A Dark Vector Cognition product

Item 1. Financial Statements

276K characters. Original on sec.gov · Markdown

Item 1. Financial Statements

Ares Management Corporation

Condensed Consolidated Statements of Financial Condition (Amounts in Thousands, Except Share Data)

As of
September 30, 2023December 31, 2022
(unaudited)
Assets
Cash and cash equivalents$311,827$389,987
Investments (includes accrued carried interest of $3,490,841 and $3,106,577 at September 30, 2023 and December 31, 2022, respectively)4,436,7463,974,734
Due from affiliates690,475758,472
Other assets306,492381,137
Right-of-use operating lease assets259,537155,950
Intangible assets, net1,033,5901,208,220
Goodwill997,801999,656
Assets of Consolidated Funds:
Cash and cash equivalents885,318724,641
Investments held in trust account1,002,7871,013,382
Investments, at fair value13,221,99712,191,251
Due from affiliates12,35215,789
Receivable for securities sold153,210124,050
Other assets71,76165,570
Total assets$23,383,893$22,002,839
Liabilities
Accounts payable, accrued expenses and other liabilities$264,485$231,921
Accrued compensation361,017510,130
Due to affiliates210,729252,798
Performance related compensation payable2,538,4502,282,209
Debt obligations2,340,1732,273,854
Operating lease liabilities326,902190,616
Liabilities of Consolidated Funds:
Accounts payable, accrued expenses and other liabilities243,337168,286
Due to affiliates—4,037
Payable for securities purchased512,879314,193
CLO loan obligations, at fair value11,460,96310,701,720
Fund borrowings80,741168,046
Total liabilities18,339,67617,097,810
Commitments and contingencies
Redeemable interest in Consolidated Funds1,002,5871,013,282
Redeemable interest in Ares Operating Group entities23,17693,129
Non-controlling interests in Consolidated Funds1,053,4331,074,356
Non-controlling interests in Ares Operating Group entities1,231,8421,135,023
Stockholders’ Equity
Class A common stock, $0.01 par value, 1,500,000,000 shares authorized (184,360,944 shares and 173,892,036 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively)1,8441,739
Non-voting common stock, $0.01 par value, 500,000,000 shares authorized (3,489,911 shares issued and outstanding at September 30, 2023 and December 31, 2022)3535
Class B common stock, $0.01 par value, 1,000 shares authorized (1,000 shares issued and outstanding at September 30, 2023 and December 31, 2022)——
Class C common stock, $0.01 par value, 499,999,000 shares authorized (118,132,697 shares and 117,231,288 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively)1,1811,172
Additional paid-in-capital2,262,7351,970,754
Accumulated deficit(515,351)(369,475)
Accumulated other comprehensive loss, net of tax(17,265)(14,986)
Total stockholders’ equity1,733,1791,589,239
Total equity4,018,4543,798,618
Total liabilities, redeemable interest, non-controlling interests and equity$23,383,893$22,002,839

See accompanying notes to the unaudited condensed consolidated financial statements.

Ares Management Corporation

Condensed Consolidated Statements of Operations

(Amounts in Thousands, Except Share Data)

(unaudited)

Three months ended September 30,Nine months ended September 30,
2023202220232022
Revenues
Management fees$637,517$548,458$1,853,304$1,546,350
Carried interest allocation(28,126)192,186541,828417,779
Incentive fees16,4548,88233,32729,979
Principal investment income9,33911,58238,98515,521
Administrative, transaction and other fees36,07140,182110,459108,090
Total revenues671,255801,2902,577,9032,117,719
Expenses
Compensation and benefits367,502425,4191,095,8331,155,031
Performance related compensation(25,448)142,934401,990316,818
General, administrative and other expenses211,842319,352501,340562,441
Expenses of Consolidated Funds7,06410,39728,17128,364
Total expenses560,960898,1022,027,3342,062,654
Other income (expense)
Net realized and unrealized gains (losses) on investments(1,770)4,4315,22610,765
Interest and dividend income4,7522,08611,2815,064
Interest expense(25,975)(18,307)(76,800)(51,174)
Other income (expense), net5,7422,601(1,068)10,194
Net realized and unrealized gains (losses) on investments of Consolidated Funds79,591(30)188,7178,031
Interest and other income of Consolidated Funds255,600158,415712,992396,080
Interest expense of Consolidated Funds(201,363)(112,762)(540,954)(266,028)
Total other income, net116,57736,434299,394112,932
Income (loss) before taxes226,872(60,378)849,963167,997
Income tax expense (benefit)29,898(11,599)113,41822,272
Net income (loss)196,974(48,779)736,545145,725
Less: Net income attributable to non-controlling interests in Consolidated Funds80,28916,340174,66348,700
Net income (loss) attributable to Ares Operating Group entities116,685(65,119)561,88297,025
Less: Net income (loss) attributable to redeemable interest in Ares Operating Group entities75893(332)35
Less: Net income (loss) attributable to non-controlling interests in Ares Operating Group entities54,104(29,666)261,83846,942
Net income (loss) attributable to Ares Management Corporation Class A and non-voting common stockholders$61,823$(35,546)$300,376$50,048
Net income (loss) per share of Class A and non-voting common stock:
Basic$0.30$(0.22)$1.54$0.23
Diluted$0.30$(0.22)$1.54$0.23
Weighted-average shares of Class A and non-voting common stock:
Basic186,218,638175,631,144182,757,955175,010,241
Diluted186,218,638175,631,144182,757,955175,010,241

Substantially all revenue is earned from affiliated funds of the Company.

See accompanying notes to the unaudited condensed consolidated financial statements.

Ares Management Corporation

Condensed Consolidated Statements of Comprehensive Income

(Amounts in Thousands)

(unaudited)

Three months ended September 30,Nine months ended September 30,
2023202220232022
Net income (loss)$196,974$(48,779)$736,545$145,725
Other comprehensive loss:
Foreign currency translation adjustments, net of tax(23,984)(29,611)(21,780)(71,648)
Total comprehensive income (loss)172,990(78,390)714,76574,077
Less: Comprehensive income attributable to non-controlling interests in Consolidated Funds68,9767,141157,05524,506
Less: Comprehensive income (loss) attributable to redeemable interest in Ares Operating Group entities659(840)(738)(2,225)
Less: Comprehensive income (loss) attributable to non-controlling interests in Ares Operating Group entities49,110(37,518)260,35128,712
Comprehensive income (loss) attributable to Ares Management Corporation$54,245$(47,173)$298,097$23,084

See accompanying notes to the unaudited condensed consolidated financial statements.

Ares Management Corporation

Condensed Consolidated Statements of Changes in Equity

(Amounts in Thousands)

(unaudited)

Class A Common StockNon-voting Common StockClass C Common StockAdditional Paid-in-CapitalAccumulated DeficitAccumulated Other Comprehensive LossNon-Controlling Interest in Ares Operating Group EntitiesNon-Controlling Interest in Consolidated FundsTotal Equity
Balance at December 31, 2022$1,739$35$1,172$1,970,754$(369,475)$(14,986)$1,135,023$1,074,356$3,798,618
Changes in ownership interests and related tax benefits19—34(36,777)——87,541(4,689)46,128
Issuances of common stock14——115,350————115,364
Capital contributions——————1,17293,58594,757
Dividends/Distributions————(145,386)—(103,363)(20,933)(269,682)
Net income————94,039—88,40826,693209,140
Currency translation adjustment, net of tax—————2,6411,7562,3906,787
Equity compensation———41,541——27,537—69,078
Stock option exercises5——9,175————9,180
Balance at March 31, 20231,777351,2062,100,043(420,822)(12,345)1,238,0741,171,4024,079,370
Changes in ownership interests and related tax benefits10—(9)(151)——(4,086)(322,729)(326,965)
Issuances of common stock———737————737
Capital contributions——————1,07178,63279,703
Dividends/Distributions————(149,218)—(109,651)(14,992)(273,861)
Net income————144,514—119,32667,681331,521
Currency translation adjustment, net of tax—————2,6581,751(8,685)(4,276)
Equity compensation———37,609——24,672—62,281
Stock option exercises25——43,935————43,960
Balance at June 30, 20231,812351,1972,182,173(425,526)(9,687)1,271,157971,3093,992,470
Changes in ownership interests and related tax benefits17—(16)15,435——(14,757)(7,210)(6,531)
Capital contributions——————14841,37841,526
Dividends/Distributions————(151,648)—(97,936)(21,020)(270,604)
Net income————61,823—54,10480,289196,216
Currency translation adjustment, net of tax—————(7,578)(4,994)(11,313)(23,885)
Equity compensation———37,856——24,120—61,976
Stock option exercises15——27,271————27,286
Balance at September 30, 2023$1,844$35$1,181$2,262,735$(515,351)$(17,265)$1,231,842$1,053,433$4,018,454

See accompanying notes to the unaudited condensed consolidated financial statements.

Ares Management Corporation

Condensed Consolidated Statements of Changes in Equity

(Amounts in Thousands)

(unaudited)

Class A Common StockNon-voting Common StockClass C Common StockAdditional Paid-in-CapitalAccumulated DeficitAccumulated Other Comprehensive LossNon-Controlling Interest in Ares Operating Group EntitiesNon-Controlling Interest in Consolidated FundsTotal Equity
Balance at December 31, 2021$1,684$35$1,186$1,913,559$(89,382)$(1,855)$1,397,747$591,452$3,814,426
Changes in ownership interests and related tax benefits28—(1)(110,577)——(90,843)19,202(182,191)
Issuances of common stock1—12,834————12,835
Capital contributions——————1,07982,93084,009
Dividends/Distributions————(111,406)—(100,480)(34,958)(246,844)
Net income————45,863—47,25447,382140,499
Currency translation adjustment, net of tax—————(4,164)(2,803)(5,095)(12,062)
Equity compensation———31,896——21,706—53,602
Stock option exercises2—3,345————3,347
Balance at March 31, 20221,715351,1851,851,057(154,925)(6,019)1,273,660700,9133,667,621
Changes in ownership interests and related tax benefits——(1)(5,599)——(3,135)5,815(2,920)
Capital contributions——————969135,350136,319
Dividends/Distributions————(111,506)—(82,958)(18,680)(213,144)
Net income (loss)————39,731—29,354(15,022)54,063
Currency translation adjustment, net of tax—————(11,173)(7,575)(9,900)(28,648)
Equity compensation———29,569——19,990—49,559
Stock option exercises3——5,294————5,297
Balance at June 30, 20221,718351,1841,880,321(226,700)(17,192)1,230,305798,4763,668,147
Changes in ownership interests and related tax benefits3—(1)(3,173)——(4,354)(479)(8,004)
Capital contributions——————1,54980,36681,915
Dividends/Distributions————(111,952)—(88,041)(50,794)(250,787)
Net income (loss)————(35,546)—(29,666)16,340(48,872)
Currency translation adjustment, net of tax—————(11,627)(7,852)(9,199)(28,678)
Equity compensation———28,704——19,336—48,040
Stock option exercises3——5,884————5,887
Balance at September 30, 20221,724351,1831,911,736(374,198)(28,819)1,121,277834,7103,467,648
Changes in ownership interests and related tax benefits12—(11)22,936——(7,348)(20,532)(4,943)
Capital contributions——————1,598250,750252,348
Dividends/Distributions————(112,770)—(115,364)(73,859)(301,993)
Net income————117,493—105,95070,633294,076
Currency translation adjustment, net of tax—————13,8339,41612,65435,903
Equity compensation———29,411——19,494—48,905
Stock option exercises3——6,671————6,674
Balance at December 31, 2022$1,739$35$1,172$1,970,754$(369,475)$(14,986)$1,135,023$1,074,356$3,798,618

See accompanying notes to the unaudited condensed consolidated financial statements.

Ares Management Corporation

Condensed Consolidated Statements of Cash Flows

(Amounts in Thousands)

(unaudited)

Nine months ended September 30,
20232022
Cash flows from operating activities:
Net income$736,545$145,725
Adjustments to reconcile net income to net cash provided by (used in) operating activities312,180320,950
Adjustments to reconcile net income to net cash provided by (used in) operating activities allocable to non-controlling interests in Consolidated Funds(948,908)(1,128,425)
Cash flows due to changes in operating assets and liabilities135,660313,649
Cash flows due to changes in operating assets and liabilities allocable to redeemable and non-controlling interest in Consolidated Funds91,314(195,504)
Net cash provided by (used in) operating activities326,791(543,605)
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements, net of disposals(44,177)(28,388)
Acquisitions, net of cash acquired—(301,658)
Net cash used in investing activities(44,177)(330,046)
Cash flows from financing activities:
Proceeds from Credit Facility735,000940,000
Proceeds from issuance of senior notes—488,915
Repayments of Credit Facility(670,000)(910,000)
Dividends and distributions(760,085)(608,220)
Stock option exercises80,42614,531
Taxes paid related to net share settlement of equity awards(145,421)(194,223)
Other financing activities9022,457
Allocable to redeemable and non-controlling interests in Consolidated Funds:
Contributions from redeemable and non-controlling interests in Consolidated Funds735,944298,646
Distributions to non-controlling interests in Consolidated Funds(56,945)(104,432)
Redemptions of redeemable interests in Consolidated Funds(553,718)—
Borrowings under loan obligations by Consolidated Funds549,6641,120,680
Repayments under loan obligations by Consolidated Funds(257,370)(121,273)
Net cash provided by (used in) financing activities(341,603)927,081
Effect of exchange rate changes(19,171)(35,585)
Net change in cash and cash equivalents(78,160)17,845
Cash and cash equivalents, beginning of period389,987343,655
Cash and cash equivalents, end of period$311,827$361,500
Supplemental disclosure of non-cash financing activities:
Issuance of Class A common stock in connection with acquisition-related activity$116,101$12,835
Issuance of AOG Units in connection with settlement of management incentive program$245,647$—

See accompanying notes to the unaudited condensed consolidated financial statements.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

1. ORGANIZATION

Ares Management Corporation (the “Company”), a Delaware corporation, together with its subsidiaries, is a leading global alternative investment manager operating integrated groups across Credit, Private Equity, Real Assets and Secondaries. Information about segments should be read together with “Note 13. Segment Reporting.” Subsidiaries of the Company serve as the general partners and/or investment managers to various funds and managed accounts within each investment group (the “Ares Funds”). These subsidiaries provide investment advisory services to the Ares Funds in exchange for management fees.

