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ANNUAL REPORT 2012 Contents | Letter to Shareholders Page 1 | Form 10-K Page 5 | to Our Fellow Shareholders

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ANNUAL REPORT 2012 Contents | Letter to Shareholders Page 1 | Form 10-K Page 5 | to Our Fellow Shareholders ANNUAL REPORT 2012 Contents | Letter to Shareholders page 1 | Form 10-K page 5 | To Our Fellow Shareholders Fiscal year 2012 marks the beginning of a period of strategic expansion for Apollo Investment Corporation (the “Company”). As a result of the global financial crisis and increased regulation of banks and other capital providers, we believe there are sizable voids in today’s lending landscape. By increasing our focus on areas where others are not, we believe that we will be able to play a crucial role of “solution provider” for businesses in need of capital. While our core strategy remains focused on providing financing solutions to middle Issuance of Asset Backed Securities* $1,400 market companies, we intend to broaden our $1,233 investment footprint to offer a more diverse array of $1,200 $1,000 -87% private market debt solutions. More specifically, we $769 $800 plan to reduce our exposure to subordinated debt $ in billions $600 and increase our exposure to proprietary middle $400 $219 $184 market originated senior secured debt as well as $200 $127 $158 $0 other areas of specialized lending where financing 2006 2007 2008 2009 2010 2011 voids are more pronounced. * Source: Bloomberg We have begun to reposition our portfolio into investment strategies that fill some of the voids in today’s market place, leverage the Company’s strengths, take advantage of our permanent capital and offer what we believe are attractive risk adjusted returns. To that end, in April 2012, we made an equity investment in a senior loan vehicle managed by an affiliate of Madison Capital Funding, a leading middle market senior lender. In addition, we intend to better leverage the broad Apollo Global Management platform, which is one of the world’s leading alternative investment managers, to generate proprietary yield oriented products more effectively. To help execute our strategic objectives, we recently appointed industry veteran Ted Goldthorpe as President of the Company and Chief Investment Officer of our investment adviser, Apollo Investment Management, L.P., as well as experienced financial executive Gregory W. Hunt as Chief Financial Officer and Treasurer. Earlier this year we also established an energy team, based in Houston, to help identify and execute lending opportunities in this high growth and dynamic industry vertical. In addition, we expanded the Company’s investment committee to include more members and greater representation from other areas within Apollo Global Management. We expect this expanded committee to help the Company better leverage the Apollo platform. 1 In addition to expanding into more strategies and making senior management changes, we also took several steps to strengthen the Company’s financial position. In February 2012, our Board of Directors declared a quarterly dividend that was more closely aligned with the Company’s net investment income per share. We believe this action was prudent and appropriate and in the best interest of our shareholders. Also, in April 2012, a subsidiary of Apollo Global Management purchased $50 million of newly issued shares of our common stock at net asset value, which was a premium to the Company’s stock price at that time. We believe this investment demonstrates Apollo Global Management’s explicit support for its flagship U.S. private debt vehicle. With our new team in place and strategic priorities re-established, we believe that over the next 24 to 36 months we can reposition our portfolio from its current mix to one that takes advantage of middle market opportunities while at the same time moving our investments higher up the capital structure improving our overall security and risk profile. Portfolio and Results For the fiscal year ended March 31, 2012, we added Cumulative Capital Invested $1.5 billion in gross investments to our portfolio in billions bringing total invested capital since our initial public $8.8 offering to $8.8 billion across 166 portfolio companies $7.3 $6.3 $5.6 with more than 100 financial sponsors. Investments $5.2 sold or prepaid during the 2012 fiscal year totaled $3.4 $1.6 billion. At March 31, 2012, our investment $2.0 portfolio consisted of 62 portfolio companies valued at $0.9 $2.7 billion. At March 31, 2012, our portfolio 3/31/05 3/31/06 3/31/07 3/31/08 3/31/09 3/31/10 3/31/11 3/31/12 composition was comprised 30% in senior secured From Inception through Fiscal Year Ended loans, 60% in subordinated debt, 1% in preferred equity and 9% in common equity and warrants. The AINV Dividend Yield weighted average yield on our senior secured loan 29.9% portfolio, subordinated debt portfolio and total debt portfolio as of March 31, 2012 at cost were 10.2%, 12.7% and 11.9%, respectively. 