Summary
This 8-K filing by Ares Management, L.P. on May 6, 2014, primarily details the finalization of agreements and corporate actions in preparation for its New York Stock Exchange (NYSE) listing. The most significant event for investors is the commencement of trading of Ares Management's common units on the NYSE under the ticker symbol "ARES" on May 1, 2014. This marks the company's transition to a publicly traded entity, making its units available for broader investment. The filing also discloses the execution of a material definitive agreement, the Underwriting Agreement, with several major financial institutions serving as underwriters for the public offering. Additionally, the company has entered into a Tax Receivable Agreement, which will govern the allocation of tax benefits arising from certain transactions. Furthermore, Ares Management adopted a 2014 Equity Incentive Plan and related agreements for restricted units, options, and phantom units, signaling a framework for executive and employee compensation tied to company performance and equity value. The appointment of new independent directors to the General Partner's Board of Directors, along with their compensation structure, is also noted.
Key Highlights
- 1Ares Management, L.P. common units began trading on the New York Stock Exchange (NYSE) under the ticker symbol "ARES" on May 1, 2014.
- 2The company entered into an Underwriting Agreement with a syndicate of underwriters for its public offering.
- 3A Tax Receivable Agreement was executed, outlining terms related to tax benefits.
- 4Ares Management adopted the 2014 Equity Incentive Plan, including forms for Restricted Unit Agreements, Option Agreements, and Phantom Unit Agreements.
- 5Paul G. Joubert, Michael M. Lynton, and Dr. Judy D. Olian were appointed to the Board of Directors of the General Partner, with the former two identified as independent directors.
- 6Independent directors appointed to the Board will receive annual cash retainers and be granted restricted units under the new equity incentive plan.
- 7The Amended and Restated Agreement of Limited Partnership was executed, governing the structure and operations of the partnership.