The accompanying unaudited financial statements include the condensed consolidated results of the Company and its subsidiaries. The Company is a holding company that operates and controls all of the businesses and affairs of and conducts all of its material business activities through Ares Holdings L.P. (“Ares Holdings”). Ares Holdings represents all the activities of the “Ares Operating Group” or “AOG” and may be referred to interchangeably. The Company, indirectly through its wholly owned subsidiary, Ares Holdco LLC, is the general partner of the Ares Operating Group entity.

The Company and its wholly owned subsidiaries manages or controls certain entities that have been consolidated in the accompanying financial statements as described in “Note 2. Summary of Significant Accounting Policies.” These entities include Ares funds, co-investment vehicles, collateralized loan obligations or funds (collectively “CLOs”) and special purpose acquisition companies (“SPACs”) (collectively, the “Consolidated Funds”).

Including the results of the Consolidated Funds significantly increases the reported amounts of the assets, liabilities, revenues, expenses and cash flows within the accompanying unaudited condensed consolidated financial statements. However, the Consolidated Funds results included herein have no direct effect on the net income attributable to Ares Management Corporation or to its Stockholders’ Equity, except where accounting for a redemption or liquidation preference requires the reallocation of ownership based on specific terms of a profit sharing agreement. Instead, economic ownership interests of the investors in the Consolidated Funds are reflected as redeemable and non-controlling interests in Consolidated Funds. Further, cash flows allocable to redeemable and non-controlling interest in Consolidated Funds are specifically identifiable within the Condensed Consolidated Statements of Cash Flows.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements are prepared in accordance with the generally accepted accounting principles in the United States (“GAAP”) for interim financial information and instructions to the Quarterly Report on Form 10-Q. The unaudited condensed consolidated financial statements, including these notes, are unaudited and exclude some of the disclosures required in annual financial statements. Management believes it has made all necessary adjustments so that the unaudited condensed consolidated financial statements are presented fairly and that estimates made in preparing its unaudited condensed consolidated financial statements are reasonable and prudent, and that all such adjustments are of a normal recurring nature. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission (“SEC”).

The unaudited condensed consolidated financial statements include the accounts and activities of the AOG entities, their consolidated subsidiaries and certain Consolidated Funds. All intercompany balances and transactions have been eliminated upon consolidation.

The Company has reclassified certain prior period amounts to conform to the current year presentation.

Non-Controlling Interests in Ares Operating Group Entities

The non-controlling interests in AOG entities represent a component of equity and net income attributable to the owners of the Ares Operating Group Units (“AOG Units”) that are not held directly or indirectly by the Company. These owners consist predominantly of Ares Owners Holdings L.P. but also include other strategic distribution partnerships with whom the Company has established joint ventures and other non-controlling strategic investors. Non-controlling interests in AOG entities are adjusted for contributions to and distributions from AOG during the reporting period and are allocated income

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

from the AOG entities either based on their historical ownership percentage for the proportional number of days in the reporting period or based on the activity associated with certain membership interests.

Redeemable Interest

On July 1, 2020, the Company completed its acquisition of a majority interest in SSG Capital Holdings Limited and its operating subsidiaries (“SSG” and subsequently rebranded as “Ares SSG”) (the “SSG Acquisition”). In connection with the SSG Acquisition, the former owners of SSG retained a 20% ownership interest in the operations acquired by the Company. In certain circumstances, the Company had the ability to acquire full ownership of SSG pursuant to a contractual arrangement to be initiated by the Company or by the former owners of SSG. Since the acquisition of the remaining interest in SSG was not within the Company's sole discretion, the ownership interest held by the former owners of SSG was classified as a redeemable interest and represented mezzanine equity.

Redeemable interest in AOG entities was initially recorded at fair value on the date of the SSG Acquisition within mezzanine equity within the Condensed Consolidated Statements of Financial Condition. Income (loss) was allocated based on the ownership percentage attributable to the redeemable interest. As of the date of acquisition, the Company determined that the redemption of the redeemable interest was probable. At each balance sheet date, the carrying value of the redeemable interest is presented at the redemption amount, as defined in accordance with the terms of a contractual arrangement between the Company and the former owners of SSG, to the extent that the redemption amount exceeded the initial measurement on the date of acquisition. The Company recognizes changes in the redemption amount with corresponding adjustments against retained earnings, or additional paid-in-capital in the absence of retained earnings, within stockholders’ equity within the Condensed Consolidated Statements of Financial Condition.

In connection with a merger agreement to acquire the remaining 20% ownership interest in the Ares SSG fee-generating business that was retained by the former owners of SSG (the “SSG Buyout”), a portion of the redeemable interest in AOG entities was purchased on March 31, 2023 and the Company now owns 100% of Ares SSG’s fee-generating business. The SSG Buyout was effectuated through newly issued shares of Class A common stock. The remaining redeemable interest in AOG entities represents ownership in certain investments that were not included in the SSG Buyout and continues to be presented at the redemption amount within mezzanine equity within the Condensed Consolidated Statements of Financial Condition.

Redeemable interest in Consolidated Funds represent the Class A ordinary shares issued by each of the Company’s sponsored SPACs, as applicable. On April 25, 2023, Ares Acquisition Corporation II (NYSE: AACT) (“AAC II”), Ares’ second sponsored SPAC, consummated its initial public offering. The initial public offering generated gross proceeds of $500.0 million. The Class A ordinary shares, issued by Ares Acquisition Corporation (NYSE: AAC) (“AAC I” and such shares, the “AAC I Class A ordinary shares”) and the Class A ordinary shares, issued by AAC II (the “AAC II Class A ordinary shares”, and, together with the AAC I Class A ordinary shares, the “Class A ordinary shares”) are redeemable for cash by the public shareholders in the event that the SPACs do not complete a business combination or tender offer associated with shareholder approval provisions. The Class A ordinary shareholders have redemption rights that are considered to be outside of either SPAC’s control. At each balance sheet date, the carrying value of the redeemable interest is presented at the redemption amount. During the nine months ended September 30, 2023, in connection with the extensions of the period to complete a business combination, the AAC I shareholders elected to redeem an aggregate amount of $553.7 million that was paid from AAC I’s trust account. As of September 30, 2023, the remaining 45,604,260 AAC I Class A ordinary shares and all 50,000,000 AAC II Class A ordinary shares are presented at the redemption amount within mezzanine equity within the Condensed Consolidated Statements of Financial Condition.

Recent Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). ASUs were assessed and determined either to be not applicable or expected to have an immaterial impact on its unaudited condensed consolidated financial statements.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

3. GOODWILL AND INTANGIBLE ASSETS

Intangible Assets, Net

The following table summarizes the carrying value, net of accumulated amortization, of the Company’s intangible assets:

Weighted Average Amortization Period (in years) as of September 30, 2023As of September 30,As of December 31,
20232022
Management contracts4.4$571,542$586,077
Client relationships8.8178,620262,301
Trade name0.0—11,079
Other1.1500500
Finite-lived intangible assets750,662859,957
Foreign currency translation(841)935
Total finite-lived intangible assets749,821860,892
Less: accumulated amortization(284,031)(220,472)
Finite-lived intangible assets, net465,790640,420
Management contracts567,800567,800
Indefinite-lived intangible assets567,800567,800
Intangible assets, net$1,033,590$1,208,220

During the third quarter of 2023, the Company recorded a non-cash impairment charge of $65.7 million to the carrying value of client relationships from the acquisition of Landmark Partners, LLC (the “Landmark Acquisition”) that are included within the Secondaries Group. The primary indicator of impairment was the lower expected fee paying assets under management in a private equity secondaries fund from existing investors as of the date of the Landmark Acquisition. During the second quarter of 2023, the Company recorded non-cash impairment charges of $4.4 million and $0.7 million to the fair value of management contracts of certain funds within the Real Assets Group and Credit Group, respectively. The primary indicator of impairment was the lower than expected future fee revenue generated from these funds. During the first quarter of 2023, the Company rebranded Ares SSG as Asia credit and discontinued the use of the SSG trade name. As a result, the Company recorded a non-cash impairment charge equal to the SSG trade name’s carrying value of $7.8 million to accelerate the amortization expense in the first quarter of 2023.

During the third quarter of 2022, the Company recorded non-cash impairment charges of $181.6 million, related to rebranding of our secondaries group as Ares Secondaries and discontinued the ongoing use of the Landmark trade name, and fair value of certain management contracts in connection with lower than expected fee paying assets under management.

Amortization expense associated with intangible assets, excluding the accelerated amortization described above, was $31.0 million and $32.7 million for the three months ended September 30, 2023 and 2022, respectively, and $95.0 million and $101.5 million for the nine months ended September 30, 2023 and 2022, respectively, and is presented within general, administrative and other expenses within the Condensed Consolidated Statements of Operations. During the nine months ended September 30, 2023, the Company removed $109.3 million of impaired and fully-amortized intangible assets.

Goodwill

The following table summarizes the carrying value of the Company’s goodwill:

Credit GroupPrivate Equity GroupReal Assets GroupSecondaries GroupOtherTotal
Balance as of December 31, 2022$32,196$48,070$277,183$417,620$224,587$999,656
Acquisitions——22——22
Reallocation224,587———(224,587)—
Foreign currency translation(1,879)——2—(1,877)
Balance as of September 30, 2023$254,904$48,070$277,205$417,622$—$997,801

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

In connection with the SSG Buyout described in “Note 2. Summary of Significant Accounting Policies,” the former Ares SSG reporting unit has been transferred in its entirety to the Credit Group and the total goodwill of $224.6 million has been reallocated accordingly.

There was no impairment of goodwill recorded during the nine months ended September 30, 2023 and 2022. The impact of foreign currency translation is reflected within other comprehensive income (loss) within the Condensed Consolidated Statements of Comprehensive Income.

4. INVESTMENTS

The following table summarizes the Company’s investments:

As ofPercentage of total investments as of
September 30,December 31,September 30,December 31,
2023202220232022
Equity method investments:
Equity method - carried interest$3,490,841$3,106,57778.7%78.2%
Equity method private investment partnership interests - principal580,140543,59213.113.7
Equity method private investment partnership interests and other (held at fair value)158,542123,1703.63.1
Equity method private investment partnership interests and other45,81647,4391.01.2
Total equity method investments4,275,3393,820,77896.496.2
Collateralized loan obligations20,87925,1630.50.6
Other fixed income54,33651,7711.21.2
Collateralized loan obligations and other fixed income, at fair value75,21576,9341.71.8
Common stock, at fair value86,19277,0221.92.0
Total investments$4,436,746$3,974,734

Equity Method Investments

The Company’s equity method investments include investments that are not consolidated but over which the Company exerts significant influence. The Company evaluates each of its equity method investments to determine if any were significant as defined by guidance from the SEC. As of and for the three and nine months ended September 30, 2023 and 2022, no individual equity method investment held by the Company met the significance criteria.

The following table presents the Company’s other income, net from to its equity method investments, which were included within principal investment income, net realized and unrealized gains (losses) on investments, and interest and dividend income within the Condensed Consolidated Statements of Operations:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Total other income, net related to equity method investments$1,845$16,228$34,900$25,065

With respect to the Company’s equity method investments, the material assets are expected to generate either long term capital appreciation and/or interest income, the material liabilities are debt instruments collateralized by, or related to, the financing of the assets and net income is materially comprised of the changes in fair value of these net assets.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Investments of the Consolidated Funds

The following table summarizes investments held in the Consolidated Funds:

Fair Value as ofPercentage of total investments as of
September 30,December 31,September 30,December 31,
2023202220232022
Fixed income investments:
Loans$10,001,553$9,280,52270.3%70.3%
Investments held in trust account1,002,7871,013,3827.07.7
Bonds561,570786,9614.06.0
Total fixed income investments11,565,91011,080,86581.384.0
Partnership interests1,486,2171,392,16910.510.5
Equity securities1,172,657731,5998.25.5
Total investments, at fair value$14,224,784$13,204,633

As of September 30, 2023 and December 31, 2022, no single issuer or investment, including derivative instruments and underlying portfolio investments of the Consolidated Funds, had a fair value that exceeded 5.0% of the Company’s total assets.