13.1% 11.2% Portfolio Composition at For the fiscal year 10.1% 9.5% 8.8% 9.3% March 31, 2012 ended March 31, 2012, 6.2% gross investment Senior Equity 3/31/05 3/31/06 3/31/07 3/31/08 3/31/09 3/31/10 3/31/11 3/31/12 Secured Loans Preferred income totaled $357.6 At the Fiscal Year Ended 9% Equity 30% 1% million and net investment income totaled $172.7 million, or $0.88 per share. For the full fiscal year, our Board of Directors declared $1.04 per share in dividends. $2.7 Billion The quarterly dividend was reduced to $0.20 per share for the fourth fiscal quarter from $0.28 for the first three fiscal quarters. For the year, the 60% Company had a net decrease in net assets resulting from operations of Subordinated Debt $86.3 million, or a loss of $0.44 per share. 2 Apollo Investment Corporation 2012 Annual Liquidity and Capital Resources In fiscal year 2012 and continuing into the first quarter of fiscal year 2013, the Company continued to diversify and optimize its capital structure. At March 31, 2012, the Company had $1.0 billion of debt outstanding including $539 million in borrowings outstanding on its credit facility. The Company’s leverage ratio was 0.60:1 debt-to-equity at the end of the fiscal year. Over the past year and into this year, we have taken a number of actions to improve and diversify our capital base. ■ In September 2011, the Company issued $45 million of senior secured notes in a private placement to new and existing lenders. ■ In April 2012, an affiliate of Apollo Global Management purchased $50 million of newly issued Apollo Investment Corporation stock at net asset value. ■ In May 2012, the Company entered into a new four-year $1.14 billion senior secured revolving credit facility (the “Facility”) with participation from new and existing lenders. The Facility matures in May 2016, and includes a one year amortization period beginning in May 2015. The stated interest rate on the Facility is LIBOR plus 225 basis points, a 75 basis point reduction from our prior facility. The Facility contains an accordion feature whereby it can be expanded to $1.71 billion under certain conditions. Subsequent to entering the new Facility, the Company has no debt maturities until October 2015. Looking ahead, we expect to continue to diversify our sources of funding sources and improve the maturity profile of our debt. Hypothetical Portfolio Outlook in 24 to 36 months As we look ahead, we are excited about the opportunities we see, and Other we believe the Company is well-positioned to benefit from the changes 0-10% Equity 5-10% in the lending landscape and from having permanent capital. In fiscal Subordinated 40-50% year 2013, we will continue to reposition our portfolio by selling 10-20% 2nd Lien investments opportunistically and reinvesting into other strategies. In addition, given the uncertainty in the global capital markets, we expect the level of prepayments in our portfolio to decline compared to fiscal 20-40% year 2012. 1st Lien In closing, we would like to thank all of Apollo Investment Corporation’s shareholders for their ongoing and long-term support. We would also like to thank our entire team of investment, finance, legal and compliance professionals for their passion and commitment to Apollo Investment Corporation. John Hannan James Zelter Chairman CEO Ted Goldthorpe Gregory W. Hunt President CFO Apollo Investment Corporation 2012 Annual 3 Financial Highlights For the Year Ended March 31, 2012 2011 2010 2009 2008 Net Assets (000’s) $ 1,685,231 $ 1,961,031 $ 1,772,806 $ 1,396,138 $ 1,897,908 Net Asset Value Per Share $ 8.55 $ 10.03 $ 10.06 $ 9.82 $ 15.83 Net Increase (Decrease) in Net Assets Resulting from Operations (000’s) $ (86,264) $ 180,412 $ 263,290 $ (611,879) $ (33,438) Net Investment Income Per Share $ 0.88 $ 0.99 $ 1.26 $ 1.48 $ 1.82 Earnings (Loss) Per Share – Basic and Diluted $ (0.44) $ 0.93 $ 1.65 $ (4.39) $ (0.30) Dividends Declared Per Share $ 1.04 $ 1.12 $ 1.10 $ 1.82 $ 2.07 Weighted Average Yield on Debt Portfolio at end of period 11.9% 11.6% 11.8% 11.7% 12.0% Number of Portfolio Companies at end of period 62 69 67 72 71 4 Apollo Investment Corporation 2012 Annual UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K È ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 FOR THE FISCAL YEAR ENDED MARCH 31, 2012 OR ‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 814-00646 APOLLO INVESTMENT CORPORATION (Exact name of registrant as specified in its charter) Maryland 52-2439556 (State of Incorporation)(I.R.S.
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