GUERNSEY, Channel Islands–(Business Wire)–
Regulatory News:

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY ITALIAN PERSON OR ADDRESS IN
THE REPUBLIC OF ITALY

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in
any doubt as to the action you should take, you are recommended to seek your own
financial advice immediately from your stockbroker, solicitor, accountant or
other independent professional adviser.

AP Alternative Assets, L.P.

(A closed-ended investment company incorporated in Guernsey under
the provisions of The Companies (Guernsey) Law, 1994, as amended)

This Tender Offer (as defined below) will expire at 5.30pm (Central European
Time (“CET”)) on 11 August 2010, unless extended or terminated earlier by the
Board (such date and time as the same may be extended or terminated, the
“Expiration Date”.

AP Alternative Assets, L.P. (“AP Alternative Assets” or “AAA”; Euronext
Amsterdam: AAA) announced today that the board of directors (the “Board”) of AAA
Guernsey Limited, the managing general partner of AAA (the “GP”) has approved
the commencement of an offer to purchase for cash up to 4,545,454 of its
outstanding Units (as defined below and which are held in the form of Common
Units or RDUs representing underlying Common Units (both as defined below)) for
a maximum aggregate payment amount of up to $25 million (as the same may be
increased or decreased, the “Maximum Payment Amount”). The Tender Offer is being
made to all holders of Common Units and RDUs upon the terms and subject to the
conditions set forth in this Tender Offer document (of which the terms and
conditions may be amended or supplemented from time to time) and with respect to
purchase of Units in the form of RDUs, subject to the terms and conditions set
out in the related letter of transmittal (uploaded to AAA`s website), which may
be amended or supplemented from time to time (the “RDU Letter of Transmittal”)
(the “Tender Offer”). Specific details of the Tender Offer are provided below.
Acceptance of tendered Units may be subject to proration as described herein.
Decisions of the Board in respect of which tendered Units are to be accepted or
as to whether such Units have been validly tendered, shall be final and binding.
The Tender Offer will be open from 12 July 2010 to 5.30pm on 11 August 2010 (the
“Tender Offer Period”).

This announcement does not constitute a prospectus or an offer within the
meaning of article 3 of the Prospectus Directive (Directive 2003/71/EC). This
announcement has not been submitted to nor approved by any regulatory body. This
announcement does not constitute a recommendation concerning the Tender Offer.
Persons interested in participating in the Tender Offer should consult a
professional advisor as to the suitability of the Tender Offer for the
individual concerned. All investments are subject to risk. The value of the
Units may fluctuate. Prospective investors should not treat the contents of this
document as advice relating to legal, taxation or investment matters, and are to
make their own assessments concerning these and other consequences of any
investment, including the merits of investing and the risks. Prospective
investors are advised to seek expert legal, financial, tax and other
professional advice before making any decision with respect to the Tender Offer.

This announcement does not constitute, and may not be used for the purposes of,
an offer to any person in any jurisdiction in which (i) such offer or invitation
is not authorised; or (ii) in which the person making such offer or invitation
is not qualified to do so; or (iii) to any person to whom it is unlawful to make
such offer or invitation. The distribution of this announcement in certain
jurisdictions may be restricted by law and therefore persons into whose
possession this announcement comes should inform themselves about and observe
any such restrictions. Any failure to comply with these restrictions may
constitute a violation of the securities laws of such jurisdiction.

Trading Update

As of 31 May, 2010, AAA`s unaudited net asset value was $1,397.3 million, or
$14.40 per Unit based upon 97,012,983 common units outstanding in AAA (the
“Units”). In June 2010, AAA Investments, L.P. (the “Investment Partnership”)
purchased $75.0 million of its own debt for a purchase price of 85% of the par
value, or $63.8 million with a realized gain on extinguishment of $11.2 million.
As a result of this purchase, the Investment Partnership`s revolving credit
facility was permanently reduced to $537.5 million.

Background to and reasons for the Tender Offer

In this Tender Offer, references to the common units of AAA shall mean those
interests in Units which are held in book-entry form through the facilities of
Euroclear Bank S.A./N.V. (“Euroclear”) and Clearstream Banking S.A.
(“Clearstream”), such Units being held by the Royal Bank of Canada (the “Common
Units Depositary”) (the “Common Units”), the beneficial owners of such Common
Units being the “Unitholders”. References to restricted depositary units
(“RDUs”) shall mean the RDUs representing ownership interests in the Common
Units of AAA, that are held in book-entry form through the facilities of
Euroclear by the Bank of New York Mellon, as depositary (the “Depositary”) under
a restricted deposit agreement among AAA, the Depositary and all registered
holders and beneficial owners from time to time of the restricted depositary
receipts (“RDRs”), being the physical certificates evidencing the RDUs (the “RDU
Holders”). Each RDU represents one Common Unit.

The Board has been considering options to increase the liquidity of its Units
and decrease the trading discount to net asset value.

As announced on 5 May 2010, the Board recently extended its authority for AAA to
purchase Units with an aggregate value of up to $25 million (the “On-Market
Buyback Program”). From that time until 11 July 2010, AAA has purchased 135,167
Units for aggregate consideration of $845,181 (net of transaction fees) at an
average price per Unit of $6.25 (net of transaction fees) in connection with the
On-Market Buyback Program. During the Tender Offer Period, the On-Market Buyback
Program will be suspended and will only re-start after AAA publishes a press
release stating that the On-Market Buyback Program will be re-started.

Due to volume restrictions imposed pursuant to Regulation 2273/2003/EC dated 22
December 2003, AAA has been limited in its ability to achieve its target
aggregate purchase amount of $25 million within the desired timeframe. This
Tender Offer is separate to the On-Market Buyback Program but is intended to
serve the same purpose of seeking to increase the liquidity in the market for
the Units and decrease the trading discount to net asset value. The Board
believes that this Tender Offer will provide a more timely method for achieving
this goal.

