XML 53 R15.htm IDEA: XBRL DOCUMENT v3.8.0.1
DEBT
3 Months Ended
Mar. 31, 2018
Debt Disclosure [Abstract]  
DEBT
DEBT
The following table summarizes the Company’s and its subsidiaries’ debt obligations:
 
 
 
 
 
 
 
As of March 31, 2018
 
As of December 31, 2017
 
Debt Origination Date
 
Maturity
 
Original Borrowing Amount
 
Carrying
Value
 
Interest Rate
 
Carrying
Value
 
Interest Rate
Credit Facility(1)
Revolver
 
2/24/2022
 
N/A

 
$
140,000

 
3.38%
 
$
210,000

 
3.09%
Senior Notes(2)
10/8/2014
 
10/8/2024
 
$
250,000

 
245,469

 
4.21%
 
245,308

 
4.21%
2015 Term Loan(3)
9/2/2015
 
7/29/2026
 
35,205

 
35,042

 
3.24%
 
35,037

 
2.86%
2016 Term Loan(4)
12/21/2016
 
1/15/2029
 
26,376

 
25,959

 
3.44%
 
25,948

 
3.08%
2017 Term Loan A(4)
3/22/2017
 
1/22/2028
 
17,600

 
17,413

 
3.26%
 
17,407

 
2.90%
2017 Term Loan B(4)
5/10/2017
 
10/15/2029
 
35,198

 
35,066

 
3.26%
 
35,062

 
2.90%
2017 Term Loan C(4)
6/22/2017
 
7/30/2029
 
17,155

 
17,025

 
3.26%
 
17,078

 
2.88%
2017 Term Loan D(4)
11/16/2017
 
10/15/2030
 
30,450

 
30,339

 
3.07%
 
30,336

 
2.77%
2018 Term Loan A(4)
1/12/2018
 
1/15/2030
 
26,475

 
26,456

 
2.97%
 

 
N/A
Repurchase Agreement Loan(5)
3/13/2018
 
4/20/2030
 
17,575

 
17,400

 
1.68%
 

 
N/A
Total debt obligations
 
 
 
 
 
 
$
590,169

 
 
 
$
616,176

 
 
 
(1)
The AOG entities are borrowers under the Credit Facility, which provides a $1.065 billion revolving line of credit. It has a variable interest rate based on LIBOR or a base rate plus an applicable margin with an unused commitment fee paid quarterly, which is subject to change with the Company’s underlying credit agency rating. As of March 31, 2018, base rate loans bear interest calculated based on the base rate plus 0.50% and the LIBOR rate loans bear interest calculated based on LIBOR plus 1.50%. The unused commitment fee is 0.20% per annum. There is a base rate and LIBOR floor of zero.
(2)
The Senior Notes were issued in October 2014 by Ares Finance Co. LLC, a subsidiary of the Company, at 98.268% of the face amount with interest paid semi-annually. The Company may redeem the Senior Notes prior to maturity, subject to the terms of the indenture.
(3)
The 2015 Term Loan was entered into in August 2015 by a subsidiary of the Company that acts as a manager to a CLO. The 2015 Term Loan is secured by collateral in the form of CLO senior tranches owned by the Company. To the extent the assets are not sufficient to cover the Term Loan, there is no further recourse to the Company to fund or repay the remaining balance. Interest is paid quarterly, and the Company also pays a fee of 0.025% of a maximum investment amount.
(4)
The 2016, 2017 and 2018 Term Loans (“Term Loans”) were entered into by a subsidiary of the Company that acts as a manager to a CLO. The Term Loans are secured by collateral in the form of CLO senior tranches and subordinated notes owned by the Company. Collateral associated with one of the Term Loans may be used to satisfy outstanding liabilities of another Term Loan should the collateral fall short. To the extent the assets associated with these Term Loans are not sufficient to cover the Term Loans, there is no further recourse to the Company to fund or repay the remaining balance. Interest is paid quarterly, and the Company also pays a fee ranging from 0.03% to 0.04% of a maximum investment amount.
(5)
See Repurchase Agreement below for details

As of March 31, 2018, 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 Company's Senior Notes and Term Loans are recorded as a reduction of the corresponding debt obligation and debt issuance costs related to the Credit Facility are included in other assets in the Condensed Consolidated Statements of Financial Condition. All debt issuance costs are amortized over the term of the related obligation.
The following table presents the activity of the Company's debt issuance costs:
 
Credit Facility
 
Senior Notes
 
Term Loans
 
Repurchase Agreement Loan
Unamortized debt issuance costs as of December 31, 2017
$
6,543

 
$
1,571

 
$
1,171

 
$

Debt issuance costs incurred

 

 
19

 
176

Amortization of debt issuance costs
(393
)
 
(63
)
 
(32
)
 
