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Ares Management logoAres Management ARES

The company said on October 4, 2024 it agreed to acquire GCP International (excluding Greater China) and existing capital commitments, with total initial consideration of about $3.7 billion. It consists of about $1.8 billion in cash and about $1.9 billion in equity.

8-KUnregistered Sales of Equity SecuritiesFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said on October 4, 2024 it agreed to acquire GCP International (excluding Greater China) and existing capital commitments, with total initial consideration of about $3.7 billion. It consists of about $1.8 billion in cash and about $1.9 billion in equity.

  2. Ares said it will deliver Class A common stock and RSUs to the sellers at the Closing with an aggregate value of about $1.9 billion, which it expects to represent about 6% of outstanding shares as of September 30, 2024. It said the earn-out totals up to $1.5 billion through the end of 2027, and it may pay up to 85% of it in shares.

  3. The company said Morgan Stanley Senior Funding, Inc. and Citigroup Global Markets Inc. committed on October 4, 2024 to provide a $2.0 billion 364-day senior unsecured bridge loan facility. It said it plans to fund the cash consideration with cash on hand and other equity or debt financing, and will borrow under the Bridge Facility only to the extent necessary.

  4. Ares said GCP International had $44 billion in AUM as of June 30, 2024, and that the deal will bring Ares Real Estate's AUM to about $96 billion. The transaction is expected to close in the first half of 2025, subject to regulatory approvals and other closing conditions.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Total initial consideration for GCP International acquisition of $3.7 billion

The company said on October 4, 2024 it agreed to acquire GCP International (excluding Greater China) and existing capital commitments, with total initial consideration of about $3.7 billion. It consists of about $1.8 billion in cash and about $1.9 billion in equity.

Source · Based on the filing body and exhibits

Class A common stock and RSU issuance and earn-out

Ares said it will deliver Class A common stock and RSUs to the sellers at the Closing with an aggregate value of about $1.9 billion, which it expects to represent about 6% of outstanding shares as of September 30, 2024. It said the earn-out totals up to $1.5 billion through the end of 2027, and it may pay up to 85% of it in shares.

Source · Based on the filing body and exhibits

$2.0 billion 364-day bridge loan facility commitment

The company said Morgan Stanley Senior Funding, Inc. and Citigroup Global Markets Inc. committed on October 4, 2024 to provide a $2.0 billion 364-day senior unsecured bridge loan facility. It said it plans to fund the cash consideration with cash on hand and other equity or debt financing, and will borrow under the Bridge Facility only to the extent necessary.

Source · Based on the filing body and exhibits

GCP International size and expected closing timing

Ares said GCP International had $44 billion in AUM as of June 30, 2024, and that the deal will bring Ares Real Estate's AUM to about $96 billion. The transaction is expected to close in the first half of 2025, subject to regulatory approvals and other closing conditions.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.