0001104659-24-015642.txt : 20240212 0001104659-24-015642.hdr.sgml : 20240212 20240212190010 ACCESSION NUMBER: 0001104659-24-015642 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240212 DATE AS OF CHANGE: 20240212 GROUP MEMBERS: ARES OWNERS HOLDINGS L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Ares Management Corp CENTRAL INDEX KEY: 0001176948 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] ORGANIZATION NAME: 02 Finance IRS NUMBER: 954656677 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-90773 FILM NUMBER: 24621994 BUSINESS ADDRESS: STREET 1: 2000 AVE OF THE STARS STREET 2: 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 3102014100 MAIL ADDRESS: STREET 1: 2000 AVE OF THE STARS STREET 2: 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER COMPANY: FORMER CONFORMED NAME: ARES MANAGEMENT LP DATE OF NAME CHANGE: 20020701 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Ares Partners Holdco LLC CENTRAL INDEX KEY: 0001620263 ORGANIZATION NAME: IRS NUMBER: 465192240 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 SC 13G/A 1 tm245692d5_sc13ga.htm SC 13G/A

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

 

 

SCHEDULE 13G

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

(Amendment No. 5)*

 

 

 

Ares Management Corporation
(Name of Issuer)

 

Class A common stock, par value $0.01 per share
(Title of Class of Securities)

 

03990B 101
(CUSIP Number)

 

December 31, 2023
(Date of Event Which Requires Filing of this Statement)

 

 

 

Check the Appropriate Box to Designate the Rule Pursuant to Which this Schedule Is Filed:

 

¨      Rule 13d-1(b)

 

¨      Rule 13d-1(c)

 

x      Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

1.

Names of Reporting Persons

 

Ares Partners Holdco LLC

2.

Check The Appropriate Box if a Member of a Group (See Instructions)

 

(a) ¨                   (b) x

3. SEC Use Only
4.

Citizenship or Place of Organization

 

Delaware

Number of Shares
Beneficially Owned
By Each Reporting
Person With
5.

Sole Voting Power

 

0

6.

Shared Voting Power

 

130,294,487(1)

7.

Sole Dispositive Power

 

0

8.

Shared Dispositive Power

 

130,294,487(1)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

130,294,487(1)

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)        ¨
11.

Percent of Class Represented by Amount in Row (9)

 

43.06%(2)

12.

Type of Reporting Person (See Instructions)

 

OO

 


(1) Represents (i) 13,269,729 shares of Class A common stock, par value $0.01 per share, of Issuer (“Class A Shares”) and (ii) 117,024,758 partnership units of the Ares Operating Group, which are convertible one for one into Class A Shares, subject to certain restrictions (“AOG Units”).

 

(2) Calculated based on (i) 185,586,803 Class A Shares outstanding as of October 31, 2023, as reported in the Issuer’s Form 10-Q filed November 6, 2023, as increased by (ii) 117,024,758 Class A Shares issuable upon conversion of 117,024,758 AOG Units held by Ares Owners Holdings L.P. (“Ares Owners”).

 

 

 

1.

Names of Reporting Persons

 

Ares Owners Holdings L.P.

2.

Check The Appropriate Box if a Member of a Group (See Instructions)

 

(a) ¨                   (b) x

3. SEC Use Only
4.

Citizenship or Place of Organization

 

Delaware

Number of Shares
Beneficially Owned
By Each Reporting
Person With
5.

Sole Voting Power

 

0

6.

Shared Voting Power

 

130,294,487(1)

7.

Sole Dispositive Power

 

0

8.

Shared Dispositive Power

 

130,294,487(1)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

130,294,487(1)

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)        ¨
11.

Percent of Class Represented by Amount in Row (9)

 

43.06%(2)

12.

Type of Reporting Person (See Instructions)

 

PN

 


(1) Represents (i) 13,269,729 Class A Shares and (ii) 117,024,758 Class A Shares issuable upon conversion of 117,024,758 AOG Units.

 

(2) Calculated based on (i) 185,586,803 Class A Shares outstanding as of October 31, 2023, as reported in the Issuer’s Form 10-Q filed November 6, 2023, as increased by (ii) 117,024,758 Class A Shares issuable upon conversion of 117,024,758 AOG Units held by Ares Owners.

