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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/21/20 Ares Management Corp 8-K:8,9 1/21/20 12:289K Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 36K 2: EX-99.1 Miscellaneous Exhibit HTML 18K 12: R1 Cover HTML 53K 8: XML IDEA XML File -- Filing Summary XML 12K 7: XML XBRL Instance -- tm204194-1_8k_htm XML 19K 9: EXCEL IDEA Workbook of Financial Reports XLSX 6K 4: EX-101.DEF XBRL Definitions -- ares-20200121_def XML 74K 5: EX-101.LAB XBRL Labels -- ares-20200121_lab XML 103K 6: EX-101.PRE XBRL Presentations -- ares-20200121_pre XML 71K 3: EX-101.SCH XBRL Schema -- ares-20200121 XSD 13K 10: JSON XBRL Instance as JSON Data -- MetaLinks 27± 35K 11: ZIP XBRL Zipped Folder -- 0001104659-20-005280-xbrl Zip 19K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) i January 21, 2020
(Exact name of registrant as specified in its charter)
| i Delaware | i 001-36429 | i 80-0962035 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| i 2000 Avenue of the Stars, i 12th Floor, i Los Angeles, i CA | i 90067 | |
| (Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code ( i 310) i 201-4100
(Former name or former address, if changed since last report) Not applicable
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):
i ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i ¨ 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:
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).
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. ¨
| CommonStockMember | Class A Common Stock |
Item 8.01 Other Events.
On January 21, 2020, Ares Management Corporation (the “Company”) issued a press release announcing that its subsidiary, Ares Holdings L.P., entered into a purchase agreement to indirectly acquire a majority interest in SSG Capital Holdings Limited (the “Transaction”). The consideration payable in the Transaction consists of Class A common stock, par value $0.01 per share, and cash. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Forward-Looking Statements
This current report on 8-K contains forward-looking statements within the meaning of the federal securities laws. You can identify these statements by the Company’s use of the words “assumes,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “plans,” “projects,” and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties, and other factors which are, in some cases, beyond the Company’s control and could materially affect actual results, performance, or achievements. For a further description of such factors, you should read the Company’s filings with the Securities and Exchange Commission. The Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
In addition to factors previously disclosed in the Company’s filings with the Securities and Exchange Commission, including those discussed under the heading “Risk Factors” in its most recently filed reports on Form 10-K and 10-Q, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the possibility that regulatory and other approvals and conditions to the Transaction are not received or satisfied on a timely basis or at all, or contain unanticipated terms and conditions; the possibility that modifications to the terms of the Transaction may be required in order to obtain or satisfy such approvals or conditions; delays in closing the Transaction; difficulties, delays or unanticipated costs in integrating the acquired operations; purchase price adjustments; unexpected costs resulting from the Transaction, delays or other disruptions associated with the acquisition and integration of personnel and operations in international jurisdictions; changes in economic conditions; and regulatory conditions.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Description | |
| 99.1 | Press Release dated January 21, 2020. | |
| 101.INS* | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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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.
| ARES MANAGEMENT CORPORATION | ||
| Dated: January 21, 2020 | ||
| By: | /s/ Michael R. McFerran | |
| Name: | Michael R. McFerran | |
| Title: | Executive Vice President, Chief Financial Officer & Chief Operating Officer |
C:
3
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on / For Period end: | 1/21/20 | 4, 8-K | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/07/21 Ares Management Corp. 424B5 1:1.4M Toppan Merrill-FA 4/05/21 Ares Management Corp. 424B5 1:1.3M Toppan Merrill-FA 8/14/20 Ares Management Corp. S-8 8/14/20 3:281K Workiva Inc Wde… FA01/FA |