5. FAIR VALUE

Fair Value of Financial Instruments Held by the Company and Consolidated Funds

The following tables summarize the financial assets and financial liabilities measured at fair value for the Company and the Consolidated Funds as of September 30, 2023:

Financial Instruments of the CompanyLevel ILevel IILevel IIIInvestments Measured at NAVTotal
Assets, at fair value
Investments:
Common stock and other equity securities$—$86,192$154,912$—$241,104
Collateralized loan obligations and other fixed income——75,215—75,215
Partnership interests———3,6303,630
Total investments, at fair value—86,192230,1273,630319,949
Derivatives-foreign currency forward contracts—2,700——2,700
Total assets, at fair value$—$88,892$230,127$3,630$322,649
Liabilities, at fair value
Derivatives-foreign currency forward contracts$—$(801)$—$—$(801)
Total liabilities, at fair value$—$(801)$—$—$(801)

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Financial Instruments of the Consolidated FundsLevel ILevel IILevel IIIInvestments Measured at NAVTotal
Assets, at fair value
Investments:
Fixed income investments:
Loans$1$9,451,293$550,259$—$10,001,553
Investments held in trust account1,002,787———1,002,787
Bonds—559,8011,769—561,570
Total fixed income investments1,002,78810,011,094552,028—11,565,910
Partnership interests———1,486,2171,486,217
Equity securities58,1392,9251,111,593—1,172,657
Total investments, at fair value1,060,92710,014,0191,663,6211,486,21714,224,784
Derivatives-foreign currency forward contracts—5,499——5,499
Total assets, at fair value$1,060,927$10,019,518$1,663,621$1,486,217$14,230,283
Liabilities, at fair value
Loan obligations of CLOs$—$(11,460,963)$—$—$(11,460,963)
Derivatives:
Warrants(13,220)———(13,220)
Asset swaps——(2,145)—(2,145)
Foreign currency forward contracts—(5,502)——(5,502)
Total derivative liabilities, at fair value(13,220)(5,502)(2,145)—(20,867)
Total liabilities, at fair value$(13,220)$(11,466,465)$(2,145)$—$(11,481,830)

The following tables summarize the financial assets and financial liabilities measured at fair value for the Company and the Consolidated Funds as of December 31, 2022:

Financial Instruments of the CompanyLevel ILevel IILevel IIIInvestments Measured at NAVTotal
Assets, at fair value
Investments:
Common stock and other equity securities$—$77,022$121,785$—$198,807
Collateralized loan obligations and other fixed income——76,934—76,934
Partnership interests———1,3851,385
Total investments, at fair value—77,022198,7191,385277,126
Derivatives-foreign currency forward contracts—4,173——4,173
Total assets, at fair value$—$81,195$198,719$1,385$281,299
Liabilities, at fair value
Derivatives-foreign currency forward contracts$—$(3,423)$—$—$(3,423)
Total liabilities, at fair value$—$(3,423)$—$—$(3,423)

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Financial Instruments of the Consolidated FundsLevel ILevel IILevel IIIInvestments Measured at NAVTotal
Assets, at fair value
Investments:
Fixed income investments:
Loans$—$8,663,678$616,844$—$9,280,522
Investments held in trust account1,013,382———1,013,382
Bonds—534,137252,824—786,961
Total fixed income investments1,013,3829,197,815869,668—11,080,865
Partnership interests——368,6551,023,5141,392,169
Equity securities719—730,880—731,599
Total investments, at fair value1,014,1019,197,8151,969,2031,023,51413,204,633
Derivatives-foreign currency forward contracts—2,900——2,900
Total assets, at fair value$1,014,101$9,200,715$1,969,203$1,023,514$13,207,533
Liabilities, at fair value
Loan obligations of CLOs$—$(10,701,720)$—$—$(10,701,720)
Derivatives:
Warrants(9,326)———(9,326)
Asset swaps——(3,556)—(3,556)
Foreign currency forward contracts—(2,942)——(2,942)
Total derivative liabilities, at fair value(9,326)(2,942)(3,556)—(15,824)
Total liabilities, at fair value$(9,326)$(10,704,662)$(3,556)$—$(10,717,544)

The following tables set forth a summary of changes in the fair value of the Level III measurements:

Level III Assets of the CompanyEquity SecuritiesFixed IncomeTotal
Balance as of June 30, 2023$165,371$73,777$239,148
Purchases(1)71,4991,506
Sales/settlements(2)(350)(1,047)(1,397)
Realized and unrealized appreciation (depreciation), net(10,116)986(9,130)
Balance as of September 30, 2023$154,912$75,215$230,127
Change in net unrealized appreciation/depreciation included in earnings related to financial assets still held at the reporting date$(10,116)$986$(9,130)
Level III Net Assets of Consolidated FundsEquity SecuritiesFixed IncomeDerivatives, NetTotal
Balance as of June 30, 2023$1,066,065$648,131$(2,693)$1,711,503
Transfer in84863,379—64,227
Transfer out(36,064)(149,624)—(185,688)
Purchases(1)65,220150,37026215,616
Sales/settlements(2)(2,364)(165,177)—(167,541)
Amortized discounts/premiums1551—552
Realized and unrealized appreciation, net17,8874,39852222,807
Balance as of September 30, 2023$1,111,593$552,028$(2,145)$1,661,476
Change in net unrealized appreciation/depreciation included in earnings related to financial assets and liabilities still held at the reporting date$17,950$(23,157)$426$(4,781)

(1)Purchases include paid-in-kind interest and securities received in connection with restructurings.

(2)Sales/settlements include distributions, principal redemptions and securities disposed of in connection with restructurings.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following tables set forth a summary of changes in the fair value of the Level III measurements:

Level III Assets and Liabilities of the CompanyEquity SecuritiesFixed IncomePartnership InterestsContingent ConsiderationTotal
Balance as of June 30, 2022$113,881$46,356$2,575$(10,748)$152,064
Purchases(1)894———894
Change in fair value———(252)(252)
Sales/settlements(2)(1,179)(505)——(1,684)
Realized and unrealized appreciation (depreciation), net3,676(26)——3,650
Balance as of September 30, 2022$117,272$45,825$2,575$(11,000)$154,672
Change in net unrealized appreciation/depreciation and fair value included in earnings related to financial assets and liabilities still held at the reporting date$7,111$(26)$—$(252)$6,833
Level III Net Assets of Consolidated FundsEquity SecuritiesFixed IncomePartnership InterestsDerivatives, NetTotal
Balance as of June 30, 2022$480,914$1,076,254$250,123$(3,035)$1,804,256
Transfer in—171,687——171,687
Transfer out—(350,079)——(350,079)
Purchases(1)49,024173,25331,258—253,535
Sales/settlements(2)(64)(132,226)(22,328)—(154,618)
Amortized discounts/premiums—521——521
Realized and unrealized depreciation, net(3,823)(18,801)(6,419)(318)(29,361)
Balance as of September 30, 2022$526,051$920,609$252,634$(3,353)$1,695,941
Change in net unrealized appreciation/depreciation included in earnings related to financial assets and liabilities still held at the reporting date$(3,836)$(9,067)$5,421$(447)$(7,929)

(1)Purchases include paid-in-kind interest and securities received in connection with restructurings.

(2)Sales/settlements include distributions, principal redemptions and securities disposed of in connection with restructurings.

The following tables set forth a summary of changes in the fair value of the Level III measurements for the nine months ended September 30, 2023:

Level III Assets of the CompanyEquity SecuritiesFixed IncomeTotal
Balance as of December 31, 2022$121,785$76,934$198,719
Purchases(1)38,2673,46541,732
Sales/settlements(2)(1,186)(3,424)(4,610)
Realized and unrealized depreciation, net(3,954)(1,760)(5,714)
Balance as of September 30, 2023$154,912$75,215$230,127
Change in net unrealized depreciation included in earnings related to financial assets still held at the reporting date$(4,167)$(1,547)$(5,714)

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Level III Net Assets of Consolidated FundsEquity SecuritiesFixed IncomePartnership InterestsDerivatives, NetTotal
Balance as of December 31, 2022$730,880$869,668$368,655$(3,556)$1,965,647
Transfer out due to changes in consolidation(2,076)(4,563)(374,049)—(380,688)
Transfer in—192,359——192,359
Transfer out(36,681)(553,638)——(590,319)
Purchases(1)295,030484,57449,000—828,604
Sales/settlements(2)(2,490)(451,426)(48,889)(122)(502,927)
Amortized discounts/premiums11,476——1,477
Realized and unrealized appreciation, net126,92913,5785,2831,533147,323
Balance as of September 30, 2023$1,111,593$552,028$—$(2,145)$1,661,476
Change in net unrealized appreciation/depreciation included in earnings related to financial assets and liabilities still held at the reporting date$127,001$(15,704)$—$1,283$112,580

(1)Purchases include paid-in-kind interest and securities received in connection with restructurings.

(2)Sales/settlements include distributions, principal redemptions and securities disposed of in connection with restructurings.

The following tables set forth a summary of changes in the fair value of the Level III measurements:

Level III Assets and Liabilities of the CompanyEquity SecuritiesFixed IncomePartnership InterestsContingent ConsiderationTotal
Balance as of December 31, 2021$108,949$52,397$2,575$(57,435)$106,486
Transfer in due to changes in consolidation1,491———1,491
Purchases(1)894———894
Sales/settlements(2)(2,326)(2,383)—47,87343,164
Change in fair value———(1,438)(1,438)
Realized and unrealized appreciation (depreciation), net8,264(4,189)——4,075
Balance as of September 30, 2022$117,272$45,825$2,575$(11,000)$154,672
Change in net unrealized appreciation/depreciation and fair value included in earnings related to financial assets and liabilities still held at the reporting date$10,330$(4,189)$—$(1,438)$4,703
Level III Net Assets of Consolidated FundsEquity SecuritiesFixed IncomePartnership InterestsDerivatives, NetTotal
Balance as of December 31, 2021$339,183$742,952$238,673$(3,105)$1,317,703
Transfer in—321,939——321,939
Transfer out—(213,658)——(213,658)
Purchases(1)166,667551,40858,258—776,333
Sales/settlements(2)(28,444)(405,904)(52,828)—(487,176)
Amortized discounts/premiums—1,274——1,274
Realized and unrealized appreciation (depreciation), net48,645(77,402)8,531(248)(20,474)
Balance as of September 30, 2022$526,051$920,609$252,634$(3,353)$1,695,941
Change in net unrealized appreciation/depreciation included in earnings related to financial assets and liabilities still held at the reporting date$22,304$(69,982)$344$(643)$(47,977)

(1)Purchases include paid-in-kind interest and securities received in connection with restructurings.

(2)Sales/settlements include distributions, principal redemptions, securities disposed of in connection with restructurings and contingent consideration payments.

Transfers out of Level III were generally attributable to certain investments that experienced a more significant level of market activity during the period and thus were valued using observable inputs either from independent pricing services or

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

multiple brokers. Transfers into Level III were generally attributable to certain investments that experienced a less significant level of market activity during the period and thus were only able to obtain one or fewer quotes from a broker or independent pricing service.

The following tables summarize the quantitative inputs and assumptions used for the Company’s and the Consolidated Funds’ Level III measurements as of September 30, 2023:

Level III Measurements of the CompanyFair ValueValuation Technique(s)Significant Unobservable Input(s)RangeWeighted Average
Assets
Equity securities
$114,225Market approachMultiple of book value1.3x - 2.2x1.8x
37,403Transaction price(1)N/AN/AN/A
2,777OtherN/AN/AN/A
507Discounted cash flowDiscount rate20.5%20.5%
Fixed income investments
32,504Transaction price(1)N/AN/AN/A
21,832OtherN/AN/AN/A
20,879Broker quotes and/or 3rd party pricing servicesN/AN/AN/A
Total assets$230,127
Level III Measurements of the Consolidated FundsFair ValueValuation Technique(s)Significant Unobservable Input(s)RangeWeighted Average
Assets
Equity securities
$607,252Discounted cash flowDiscount rate10.0% - 16.0%13.0%
502,644Market approachMultiple of book value1.0x - 1.7x1.3x
928Market approachEBITDA multiple(2)6.3x - 30.0x16.8x
769OtherN/AN/AN/A
Fixed income investments
402,603Broker quotes and/or 3rd party pricing servicesN/AN/AN/A
108,666Market approachYield8.4% - 21.9%12.5%
34,093Transaction price(1)N/AN/AN/A
2,627Market approachEBITDA multiple(2)5.4x - 30.0x8.7x
4,039OtherN/AN/AN/A
Total assets$1,663,621
Liabilities
Derivative instruments$(2,145)Broker quotes and/or 3rd party pricing servicesN/AN/AN/A
Total liabilities$(2,145)

(1)Transaction price consists of securities purchased or restructured. The Company determined that there was no change to the valuation based on the underlying assumptions used at the closing of such transactions.

(2)“EBITDA” in the table above is a non-GAAP financial measure and refers to earnings before interest, tax, depreciation and amortization.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following tables summarize the quantitative inputs and assumptions used for the Company’s and the Consolidated Funds’ Level III measurements as of December 31, 2022:

Level III Measurements of the CompanyFair ValueValuation Technique(s)Significant Unobservable Input(s)RangeWeighted Average
Assets
Equity securities
$106,295Market approachMultiple of book value1.3x - 3.2x2.4x
15,490Transaction price(1)N/AN/AN/A
Fixed income investments
30,189Transaction price(1)N/AN/AN/A
25,163Broker quotes and/or 3rd party pricing servicesN/AN/AN/A
21,582OtherN/AN/AN/A
Total assets$198,719
Level III Measurements of the Consolidated FundsFair ValueValuation Technique(s)Significant Unobservable Input(s)RangeWeighted Average
Assets
Equity securities
$401,229Discounted cash flowDiscount rate8.0% - 18.0%12.0%
290,258Market approachMultiple of book value1.0x - 1.2x1.2x
36,681Market approachNet income multiple30.0x30.0x
2,064Market approachEBITDA multiple(2)6.3x - 31.0x13.6x
648OtherN/AN/AN/A
Partnership interests368,655Discounted cash flowDiscount rate10.3% - 22.0%18.9%
Fixed income investments
731,708Broker quotes and/or 3rd party pricing servicesN/AN/AN/A
125,612Market approachYield6.6% - 21.7%12.8%
6,155Transaction price(1)N/AN/AN/A
4,479Market approachEBITDA multiple(2)8.0x - 9.0x8.5x
1,714OtherN/AN/AN/A
Total assets$1,969,203
Liabilities
Derivative instruments$(3,556)Broker quotes and/or 3rd party pricing servicesN/AN/AN/A
Total liabilities$(3,556)

(1)Transaction price consists of securities purchased or restructured. The Company determined that there has been no change to the valuation based on the underlying assumptions used at the closing of such transactions.

(2)“EBITDA” in the table above is a non-GAAP financial measure and refers to earnings before interest, tax, depreciation and amortization.

The Company has an insurance-related investment in a private fund managed by a third party that is valued using NAV per share. The terms and conditions of this fund do not allow for redemptions without certain events or approvals that are outside the Company’s control. This investment had a fair value of $3.6 million and $1.4 million as of September 30, 2023 and December 31, 2022, respectively. The Company has no unfunded commitments for this investment.

The Consolidated Funds have limited partnership interests in private equity funds managed by the Company that are valued using NAV per share. The terms and conditions of these funds do not allow for redemptions without certain events or approvals that are outside the Company’s control.

