0001104659-21-084725.txt : 20210623 0001104659-21-084725.hdr.sgml : 20210623 20210623183327 ACCESSION NUMBER: 0001104659-21-084725 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210607 FILED AS OF DATE: 20210623 DATE AS OF CHANGE: 20210623 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARES MANAGEMENT LLC CENTRAL INDEX KEY: 0001259313 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039760 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS STREET 2: 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS STREET 2: 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SSF IV Energy I AIV 1A, L.P. CENTRAL INDEX KEY: 0001831197 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039763 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AF V Energy IV AIV 1A, L.P. CENTRAL INDEX KEY: 0001831167 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039759 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AF V Energy IV AIV 1B, L.P. CENTRAL INDEX KEY: 0001831195 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039758 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AF V Energy IV AIV 2, L.P. CENTRAL INDEX KEY: 0001831196 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039757 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AF Energy Feeder, L.P. CENTRAL INDEX KEY: 0001831203 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039764 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SSF IV Energy I AIV 1B, L.P. CENTRAL INDEX KEY: 0001831198 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039762 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SSF IV Energy I AIV 2, L.P. CENTRAL INDEX KEY: 0001831199 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039761 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AEOF ECR AIV A-B, L.P. CENTRAL INDEX KEY: 0001831200 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039756 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AEOF ECR AIV C, L.P. CENTRAL INDEX KEY: 0001831202 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36478 FILM NUMBER: 211039765 BUSINESS ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR STREET 2: C/O ARES MANAGEMENT CITY: LOS ANGELES STATE: CA ZIP: 90067 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: California Resources Corp CENTRAL INDEX KEY: 0001609253 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 465670947 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 27200 TOURNEY ROAD STREET 2: SUITE 200 CITY: SANTA CLARITA STATE: CA ZIP: 91355 BUSINESS PHONE: 8888484754 MAIL ADDRESS: STREET 1: 27200 TOURNEY ROAD STREET 2: SUITE 200 CITY: SANTA CLARITA STATE: CA ZIP: 91355 4/A 1 tm2120107-7_4aseq1.xml OWNERSHIP DOCUMENT X0306 4/A 2021-06-07 2021-06-09 0 0001609253 California Resources Corp CRC 0001259313 ARES MANAGEMENT LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831167 AF V Energy IV AIV 1A, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831195 AF V Energy IV AIV 1B, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831196 AF V Energy IV AIV 2, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831200 AEOF ECR AIV A-B, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831202 AEOF ECR AIV C, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831203 AF Energy Feeder, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831197 SSF IV Energy I AIV 1A, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831198 SSF IV Energy I AIV 1B, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 0001831199 SSF IV Energy I AIV 2, L.P. 2000 AVENUE OF THE STARS, 12TH FLOOR LOS ANGELES CA 90067 0 0 1 0 Common Stock, par value $0.01 2021-06-07 4 S 0 100000 32.97 D 16484587 I See Footnotes This statement is being filed jointly by (i) AF V Energy IV AIV 1A, L.P. ("ACOF AIV 1A"), (ii) AF V Energy IV AIV 1B, L.P. ("ACOF AIV 1B"), (iii) AF V Energy IV AIV 2, L.P. ("ACOF AIV 2" and, together with ACOF AIV 1A and ACOF AIV 1B, the "ACOF AIVs"), (iv) AEOF ECR AIV A-B, L.P. ("AEOF AIV A-B"), (v) AEOF ECR AIV C, L.P. ("AEOF AIV C" and, together with AEOF AIV A-B, the "AEOF AIVs"), (vi) AF Energy Feeder, L.P., (vii) ACOF Investment Management LLC ("ACOF Investment Management"), (viii) SSF IV Energy I AIV 1A, L.P. ("SSF AIV 1A"), (ix) SSF IV Energy I AIV 1B, L.P. ("SSF AIV 1B"), (x) SSF IV Energy I AIV 2, L.P. ("SSF AIV 2" and, together with SSF AIV 1A and SSF AIV 1B, the "SSF AIVs"), (xi) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (xii) Ares Management LLC, (Continued in footnote 2 (xiii) Ares Management Holdings L.P. ("Ares Management Holdings"), (xiv) Ares Holdco LLC ("Ares Holdco"), (xv) Ares Management Corporation ("Ares Management"), (xvi) Ares Voting LLC ("Ares Voting"), (xvii) Ares Management GP LLC ("Ares Management GP") and (xviii) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in duplicate. ACOF Investment Management is the manager of each of the ACOF AIVs, the AEOF AIVs and AF Energy Feeder, L.P., and the sole member of ACOF Investment Management is Ares Management LLC. ASSF Operating Manager IV is the manager of the SSF AIVs, and the general partner of ASSF Operating Manager IV is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Ares Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Ares Class C Common Stock"). (Continued in footnote 4) Pursuant to Ares Management's Certificate of Incorporation, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. Ares Partners is managed by a board of managers, which is composed of Michael Arougheti, Ryan Berry, R. Kipp deVeer, David Kaplan, Michael McFerran, Antony Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over decisions by the Board Members. The Reporting Persons collectively beneficially own, or may be deemed to beneficially own, in the aggregate 16,484,587 shares of Common Stock by reason of the direct or indirect beneficial ownership of such shares as follows: (i) ACOF AIV 1A directly holds 761,293 shares of Common Stock, (ii) ACOF AIV 1B directly holds 2,785,932 shares of Common Stock, (iii) ACOF AIV 2 directly holds 2,838,036 shares of Common Stock, (iv) AEOF AIV A-B directly holds 1,894,861 shares of Common Stock, (v) AEOF AIV C directly holds 804,524 shares of Common Stock, (vi) SSF AIV 1A directly holds 474,061 shares of Common Stock, (vii) SSF AIV 1B directly holds 422,650 shares of Common Stock, (viii) SSF AIV 2 directly holds 668,048 shares of Common Stock and (ix) AF Energy Feeder, L.P. directly holds 5,815,182 shares of Common Stock. These holdings reflect 2,759 shares previously incorrectly reported as beneficially owned by ACOF AIV 2 that were actually beneficially owned by ACOF AIV 1A. Each of the Reporting Persons (other than the ACOF AIVs, the AEOF AIVs, the SSF AIVs and AF Energy Feeder, L.P with respect to the shares of Common Stock directly held by them) and the Board Members, and the other directors, officers, partners, stockholders, members and managers of the Reporting Persons, expressly disclaims beneficial ownership of the Common Stock, except to the extent of any pecuniary interest therein, and this Form 4 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. The price in Column 4 reported in this Form 4 corrects a two cents error in the original Form 4 (filed on June 9, 2021). On June 8, 2021, the Reporting Persons disgorged to the Issuer the full amount of profit potentially recoverable by the Issuer with respect to the reported transaction using the correct price of $32.97. ARES MANAGEMENT LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 AF V ENERGY IV AIV 1A, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 AF V ENERGY IV AIV 1B, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 AF V ENERGY IV AIV 2, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 AEOF ECR AIV A-B, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 AEOF ECR AIV C, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 AF ENERGY FEEDER, L.P. By: ACOF INVESTMENT MANAGEMENT LLC Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 SSF IV ENERGY I AIV 1A, L.P. By: ASSF OPERATING MANAGER IV, L.P. Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 SSF IV ENERGY I AIV 1B, L.P. By: ASSF OPERATING MANAGER IV, L.P. Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23 SSF IV ENERGY I AIV 2, L.P. By: ASSF OPERATING MANAGER IV, L.P. Its: Manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 2021-06-23