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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________________________________________________
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event
reported) March
31, 2022
ARES MANAGEMENT CORPORATION
(Exact Name of Registrant as Specified in Charter)
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Delaware |
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001-36429 |
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80-0962035 |
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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2000 Avenue of the Stars, 12th Floor, Los Angeles, CA
90067
(Address of principal executive office) (Zip Code)
(310) 201-4100
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed
since last report)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions
(see
General Instruction A.2. below):
☐
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
☐
Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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Class A common stock, par value $0.01 per share |
ARES |
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
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Item 1.01 Entry into a Material Definitive Agreement.
On March 31, 2022, Ares Holdings L.P., a Delaware limited
partnership (“Ares Holdings”), (the “Borrower”) and certain
subsidiaries of Ares Management Corporation (the “Company”) entered
into Amendment No. 11 (the “Credit Facility Amendment”) to the
Sixth Amended and Restated Credit Agreement, dated as of April 21,
2014 (as amended through and including the Credit Facility
Amendment, the “Credit Agreement”), by and among the Borrower, the
guarantors party thereto, the lenders party thereto and JPMorgan
Chase Bank, N.A., as agent.
The Credit Facility Amendment, among other things, (i) extends the
maturity of the credit facility under the Credit Agreement to March
31, 2027, (ii) increases the revolver commitments under the Credit
Agreement to $1,275,000,000 and the accordion feature to
$375,000,000, for an aggregate amount not to exceed $1,650,000,000,
(iii) updates certain currency references rates, including
replacing the LIBOR rate with Term SOFR plus an applicable credit
spread adjustment, (iv) modifies certain covenant restrictions and
(v) makes certain other technical amendments to the provisions of
the Credit Agreement.
The Credit Facility Amendment reduces the applicable margin under
certain circumstances as follows, and pursuant to
sustainability-linked provisions therein, the unused commitment fee
and applicable margin may be adjusted further upon meeting certain
environmental, social, and governance-related targets, including in
respect of measurements of greenhouse gas emissions, and diversity
with respect to employees and third-party supplier
spend:
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Senior Long-Term Unsecured Debt Ratings |
Prior
Commitment Fee Rate
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Amended Commitment Fee Rate
(2)
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Prior Applicable Margin for LIBOR Rate Loans and Letters of
Credit |
Amended Applicable Margin for Term Benchmark Loans, RFR Loans and
Letters of Credit
(3)
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Prior Applicable Margin for Base Rate Loans
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Amended Applicable Margin for Base Rate Loans
(3)
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≥ A+/A1
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0.060%
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0.060%
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0.875%
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0.750%
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0.00%
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0.00%
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≥ A/A2
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0.080%
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0.080%
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1.000%
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0.875%
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0.00%
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0.00%
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≥ A-/A3(1)
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0.100%
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0.100%
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1.125%
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1.000%
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0.125%
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0.00%
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≥ BBB+/Baa1
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0.125%
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0.125%
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1.250%
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1.125%
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0.250%
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0.125%
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≤ BBB/Baa2
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0.150%
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0.150%
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1.375%
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1.250%
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0.375%
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0.250%
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(1) Represents the Senior Long-Term Unsecured Debt Ratings of the
Company as of the date of this Current Report on Form
8-K.
(2) Subject to Sustainability Fee Adjustment of
plus
or
minus
0.01% based on applicable environmental, social, and
governance-related targets.
(3) Subject to Sustainability Margin Adjustment of
plus
or
minus
0.05% based on applicable environmental, social, and
governance-related targets.
A copy of the Credit Facility Amendment is attached to this Current
Report on Form 8-K as Exhibit 10.1 and is incorporated by reference
into this Item 1.01 as though fully set forth herein. The foregoing
summary description of the Credit Facility Amendment is not
intended to be complete and is qualified in its entirety by the
complete text of the Credit Facility Amendment.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits:
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Exhibit Number |
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Description |
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Amendment No. 11, dated as of March 31, 2022, to the Sixth Amended
and Restated Credit Agreement, dated as of April 21, 2014, by and
among Ares Holdings L.P., the Guarantors party thereto, the Lenders
party thereto and JPMorgan Chase Bank, N.A.
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104 |
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Cover Page Interactive Data File - the cover page XBRL tags are
embedded within the Inline XBRL document |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.
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ARES MANAGEMENT CORPORATION |
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Dated: April 6, 2022 |
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By: |
/s/ Naseem Sagati Aghili |
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Name: |
Naseem Sagati Aghili |
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Title: |
General Counsel and Secretary |
Ares Management (NYSE:ARES-A)
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