Terms of the Tender Offer

1.Introduction

The Board is proposing to return up to $25 million of cash to Eligible
Unitholders (as defined below) though a purchase by AAA of up to 4,545,454 Units
during the Tender Offer Period.

Eligible Unitholders (as defined in paragraph 3 (Eligible Unitholders) below)
are invited to tender some or all of their holding of Units at a price of their
choosing between $5.50 (the “Base Price”) and $7.00 (that range being the “Price
Range”), with tenders at $0.10 increments within the Price Range to be accepted
(the price tendered being the “Tender Price”). The difference between the Base
Price and the Tender Price will be the bid premium (the “Bid Premium”). The
price actually being paid by AAA per Unit will be the tender offer consideration
(the “Tender Offer Consideration”). Based on the Tender Price and Bid Premiums
received, AAA will calculate the difference between the Base Price and the
Tender Offer Consideration (the “Clearing Premium”).

The maximum number of Units that AAA may purchase is 4,545,454, provided that
the aggregate consideration payable by AAA for such Units will never exceed the
Maximum Payment Amount.

References in this document to “business days” will be to U.S. business days,
excluding Saturdays, Sundays and public holidays.

The results of the Tender Offer will be announced in a press release as soon as
possible following 16 August 2010.

2.Expected Timetable of Principal Events for the Tender Offer

DATE ON WHICH TENDER OFFER OPENS..………………………………….7.00am 12 July 2010

RDU FINAL INSTRUCTION DATE…………………………………………..5.00pm* 9 August 2010

EXPIRATION DATE (TENDER OFFER CLOSES)..…………………………5.30pm 11 August 2010

SETTLEMENT DATE…..………………ON OR AS SOON AS POSSIBLE AFTER 16 August 2010

Note: all dates and times are subject to change as explained in this document.
All references to times are to CET unless expressly stated otherwise.

* New York time

3.Eligible Unitholders

This Tender Offer is being made only to holders of RDUs and to beneficial owners
of Common Units who do not reside in, nor are citizens of, Italy, the United
Kingdom, Canada, Australia, South Africa and Japan (the “Eligible Unitholders”).

The making of this Tender Offer to Eligible Unitholders in, or to, persons
resident in, or citizens or nationals of, jurisdictions outside the Netherlands
and the United States of America may be prohibited or affected by the laws of
the relevant jurisdiction. Such persons should inform themselves about and
observe any applicable legal or regulatory requirements.

4.Reverse auction process – determination of price and acceptance of tenders

The Tender Offer is being conducted as a modified “Dutch Auction”. This means
that if Eligible Unitholders elect to participate, Eligible Unitholders must
specify the minimum Tender Offer Consideration they would be willing to receive
in exchange for each Unit the Eligible Unitholder chooses to tender in the
Tender Offer. The Tender Price that Eligible Unitholders specify for each Unit
can only be in increments of $0.10 and may not be less than $5.50 or more than
$7.00 per Unit. Tenders of Units outside of the Price Range will not be accepted
and will not be used for purposes of calculating the Tender Offer Consideration
as described below.

Each Eligible Unitholder tendering Units in the Tender Offer is to submit a
Tender Price.

Whether and to what extent Eligible Unitholders` tendered Units are accepted for
purchase in the Tender Offer will depend upon how the Tender Price specified by
such Eligible Unitholder compares to Tender Prices specified by other Eligible
Unitholders. Specifically, on the Expiration Date:

* For each tender of Units, the Board will determine the “Bid Premium” for such
tender by subtracting the Base Price from the Tender Price specified for such
Units
* The Board will use all the Bid Premiums received across all Units to calculate
a single Clearing Premium in accordance with the procedure set forth below.
* The Tender Offer Consideration payable for a Unit will be equal to the
Clearing Premium plus the Base Price for that Unit.
* The Clearing Premium for the Units will be determined by consideration of the
Bid Premium of all Units validly tendered by Eligible Unitholders, in order of
lowest to highest Bid Premiums.

Prorationing

* If the number of Units validly tendered by Eligible Unitholders on or prior to
the Expiration Date with a Tender Price that results in a Bid Premium equal to
or less than the Clearing Premium would cause AAA (if it were to accept all such
tenders) to spend more than the Maximum Payment Amount to repurchase such Units
in the Tender Offer (taking into account the Tender Offer Consideration for all
Units given such Clearing Premium), then the Tender Offer will be
oversubscribed, in such circumstances, in order to ensure that the Maximum
Payment Amount is not exceeded, the Board will select and accept for payment
such tendered Units as follows:

First, the Board will accept for payment all Units validly tendered by Eligible
Unitholders with a Tender Price that results in a Bid Premium less than the
Clearing Premium (or such pro rata portion thereof that would not result in a
total Tender Offer Consideration in excess of the Maximum Payment Amount).

Second, to the extent that the Tender Offer Consideration pursuant to the
foregoing would be less than the Maximum Payment Amount, the Board will accept
for payment the Units with a Tender Price that results in a Bid Premium equal to
the Clearing Premium, using a single proration factor across the Units tendered
by Eligible Unitholders, such that AAA spends the Maximum Payment Amount.

By way of example:

If 3,500,000 Units are tendered at $6.00, the aggregate Tender Offer
Consideration per Unit will be $21,000,000. This would be under the Maximum
Payment Amount, so higher Tender Prices received would be considered. If 500,000
additional Units were tendered by Eligible Unitholders at $7.00, the Tender
Offer Consideration for the original 3,500,000 Units would be increased to $7.00
(giving a total of $24,500,000) and the Tender Offer Consideration for the
additional 500,000 Units would be $7.00 (giving aggregate Tender Offer
Consideration of $28,000,000). This would exceed the Maximum Payment Amount.
Therefore the first 3,500,000 Units would be acquired first for the Tender Offer
Consideration of $7.00, as this equals an amount less than the Maximum Payment
Amount, $24,500,000 in aggregate. Then, the remaining $500,000 of the Maximum
Payment Amount would be used to acquire the pro rata proportions of the Units
which were tendered at $7.00. The Maximum Payment Amount would be utilised and
the Units tendered at $7.00 which were not bought, would be notified to
Euroclear, Clearstream and the Depositary and unblocked or RDRs returned (as
applicable).

