Apollo Commercial Real Estate Finance Moves Into Liquidating Trust
Apollo Commercial Real Estate Finance moved its remaining assets to a liquidating trust on Nov. 9, cancelled its shares and issued one trust unit per share.
Why it matters
- Apollo Commercial Real Estate Finance transferred its remaining assets and liabilities to a liquidating trust on Nov. 9, under a liquidation plan its stockholders approved on Sept. 29.
- Stockholders received one unit of the trust for each share, all common shares were cancelled, and the company deregistered with the SEC. The units do not trade on any exchange and generally cannot be transferred.
- The trust's board decides the amount and timing of any distributions, and the trust ends no later than Nov. 9, 2029, subject to certain extensions.
Apollo Commercial Real Estate Finance, a commercial mortgage lender, transferred its remaining assets and liabilities to a liquidating trust on Monday, Nov. 9, and its common shares were cancelled, the trust said in a Form 8-K filed with the SEC on Thursday, Nov. 12. Each stockholder received one unit of beneficial interest in the trust for each share held just before the transfer.
Stockholders approved the company's plan of complete liquidation and dissolution on Sept. 29, according to the filing. The company, which traded on the New York Stock Exchange, filed a Form 25 on Oct. 27 to voluntarily withdraw its common stock from listing. As of Nov. 9 it deregistered with the SEC. It had operated as a real estate investment trust that originated and managed commercial first mortgage loans, subordinate financings and other commercial real estate debt, the trust's press release says.
What happens to Apollo Commercial stockholders now?
They hold trust units instead of shares. The units do not trade on the New York Stock Exchange or any other exchange, and with limited exceptions, such as transfer by will or operation of law, they cannot be sold or transferred, the 8-K says. No certificates are issued.
The trust exists to wind up the company's affairs, sell its remaining assets in an orderly way and, after paying or providing for remaining liabilities, distribute the assets or proceeds to unitholders. "The amount and timing of any liquidating distributions will be determined by the Board of Trustees in its sole discretion," the filing says. It does not give an amount or a schedule.
How long will the trust last?
No later than Nov. 9, 2029, unless extended. The trust ends at the earliest of the time Maryland law requires, a board decision after all assets are distributed, or Nov. 9, 2029, subject to certain extensions. Scott Weiner and Daniel Ho are named as trustees in the trust agreement, and ACREFI Management, LLC was retained to manage day-to-day operations under the board's supervision.
The trust pointed holders to the company's Aug. 24 proxy statement for the expected federal tax treatment of liquidating distributions.
Other commercial mortgage lenders are still reporting third-quarter results; Starwood Property Trust posted a $389.7 million loss on loan reserves. For the benchmarks behind floating-rate commercial loans, see hard money and private lending rates today.
Sources
- Apollo Commercial Real Estate Finance Liquidating Trust, Form 8-K (filed Nov. 12, 2026)
- Apollo Commercial Real Estate Finance Liquidating Trust, Press release, Exhibit 99.1 to Form 8-K (Nov. 12, 2026)
- Apollo Commercial Real Estate Finance, Inc., Form 25 (Oct. 27, 2026)