 

 

 

Item 1(a). Name of Issuer:
   
  Ares Management Corporation (the “Issuer”)
   
Item 1(b). Address of Issuer’s Principal Executive Offices:
   
 

2000 Avenue of the Stars, 12th Floor

Los Angeles, California 90067

   
Item 2(a). Names of Persons Filing:
   
 

This statement is filed by the entities and persons listed below, each of whom is referred to herein as a “Reporting Person” and together as the “Reporting Persons”:

  1.       Ares Partners Holdco LLC (“Ares Partners”)
  2.       Ares Owners Holdings L.P. (“Ares Owners” and, together with Ares Partners, the “Ares Filing Persons”)
   
Item 2(b). Address of the Principal Business Office or, if None, Residence:
   
 

2000 Avenue of the Stars, 12th Floor

Los Angeles, California 90067

   
Item 2(c). Citizenship:
   
  See responses to Item 4 on each cover page.
   
Item 2(d). Title of Class of Securities:
   
  Class A common stock, $0.01 par value per share
   
Item 2(e). CUSIP Number:
   
  03990B 101
   
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):
   
  Not Applicable.

 

Item 4. Ownership.
   
  The information contained on each cover page to this Schedule 13G is incorporated herein by reference.
   
  (a) Amount beneficially owned:
    See responses to Item 9 on each cover page.
  (b)  Percent of Class:
    See responses to Item 11 on each cover page.

 

 

 

  (c) Number of shares as to which the Reporting Person has:
    (i) Sole power to vote or to direct the vote:
      See responses to Item 5 on each cover page.
    (ii) Shared power to vote or to direct the vote:
      See responses to Item 6 on each cover page.
    (iii) Sole power to dispose or to direct the disposition of:
      See responses to Item 7 on each cover page.
    (iv) Shared power to dispose or to direct the disposition of:
      See responses to Item 8 on each cover page.

 

   

The securities reported on this Schedule 13G include an aggregate of 13,269,729 Class A Shares held by Ares Owners and an aggregate of 117,024,758 AOG Units held by Ares Owners. The general partner of Ares Owners is Ares Partners. Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Antony P. Ressler and Bennett Rosenthal (each a “Board Member” and collectively, the “Board Members”). Mr. Ressler generally has veto authority over decisions of the Board Members. The Class A Shares held by Ares Owners, if aggregated with other Class A Shares beneficially owned by each of the individual Board Members, would equal 132,712,728 Class A Shares in the aggregate, including shares that may be acquired upon the exchange of AOG Units held by Ares Owners and Class A Shares that may be acquired by the individual Board Members upon the vesting of Restricted Stock Units (“RSUs”) held by such Board Member, representing 43.61% of the outstanding Class A Shares (based on 185,586,803 outstanding shares and assuming the exchange of such AOG Units and the vesting of such RSUs).

 

The percentages reflected on the cover pages to this Schedule 13G are calculated based on (i) an aggregate of 185,586,803 Class A Shares outstanding as of October 31, 2023, as reported in the Issuer’s Form 10-Q filed November 6, 2023, as increased by (ii) 117,024,758 Class A Shares issuable in respect of 117,024,758 AOG Units held by Ares Owners.

       
Item 5. Ownership of Five Percent or Less of a Class.
   
  Not Applicable.

 

 

 

Item 6. Ownership of More than Five Percent on Behalf of Another Person.
   
  The limited partners of Ares Owners have the right to receive dividends from, or proceeds from the sale of, the Class A Shares that are held of record by Ares Owners on behalf of such limited partner. Ares Owners holds greater than 5% of the Class A Shares on behalf of Mr. Ressler, or on behalf of a vehicle Mr. Ressler controls. No other person has the right to receive dividends from, or the proceeds from the sale of, more than five percent of the Class A Shares. Ares Owners holds the following amounts of Class A Shares and AOG Units on behalf of the individual Board Members, or on behalf of a vehicle controlled by such Board Member, in their capacity as limited partners of Ares Owners:

 

Board Member  Class A Shares   AOG Units   Total 
Michael J Arougheti   0    9,946,596    9,946,596 
Ryan Berry   0    46,866    46,866 
R. Kipp deVeer   0    1,510,409    1,510,409 
David B. Kaplan   1,180,052    9,421,596    10,601,648 
Antony P. Ressler   12,020,778    49,764,375    61,785,153 
Bennett Rosenthal   1,105,052    9,421,596    10,526,648 

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

   
  Not Applicable.
   
Item 8. Identification and Classification of Members of the Group.
   
  Not Applicable.
   
Item 9.

Notice of Dissolution of Group.

 

Not Applicable.

 
Item 10.

Certification.

 

Not Applicable.

 

 

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: February 12, 2024

 

  ARES PARTNERS HOLDCO LLC
     
  By: /s/ Anton Feingold
  Name: Anton Feingold
  Title: Authorized Signatory

 

  ARES OWNERS HOLDINGS L.P.
   
  By: Ares Partners Holdco LLC, its general partner
     
  By: /s/ Anton Feingold
  Name: Anton Feingold
  Title: Authorized Signatory