(1
)
Unamortized debt issuance costs as of March 31, 2018
$
6,150

 
$
1,508

 
$
1,158

 
$
175


Repurchase Agreement

In the three months ended March 31, 2018, the Company entered into a repurchase agreement with a third party. Under the terms of the agreement, the Company transferred certain fixed maturity securities to the third party and received cash as collateral in an amount equal to the estimated fair value of the securities at the inception of the transaction. The transfer did not meet the criteria for sale treatment as the Company did not relinquish control over the transferred assets. Therefore, the transferred assets remained in the Company's Condensed Consolidated Statements of Financial Condition. The associated liability is recorded at the amount of cash received. The Company monitors the estimated fair value of the collateral and the securities throughout the duration of the transaction and additional collateral will be obtained if necessary. The repurchase agreement does not provide restrictions on the sale or re-pledge of the securities by the third party. At the termination of the repurchase agreement, the third party is required to return the securities to the Company, and the Company is required to return the cash received as collateral plus the applicable interest.
The followings are elements of the repurchase agreement as of March 31, 2018:
 
 
Amounts
Securities transferred at carrying value
 
$
17,575

Estimated fair value of securities transferred(1)
 
$
17,575

Cash collateral received from counterparty(2)
 
$
17,575

 
(1)
Included within the Company's investments.
(2)
Included within the Company's debt obligations.

The following table shows cash collateral liability by security type:
 
Remaining Contractual Maturity of the Agreement as of March 31, 2018
 
Less than 1 year
 
1 - 3 years
 
4 - 5 years
 
Thereafter
 
Total
Collateralized loan obligations
$

 
$

 
$

 
$
17,575

 
$
17,575





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. Several of the Consolidated CLOs issued preferred shares representing the subordinated interests that are mandatorily redeemable upon the maturity dates of the senior secured loan obligations. As a result, these shares have been classified as liabilities and are included in CLO loan obligations in the Condensed Consolidated Statements of Financial Condition. As of March 31, 2018 and December 31, 2017 the following loan obligations were outstanding and classified as liabilities of the Company’s Consolidated CLOs:
 
As of March 31, 2018
 
As of December 31, 2017
 
Loan
Obligations
 
Fair Value of
Loan Obligations
 
Weighted 
Average
Remaining Maturity 
In Years 
 
Loan
Obligations
 
Fair Value of Loan Obligations
 
Weighted
Average
Remaining
Maturity 
In Years 
Senior secured notes(1)
$
4,765,180

 
$
4,758,121

 
10.39
 
$
4,801,582

 
$
4,776,883

 
10.57
Subordinated notes(2)
278,116

 
179,143

 
11.04
 
276,169

 
186,311

 
11.25
Total loan obligations of Consolidated CLOs
$
5,043,296

 
$
4,937,264

 
 
 
$
5,077,751

 
$
4,963,194

 
 
 
(1)
Original borrowings under the senior secured notes totaled $4.8 billion, with various maturity dates ranging from October 2024 to October 2030. The weighted average interest rate as of March 31, 2018 was 5.02%.
(2)
Original borrowings under the subordinated notes totaled $278.1 million, with various maturity dates ranging from October 2024 to October 2030. 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 except to the extent the debt is guaranteed by a subsidiary or if a general partner is liable for the Consolidated Fund’s liabilities under applicable law. Credit facilities of the Consolidated Funds are reflected at cost in the Condensed Consolidated Statements of Financial Condition. As of March 31, 2018 and December 31, 2017, the Consolidated Funds were in compliance with all covenants under such credit facilities.
The Consolidated Funds had the following revolving bank credit facilities and term loan outstanding as of March 31, 2018 and December 31, 2017:
 
 
 
 
 
 
As of March 31, 2018
 
As of December 31, 2017
 
Consolidated Funds' Debt Facilities
 
Maturity Date
 
Total Capacity
 
Outstanding
Loan(1)
 
Effective Rate
 
Outstanding Loan(1)
 
Effective Rate
 
Credit Facilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1/1/2023
 
$
18,000

 
$
12,942

 
3.56%
 
$
12,942

 
2.88%
 
 
 
6/30/2018
 
49,194

 
49,194

 
1.55%
(2)
48,042

 
1.55%
(2)
 
 
3/7/2019
 
71,500

 
71,500

 
3.10%
 
71,500

 
2.88%
 
Revolving Term Loan
 
1/31/2022
 
1,900

 
1,303

 
7.89%
 

 
—%
 
 
 
8/19/2019
 
11,429

 
5,714

 
8.91%
 
5,714

 
5.86%
 
Total borrowings
 
 
 
 
 
$
140,653

 
 
 
$
138,198

 
 
 
 
(1)
The fair values of the borrowings approximate the carrying value as the interest rate on the borrowings is a floating rate.
(2)
The effective rate is based on the three month EURIBOR or zero, whichever is higher, plus an applicable margin.