All Units not accepted as a result of prorationing and all tenders of Units with
a Bid Premium in excess of the Clearing Premium will be rejected from the Tender
Offer.

* The Clearing Premium with respect to the Units will be:

(a) the lowest single Bid Premium (the “Specified Premium”) for all valid
tenders of Units by Eligible Unitholders such that, for all tenders of Units
whose Tender Price results in a Bid Premium equal to or less than the Specified
Premium, the Board will be able to spend the Maximum Payment Amount, taking into
account the Tender Offer Consideration for all Units and the prorationing
described in the next paragraph; provided, however, that if the number of Units
purchased at the Clearing Premium that results from applying this formula and
the prorationing described above is not greater than the number of Units that
would be purchased using the Tender Price that results in the Bid Premium next
lowest to the Specified Premium then the Clearing Premium will be such next
lowest Bid Premium.

By way of example:

If 4,000,000 Units are tendered at a price of $6.00, the Tender Offer
Consideration will be $6.00 (the Clearing Premium being $0.50) and the total
Tender Offer Consideration to be paid to Eligible Unitholders will be
$24,000,000.

In such circumstances, the Maximum Payment Amount would not have been reached.
If there were no Units tendered at the $6.10 and $6.20 prices, the Board would
then look to purchase any Units tendered at $6.30. If 1,000 shares were tendered
at $6.30, the Board would then attempt to apply the $6.30 Tender Offer
Consideration ($0.80 Clearing Premium) to all Units tendered at or below $6.30
per Unit, in an attempt to spend the Maximum Payment Amount. This would mean
that the 4,000,000 Units tendered at $6.00 would now attract Tender Offer
Consideration of $6.30 each (including a $0.80 Clearing Premium). However, by
increasing the Tender Offer Consideration to $6.30, AAA would reach an aggregate
figure for Tender Offer Consideration of $25,200,000 and would actually need to
subject the 4,000,000 Units that it could have acquired at the $6.00 Tender
Price to proration, otherwise it would exceed the Maximum Payment Amount of
$25,000,000. In such circumstances, it would not actually be able to acquire any
of the additional Units which were tendered at $6.30.

In such circumstances, AAA would simply apply the Clearing Premium of $0.50
(i.e. the highest price at which Units tendered were actually able to be
accepted) to the Units and the Tender Offer Consideration would therefore be
$6.00, with total Tender Offer Consideration being paid of $24,000,000. i.e. AAA
would not increase the Clearing Premium in order to reach the Maximum Payment
Amount, if it could not acquire additional Units as a result of the increase.

(b) Except as set out in (a) above, in the event that the purchase of all Units
validly tendered by Eligible Unitholders would result in AAA spending less than
the Maximum Payment Amount under the Tender Offer, the Clearing Premium will be
the highest Bid Premium with respect to any Unit validly tendered by Eligible
Unitholders.

To avoid purchases of fractions of Units, if necessary, the Board will make
appropriate adjustments downward to the nearest whole Unit with respect to each
Eligible Unitholder validly tendering Units at a Bid Premium equal to the
Clearing Premium.

All Eligible Unitholders whose Units are accepted in the Tender Offer will
receive the Tender Offer Consideration for those Units (subject to deduction in
the case of RDU Holders, of the costs incurred by AAA or such RDU Holder
associated with withdrawing the underlying units from the Depositary (it is
anticipated that a charge of $0.05 will be charged to the RDU Holder by the
Depositary for each RDU withdrawn from the RDU scheme) and subject, in the case
of all Units, to any transaction costs incurred by the beneficial owners of
Units or their relevant bank, nominee or custodian incurred in connection with
the Tender Offer), even if they tendered at a Tender Price that results in a Bid
Premium that was less than the Clearing Premium. Accordingly, any Eligible
Unitholder whose Units are accepted in the Tender Offer will receive no less
than the Tender Offer Consideration for those Units, (less the charges, if any,
referred to above).

The Board will announce any increase in the Maximum Payment Amount (which may be
amended during the Tender Offer Period, or following the Expiration Date, as the
Board shall at its sole discretion determine), any amendment to the Price Range,
amendment or suspension of the Tender Offer Period or termination of the Tender
Offer by a press release and/or a notice sent via the clearing systems, as well
as posting a press release on the website of the Netherlands Authority for
Financial Markets and Euronext Amsterdam during the Tender Offer Period, or in
the event that the Maximum Payment Amount is amended following the Expiration
Date, as soon as practicable following the Expiration Date. If the Price Range
is amended the Board will extend the Tender Offer so that at least ten business
days remain until the Expiration Date. Withdrawal of tenders may be permitted in
certain circumstances set out in paragraph 7 below.

5.Tender Offer Period

Except in circumstances where the Tender Offer Period is suspended, amended or
terminated in accordance with the terms of this Tender Offer, the Tender Offer
will remain open from Monday 12 July 2010 until 5.30pm CET on Wednesday 11
August 2010 (the “Expiration Date”) (the “Tender Offer Period”).

RDU Holders should note that they will need to submit their tender offers on or
before the RDU Final Instruction Date, which occurs prior to the Expiration Date
for the Tender Offer.

Beneficial owners of Common Units should note that the deadlines set by
Euroclear and Clearstream for the submission of Common Unit Tender Instructions
will also be earlier than the Expiration Date specified in this Tender Offer.
Beneficial owners of Common Units should contact Euroclear and Clearstream (as
applicable) for further information.

All tenders are to be received in accordance with the procedures set out below.

6.Procedures for Tendering Units

General

All of the RDUs are held in certificated form. If Eligible Unitholders own RDUs
or beneficial interests in RDUs and wish to tender them in the Tender Offer,
they should follow the instructions below under the heading “Procedure for
tendering RDUs”.