The following tables summarizes the investments held at fair value and unfunded commitments of the Consolidated Funds interests valued using NAV per share:

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

As of September 30, 2023As of December 31, 2022
Investments (held at fair value)$1,486,217$1,023,514
Unfunded commitments830,746869,016

6. DEBT

The following table summarizes the Company’s and its subsidiaries’ debt obligations:

As of September 30, 2023As of December 31, 2022
Debt Origination DateMaturityOriginal Borrowing AmountCarrying ValueInterest RateCarrying ValueInterest Rate
Credit Facility(1)Revolving3/31/2027N/A$765,0006.37%$700,0005.37%
2024 Senior Notes(2)10/8/201410/8/2024$250,000249,2404.21248,6934.21
2030 Senior Notes(3)6/15/20206/15/2030400,000396,9373.28396,6023.28
2052 Senior Notes(4)1/21/20222/1/2052500,000484,1013.77483,8023.77
2051 Subordinated Notes(5)6/30/20216/30/2051450,000444,8954.13444,7574.13
Total debt obligations$2,340,173$2,273,854

(1)The revolver commitments were $1.325 billion as of September 30, 2023. Ares Holdings is the borrower under the Credit Facility. The Credit Facility has a variable interest rate based on Secured Overnight Financing Rate (“SOFR”) or a base rate plus an applicable margin, which is subject to adjustment based on the achievement of certain environmental, social and governance (“ESG”)-related targets, with an unused commitment fee paid quarterly, which is subject to change with the Company’s underlying credit agency rating. As of September 30, 2023, base rate loans bear interest calculated based on the base rate and the SOFR loans bear interest calculated based on SOFR plus 1.00%. The unused commitment fee is 0.10% per annum. Due to the achievement of the ESG-related targets, the Company’s base rate and unused commitment fee have been reduced by 0.05% and 0.01%, respectively, from July 2023 through June 2024. There is a base rate and SOFR floor of zero.

(2)The 2024 Senior Notes were issued in October 2014 by Ares Finance Co. LLC, an indirect subsidiary of the Company, at 98.27% of the face amount with interest paid semi-annually. The Company may redeem the 2024 Senior Notes prior to maturity, subject to the terms of the indenture governing the 2024 Notes.

(3)The 2030 Senior Notes were issued in June 2020 by Ares Finance Co. II LLC, an indirect subsidiary of the Company, at 99.77% of the face amount with interest paid semi-annually. The Company may redeem the 2030 Senior Notes prior to maturity, subject to the terms of the indenture governing the 2030 Notes.

(4)The 2052 Senior Notes were issued in January 2022 by Ares Finance Co. IV LLC, an indirect subsidiary of the Company, at 97.78% of the face amount with interest paid semi-annually. The Company may redeem the 2052 Senior Notes prior to maturity, subject to the terms of the indenture governing the 2052 Notes.

(5)The 2051 Subordinated Notes were issued in June 2021 by Ares Finance Co. III LLC, an indirect subsidiary of the Company with interest paid semi-annually at a fixed rate of 4.125%. Beginning June 30, 2026, the interest rate will reset on every fifth year based on the five-year U.S. Treasury Rate plus 3.237%. The Company may redeem the 2051 Subordinated Notes prior to maturity or defer interest payments up to five consecutive years, subject to the terms of the indenture governing the 2051 Subordinated Notes.

As of September 30, 2023, the Company and its subsidiaries were in compliance with all covenants under the debt obligations.

The Company typically incurs and pays debt issuance costs when entering into a new debt obligation or when amending an existing debt agreement. Debt issuance costs related to the 2024, 2030 and 2052 Senior Notes (the “Senior Notes”) and 2051 Subordinated Notes are recorded as a reduction of the corresponding debt obligation, and debt issuance costs related to the Credit Facility are included within other assets within the Condensed Consolidated Statements of Financial Condition. All debt issuance costs are amortized over the remaining term of the related obligation into interest expense within the Condensed Consolidated Statements of Operations.

The following table presents the activity of the Company’s debt issuance costs:

Credit FacilitySenior NotesSubordinated Notes
Unamortized debt issuance costs as of December 31, 2022$5,510$8,393$5,243
Amortization of debt issuance costs(973)(586)(138)
Unamortized debt issuance costs as of September 30, 2023$4,537$7,807$5,105

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Loan Obligations of the Consolidated CLOs

Loan obligations of the Consolidated Funds that are CLOs (“Consolidated CLOs”) represent amounts due to holders of debt securities issued by the Consolidated CLOs. The Company measures the loan obligations of the Consolidated CLOs using the fair value of the financial assets of its Consolidated CLOs.

The following loan obligations were outstanding and classified as liabilities of the Consolidated CLOs:

As of September 30, 2023As of December 31, 2022
Fair Value of Loan ObligationsWeighted Average Interest RateWeighted Average Remaining Maturity (in years)Fair Value of Loan ObligationsWeighted Average Interest RateWeighted Average Remaining Maturity (in years)
Senior secured notes$10,781,1686.44%8.2$10,142,5454.84%8.8
Subordinated notes(1)679,795N/A7.0559,175N/A7.8
Total loan obligations of Consolidated CLOs$11,460,963$10,701,720

(1)The notes do not have contractual interest rates; instead, holders of the notes receive distributions from the excess cash flows generated by each Consolidated CLO.

Loan obligations of the Consolidated CLOs are collateralized by the assets held by the Consolidated CLOs, consisting of cash and cash equivalents, corporate loans, corporate bonds and other securities. The assets of one Consolidated CLO may not be used to satisfy the liabilities of another Consolidated CLO. Loan obligations of the Consolidated CLOs include floating rate notes, deferrable floating rate notes, revolving lines of credit and subordinated notes. Amounts borrowed under the notes are repaid based on available cash flows subject to priority of payments under each Consolidated CLO’s governing documents. Based on the terms of these facilities, the creditors of the facilities have no recourse to the Company.

Credit Facilities of the Consolidated Funds

Certain Consolidated Funds maintain credit facilities to fund investments between capital drawdowns. These facilities generally are collateralized by the unfunded capital commitments of the Consolidated Funds’ limited partners, bear an annual commitment fee based on unfunded commitments and contain various affirmative and negative covenants and reporting obligations, including restrictions on additional indebtedness, liens, margin stock, affiliate transactions, dividends and distributions, release of capital commitments and portfolio asset dispositions. The creditors of these facilities have no recourse to the Company and only have recourse to a subsidiary of the Company to the extent the debt is guaranteed by such subsidiary. As of September 30, 2023 and December 31, 2022, the Consolidated Funds were in compliance with all covenants under such credit facilities.

The Consolidated Funds had the following revolving bank credit facilities outstanding:

As of September 30, 2023As of December 31, 2022
Consolidated Funds’ Debt FacilitiesMaturity DateTotal CapacityOutstanding Loan**(1)**Effective RateOutstanding Loan**(1)**Effective Rate
Credit Facilities:
10/13/2023(2)$112,817(2)N/A(2)N/A(2)$77,4965.89%
7/1/202418,000$15,2416.94%15,5506.25
7/23/2024100,00065,5008.2875,0007.28
9/24/2026150,000—N/A—N/A
9/12/202754,000—N/A—N/A
Total borrowings of Consolidated Funds$80,741$168,046

(1)The fair values of the borrowings approximate the carrying value as the interest rate on the borrowings is a floating rate.

(2)Represents a credit facility of a Consolidated Fund that was deconsolidated during the three months ended June 30, 2023. The total capacity represents the balance as of December 31, 2022.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

7. COMMITMENTS AND CONTINGENCIES

Indemnification Arrangements

Consistent with standard business practices in the normal course of business, the Company enters into contracts that contain indemnities for affiliates of the Company, persons acting on behalf of the Company or such affiliates and third parties. The terms of the indemnities vary from contract to contract and the Company’s maximum exposure under these arrangements cannot be determined and has not been recorded within the Condensed Consolidated Statements of Financial Condition. As of September 30, 2023, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

Commitments

As of September 30, 2023 and December 31, 2022, the Company had aggregate unfunded commitments to invest in funds it manages or to support certain strategic initiatives of $923.6 million and $677.9 million, respectively.

Guarantees

The Company has entered into agreements with financial institutions to guarantee credit facilities held by certain funds. In the ordinary course of business, the guarantee of credit facilities held by funds may indicate control and result in consolidation of the fund. As of September 30, 2023 and December 31, 2022, the Company’s maximum exposure to losses from guarantees was $16.4 million and $31.5 million, respectively.

Contingent Liabilities

In connection with the acquisition of AMP Capital’s infrastructure debt platform (the “Infrastructure Debt Acquisition”) during the first quarter of 2022, the Company established a management incentive program (the “Infrastructure Debt MIP”) with certain professionals. The Infrastructure Debt MIP represents a contingent liability not to exceed $48.5 million and is based on the achievement of revenue targets from the fundraising of certain infrastructure debt funds during the measurement periods.

The Company expects to settle each portion of the liability with a combination of 15% cash and 85% equity awards. Expense associated with the cash components are recognized ratably over the respective measurement periods, which will end on the final fundraising date for each of the infrastructure debt funds included in the Infrastructure Debt MIP agreement. Expense associated with the equity component is recognized ratably over the service periods, which will continue for four years beyond each of the measurement period end dates. The Infrastructure Debt MIP is remeasured each period with incremental changes in fair value included within compensation and benefits expense within the Condensed Consolidated Statements of Operations. Following each of the measurement period end dates, the cash component will be paid and restricted units for the portion of the Infrastructure Debt MIP award earned will be granted at fair value. The unpaid liability at the respective measurement period end dates will be reclassified from liability to additional paid-in-capital and any difference between the fair value of the Infrastructure Debt MIP award earned at the respective measurement period end date and the previously recorded compensation expense will be recognized over the remaining four year service period as equity-based compensation expense.

The revenue target was achieved for one of the infrastructure debt funds during the fourth quarter of 2022. As of December 31, 2022, the fair value of the contingent liability related to this portion of the award was $21.8 million and the Company recorded $7.0 million within accrued compensation within the Condensed Consolidated Statements of Financial Condition. During the first quarter of 2023, the associated liability for this portion of the award was settled with a $3.4 million cash payment and the remaining amount equity-settled and reclassified to additional paid-in-capital. For the three and nine months ended September 30, 2022, compensation expense of $2.2 million and $5.5 million, respectively, related to the achieved portion of the award is presented within compensation and benefits within the Condensed Consolidated Statements of Operations.

As of September 30, 2023, the maximum contingent liability associated with the remaining Infrastructure Debt MIP is $15.0 million. As of September 30, 2023 and December 31, 2022, the fair value of the contingent liability was $13.6 million and $13.5 million. As of September 30, 2023 and December 31, 2022, the Company has recorded $3.9 million and $2.2 million, respectively, within accrued compensation within the Condensed Consolidated Statements of Financial Condition.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Compensation expense associated with the remaining Infrastructure Debt MIP of $0.6 million for the three months ended September 30, 2023 and 2022, and $1.8 million and $1.6 million for the nine months ended September 30, 2023 and 2022, respectively, is presented within compensation and benefits within the Condensed Consolidated Statements of Operations.

Carried Interest

Carried interest is affected by changes in the fair values of the underlying investments in the funds that are advised by the Company. Valuations, on an unrealized basis, can be significantly affected by a variety of external factors including, but not limited to, public equity market volatility, industry trading multiples and interest rates. Generally, if at the termination of a fund (and increasingly at interim points in the life of a fund), the fund has not achieved investment returns that (in most cases) exceed the preferred return threshold or (in all cases) the general partner receives net profits over the life of the fund in excess of its allocable share under the applicable partnership agreement, the Company will be obligated to repay carried interest that was received by the Company in excess of the amounts to which the Company is entitled. This contingent obligation is normally reduced by income taxes paid by the Company related to its carried interest.

Senior professionals of the Company who have received carried interest distributions are responsible for funding their proportionate share of any contingent repayment obligations. However, the governing agreements of certain of the Company’s funds provide that if a current or former professional does not fund his or her respective share for such fund, then the Company may have to fund additional amounts beyond what was received in carried interest, although the Company will generally retain the right to pursue any remedies under such governing agreements against those carried interest recipients who fail to fund their obligations.

Additionally, at the end of the life of the funds there could be a payment due to a fund by the Company if the Company has recognized more carried interest than was ultimately earned. The general partner obligation amount, if any, will depend on final realized values of investments at the end of the life of the fund.

As of September 30, 2023 and December 31, 2022, if the Company assumed all existing investments were worthless, the amount of carried interest subject to potential repayment, net of tax distributions, which may differ from the recognition of revenue, would have been approximately $84.3 million and $128.4 million, respectively, of which approximately $65.9 million and $101.0 million, respectively, is reimbursable to the Company by certain professionals who are the recipients of such carried interest. Management believes the possibility of all of the investments becoming worthless is remote. As of September 30, 2023 and December 31, 2022, if the funds were liquidated at their fair values, there would be no contingent repayment obligation or liability.

Litigation

From time to time, the Company is named as a defendant in legal actions relating to transactions conducted in the ordinary course of business. Although there can be no assurance of the outcome of such legal actions, in the opinion of management, the Company does not have a potential liability related to any current legal proceeding or claim that would individually or in the aggregate materially affect its results of operations, financial condition or cash flows.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Leases

The Company leases primarily consists of operating leases for office space and certain office equipment. The Company’s leases have remaining lease terms of one to 13 years. The tables below present certain supplemental quantitative disclosures regarding the Company’s operating leases:

Maturity of operating lease liabilitiesAs of September 30, 2023
2023$12,256
202452,321
202551,412
202647,439
202736,932
Thereafter206,003
Total future payments406,363
Less: interest79,461
Total operating lease liabilities$326,902
Three months ended September 30,Nine months ended September 30,
Classification within general, administrative and other expenses2023202220232022
Operating lease expense$10,135$11,168$32,434$31,302
Nine months ended September 30,
Supplemental information on the measurement of operating lease liabilities20232022
Operating cash flows for operating leases$32,733$33,156
Leased assets obtained in exchange for new operating lease liabilities166,94120,687
As of September 30,As of December 31,
Lease term and discount rate20232022
Weighted-average remaining lease terms (in years)8.55.5
Weighted-average discount rate4.26%2.72%

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

8. RELATED PARTY TRANSACTIONS

Substantially all of the Company’s revenue is earned from its affiliates. The related accounts receivable are included within due from affiliates within the Condensed Consolidated Statements of Financial Condition, except that accrued carried interest allocations, which is predominantly due from affiliated funds, is presented separately within investments within the Condensed Consolidated Statements of Financial Condition.

The Company has investment management agreements with the Ares Funds that it manages. In accordance with these agreements, these Ares Funds may bear certain operating costs and expenses which are initially paid by the Company and subsequently reimbursed by the Ares Funds.

The Company is reimbursed for expenses incurred in providing administrative services to certain related parties, including our public vehicles, and with certain private funds that pay administrative fees based on invested capital. The Company is also party to agreements with certain real estate funds which pay fees to the Company to provide various services, such as administration, acquisition, development, property management and the sale and distribution of fund shares in our non-traded vehicles, among others.

