0001104659-22-057782.txt : 20220509
0001104659-22-057782.hdr.sgml : 20220509
20220509204204
ACCESSION NUMBER: 0001104659-22-057782
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220505
FILED AS OF DATE: 20220509
DATE AS OF CHANGE: 20220509
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ares Management Corp
CENTRAL INDEX KEY: 0001176948
STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37796
FILM NUMBER: 22906960
BUSINESS ADDRESS:
STREET 1: 2000 AVE OF THE STARS
STREET 2: 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 3102014100
MAIL ADDRESS:
STREET 1: 2000 AVE OF THE STARS
STREET 2: 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
FORMER NAME:
FORMER CONFORMED NAME: ARES MANAGEMENT LP
DATE OF NAME CHANGE: 20020701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ARES MANAGEMENT LLC
CENTRAL INDEX KEY: 0001259313
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37796
FILM NUMBER: 22906963
BUSINESS ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS
STREET 2: 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 310-201-4100
MAIL ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS
STREET 2: 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ares Management Holdings L.P.
CENTRAL INDEX KEY: 0001536937
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37796
FILM NUMBER: 22906962
BUSINESS ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS, 12TH FL
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 310.201.4100
MAIL ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS, 12TH FL
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
FORMER NAME:
FORMER CONFORMED NAME: Ares Management Holdings LLC
DATE OF NAME CHANGE: 20111212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ares Voting LLC
CENTRAL INDEX KEY: 0001761656
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37796
FILM NUMBER: 22906958
BUSINESS ADDRESS:
STREET 1: C/O ARES MGMT, 2000 AVE OF THE STARS
STREET 2: 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 310-201-4100
MAIL ADDRESS:
STREET 1: C/O ARES MGMT, 2000 AVE OF THE STARS
STREET 2: 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ares Management GP LLC
CENTRAL INDEX KEY: 0001620264
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37796
FILM NUMBER: 22906959
BUSINESS ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 310-201-4100
MAIL ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ares Partners Holdco LLC
CENTRAL INDEX KEY: 0001620263
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37796
FILM NUMBER: 22906957
BUSINESS ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 310-201-4100
MAIL ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ares Holdco LLC
CENTRAL INDEX KEY: 0001669983
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37796
FILM NUMBER: 22906961
BUSINESS ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 3102014100
MAIL ADDRESS:
STREET 1: 2000 AVENUE OF THE STARS, 12TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Infrastructure & Energy Alternatives, Inc.
CENTRAL INDEX KEY: 0001652362
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 474787177
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6325 DIGITAL WAY
STREET 2: SUITE 460
CITY: INDIANAPOLIS
STATE: IN
ZIP: 46278
BUSINESS PHONE: (765) 828-2580
MAIL ADDRESS:
STREET 1: 6325 DIGITAL WAY
STREET 2: SUITE 460
CITY: INDIANAPOLIS
STATE: IN
ZIP: 46278
FORMER COMPANY:
FORMER CONFORMED NAME: M III Acquisition Corp.
DATE OF NAME CHANGE: 20150902
4
1
tm2214969-1_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2022-05-05
0
0001652362
Infrastructure & Energy Alternatives, Inc.
IEA
0001259313
ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES
CA
90067
1
0
1
0
0001536937
Ares Management Holdings L.P.
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES
CA
90067
1
0
1
0
0001669983
Ares Holdco LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES
CA
90067
1
0
1
0
0001176948
Ares Management Corp
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES
CA
90067
1
0
1
0
0001620264
Ares Management GP LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES
CA
90067
1
0
1
0
0001761656
Ares Voting LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES
CA
90067
1
0
1
0
0001620263
Ares Partners Holdco LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES
CA
90067
1
0
1
0
Common Stock, $0.0001 par value per share
2022-05-05
4
A
0
9251
0
A
55290
D
Common Stock, $0.0001 par value per share
2022-05-05
4
A
0
9251
0
A
64541
D
Common Stock, $0.0001 par value per share
11554630
I
By ASOF Holdings I, L.P.
Common Stock, $0.0001 par value per share
3686645
I
By Ares Special Situations Fund IV, L.P.
This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P. ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above.
Represents 9,251 restricted stock units granted to Matthew Underwood, Partner at Ares Management, as a director of Infrastructure and Energy Alternatives, Inc. (the "Issuer"). Each restricted stock unit represents the right to receive one share of common stock upon vesting. Vesting of the restricted stock units will occur on May 5, 2023, the first anniversary of the grant date. Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Underwood to be appointed to the Issuer's board of directors on March 10, 2020. Pursuant to an agreement between Ares Management LLC and Mr. Underwood, Mr. Underwood has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 9,251 restricted stock units granted to Mr. Underwood on May 5, 2022.
The manager of ASSF IV is ASSF Operating Manager IV, and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management, and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. (continued in next footnote)
Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Ares Class B Common Stock") and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Ares Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. (continued in next footnote)
Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. Each of the Reporting Persons and the Board Members and the other directors, officers, partners, stockholders, members and managers of the Reporting Persons expressly disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this Form 4 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purposes.
Represents 9,251 restricted stock units granted to Scott Graves, Partner and Co-Head of Private Equity Group at Ares Management, as a director of the Issuer. Each restricted stock unit represents the right to receive one share of common stock upon vesting. Vesting of the restricted stock units will occur on May 5, 2023, the first anniversary of the grant date. Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Graves to be appointed to the Issuer's board of directors on August 17, 2021. Pursuant to an agreement between Ares Management LLC and Mr. Graves, Mr. Graves has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 9,251 restricted stock units granted to Mr. Graves on May 5, 2022.
Ares Management LLC and its affiliates designated Matthew Underwood and Scott Graves to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020 and Mr. Graves became an director effective August 17, 2021. Accordingly, Ares Management LLC and its affiliates listed hereon may be deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934.
ARES MANAGEMENT LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory
2022-05-09
ARES MANAGEMENT HOLDINGS L.P. By: ARES HOLDCO LLC Its: General Partner /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory
2022-05-09
ARES HOLDCO LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory
2022-05-09
ARES MANAGEMENT CORPORATION /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory
2022-05-09
ARES VOTING LLC By: ARES PARTNERS HOLDCO LLC Its: Sole Member /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory
2022-05-09
ARES MANAGEMENT GP LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory
2022-05-09
ARES PARTNERS HOLDCO LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory
2022-05-09