All of the Common Units are held in book-entry form through the facilities of
Euroclear or Clearstream. If Eligible Unitholders own Units and wish to tender
them in the Tender Offer, they should follow the instructions below under the
heading “Procedure for tendering Common Units”.

If Eligible Unitholders hold their Units in a brokerage or custodian account
through a custodian or nominee, including a broker, dealer, bank or trust
company, they will need to timely instruct their custodian or nominee to tender
their Units on or prior to the Expiration Date or, in the case of RDUs on or
prior to the RDU Final Instruction Date (in order to receive the applicable
Tender Offer Consideration), in the manner described below and upon the terms
and conditions set forth in this Tender Offer. Please refer to any materials
forwarded to Eligible Unitholders by custodians or nominees to determine how
Eligible Unitholders can timely instruct their custodian or nominee to take
these actions. In order to execute transactions, custodians and nominees may
require instructions to be given earlier than the times and dates set out in
this Tender Offer. RDU Holders must submit their instructions to BNY Mellon
Shareowner Services prior to the RDU Final Instruction Date.

Eligible Unitholders who need assistance with respect to the procedures for
participating in the Tender Offer should contact the applicable Information
Agent, the contact details for which are on the back cover page of this Tender
Offer.

Procedures for tendering RDUs

For RDUs to be validly tendered pursuant to the Tender Offer the RDRs evidencing
the RDUs, together with a properly completed and duly executed RDU Letter of
Transmittal and any other documents required by the RDU Letter of Transmittal,
on or prior to the RDU Final Instruction Date (as set out in the Expected
Timetable of Principal Events set out on page 3 of this Tender Offer) by BNY
Mellon Shareowner Services at its address set forth at the back of this
document; or

To obtain an RDU Letter of Transmittal contact the RDU Information Agent
(details at the end of this Tender Offer) or download a copy of the Letter of
Transmittal from AAA`s website at apolloalternativeassets.com.

Notwithstanding any other provision hereof, payment for RDUs tendered and
accepted for payment pursuant to the Tender Offer will be made only after timely
receipt by the Depositary of RDRs evidencing such RDUs and any other documents
required by the RDU Letter of Transmittal (or facsimile thereof bearing an
original signature) with any required signature guarantees.

IN ACCORDANCE WITH INSTRUCTION 4 OF THE RDU LETTER OF TRANSMITTAL, EACH RDU
HOLDER DESIRING TO TENDER RDUs PURSUANT TO THE TENDER OFFER MUST CHECK ONE OF
THE BOXES IN THE SECTION OF THE RDU LETTER OF TRANSMITTAL CAPTIONED “RDUs
TENDERED AT PRICE DETERMINED BY YOU” INDICATING THE PRICE IN INCREMENTS OF $0.10
PER UNDERLYING UNIT (IN INCREMENTS OF $0.10 PER RDU) AT WHICH RDUs ARE BEING
TENDERED.

An RDU Holder who wishes to tender different RDUs at more than one price must
complete a separate RDU Letter of Transmittal for each price at which RDUs are
being tendered. The same RDUs may not be tendered at more than one price unless
the tender of such RDUs is withdrawn in accordance with the terms of the Tender
Offer.

Method of delivery for RDUs.The method of delivery of all documents, including
RDRs, evidencing the RDUs, is at the election and risk of the tendering RDU
holder. An overnight courier delivery is recommended, however, if delivery is by
mail, registered mail with return receipt requested, properly insured, is
recommended. RDUs will be deemed delivered only when actually received by BNY
Mellon Shareowner Services. In all cases, sufficient time should be allowed to
ensure timely delivery.

Settlement for RDUs. On the Settlement Date (as set out in the Expected
Timetable of Principal Events on page 3 of this Tender Offer), the consideration
for all Units validly tendered and accepted, will be paid to the Depositary, who
will disburse the proceeds by cheque, to the accepting RDU Holders, less any
transaction costs (including the fee of $0.05 per RDU for removing the relevant
RDUs from the RDU scheme).

Procedure for tendering Common Units

The Board will only accept tenders of Common Units in the Tender Offer by way of
the submission by Eligible Unitholders of valid electronic tender and blocking
instructions (“Common Unit Tender Instructions”), in the form required by
Euroclear or Clearstream, as applicable, in accordance with the procedures set
forth below.

To tender Common Units in the Tender Offer, Eligible Unitholders should deliver,
or arrange to have delivered on their behalf, via Euroclear or Clearstream, as
applicable, and in accordance with the requirements of such clearing system, a
valid Common Unit Instruction that is received by the Common Units Depositary
prior to the Expiration Date.

Beneficial owners of Common Units are advised to check with any bank, securities
broker or other intermediary through which Eligible Unitholders hold Common
Units whether such intermediary would require receipt of instructions to
participate in, the Tender Offer before the deadlines specified in this Tender
Offer.The deadlines set by Euroclear and Clearstream, for the submission of
Common Unit Tender Instructions will also be earlier than the Expiration Date
specified in this Tender Offer. Beneficial owners of Common Units should contact
Euroclear and Clearstream (as applicable) for further information.

Common Units Tender Instructions. The tendering of Common Units in the Tender
Offer will be deemed to have occurred upon receipt by the Common Units
Depositary, via Euroclear or Clearstream, as applicable, of a valid Common Unit
Instruction in accordance with the requirements of such clearing system. The
receipt of such Common Unit Instruction by Euroclear or Clearstream, as
applicable, will be acknowledged in accordance with the standard practices of
such clearing system and will result in the blocking of the relevant Common
Units in such clearing system so that no transfers may be effected in relation
to such Common Units.