Employees and other related parties may be permitted to participate in co-investment vehicles that generally invest in Ares funds alongside fund investors. Participation is limited by law to individuals who qualify under applicable securities laws. These co-investment vehicles generally do not require these individuals to pay management fees, carried interest or incentive fees.

Carried interest and incentive fees from the funds can be distributed to professionals or their related entities on a current basis, subject, in the case of carried interest programs, to repayment by the subsidiary of the Company that acts as general partner of the relevant fund in the event that certain specified return thresholds are not ultimately achieved. The professionals have personally guaranteed, subject to certain limitations, the obligations of these subsidiaries in respect of this general partner obligation. Such guarantees are several, and not joint, and are limited to distributions received by the relevant recipient.

The Company considers its professionals and non-consolidated funds to be affiliates. Amounts due from and to affiliates were composed of the following:

As of September 30,As of December 31,
20232022
Due from affiliates:
Management fees receivable from non-consolidated funds$519,983$456,314
Incentive fee receivable from non-consolidated funds17,417169,979
Payments made on behalf of and amounts due from non-consolidated funds and employees153,075132,179
Due from affiliates—Company$690,475$758,472
Amounts due from non-consolidated funds$12,352$15,789
Due from affiliates—Consolidated Funds$12,352$15,789
Due to affiliates:
Management fee received in advance and rebates payable to non-consolidated funds$2,785$8,701
Tax receivable agreement liability165,606118,466
Undistributed carried interest and incentive fees35,579121,332
Payments made by non-consolidated funds on behalf of and payable by the Company6,7594,299
Due to affiliates—Company$210,729$252,798
Amounts due to portfolio companies and non-consolidated funds$—$4,037
Due to affiliates—Consolidated Funds$—$4,037

Due from and Due to Ares Funds and Portfolio Companies

In the normal course of business, the Company pays certain expenses on behalf of Consolidated Funds and non-consolidated funds for which it is reimbursed. Conversely, Consolidated Funds and non-consolidated funds may pay certain expenses that are reimbursed by the Company. Amounts advanced on behalf of Consolidated Funds are eliminated in

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

consolidation. Certain expenses initially paid by the Company, primarily professional services, travel and other costs associated with particular portfolio company holdings, are subject to reimbursement by the portfolio companies.

9. INCOME TAXES

The Company’s income tax provision includes corporate income taxes and other entity level income taxes, as well as income taxes incurred by certain affiliated funds that are consolidated in these financial statements. The following table presents the income tax expense (benefit) for the period:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Income tax expense (benefit)$29,898$(11,599)$113,418$22,272

The Company’s effective income tax rate is dependent on many factors, including the estimated nature and amounts of income and expenses allocated to the non-controlling interests without being subject to federal, state and local income taxes at the corporate level. Additionally, the Company’s effective tax rate is influenced by the amount of income tax provision recorded for any affiliated funds and co-investment vehicles that are consolidated in the Company’s unaudited condensed consolidated financial statements. For the three and nine months ended September 30, 2023 and 2022, the Company recorded its interim income tax provision utilizing the estimated annual effective tax rate.

The income tax effects of temporary differences give rise to significant portions of deferred tax assets and liabilities, which are presented on a net basis. As of September 30, 2023 and December 31, 2022, the Company recorded a net deferred tax asset of $34.2 million and $68.9 million, respectively, within other assets within the Condensed Consolidated Statements of Financial Condition.

The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by U.S. federal, state, local and foreign tax authorities. With limited exceptions, the Company is generally no longer subject to corporate income tax audits by taxing authorities for any years prior to 2019. Although the outcome of tax audits is always uncertain, the Company does not believe the outcome of any future audit will have a material adverse effect on the Company’s unaudited condensed consolidated financial statements.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

10. EARNINGS PER SHARE

The Company has Class A and non-voting common stock outstanding. The non-voting common stock has the same economic rights as the Class A common stock; therefore, earnings per share is presented on a combined basis. Income of the Company has been allocated on a proportionate basis to the two common stock classes.

Basic earnings per share of Class A and non-voting common stock is computed by using the two-class method. Diluted earnings per share of Class A and non-voting common stock is computed using the more dilutive method of either the two-class method or the treasury stock method.

For the three and nine months ended September 30, 2023 and 2022, the two-class method was the more dilutive method.

The following table presents the computation of basic and diluted earnings per common share:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Basic earnings per share of Class A and non-voting common stock:
Net income (loss) attributable to Ares Management Corporation Class A and non-voting common stockholders$61,823$(35,546)$300,376$50,048
Distributions on unvested restricted units(5,337)(3,555)(15,969)(10,601)
Net income (loss) available to Class A and non-voting common stockholders$56,486$(39,101)$284,407$39,447
Basic weighted-average shares of Class A and non-voting common stock186,218,638175,631,144182,757,955175,010,241
Basic earnings (loss) per share of Class A and non-voting common stock$0.30$(0.22)$1.54$0.23
Diluted earnings per share of Class A and non-voting common stock:
Net income (loss) attributable to Ares Management Corporation Class A and non-voting common stockholders$61,823$(35,546)$300,376$50,048
Distributions on unvested restricted units(5,337)(3,555)(15,969)(10,601)
Net income (loss) available to Class A and non-voting common stockholders$56,486$(39,101)$284,407$39,447
Effect of dilutive shares:
Restricted units————
Options————
Diluted weighted-average shares of Class A and non-voting common stock186,218,638175,631,144182,757,955175,010,241
Diluted earnings (loss) per share of Class A and non-voting common stock$0.30$(0.22)$1.54$0.23
Dividend declared and paid per Class A and non-voting common stock$0.77$0.61$2.31$1.83

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

11. EQUITY COMPENSATION

Equity Incentive Plan

In April 2023, the Company’s board of directors approved the Company’s 2023 Equity Incentive Plan (the “Equity Incentive Plan”), subject to approval by stockholders, to replace the Third Amended and Restated 2014 Equity Incentive Plan (“2014 Equity Incentive Plan”). The Equity Incentive Plan was approved by stockholders on June 12, 2023 and as of that date, the number of shares available for issuance under the Equity Incentive Plan was 69,122,318 and may reset on January 1 of each year, based on a formula set forth in the Equity Incentive Plan. No new equity-based compensation awards will be granted under the 2014 Equity Incentive Plan. As of September 30, 2023, 69,152,767 shares remained available for issuance under the Equity Incentive Plan.

Generally, unvested restricted units are forfeited upon termination of employment in accordance with the Equity Incentive Plan. The Company recognizes forfeitures as a reversal of previously recognized compensation expense in the period the forfeiture occurs.

Equity-based compensation expense, net of forfeitures, recorded by the Company is presented in the following table:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Restricted units$61,976$48,117$193,509$151,403

Restricted Units

Each restricted unit represents an unfunded, unsecured right of the holder to receive a share of the Company’s Class A common stock on a specific date. The restricted units generally vest and are settled in shares of Class A common stock either: (i) at a rate of one-third per year, beginning on the third anniversary of the grant date; (ii) at a rate of one quarter per year, beginning on the second anniversary of the grant date or the holder’s employment commencement date or (iii) at a rate of one-third per year, beginning on the first anniversary of the grant date, in each case generally subject to the holder’s continued employment as of the applicable vesting date (subject to accelerated vesting upon certain qualifying terminations of employment or retirement eligibility provisions). Compensation expense associated with restricted units is recognized on a straight-line basis over the requisite service period of the award.

Restricted units are delivered net of the holder’s payroll related taxes upon vesting. For the nine months ended September 30, 2023, 3.6 million restricted units vested and 2.1 million shares of Class A common stock were delivered to the holders. For the nine months ended September 30, 2022, 5.4 million restricted units vested and 3.0 million shares of Class A common stock were delivered to the holders.

The holders of restricted units, other than awards that have not yet been issued as described in the subsequent sections, generally have the right to receive as current compensation an amount in cash equal to: (i) the amount of any dividend paid with respect to a share of Class A common stock multiplied by (ii) the number of restricted units held at the time such dividends are declared (“Dividend Equivalent”). When units are forfeited, the cumulative amount of Dividend Equivalents previously paid is reclassified to compensation and benefits expense within the Condensed Consolidated Statements of Operations.

The following table summarizes the Company’s dividends declared and Dividend Equivalents paid during the nine months ended September 30, 2023:

Record DateDividends Per ShareDividend Equivalents Paid
March 17, 2023$0.77$12,032
June 16, 20230.7711,874
September 15, 20230.7711,704

During the first quarter of 2023, the Company approved the future grant of restricted units to certain senior executives in each of 2024, 2025 and 2026, subject to the holder’s continued employment and acceleration in certain instances. The vesting period of these awards are at a rate of 25% per year, beginning on the second anniversary of the grant date. Given that these future restricted units have been communicated to the recipient, the Company accounts for these awards as if they have been

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

granted and recognizes the compensation expense on a straight-line basis over the service period. The restricted units that have been approved and communicated but not yet granted are not eligible to receive a Dividend Equivalent until the grant date.

The following table presents unvested restricted units’ activity:

Restricted UnitsWeighted Average Grant Date Fair Value Per Unit
Balance as of December 31, 202216,662,999$48.76
Granted4,749,92378.81
Vested(3,608,734)38.30
Forfeited(229,216)58.36
Balance as of September 30, 202317,574,972$58.91

The total compensation expense expected to be recognized in all future periods associated with the restricted units is approximately $712.9 million as of September 30, 2023 and is expected to be recognized over the remaining weighted average period of 3.3 years.

Options

Upon exercise, each option entitles the holders to purchase from the Company one share of Class A common stock at the stated exercise price. The term of the options is generally 10 years, all of which expire in May 2024.

A summary of options activity during the nine months ended September 30, 2023 is presented below:

OptionsWeighted Average Exercise PriceWeighted Average Remaining Life (in years)Aggregate Intrinsic Value
Balance as of December 31, 20225,170,219$19.001.3$255,616
Exercised(4,799,446)19.00——
Expired————
Forfeited————
Balance as of September 30, 2023370,773$19.000.6$31,097
Exercisable as of September 30, 2023370,773$19.000.6$31,097

Net cash proceeds from exercises of stock options were $80.4 million for the nine months ended September 30, 2023. The Company realized tax benefits of approximately $49.7 million from those exercises.

12. EQUITY AND REDEEMABLE INTEREST

Common Stock

The Company’s common stock consists of Class A, Class B, Class C and non-voting common stock, each $0.01 par value per share. The non-voting common stock has the same economic rights as the Class A common stock. Sumitomo Mitsui Banking Corporation (“SMBC”) is the sole holder of the non-voting common stock. The Class B common stock and Class C common stock are non-economic and holders are not entitled to dividends from the Company or to receive any assets of the Company in the event of any dissolution, liquidation or winding up of the Company. Ares Management GP LLC is the sole holder of the Class B common stock and Ares Voting LLC (“Ares Voting”) is the sole holder of the Class C common stock.

In February 2023, the Company's board of directors authorized the renewal of the stock repurchase program that allows for the repurchase of up to $150 million of shares of Class A common stock. Under the program, shares may be repurchased from time to time in open market purchases, privately negotiated transactions or otherwise, including in reliance on Rule 10b5-1 of the Securities Act. The program is scheduled to expire in March 2024. Repurchases under the program, if any, will depend on the prevailing market conditions and other factors. During the nine months ended September 30, 2023 and 2022, the Company did not repurchase any shares as part of the stock repurchase program.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following table presents the changes in each class of common stock:

Class A Common StockNon-Voting Common StockClass B Common StockClass C Common StockTotal
Balance as of December 31, 2022173,892,0363,489,9111,000117,231,288294,614,235
Issuance of stock1,391,426———1,391,426
Issuance of AOG Units(1)———3,473,0263,473,026
Exchanges of AOG Units2,571,617——(2,571,617)—
Stock option exercises, net of shares withheld for tax4,450,795———4,450,795
Vesting of restricted stock awards, net of shares withheld for tax2,055,070———2,055,070
Balance as of September 30, 2023184,360,9443,489,9111,000118,132,697305,984,552

(1) Represents issuance of AOG Units to the recipients of the management incentive program from the acquisition of Black Creek Group’s real estate investment advisory and distribution business (the “Black Creek Acquisition”), which relieved the associated liability following the maximum contingent payment being met as of December 31, 2022. Pursuant to an agreement with the recipients of the Black Creek Acquisition management incentive program, a portion of such AOG Units were issued in lieu of cash consideration which was payable pursuant to the Black Creek Acquisition management incentive program. Issuances of Class C Common stock corresponds with increases in Ares Owners Holdings L.P.’s ownership interest in the AOG entities.

