy of the certificate of
incorporation and by-laws of the Company, certified by the Company as in effect on the date of this letter, and copies of resolutions of the board of directors of the Company relating to the Registration
Statement and (ii) such other certificates, agreements and documents that we deemed relevant and necessary as a basis for the opinions expressed below. We have also relied upon the factual matters contained in the representations and warranties
of the Company made in the Documents and upon certificates of public officials and the officers of the Company.
In our examination of the documents
referred to above, we have assumed, without independent investigation, the genuineness of all signatures, the legal capacity of all individuals who have executed any of the documents reviewed by us, the authenticity of all documents submitted to us
as originals, the conformity to the originals of all documents submitted to us as certified, photostatic, reproduced or conformed copies of valid existing agreements or other documents, the authenticity of all the latter documents and that the
statements regarding matters of fact in the certificates, records, agreements, instruments and documents that we have examined are accurate and complete.
Based upon the above, and subject to the stated assumptions, exceptions and qualifications, we are of the opinion that the Shares have been duly authorized by
all necessary corporate action on the part of the Company and, when issued, delivered and paid for in accordance with the terms of the applicable Plan and relevant agreements duly authorized by and in accordance with the terms of the applicable
Plan, the Shares will be validly issued, fully paid and non-assessable.