To be valid, a Common Unit Instruction must specify (i) the number of Common
Units being tendered and (ii) the Tender Price, such price being not lower than
$5.50 per Common Unit, nor more than $7.00 per Common Unit and such tenders
within that range to be at $0.10 increments. Beneficial owners of Common Units
may tender different numbers of their Common Units at different prices; however,
Eligible Unitholders may not specify prices for an aggregate number of Common
Units in excess of the aggregate number of Common Units tendered and
beneficially owned by Eligible Unitholders (or on their behalf). The same Common
Units cannot be tendered at more than one price. If any Tender Price per Common
Unit is not submitted in a whole increment of $0.10 in excess of $5.50, such
Tender Price will be rounded up to the nearest $0.10 increment, unless as a
consequence of the rounding, the Tender Price would exceed $7.00

Beneficial owners of Common Units must clearly specify in a Common Unit Tender
Instructions the number of Common Units being tendered and the Tender Price at
which those Common Units are being tendered. If any Tender Price is not
submitted in a whole increment of $0.10, such Tender Price will be rounded up to
the nearest $0.10 increment.

Beneficial owners of Common Units must take the appropriate steps through
Euroclear or Clearstream, as applicable, so that no transfers may be effected in
relation to such blocked Common Units at any time after the date of submission
of such Common Unit Instruction, in accordance with the requirements of
Euroclear or Clearstream, as applicable, and the deadlines required by such
clearing system. By blocking such Common Units in Euroclear or Clearstream, each
person who is shown in the records of such clearing system as a holder of a
particular principal amount of the Common Units (as referred to as “Direct
Participants” and each a “Direct Participant”) will be deemed to consent to
Euroclear or Clearstream, as applicable, providing details concerning their
identity to AAA and the Common Units Depositary.

Only Direct Participants may submit Common Unit Tender Instructions. Each
beneficial owner of Common Units that is not a Direct Participant must arrange
for the Direct Participant through which it holds the relevant Common Units to
submit a Common Unit Instruction on its behalf to Euroclear or Clearstream, as
applicable, by the deadlines specified by such clearing system.

Representations, Warranties and Undertakings:AAA’s Acceptance Constitutes an
Agreement. By submitting a valid Common Unit Instruction to Euroclear or
Clearstream, as applicable, in accordance with the standard procedures of such
clearing system, Eligible Unitholders and any Direct Participant submitting such
Common Unit Instruction on their behalf shall be deemed to agree to,
acknowledge, represent, warrant and undertake to AAA and the Common Units
Depositary, the following on each of the Expiration Date and the Settlement Date
(if Eligible Unitholders or the Direct Participant acting on their behalf are
unable to give these agreements, acknowledgements, representations, warranties
and undertakings, Eligible Unitholders or such Direct Participant should contact
the Common Unit Depositary immediately):

1. The Eligible Unitholder irrevocably constitutes and appoints the Common Units
Depositary as their true and lawful agent and attorney-in-fact (with full
knowledge that the Common Units Depositary also acts as AAA`s agent) with
respect to such Common Units, with full powers of substitution and revocation
(such power of attorney being deemed to be an irrevocable power coupled with an
interest) to (i) present such Common Units and all evidences of transfer and
authenticity to, or transfer ownership of, such Common Units on the account
books maintained by Euroclear or Clearstream, as applicable, to, or upon the
order of, AAA (ii) present such Common Units for transfer of ownership on the
books of AAA, and (iii) receive all benefits and otherwise exercise all rights
of beneficial ownership of such Common Units, all in accordance with the terms
and conditions of the Tender Offer.

2. The Eligible Unitholder understands that tenders of Common Units pursuant to
any of the procedures described in this Tender Offer and acceptance of such
Common Units by AAA will constitute a binding agreement between Eligible
Unitholders and AAA upon the terms and subject to the conditions of this Tender
Offer. For the purposes of the Tender Offer, the Eligible Unitholder understands
that validly tendered Common Units (or defectively tendered Common Units in
respect of which AAA has or has caused to be waived such defect) will be deemed
to have been accepted by AAA, as and when (if applicable) AAA gives oral or
written notice thereof to the Common Units Depositary.

3. The Eligible Unitholder has full power and authority to tender, sell, assign
and transfer the Common Units tendered.

4. The Eligible Unitholder has read and agrees to all of the terms of the Tender
Offer.

5. The Eligible Unitholder understands that AAA will pay the aggregate Tender
Offer Consideration, for the Common Units accepted for purchase. The decision of
the Board as to the Tender Offer Consideration shall be final and binding.

6. By accepting this Tender Offer, the Eligible Unitholder is not breaching
applicable securities laws.

7. Upon the terms and subject to the conditions of the Tender Offer, the
Eligible Unitholder tenders in the Tender Offer the series and principal amount
of Common Units in their account blocked in Euroclear or Clearstream, as
applicable, and, subject to and effective on the purchase by AAA of the Common
Units blocked in such clearing system, the Eligible Unitholder renounces all
right, title and interest in and to all such Common Units purchased by AAA
pursuant to the Tender Offer and waive and release any rights or claims the
Eligible Unitholder may have against AAA with respect to any such Common Units
or the Tender Offer.

8. By blocking the relevant Common Units in Euroclear or Clearstream, as
applicable, the Eligible Unitholder will be deemed to consent, in the case of a
Direct Participant, to such clearing system providing details of their tender to
the Common Units Depositary (and for the Common Units Depositary to provide such
details to AAA).

9. The Eligible Unitholder holds and will hold, until the time of settlement on
the Settlement Date, the relevant Common Units blocked in Euroclear or
Clearstream, as applicable, and, in accordance with the requirements of such
clearing system and by the deadline required by such clearing system, the
Eligible Unitholder has submitted, or has caused to be submitted the Common Unit
Instruction to such clearing system to authorise the blocking of the tendered
Common Units with effect on and from the date of such submission so that, at any
time pending the transfer of such Common Units on the relevant Settlement Date
to AAA or to their agent on their behalf, no transfers of such Common Units may
be effected.