The following table presents each partner’s AOG Units and corresponding ownership interest in each of the Ares Operating Group entities, as well as its daily average ownership of AOG Units in each of the Ares Operating Group entities:

Daily Average Ownership
As of September 30, 2023As of December 31, 2022Three months ended September 30,Nine months ended September 30,
AOG UnitsDirect Ownership InterestAOG UnitsDirect Ownership Interest2023202220232022
Ares Management Corporation187,850,85561.39%177,381,94760.21%61.03%59.74%60.52%59.64%
Ares Owners Holdings, L.P.118,132,69738.61117,231,28839.7938.9740.2639.4840.36
Total305,983,552100.00%294,613,235100.00%

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Redeemable Interest

The following table summarizes the activities associated with the redeemable interest in Ares Operating Group entities:

Total
Balance as of December 31, 2021$96,008
Changes in ownership interests and related tax benefits231
Net income399
Currency translation adjustment, net of tax(331)
Equity compensation48
Distributions(8)
Balance as of March 31, 202296,347
Changes in ownership interests and related tax benefits(1,445)
Net loss(457)
Currency translation adjustment, net of tax(996)
Equity compensation77
Distributions(8)
Balance as of June 30, 202293,518
Changes in ownership interests and related tax benefits1,214
Net income93
Currency translation adjustment, net of tax(933)
Equity compensation77
Distributions(1,861)
Balance as of September 30, 202292,108
Net loss(886)
Currency translation adjustment, net of tax1,834
Equity compensation83
Distribution(10)
Balance as of December 31, 202293,129
Changes in ownership interests and related tax benefits(66,506)
Net loss(1,824)
Currency translation adjustment, net of tax(148)
Equity compensation174
Distributions(2,883)
Balance as of March 31, 202321,942
Net income734
Currency translation adjustment, net of tax(159)
Balance as of June 30, 202322,517
Net income758
Currency translation adjustment, net of tax(99)
Balance as of September 30, 2023$23,176

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following table summarizes the activities associated with the redeemable interest in Consolidated Funds:

Total
Balance as of December 31, 2021$1,000,000
Change in redemption value—
Balance as of March 31, 20221,000,000
Change in redemption value—
Balance as of June 30, 20221,000,000
Change in redemption value4,994
Balance as of September 30, 20221,004,994
Change in redemption value8,288
Balance as of December 31, 20221,013,282
Change in redemption value10,504
Redemption(538,985)
Balance as of March 31, 2023484,801
Gross proceeds from the initial public offering of AAC II500,000
Change in redemption value15,948
Balance as of June 30, 20231,000,749
Change in redemption value16,571
Redemption(14,733)
Balance as of September 30, 2023$1,002,587

13. SEGMENT REPORTING

The Company operates through its distinct operating segments. On March 31, 2023, the Company executed the SSG Buyout. The Company rebranded Ares SSG as Ares Asia and the Ares SSG credit business, including the Asian special situations, Asian secured lending and APAC direct lending strategies, as Asia credit. Asia credit has been reclassified effective January 1, 2023 and is now presented within the Credit Group. In connection with this reclassification, the Company will no longer use Strategic Initiatives to describe all other operating segments, instead reporting the collective results as Other. The Company reclassified activities of Asia credit to the Credit Group to better align the segment presentation with the global asset classes and investment strategies. The Company has modified historical results to conform with its current presentation. The Company operating segments are summarized below:

Credit Group: The Credit Group manages credit strategies across the liquid and illiquid spectrum, including liquid credit, alternative credit and direct lending. Our liquid credit investment solutions help traditional fixed income investors access the syndicated loan and high yield bond markets and capitalize on opportunities across multi-asset credit. The syndicated loans strategy focuses on evaluating individual credit opportunities related primarily to non-investment grade senior secured loans and primarily targets first lien secured debt, with a secondary focus on second lien secured loans and subordinated and other unsecured loans. The high yield bond strategy seeks to deliver a diversified portfolio of liquid, traded non-investment grade corporate bonds, including secured, unsecured and subordinated debt instruments. Multi-asset credit is a “go anywhere” strategy designed to offer investors a flexible solution to global credit investing by allowing us to tactically allocate between multiple asset classes in various market conditions. The alternative credit strategy seeks to capitalize on asset-focused investment opportunities that fall outside of traditional, well-defined markets such as corporate debt, real estate and private equity. The alternative credit strategy emphasizes downside protection and capital preservation through a focus on investments that tend to share the following key attributes: asset security, covenants, structural protections and cash flow velocity. The direct lending strategy is one of the largest self-originating direct lenders, lending in the U.S., European and Asia-Pacific markets with a multi-channel origination strategy designed to address a broad set of investment opportunities in the middle market. The direct lending team maintains a flexible investment strategy with the capability to invest in first lien senior secured loans (including unitranche loans which are loans that combine senior and subordinated debt, generally in a first lien position), second lien senior secured loans, subordinated debt, preferred equity and non-control equity co-investments in private middle market companies. U.S. direct lending activities are managed through a publicly-traded business development company (“BDC”), Ares Capital Corporation (“ARCC”), our non-traded BDC, Ares Strategic Income Fund (“ASIF”), as well as through private commingled funds and separately managed accounts (“SMAs”). Our Asia credit platform provides flexible, value-add capital solutions to complex situations through our local origination presence and experience.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Private Equity Group: The Private Equity Group broadly categorizes its investment strategies as corporate private equity and special opportunities. In the corporate private equity strategy, the Company targets four principal transactions types: (i) prudently leveraged control buyouts; (ii) growth equity; (iii) rescue capital and (iv) distressed-for-control. This differentiated strategy, together with the broad resources of the Ares platform, widens our universe of potential investment opportunities and allows us to remain active across various market environments and to be highly selective in making investments by identifying the most attractive relative value opportunities. In the special opportunities strategy, the Company employs a flexible capital strategy to finance debt and non-control equity solutions in middle market companies undergoing transformational change or stress. The strategy seeks to consistently invest in a range of private, special-situation opportunities and flex into distressed public market debt when attractive.

Real Assets Group: The Real Assets Group manages comprehensive equity and debt strategies across real estate and infrastructure investments.

The real estate strategy focuses on activities categorized as core/core-plus, value-add, opportunistic and debt. Real estate equity strategies involve high-quality properties and locations and de-risked developments with an opportunity to create value through repositioning, lease-up, re-tenanting, redevelopment, and/or complex recapitalizations. The U.S. core/core-plus investment activities focuses on the acquisition of assets with strong long-term cash flow potential and durable tenancy diversified across end-user industries and geographies. The value-add investment activities focus on acquiring underperforming, income-producing, institutional-quality assets that can be improved through select value-creation initiatives across the U.S. and Europe. The opportunistic activities focus on capitalizing on distressed and special situations, repositioning underperforming assets and undertaking select development and redevelopment projects across the U.S. and Europe. The real estate debt strategy primarily focuses on directly originating a wide range of financing opportunities in the U.S. and Europe leveraging the Real Asset Group’s diverse sources of capital. In addition to managing private commingled funds and SMAs investing in equity and debt strategies, the real estate strategy also makes investments through Ares Real Estate Income Trust, Inc. (“AREIT”) and Ares Industrial Real Estate Income Trust, Inc. (“AIREIT”), its non-traded REITs, and ACRE, a publicly traded commercial mortgage REIT.

The infrastructure strategy focuses on investment strategies broadly categorized as infrastructure opportunities and infrastructure debt. Infrastructure opportunities is a market leader in infrastructure and power investing with a focus on climate infrastructure, natural gas generation and energy transportation sectors. The infrastructure opportunities strategy targets essential infrastructure assets and companies with stable cash flow profiles through long-term contracts and high-barriers to entry. The infrastructure debt strategy targets global assets and businesses with defensive characteristics across the digital, transport, energy and utility sectors. Leveraging the established long standing relationships, the strategy seeks to generate exclusive deal flow and high-quality investment opportunities.

Secondaries Group: The Secondaries Group invests in secondary markets across a range of alternative asset class strategies, including private equity, real estate, infrastructure and credit. The Company acquires interests across a range of partnership vehicles, including funds, multi-asset portfolios and single asset joint ventures. Activities within each strategy include recapitalizing and restructuring the funds, including transactions that can address pending fund maturity, strategy change or the need for additional equity capital. The private equity secondaries strategy seeks to achieve attractive secondary cash flow and diversification characteristics by investing across the spectrum of private equity secondaries transactions, including through Ares Private Markets Fund (“APMF”), a closed-end interval fund. In the real estate secondaries strategy, the Company seeks broad diversification by property sector and geography and to drive investment results through underwriting, transaction structuring and portfolio construction. In the infrastructure secondaries strategy, the Company focuses on achieving diversification through a portfolio that provides inflation protection and exposure to uncorrelated assets. The credit secondaries strategy seeks to create a highly diversified portfolio of primarily senior secured private credit interests across North America and Europe, acquired directly or indirectly through secondary market transactions.

Other: Other represents a compilation of operating segments and strategic investments that seek to expand the Company’s reach and its scale in new and existing global markets but individually do not meet reporting thresholds. These results include activities from: (i) Ares Insurance Solutions (“AIS”), the Company’s insurance platform that provides solutions to insurance clients including asset management, capital solutions and corporate development and (ii) the SPACs sponsored by the Company, among others.

The OMG consists of shared resource groups to support the Company’s operating segments by providing infrastructure and administrative support in the areas of accounting/finance, operations, information technology, legal, compliance, human resources, strategy, relationship management and distribution. The OMG includes Ares Wealth Management Solutions, LLC (“AWMS”) that facilitates the product development, distribution, marketing and client

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

management activities for investment offerings in the global wealth management channel. Additionally, the OMG provides services to certain of the Company’s managed funds and vehicles, which reimburse the OMG for expenses equal to the costs of services provided. The OMG’s revenues and expenses are not allocated to the Company’s operating segments but the Company does consider the financial results of the OMG when evaluating its financial performance.

Segment Profit Measures: These measures supplement and should be considered in addition to, and not in lieu of, the Condensed Consolidated Statements of Operations prepared in accordance with GAAP.

Fee related earnings (“FRE”) is used to assess core operating performance by determining whether recurring revenue, primarily consisting of management fees and fee related performance revenues, is sufficient to cover operating expenses and to generate profits. FRE differs from income before taxes computed in accordance with GAAP as it excludes net performance income, investment income from our funds and adjusts for certain other items that the Company believes are not indicative of its core operating performance. Fee related performance revenues, together with fee related performance compensation, is presented within FRE because it represents incentive fees from perpetual capital vehicles that is measured and received on a recurring basis and not dependent on realization events from the underlying investments.

Realized income (“RI”) is an operating metric used by management to evaluate performance of the business based on operating performance and the contribution of each of the business segments to that performance, while removing the fluctuations of unrealized income and expenses, which may or may not be eventually realized at the levels presented and whose realizations depend more on future outcomes than current business operations. RI differs from income before taxes by excluding: (i) operating results of the Consolidated Funds; (ii) depreciation and amortization expense; (iii) the effects of changes arising from corporate actions; (iv) unrealized gains and losses related to carried interest, incentive fees and investment performance; and adjusting for certain other items that the Company believes are not indicative of operating performance. Changes arising from corporate actions include equity-based compensation expenses, the amortization of intangible assets, transaction costs associated with mergers, acquisitions and capital activities, underwriting costs and expenses incurred in connection with corporate reorganization. Placement fee adjustment represents the net portion of either expense deferral or amortization that is required to match the timing of expense recognition with the period over which management fees are expected to be earned from the associated fund for segment purposes but have been expensed up front in accordance with GAAP. For periods in which the amortization of placement fees for segment purposes is higher than the GAAP expense, the placement fee adjustment is presented as a reduction to RI. Management believes RI is a more appropriate metric to evaluate the Company’s current business operations.

Management makes operating decisions and assesses the performance of each of the Company’s business segments based on financial and operating metrics and other data that is presented before giving effect to the consolidation of any of the Consolidated Funds. Consequently, all segment data excludes the assets, liabilities and operating results related to the Consolidated Funds and non-consolidated funds. Total assets by segments is not disclosed because such information is not used by the Company’s chief operating decision maker in evaluating the segments.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following tables present the financial results for the Company’s operating segments, as well as the OMG:

Three months ended September 30, 2023
Credit GroupPrivate Equity GroupReal Assets GroupSecondaries GroupOtherTotal SegmentsOMGTotal
Management fees$443,961$56,447$92,754$42,949$7,538$643,649$—$643,649
Fee related performance revenues44——2,168—2,212—2,212
Other fees6,8228106,30888314,0315,71719,748
Compensation and benefits(123,953)(20,364)(37,608)(16,066)(3,233)(201,224)(90,347)(291,571)
General, administrative and other expenses(23,441)(8,122)(10,318)(4,541)(924)(47,346)(52,460)(99,806)
Fee related earnings303,43328,77151,13624,5183,464411,322(137,090)274,232
Performance income—realized12,223(15)5,589——17,797—17,797
Performance related compensation—realized(7,181)15(3,338)——(10,504)—(10,504)
Realized net performance income5,042—2,251——7,293—7,293
Investment income (loss)—realized1,475(4,631)(875)——(4,031)—(4,031)
Interest and other investment income—realized5,1366793,1485523,30512,82011412,934
Interest expense(5,310)(4,828)(3,985)(2,020)(9,809)(25,952)(23)(25,975)
Realized net investment income (loss)1,301(8,780)(1,712)(1,468)(6,504)(17,163)91(17,072)
Realized income$309,776$19,991$51,675$23,050$(3,040)$401,452$(136,999)$264,453
Three months ended September 30, 2022
Credit GroupPrivate Equity GroupReal Assets GroupSecondaries GroupOtherTotal SegmentsOMGTotal
Management fees$361,073$52,316$91,013$44,385$2,981$551,768$—$551,768
Fee related performance revenues——855235—1,090—1,090
Other fees8,16055611,493—5020,2597,54727,806
Compensation and benefits(108,618)(26,865)(46,947)(19,191)(2,080)(203,701)(61,084)(264,785)
General, administrative and other expenses(19,250)(7,824)(10,032)(3,215)(493)(40,814)(41,907)(82,721)
Fee related earnings241,36518,18346,38222,214458328,602(95,444)233,158
Performance income—realized3,045—26,939——29,984—29,984
Performance related compensation—realized(1,737)(5)(17,115)(1)—(18,858)—(18,858)
Realized net performance income (loss)1,308(5)9,824(1)—11,126—11,126
Investment income—realized4,4958339——4,842—4,842
Interest and other investment income (expense)—realized8,8472012,1804241,14212,794(171)12,623
Interest expense(4,066)(4,183)(3,095)(1,753)(5,082)(18,179)(128)(18,307)
Realized net investment income (loss)9,276(3,974)(576)(1,329)(3,940)(543)(299)(842)
Realized income$251,949$14,204$55,630$20,884$(3,482)$339,185$(95,743)$243,442

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Nine months ended September 30, 2023
Credit GroupPrivate Equity GroupReal Assets GroupSecondaries GroupOtherTotal SegmentsOMGTotal
Management fees$1,272,273$166,622$285,463$124,597$19,065$1,868,020$—$1,868,020
Fee related performance revenues866—3345,737—6,937—6,937
Other fees24,8342,22124,6161326851,95218,20570,157
Compensation and benefits(363,091)(63,022)(116,232)(46,101)(9,759)(598,205)(261,325)(859,530)
General, administrative and other expenses(68,479)(25,422)(33,465)(12,984)(2,120)(142,470)(148,099)(290,569)
Fee related earnings866,40380,399160,71671,2627,4541,186,234(391,219)795,015
Performance income—realized81,57688,12014,4125,460—189,568—189,568
Performance related compensation—realized(51,218)(68,812)(8,764)(4,678)—(133,472)—(133,472)
Realized net performance income30,35819,3085,648782—56,096—56,096
Investment income (loss)—realized19,546(1,668)(4,196)—17013,852—13,852
Interest and other investment income—realized17,2264,4037,3621,95911,49242,44235042,792
Interest expense(21,131)(16,178)(11,987)(6,776)(20,668)(76,740)(60)(76,800)
Realized net investment income (loss)15,641(13,443)(8,821)(4,817)(9,006)(20,446)290(20,156)
Realized income$912,402$86,264$157,543$67,227$(1,552)$1,221,884$(390,929)$830,955
Nine months ended September 30, 2022
Credit GroupPrivate Equity GroupReal Assets GroupSecondaries GroupOtherTotal SegmentsOMGTotal
Management fees$1,016,696$145,669$254,233$135,090$7,882$1,559,570$—$1,559,570
Fee related performance revenues12,628—2,178235—15,041—15,041
Other fees20,5591,26127,924—15049,89419,72169,615
Compensation and benefits(318,017)(70,724)(121,183)(45,964)(5,864)(561,752)(196,492)(758,244)
General, administrative and other expenses(56,888)(21,992)(28,308)(9,250)(1,421)(117,859)(109,516)(227,375)
Fee related earnings674,97854,214134,84480,111747944,894(286,287)658,607
Performance income—realized58,9412,21278,6374,156—143,946—143,946
Performance related compensation—realized(35,675)(1,791)(50,510)(3,515)—(91,491)—(91,491)
Realized net performance income23,26642128,127641—52,455—52,455
Investment income—realized6,5172,2834,224—86013,884—13,884
Interest and other investment income (expense)—realized21,2571,8987,5973,2686,36240,382(1,450)38,932
Interest expense(11,191)(11,185)(8,197)(3,775)(16,352)(50,700)(474)(51,174)
Realized net investment income (loss)16,583(7,004)3,624(507)(9,130)3,566(1,924)1,642
Realized income$714,827$47,631$166,595$80,245$(8,383)$1,000,915$(288,211)$712,704

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following table presents the components of the Company’s operating segments’ revenue, expenses and realized net investment income:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Segment revenues
Management fees$643,649$551,768$1,868,020$1,559,570
Fee related performance revenues2,2121,0906,93715,041
Other fees14,03120,25951,95249,894
Performance income—realized17,79729,984189,568143,946
Total segment revenues$677,689$603,101$2,116,477$1,768,451
Segment expenses
Compensation and benefits$201,224$203,701$598,205$561,752
General, administrative and other expenses47,34640,814142,470117,859
Performance related compensation—realized10,50418,858133,47291,491
Total segment expenses$259,074$263,373$874,147$771,102
Segment realized net investment income (expense)
Investment income (loss)—realized$(4,031)$4,842$13,852$13,884
Interest and other investment income —realized12,82012,79442,44240,382
Interest expense(25,952)(18,179)(76,740)(50,700)
Total segment realized net investment income (expense)$(17,163)$(543)$(20,446)$3,566

The following table reconciles the Company’s consolidated revenues to segment revenue:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Total consolidated revenue$671,255$801,290$2,577,903$2,117,719
Performance (income) loss—unrealized31,400(170,654)(384,533)(280,037)
Management fees of Consolidated Funds eliminated in consolidation12,18111,68235,78734,523
Performance income of Consolidated Funds eliminated in consolidation1,874—9,36534
Administrative, transaction and other fees of Consolidated Funds eliminated in consolidation833,9467,06113,030
Administrative fees(1)(16,154)(16,099)(46,692)(50,947)
OMG revenue(5,717)(7,681)(18,205)(19,974)
Principal investment income, net of eliminations(9,339)(11,582)(38,985)(15,521)
Net revenue of non-controlling interests in consolidated subsidiaries(7,894)(7,801)(25,224)(30,376)
Total consolidation adjustments and reconciling items6,434(198,189)(461,426)(349,268)
Total segment revenue$677,689$603,101$2,116,477$1,768,451

(1)Represents administrative fees from expense reimbursements that are presented within administrative, transaction and other fees within the Company’s Condensed Consolidated Statements of Operations and are netted against the respective expenses for segment reporting.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following table reconciles the Company’s consolidated expenses to segment expenses:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Total consolidated expenses$560,960$898,102$2,027,334$2,062,654
Performance related compensation-unrealized38,650(124,466)(261,996)(207,115)
Expenses of Consolidated Funds added in consolidation(19,329)(22,129)(64,365)(63,071)
Expenses of Consolidated Funds eliminated in consolidation12,29711,74636,60034,948
Administrative fees(1)(16,154)(15,574)(46,321)(50,422)
OMG expenses(142,807)(102,991)(409,424)(306,008)
Acquisition and merger-related expense(2,414)(1,852)(10,126)(12,046)
Equity compensation expense(61,976)(48,041)(193,335)(151,202)
Acquisition-related compensation expense(2)(589)(96,697)(1,831)(204,189)
Placement fee adjustment(944)(9,729)6,032(7,611)
Depreciation and amortization expense(105,524)(219,339)(194,174)(297,795)
Expense of non-controlling interests in consolidated subsidiaries(3,096)(5,657)(14,247)(27,041)
Total consolidation adjustments and reconciling items(301,886)(634,729)(1,153,187)(1,291,552)
Total segment expenses$259,074$263,373$874,147$771,102

(1)Represents administrative fees from expense reimbursements that are presented within administrative, transaction and other fees within the Company’s Condensed Consolidated Statements of Operations and are netted against the respective expenses for segment reporting.

(2)Represents contingent obligations resulting from the Landmark Acquisition, the Black Creek Acquisition and the Infrastructure Debt Acquisition that are recorded as compensation expense and are presented within compensation and benefits within the Company’s Condensed Consolidated Statements of Operations.

The following table reconciles the Company’s consolidated other income to segment realized net investment income:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Total consolidated other income$116,577$36,434$299,394$112,932
Investment (income) loss—unrealized(31,246)57(104,170)9,995
Interest and other investment income—unrealized(5,720)(4,600)(1,202)(16,661)
Other income, net from Consolidated Funds added in consolidation(125,857)(38,434)(335,708)(132,852)
Other expense, net from Consolidated Funds eliminated in consolidation(383)(1,922)(15,326)(13,655)
OMG other (income) expense(591)3,0161,2138,700
Principal investment income29,9809,438130,67937,421
Other (income) expense, net286(1,060)589934
Other (income) loss of non-controlling interests in consolidated subsidiaries(209)(3,472)4,085(3,248)
Total consolidation adjustments and reconciling items(133,740)(36,977)(319,840)(109,366)
Total segment realized net investment income (expense)$(17,163)$(543)$(20,446)$3,566

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following table presents the reconciliation of income before taxes as reported in the Condensed Consolidated Statements of Operations to segment results of RI and FRE:

Three months ended September 30,Nine months ended September 30,
2023202220232022
Income (loss) before taxes$226,872$(60,378)$849,963$167,997
Adjustments:
Depreciation and amortization expense105,524219,339194,174297,795
Equity compensation expense61,97647,516192,964150,677
Acquisition-related compensation expense(1)58996,6971,831204,189
Acquisition and merger-related expense2,4141,85210,12612,046
Placement fee adjustment9449,729(6,032)7,611
OMG expense, net136,49998,325392,432294,734
Other (income) expense, net286(1,059)589934
Income before taxes of non-controlling interests in consolidated subsidiaries(5,007)(5,616)(6,892)(6,583)
Income before taxes of non-controlling interests in Consolidated Funds, net of eliminations(84,429)(16,489)(179,362)(48,897)
Total performance (income) loss—unrealized31,400(170,654)(384,533)(280,037)
Total performance related compensation—unrealized(38,650)124,466261,996207,115
Total investment income—unrealized(36,966)(4,543)(105,372)(6,666)
Realized income401,452339,1851,221,8841,000,915
Total performance income—realized(17,797)(29,984)(189,568)(143,946)
Total performance related compensation—realized10,50418,858133,47291,491
Total investment (income) loss—realized17,16354320,446(3,566)
Fee related earnings$411,322$328,602$1,186,234$944,894

(1)Represents contingent obligations resulting from the Landmark Acquisition, the Black Creek Acquisition and the Infrastructure Debt Acquisition that are recorded as compensation expense and are presented within compensation and benefits within the Company’s Condensed Consolidated Statements of Operations.

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

14. CONSOLIDATION

Deconsolidated Funds

Certain funds that have historically been consolidated in the financial statements that are no longer consolidated because, as of the reporting period: (a) such funds have been liquidated or dissolved; or (b) the Company is no longer deemed to be the primary beneficiary of the VIEs as it no longer has a significant economic interest. During the nine months ended September 30, 2023, one private fund experienced a significant change in ownership that resulted in deconsolidation of the entity. During the nine months ended September 30, 2022, the Company did not deconsolidate any entity.

Investments in Consolidated Variable Interest Entities

The Company consolidates entities in which the Company has a variable interest and as the general partner or investment manager, has both the power to direct the most significant activities and a potentially significant economic interest. Investments in the consolidated VIEs are reported at fair value and represent the Company’s maximum exposure to loss.

Investments in Non-Consolidated Variable Interest Entities

The Company holds interests in certain VIEs that are not consolidated as the Company is not the primary beneficiary. The Company’s interest in such entities generally is in the form of direct equity interests, fixed fee arrangements or both. The maximum exposure to loss represents the potential loss of assets by the Company relating to these non-consolidated entities. Investments in the non-consolidated VIEs are carried at fair value.

The Company’s interests in consolidated and non-consolidated VIEs, as presented within the Condensed Consolidated Statements of Financial Condition, its respective maximum exposure to loss relating to non-consolidated VIEs, and its net income attributable to non-controlling interests related to consolidated VIEs, as presented within the Condensed Consolidated Statements of Operations, are as follows:

As of September 30,As of December 31,
20232022
Maximum exposure to loss attributable to the Company’s investment in non-consolidated VIEs(1)$411,251$393,549
Maximum exposure to loss attributable to the Company’s investment in consolidated VIEs(1)808,386537,239
Assets of consolidated VIEs14,352,88713,128,088
Liabilities of consolidated VIEs12,487,78011,593,867

(1)As of September 30, 2023 and December 31, 2022, the Company’s maximum exposure of loss for CLO securities was equal to the cumulative fair value of our capital interest in CLOs and totaled $77.4 million and $82.0 million, respectively.

Three months ended September 30,Nine months ended September 30,
2023202220232022
Net income attributable to non-controlling interests related to consolidated VIEs$66,526$8,733$165,118$28,470

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Consolidating Schedules

The following supplemental financial information illustrates the consolidating effects of the Consolidated Funds on the Company’s financial condition, results from operations and cash flows:

As of September 30, 2023
Consolidated Company EntitiesConsolidated FundsEliminationsConsolidated
Assets
Cash and cash equivalents$311,827$—$—$311,827
Investments (includes $3,490,841 of accrued carried interest)5,275,454—(838,708)4,436,746
Due from affiliates869,372—(178,897)690,475
Other assets306,492——306,492
Right-of-use operating lease assets259,537——259,537
Intangible assets, net1,033,590——1,033,590
Goodwill997,801——997,801
Assets of Consolidated Funds
Cash and cash equivalents—885,318—885,318
Investments held in trust account—1,002,787—1,002,787
Investments, at fair value—13,221,997—13,221,997
Due from affiliates—23,609(11,257)12,352
Receivable for securities sold—153,210—153,210
Other assets—71,761—71,761
Total assets$9,054,073$15,358,682$(1,028,862)$23,383,893
Liabilities
Accounts payable, accrued expenses and other liabilities$275,742$—$(11,257)$264,485
Accrued compensation361,017——361,017
Due to affiliates210,729——210,729
Performance related compensation payable2,538,450——2,538,450
Debt obligations2,340,173——2,340,173
Operating lease liabilities326,902——326,902
Liabilities of Consolidated Funds
Accounts payable, accrued expenses and other liabilities—253,473(10,136)243,337
Due to affiliates—178,897(178,897)—
Payable for securities purchased—512,879—512,879
CLO loan obligations, at fair value—11,565,985(105,022)11,460,963
Fund borrowings—80,741—80,741
Total liabilities6,053,01312,591,975(305,312)18,339,676
Commitments and contingencies
Redeemable interest in Consolidated Funds—1,002,587—1,002,587
Redeemable interest in Ares Operating Group entities23,176——23,176
Non-controlling interest in Consolidated Funds—1,764,120(710,687)1,053,433
Non-controlling interest in Ares Operating Group entities1,236,808—(4,966)1,231,842
Stockholders’ Equity
Class A common stock, $0.01 par value, 1,500,000,000 shares authorized (184,360,944 shares issued and outstanding)1,844——1,844
Non-voting common stock, $0.01 par value, 500,000,000 shares authorized (3,489,911 shares issued and outstanding)35——35
Class B common stock, $0.01 par value, 1,000 shares authorized (1,000 shares issued and outstanding)————
Class C common stock, $0.01 par value, 499,999,000 shares authorized (118,132,697 shares issued and outstanding)1,181——1,181
Additional paid-in-capital2,270,632—(7,897)2,262,735
Accumulated deficit(515,351)——(515,351)
Accumulated other comprehensive loss, net of tax(17,265)——(17,265)
Total stockholders’ equity1,741,076—(7,897)1,733,179
Total equity2,977,8841,764,120(723,550)4,018,454
Total liabilities, redeemable interest, non-controlling interests and equity$9,054,073$15,358,682$(1,028,862)$23,383,893