10. The Eligible Unitholder has observed and will observe the laws of all
relevant jurisdictions, obtained all requisite governmental, exchange control or
other required consents, complied with all requisite formalities and paid (or
will pay) any issue, transfer or other taxes or requisite payments due from them
in each respect in connection with any offer or acceptance, in any jurisdiction
and that they have not taken or omitted to take any action in breach of the
representations or which will or may result in AAA or any other person acting in
breach of the legal or regulatory requirements of any such jurisdiction in
connection with the Tender Offer or tender Common Units in connection therewith.

11. The Eligible Unitholder acknowledges that none of AAA, the RDUs Information
Agent, the RDU Depositary, the Common Units Depositary or the Common Units
Information Agent is making any recommendation as to whether or not they should
tender Common Units in response to the Tender Offer.

12. The Eligible Unitholder is not a resident of or located in the Republic of
Italy, Canada, Japan, Australia, South Africa or the United Kingdom and has not
distributed or forwarded this Tender Offer or any other communications or
documents to or from the Republic of Italy, Canada, Japan, Australia, South
Africa or the United Kingdom.

The Board`s acceptance for payment of Common Units tendered under the Tender
Offer will constitute a binding agreement between Eligible Unitholders and AAA
upon the terms and conditions of the Tender Offer described in the This Tender
Offer.

7.Withdrawal of tenders

Tenders made may not be withdrawn, unless AAA changes the Price Range or alters
the Tender Offer in a way which is materially detrimental to the Eligible
Unitholders that have already tendered their Units, or AAA is otherwise required
by law to permit withdrawal (see paragraph 9 below for more details). In such
circumstances, the relevant notice amending the Price Range will set out an
extension to the Tender Offer Period of 10 business days and will offer Eligible
Unitholders to withdraw their validly tendered Units, such period of time to be
not less than 10 business days.

8.Settlement

The receipt of a Common Unit Instruction by Euroclear or Clearstream, as
applicable, will constitute instructions to debit the securities account of the
relevant Direct Participant on the Settlement Date in respect of all of the
Common Units that Eligible Unitholders have validly tendered in the Tender
Offer, where such Common Units are accepted for purchase by the Board, upon
receipt by such clearing system of an instruction from the Common Units
Depositary to receive such Common Units for the account of AAA and against
credit of the relevant amount in cash from AAA equal to the Tender Offer
Consideration for such Common Units, subject to the automatic revocation of
those instructions on the date of any termination of the Tender Offer.
Settlement for RDU Holders will occur in accordance with the settlement
provisions for RDU Holders set out in paragraph 6 above.

If Eligible Unitholders have questions about the procedure for tendering their
Units they should in the case of RDU Holders contact the RDU Information Agent
and in the case of beneficial owners of Common Units contact the Unitholders
Information Agent.

9.Right to extend, terminate or amend the Tender Offer

The Board reserves the right, subject to applicable legal and regulatory
requirements to:

a. extend the Tender Offer Period at any time prior to or after the Expiration
Date;

b. terminate the Tender Offer at any time prior to the Expiration Date;

c. amend the Price Range at any time prior to the Expiration Date, provided that
if doing so (i) the Tender Offer Period will be extended by at least 10 business
days and (ii) Eligible Unitholders who have tendered their Units will be
provided with an opportunity to withdraw their tendered Units, for a minimum
period of 10 business days following such amendment;

d. increase the Maximum Payment Amount at any time prior to or after the
Expiration Date (in such circumstances, AAA will not necessarily extend or amend
the Tender Offer Period and Eligible Unitholders will not be permitted to
withdraw any Units that they have tendered); and/or

e. amend any other term (other than those set out in (a) to (d) above) of this
Tender Offer, at any time prior to or after the Expiration Date, provided that
if such amendment is materially detrimental to the interests of Eligible
Unitholders who have tendered Units, the Tender Offer Period will be extended by
at least 10 business days and (ii) Eligible Unitholders who have tendered their
Units will be provided with an opportunity to withdraw their tendered Units, for
a minimum period of 10 business days following such amendment.

Any such amendment, extension or termination of the Tender Offer pursuant to
this paragraph 9 will be notified to Unitholders by a press release and/or a
notice sent via the clearing systems, as well as posting a press release on the
website of the Netherlands Authority for Financial Markets and Euronext
Amsterdam during the Tender Offer Period

* * * *

From time to time after the expiration of the Tender Offer Period, or after
termination or withdrawal of the Tender Offer, AAA or its affiliates may acquire
any Units that are not tendered pursuant to the Tender Offer through open-market
purchases, privately negotiated transactions, tender offers, exchange offers,
redemptions or otherwise, upon such terms and at such prices as AAA may
determine, which may be more or less than the prices to be paid pursuant to the
Tender Offer and could be for cash or other consideration. The price per Unit
paid pursuant to such transactions may differ from the prices paid for the Units
pursuant to the Tender Offer.

There can be no assurance as to which, if any, of these alternatives or
combinations thereof AAA or its affiliates may choose to pursue in the future.

AAA DOES NOT MAKE ANY RECOMMENDATION AS TO WHETHER UNITHOLDERS SHOULD TENDER
THEIR UNITS PURSUANT TO THE OFFER.EACH UNITHOLDER MUST MAKE ITS OWN DECISION AS
TO WHETHER TO TENDER ITS UNITS, AND, IF SO, THE AMOUNT OF THE UNITS AS TO WHICH
ACTION IS TO BE TAKEN.

Material Tax Consequences

Guernsey

AAA is not a taxable entity in Guernsey. Under current Guernsey law, any of
AAA`s income which is wholly derived from its international operations and any
distributions paid to one of its Unitholders is not regarded as arising or
accruing from a source in Guernsey in the hand of that Unitholder if, being an
individual, the Unitholder is not solely or principally resident in Guernsey or,
being a company, is not resident in Guernsey. It is the intention of the GP to
ensure that AAA`s business is conducted in such a way as to constitute
international operations for the purposes of the relevant legislation. No
inheritance, capital gains, gift, turnover or sales taxes are levied in Guernsey
in connection with the acquisition, holding or transfer of a Unit. No stamp duty
or similar taxation is levied on the issue or redemption of a Unit. No Guernsey
withholding tax or any other deduction will be made on distributions made by
AAA.

United States

The following summary is a discussion of the material United States federal
income tax consequences of the Tender Offer that may be relevant to Eligible
Unitholders who tender some or all of their Units for cash pursuant to the
Tender Offer. This discussion is based on the Internal Revenue Code of 1986, as
amended (the “Code”), Treasury Regulations, rulings issued by the Internal
Revenue Service (the “IRS”), and judicial decisions and other applicable
authorities, all as of the date hereof. All of the foregoing is subject to
change or differing interpretations, possibly with retroactive effect. This
summary does not purport to discuss all aspects of federal income taxation which
may be important to a particular person in light of its investments or tax
circumstances, or to certain types of investors subject to special tax rules
(including financial institutions, broker-dealers, and insurance companies), nor
does it describe any aspect of state, local, foreign or other tax laws. This
summary assumes that the Units are held by the Eligible Unitholders for
investment purposes (commonly referred to as “capital assets”). No advance
ruling has been or will be sought from the IRS regarding any matter discussed
herein. Further, no opinion of counsel has been or will be obtained with regard
to the Tender Offer.

THE UNITED STATES FEDERAL INCOME TAX TREATMENT OF A UNITHOLDER PARTICIPATING IN
THE OFFER DEPENDS IN SOME INSTANCES ON DETERMINATIONS OF FACT AND
INTERPRETATIONS OF COMPLEX PROVISIONS OF UNITED STATES FEDERAL INCOME TAX LAW
FOR WHICH NO CLEAR PRECEDENT OR AUTHORITY MAY BE AVAILABLE. ACCORDINGLY, YOU
SHOULD CONSULT YOUR TAX ADVISOR REGARDING THE UNITED STATES FEDERAL, STATE,
LOCAL AND FOREIGN TAX CONSEQUENCES OF TENDERING YOUR UNITS PURSUANT TO THIS
OFFER OR OF A DECISION NOT TO TENDER IN LIGHT OF YOUR SPECIFIC TAX SITUATION.

For purposes of this discussion, a “U.S. Unitholder” is a beneficial owner of
Units that is for U.S. federal income tax purposes: (1) an individual citizen or
resident of the United States; (2) a corporation (or other entity treated as a
corporation for U.S. federal income tax purposes) created or organized in or
under the laws of the United States, any state thereof or the District of
Columbia; (3) an estate, the income of which is subject to U.S. federal income
taxation regardless of its source; or (4) a trust, if either (i) the trust is
subject to the primary supervision of a court within the United States and one
or more United States persons have the authority to control all substantial
decisions of the trust or (ii) the trust has a valid election in effect to be
treated as a United States person. A “non-U.S. Unitholder” is a beneficial owner
of Units that is not a U.S. Unitholder. If an entity treated as a partnership
for U.S. federal income tax purposes holds Units, the tax treatment of a partner
in such entity will generally depend upon the status of the partner and the
activities of the entity. If you are a partner of such an entity that holds
Units, you should consult your own tax advisor. The discussion in this summary
does not constitute tax advice and is not intended to be a substitute for tax
planning.

Tax Consequences to U.S. Unitholders

In General. A cash distribution by AAA in redemption of less than all of a
Unitholder`s Units will reduce, but not below zero, the Unitholder`s adjusted
tax basis in all of his, her or its Units held immediately before the
distribution (see “Adjusted Tax Basis” below). If the distribution by AAA to a
Unitholder exceeds the Unitholder`s adjusted tax basis in his, her or its Units,
the excess will be taxable to the Unitholder as though it were a gain from a
sale or exchange of the Units. Such gain generally will be long-term capital
gain if the Units have been held for more than one year. Where a Unitholder
tenders less than all of his, her or its Units, loss may not be recognized in
connection with the tendering of such Units.

A Unitholder who redeems for cash all of his, her or its Units will recognize
gain or loss measured by the difference between the amount realized on the sale
and the Unitholder`s adjusted tax basis in the Units sold (see “Adjusted Tax
Basis” below). Such gain or loss generally will be long-term capital gain or
loss if the Unitholder`s redeemed Units have been held for more than one year.
The amount realized will include the Unitholder`s allocable share of AAA`s
nonrecourse borrowings (as that term is defined for federal income tax
purposes), if any, as well as any proceeds from such redemption.

Long-term capital gains recognized by individuals and certain other non
corporate taxpayers generally will be subject to a maximum United States federal
income tax rate of 15%.

Adjusted Tax Basis. A Unitholder`s adjusted tax basis in its Units is equal to
the Unitholder`s aggregate capital contributions to AAA as adjusted by certain
items. Basis is generally increased by the Unitholder`s allocable share of AAA`s
profits (and items of income and gain) and AAA`s nonrecourse borrowings (as
defined for federal income tax purposes), if any. Basis is generally decreased
by the Unitholder`s allocable share of AAA`s losses (and items of loss,
deduction and expense), the amount of cash distributed by AAA to the Unitholder,
and AAA`s tax basis of property (other than cash) distributed by AAA to the
Unitholder and any reduction in the Unitholder`s allocable share of AAA`s
nonrecourse borrowings (as defined for federal income tax purposes), if any.

Tax Treatment of Non-U.S. Unitholders

AAA believes it has structured its investment activities so that it should not
be engaged in a U.S. trade or business. On that basis, non-U.S. Unitholders that
are not themselves otherwise engaged in a U.S. trade or business should
generally not be subject to U.S. federal income or withholding tax in connection
with a redemption of Units for cash. If, however, AAA were determined to be
engaged in a U.S. trade or business, non-U.S. Unitholders would be subject to
U.S. federal income tax, and possibly an additional branch profits tax, on all
or a portion of any gain realized on a redemption of Units for Cash. In certain
circumstances, an applicable income tax treaty may ameliorate the U.S. tax
consequences described in the preceding sentence, provided that certain
documentation requirements are satisfied and that the non-U.S. Unitholder is
eligible to receive the benefits of the applicable treaty.

Non-U.S. Unitholders are urged to consult their own tax advisors as to the
consequences to them of participation in the Tender Offer.

Information Reporting and Backup Withholding

To prevent possible application of back-up United States federal income tax
withholding with respect to the payment of the Tender Offer consideration, each
Unitholder that tenders Units must provide the Board with such Unitholder`s
correct taxpayer identification number.Back-up withholding is not an additional
tax.Any amounts withheld under the back-up withholding rules may be refunded or
credited against a Unitholder`s United States federal income tax liability, if
any, provided that the required information is furnished to the IRS.Tendering
Unitholders should consult their tax advisors with regard to filing and
information reporting requirements that may arise as a consequence of tendering
Units.

Relevant Disclaimers regarding regulatory obligations

This press release will be available on the website of AAA, on the website of
the Authority for the Financial Markets of the Netherlands and on AAA`s issuer
site of Euronext Amsterdam.

Available Information and Incorporation of Documents by Reference

The following documents filed by AAA are hereby incorporated by reference and
shall be considered to be a part of this Tender Offer.

* Financial statements for the period ending 31 March 2010;
* Financial statements in accordance with auditing standards generally accepted
in the United States of America for the period ending 31 December 2009; and
* Financial statements in accordance with International Standards on Auditing
(UK and Ireland) for the period ending 31 December 2009.

Any statement contained in a document or report incorporated or deemed to be
incorporated herein by reference shall be deemed to be modified or superseded
for purposes of this Tender Offer to the extent that a statement contained
herein or in any subsequently filed document or report that also is or is deemed
to be incorporated by reference herein modifies or supersedes such statement.
Any such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Tender Offer.

Unitholders may obtain copies of AAA`s reports and filings, at no cost, on AAA`s
website: www.apolloalternativeassets.com.

Forward-Looking Statements

All statements, other than statements of historical facts, included in this
Tender Offer regarding the prospects of AAA`s industry and AAA`s prospects,
plans, financial position and business strategy may constitute “forward-looking
statements” within the meaning of Section 27A of the Securities Act, as amended,
and Section 21E of the United States Securities Exchange Act of 1934, as
amended. In addition, forward-looking statements generally can be identified by
the use of forward-looking terminology such as “may,” “will,” “expect,”
“intend,” “estimate,” “anticipate,” “plan,” “foresee,” “believe” or “continue”
or the negatives of these terms or variations of them or similar terminology.

Although the Board believe that the expectations reflected in these
forward-looking statements are reasonable, the Board can give no assurance that
these expectations will prove to have been correct. All such forward-looking
statements are subject to certain risks and uncertainties that could cause
actual results to differ materially from those contemplated by the relevant
forward-looking statement. Important factors that could cause actual results to
differ materially from the Board`s expectations include, among other things:

* AAA`s future operating results;
* AAA`s business prospects and the prospects of AAA`s portfolio companies;
* the impact of investments that the Board expect to make;
* the dependence of AAA`s future success on the general economy and its impact
on the industries in which AAA invests;
* the ability of AAA`s portfolio companies to achieve their objectives;
* AAA`s expected financings and investments;
* the adequacy of AAA`s cash resources and working capital;
* the timing of cash flows, if any, from the operations of AAA`s portfolio
companies;
* market risks due to the types of investments AAA makes and the manner in which
AAA raises capital;
* the risks related to AAA`s investments in publicly traded securities and
investments that are not publicly traded, including privately held securities,
bank debt and other private investments;
* the potential insolvency of any of AAA`s prime brokers or other such service
providers;
* the risks and uncertainties relating to AAA`s indebtedness;
* changes in the exchange rates between the U.S. dollar and other currencies;
and
* the risks related to AAA`s hedging or other derivative transactions.

Readers are urged to consider these factors carefully in evaluating the
forward-looking statements.

For a discussion of these and other risk factors, see “Risk Factors” in AAA`s
financial statements prepared in accordance with the auditing standards
generally accepted in the United States of America for the period ending 31
December 2009.

All subsequent written and oral forward-looking statements attributable to the
Board or persons acting on the Board`s behalf are expressly qualified in their
entirety by these cautionary statements. The forward-looking statements included
herein are made only as of the date of this Tender Offer, and the Board do not
undertake any obligation to release publicly any revisions to such
forward-looking statements to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.

About AP Alternative Assets

AP Alternative Assets was established by Apollo and is a closed-end limited
partnership established under the laws of Guernsey. Apollo is a leading global
alternative asset manager with 20 years of experience investing across the
capital structure of leveraged companies. AP Alternative Assets is managed by
Apollo Alternative Assets, L.P. and invests in or co-invests alongside certain
Apollo-sponsored private equity funds, capital market funds, and other
opportunistic investments. For more information about AP Alternative Assets,
please visit www.apolloalternativeassets.com.

RDU Information Agent
Telephone Information for RDU Holders
From within the U.S., Canada, Puerto Rico: 1-866-329-3469 (Toll Free)
From outside the U.S.: 1-201-680-6921
or
Address Details for RDU Holders
BNY Mellon Shareowner Services
Attn: Corporate Action Dept., 27th Floor
480 Washington Boulevard
Jersey City, NJ 07310
or
Unitholders Information Agent
Royal Bank of Canada
Telephone Information for Common Unit Holders
Mariko Takahashi
mariko.takahashi@rbccm.com
+44 (0) 207 653 4605
or
Simon Oborn
simon.oborn@rbccm.com
+44 (0) 207 653 4299
or
Nick Humphreys
nick.humphreys@rbccm.com
+44 (0) 207 653 4055
or
AP Alternative Assets
Barry Giarraputo (New York) +1 (212) 515 3478
or
AP Alternative Assets Press Contact
Ed Gascoigne-Pees (FD in London) +44 (0) 207 269 7132

Copyright Business Wire 2010