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

As of December 31, 2022
Consolidated Company EntitiesConsolidated FundsEliminationsConsolidated
Assets
Cash and cash equivalents$389,987$—$—$389,987
Investments (includes $3,106,577 of accrued carried interest)4,515,955—(541,221)3,974,734
Due from affiliates949,532—(191,060)758,472
Other assets381,137——381,137
Right-of-use operating lease assets155,950——155,950
Intangible assets, net1,208,220——1,208,220
Goodwill999,656——999,656
Assets of Consolidated Funds
Cash and cash equivalents—724,641—724,641
Investments held in trust account—1,013,382—1,013,382
Investments, at fair value—12,187,3923,85912,191,251
Due from affiliates—26,531(10,742)15,789
Receivable for securities sold—124,050—124,050
Other assets—65,570—65,570
Total assets$8,600,437$14,141,566$(739,164)$22,002,839
Liabilities
Accounts payable, accrued expenses and other liabilities$242,663$—$(10,742)$231,921
Accrued compensation510,130——510,130
Due to affiliates252,798——252,798
Performance related compensation payable2,282,209——2,282,209
Debt obligations2,273,854——2,273,854
Operating lease liabilities190,616——190,616
Liabilities of Consolidated Funds
Accounts payable, accrued expenses and other liabilities—175,435(7,149)168,286
Due to affiliates—191,238(187,201)4,037
Payable for securities purchased—314,193—314,193
CLO loan obligations, at fair value—10,797,332(95,612)10,701,720
Fund borrowings—168,046—168,046
Total liabilities5,752,27011,646,244(300,704)17,097,810
Commitments and contingencies
Redeemable interest in Consolidated Funds—1,013,282—1,013,282
Redeemable interest in Ares Operating Group entities93,129——93,129
Non-controlling interest in Consolidated Funds—1,482,040(407,684)1,074,356
Non-controlling interest in Ares Operating Group entities1,147,269—(12,246)1,135,023
Stockholders’ Equity
Class A common stock, $0.01 par value, 1,500,000,000 shares authorized (173,892,036 shares issued and outstanding)1,739——1,739
Non-voting common stock, $0.01 par value, 500,000,000 shares authorized (3,489,911 shares issued and outstanding)35——35
Class B common stock, $0.01 par value, 1,000 shares authorized ($1,000 shares issued and outstanding)————
Class C common stock, $0.01 par value, 499,999,000 shares authorized (117,231,288 shares issued and outstanding)1,172——1,172
Additional paid-in-capital1,989,284—(18,530)1,970,754
Accumulated deficit(369,475)——(369,475)
Accumulated other comprehensive loss, net of tax(14,986)——(14,986)
Total stockholders’ equity1,607,769—(18,530)1,589,239
Total equity2,755,0381,482,040(438,460)3,798,618
Total liabilities, redeemable interest, non-controlling interests and equity$8,600,437$14,141,566$(739,164)$22,002,839

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Three months ended September 30, 2023
Consolidated Company EntitiesConsolidated FundsEliminationsConsolidated
Revenues
Management fees$649,698$—$(12,181)$637,517
Carried interest allocation(26,252)—(1,874)(28,126)
Incentive fees16,454——16,454
Principal investment income29,980—(20,641)9,339
Administrative, transaction and other fees36,154—(83)36,071
Total revenues706,034—(34,779)671,255
Expenses
Compensation and benefits367,502——367,502
Performance related compensation(25,448)——(25,448)
General, administrative and other expense211,874—(32)211,842
Expenses of the Consolidated Funds—19,329(12,265)7,064
Total expenses553,92819,329(12,297)560,960
Other income (expense)
Net realized and unrealized gains (losses) on investments4,209—(5,979)(1,770)
Interest and dividend income6,574—(1,822)4,752
Interest expense(25,975)——(25,975)
Other income, net5,529—2135,742
Net realized and unrealized gains on investments of the Consolidated Funds—71,6667,92579,591
Interest and other income of the Consolidated Funds—255,813(213)255,600
Interest expense of the Consolidated Funds—(201,622)259(201,363)
Total other income (expense), net(9,663)125,857383116,577
Income before taxes142,443106,528(22,099)226,872
Income tax expense25,7584,140—29,898
Net income116,685102,388(22,099)196,974
Less: Net income attributable to non-controlling interests in Consolidated Funds—102,388(22,099)80,289
Net income attributable to Ares Operating Group entities116,685——116,685
Less: Net income attributable to redeemable interest in Ares Operating Group entities758——758
Less: Net income attributable to non-controlling interests in Ares Operating Group entities54,104——54,104
Net income attributable to Ares Management Corporation Class A and non-voting common stockholders$61,823$—$—$61,823

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Three months ended September 30, 2022
Consolidated Company EntitiesConsolidated FundsEliminationsConsolidated
Revenues
Management fees$560,140$—$(11,682)$548,458
Carried interest allocation192,186——192,186
Incentive fees8,882——8,882
Principal investment income9,438—2,14411,582
Administrative, transaction and other fees44,128—(3,946)40,182
Total revenues814,774—(13,484)801,290
Expenses
Compensation and benefits425,419——425,419
Performance related compensation142,934——142,934
General, administrative and other expense319,366—(14)319,352
Expenses of the Consolidated Funds—22,129(11,732)10,397
Total expenses887,71922,129(11,746)898,102
Other income (expense)
Net realized and unrealized gains on investments5,433—(1,002)4,431
Interest and dividend income5,820—(3,734)2,086
Interest expense(18,307)——(18,307)
Other income, net3,132—(531)2,601
Net realized and unrealized losses on investments of the Consolidated Funds—(3,760)3,730(30)
Interest and other income of the Consolidated Funds—157,884531158,415
Interest expense of the Consolidated Funds—(115,690)2,928(112,762)
Total other income (expense), net(3,922)38,4341,92236,434
Income (loss) before taxes(76,867)16,305184(60,378)
Income tax expense (benefit)(11,748)149—(11,599)
Net income (loss)(65,119)16,156184(48,779)
Less: Net income attributable to non-controlling interests in Consolidated Funds—16,15618416,340
Net loss attributable to Ares Operating Group entities(65,119)——(65,119)
Less: Net income attributable to redeemable interest in Ares Operating Group entities93——93
Less: Net loss attributable to non-controlling interests in in Ares Operating Group entities(29,666)——(29,666)
Net loss attributable to Ares Management Corporation Class A and non-voting common stockholders$(35,546)$—$—$(35,546)

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Nine months ended September 30, 2023
Consolidated Company EntitiesConsolidated FundsEliminationsConsolidated
Revenues
Management fees$1,889,091$—$(35,787)$1,853,304
Carried interest allocation551,055—(9,227)541,828
Incentive fees33,465—(138)33,327
Principal investment income130,679—(91,694)38,985
Administrative, transaction and other fees117,520—(7,061)110,459
Total revenues2,721,810—(143,907)2,577,903
Expenses
Compensation and benefits1,095,833——1,095,833
Performance related compensation401,990——401,990
General, administrative and other expense501,746—(406)501,340
Expenses of the Consolidated Funds—64,365(36,194)28,171
Total expenses1,999,56964,365(36,600)2,027,334
Other income (expense)
Net realized and unrealized gains on investments7,506—(2,280)5,226
Interest and dividend income19,237—(7,956)11,281
Interest expense(76,800)——(76,800)
Other expense, net(1,583)—515(1,068)
Net realized and unrealized gains on investments of the Consolidated Funds—165,88522,832188,717
Interest and other income of the Consolidated Funds—713,507(515)712,992
Interest expense of the Consolidated Funds—(543,684)2,730(540,954)
Total other income (expense), net(51,640)335,70815,326299,394
Income before taxes670,601271,343(91,981)849,963
Income tax expense108,7194,699—113,418
Net income561,882266,644(91,981)736,545
Less: Net income attributable to non-controlling interests in Consolidated Funds—266,644(91,981)174,663
Net income attributable to Ares Operating Group entities561,882——561,882
Less: Net loss attributable to redeemable interest in Ares Operating Group entities(332)——(332)
Less: Net income attributable to non-controlling interests in Ares Operating Group entities261,838——261,838
Net income attributable to Ares Management Corporation Class A and non-voting common stockholders$300,376$—$—$300,376

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Nine months ended September 30, 2022
Consolidated Company EntitiesConsolidated FundsEliminationsConsolidated
Revenues
Management fees$1,580,873$—$(34,523)$1,546,350
Carried interest allocation417,779——417,779
Incentive fees30,013—(34)29,979
Principal investment income37,421—(21,900)15,521
Administrative, transaction and other fees121,120—(13,030)108,090
Total revenues2,187,206—(69,487)2,117,719
Expenses
Compensation and benefits1,155,031——1,155,031
Performance related compensation316,818——316,818
General, administrative and other expense562,682—(241)562,441
Expenses of the Consolidated Funds—63,071(34,707)28,364
Total expenses2,034,53163,071(34,948)2,062,654
Other income (expense)
Net realized and unrealized gains (losses) on investments(9,926)—20,69110,765
Interest and dividend income17,605—(12,541)5,064
Interest expense(51,174)——(51,174)
Other income, net9,920—27410,194
Net realized and unrealized gains on investments of the Consolidated Funds—12,445(4,414)8,031
Interest and other income of the Consolidated Funds—396,354(274)396,080
Interest expense of the Consolidated Funds—(275,947)9,919(266,028)
Total other income (expense), net(33,575)132,85213,655112,932
Income before taxes119,10069,781(20,884)167,997
Income tax expense22,075197—22,272
Net income97,02569,584(20,884)145,725
Less: Net income attributable to non-controlling interests in Consolidated Funds—69,584(20,884)48,700
Net income attributable to Ares Operating Group entities97,025——97,025
Less: Net income attributable to redeemable interest in Ares Operating Group entities35——35
Less: Net income attributable to non-controlling interests in Ares Operating Group entities46,942——46,942
Net income attributable to Ares Management Corporation Class A and non-voting common stockholders$50,048$—$—$50,048

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Nine months ended September 30, 2023
Consolidated Company EntitiesConsolidated FundsEliminationsConsolidated
Cash flows from operating activities:
Net income$561,882$266,644$(91,981)$736,545
Adjustments to reconcile net income to net cash provided by (used in) operating activities23,920—288,260312,180
Adjustments to reconcile net income to net cash provided by (used in) operating activities allocable to non-controlling interests in Consolidated Funds—(926,076)(22,832)(948,908)
Cash flows due to changes in operating assets and liabilities139,111—(3,451)135,660
Cash flows due to changes in operating assets and liabilities allocable to non-controlling interest in Consolidated Funds—228,877(137,563)91,314
Net cash provided by (used in) operating activities724,913(430,555)32,433326,791
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements, net of disposals(44,177)——(44,177)
Net cash used in investing activities(44,177)——(44,177)
Cash flows from financing activities:
Proceeds from Credit Facility735,000——735,000
Repayments of Credit Facility(670,000)——(670,000)
Dividends and distributions(760,085)——(760,085)
Stock option exercises80,426——80,426
Taxes paid related to net share settlement of equity awards(145,421)——(145,421)
Other financing activities902——902
Allocable to redeemable and non-controlling interests in Consolidated Funds:
Contributions from redeemable and non-controlling interests in Consolidated Funds—944,485(208,541)735,944
Distributions to non-controlling interests in Consolidated Funds—(72,375)15,430(56,945)
Redemptions of redeemable interests in Consolidated Funds—(553,718)—(553,718)
Borrowings under loan obligations by Consolidated Funds—549,664—549,664
Repayments under loan obligations by Consolidated Funds—(257,370)—(257,370)
Net cash provided by (used in) financing activities(759,178)610,686(193,111)(341,603)
Effect of exchange rate changes282(19,453)—(19,171)
Net change in cash and cash equivalents(78,160)160,678(160,678)(78,160)
Cash and cash equivalents, beginning of period389,987724,641(724,641)389,987
Cash and cash equivalents, end of period$311,827$885,319$(885,319)$311,827
Supplemental disclosure of non-cash financing activities:
Issuance of Class A common stock in connection with acquisition-related activity$116,101$—$—$116,101
Issuance of AOG Units in connection with settlement of management incentive program$245,647$—$—$245,647

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Nine months ended September 30, 2022
Consolidated Company EntitiesConsolidated FundsEliminationsConsolidated
Cash flows from operating activities:
Net income$97,025$69,584$(20,884)$145,725
Adjustments to reconcile net income to net cash provided by (used in) operating activities382,823—(61,873)320,950
Adjustments to reconcile net income to net cash provided by (used in) operating activities allocable to non-controlling interests in Consolidated Funds—(1,132,839)4,414(1,128,425)
Cash flows due to changes in operating assets and liabilities160,957—152,692313,649
Cash flows due to changes in operating assets and liabilities allocable to non-controlling interest in Consolidated Funds—(427,022)231,518(195,504)
Net cash provided by (used in) operating activities640,805(1,490,277)305,867(543,605)
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements, net of disposals(28,388)——(28,388)
Acquisitions, net of cash acquired(301,658)——(301,658)
Net cash used in investing activities(330,046)——(330,046)
Cash flows from financing activities:
Proceeds from Credit Facility940,000——940,000
Proceeds from senior notes488,915——488,915
Repayments of Credit Facility(910,000)——(910,000)
Dividends and distributions(608,220)——(608,220)
Stock option exercises14,531——14,531
Taxes paid related to net share settlement of equity awards(194,223)——(194,223)
Other financing activities2,457——2,457
Allocable to non-controlling interests in Consolidated Funds:
Contributions from non-controlling interests in Consolidated Funds—362,752(64,106)298,646
Distributions to non-controlling interests in Consolidated Funds—(227,886)123,454(104,432)
Borrowings under loan obligations by Consolidated Funds—1,120,680—1,120,680
Repayments under loan obligations by Consolidated Funds—(121,273)—(121,273)
Net cash provided by (used in) financing activities(266,540)1,134,27359,348927,081
Effect of exchange rate changes(26,374)(9,211)—(35,585)
Net change in cash and cash equivalents17,845(365,215)365,21517,845
Cash and cash equivalents, beginning of period343,6551,049,191(1,049,191)343,655
Cash and cash equivalents, end of period$361,500$683,976$(683,976)$361,500
Supplemental disclosure of non-cash financing activities:
Issuance of Class A common stock in connection with acquisition-related activity$12,835$—$—$12,835

Ares Management Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

15. SUBSEQUENT EVENTS

The Company evaluated all events or transactions that occurred after September 30, 2023 through the date the unaudited condensed consolidated financial statements were issued. During this period, the Company had the following material subsequent events that require disclosure:

In October 2023, the Company’s board of directors declared a quarterly dividend of $0.77 per share of Class A and non-voting common stock payable on December 29, 2023 to common stockholders of record at the close of business on December 15, 2023.

In October 2023, AAC I and X-Energy Reactor Company, LLC mutually agreed to terminate their business combination agreement. The remaining issued and outstanding AAC I Class A ordinary shares will be redeemed during the fourth quarter of 2023. As of September 30, 2023, the redeemable interest in Consolidated Funds related to the Class A ordinary shares issued by AAC I was $487.0 million.

Previous: Cover and table of contents · Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations