8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

_____________________________________________________________________ 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): September 30, 2016

ARES COMMERCIAL REAL ESTATE CORPORATION

(Exact Name of Registrant as Specified in Charter)

Maryland	001-35517	45-3148087
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

245 Park Avenue, 42nd Floor, New York, NY	10167
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code (212) 750-7300

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

On October 3, 2016, the Company issued a press release announcing the completion of the previously announced sale of its mortgage banking business to Barings Real Estate Advisers LLC (formerly known as Cornerstone Real Estate Advisers LLC), included herewith as Exhibit 99.1 and by this reference incorporated herein.

     The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)        Exhibits.

Exhibit Number	Exhibit Description
99.1	Press Release of Ares Commercial Real Estate Corporation issued October 3, 2016

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:	October 3, 2016
		ARES COMMERCIAL REAL ESTATE CORPORATION
		By:	/s/ Anton Feingold
		Name:	Anton Feingold
		Title:	Vice President and Secretary

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Exhibit Index

Exhibit Number	Exhibit Description
99.1	Press Release of Ares Commercial Real Estate Corporation issued October 3, 2016

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EX-99.1

ARES COMMERCIAL REAL ESTATE CORPORATION CLOSES THE SALE OF ITS MORTGAGE BANKING SUBSIDIARY FOR APPROXIMATELY $93 MILLION

NEW YORK, NY — October 3, 2016 — Ares Commercial Real Estate Corporation (NYSE: ACRE) announced today that it has closed the sale of its mortgage banking subsidiary, ACRE Capital Holdings LLC (together with its subsidiaries, “ACRE Capital”), to Barings Real Estate Advisers, formerly known as Cornerstone Real Estate Advisers, for approximately $93 million in accordance with the Purchase and Sale Agreement dated June 28, 2016. As outlined in the Purchase and Sale Agreement, final proceeds are subject to post-closing adjustments.

“The sale of our mortgage banking subsidiary at an attractive price is an important step in repositioning our capital towards expanding our principal lending capabilities and generating a higher, more recurring earnings stream,” said Robert L. Rosen, Chairman and Interim Co-CEO of Ares Commercial Real Estate Corporation. “We thank the employees of ACRE Capital for their dedication and are pleased they are joining a high quality organization in Barings Real Estate Advisers.”

“With a backdrop of strong market fundamentals and an active transaction environment, we expect to redeploy our available capital in a diverse set of principal loans across the capital structure with attractive risk adjusted return opportunities,” added John Jardine, President and Co-Chief Executive Officer of Ares Commercial Real Estate Corporation.

About Ares Commercial Real Estate Corporation

Ares Commercial Real Estate Corporation is a specialty finance company primarily engaged in originating and investing in commercial real estate loans and related investments. Through its national direct origination platform, the company provides a broad offering of flexible and reliable financing solutions for commercial real estate owners and operators. The companyoriginates senior mortgage loans as well as subordinate financings, mezzanine debt and preferred stock with an emphasis on providing value added financing on a variety of properties located in liquid markets across the United States.  Ares Commercial Real Estate Corporation elected and qualified to be taxed as a real estate investment trust and is externally managed by a subsidiary of Ares Management, L.P. (NYSE:ARES), a publicly traded, leading global alternative asset manager with approximately $95 billion of assets under management as of June 30, 2016. For more information, please visit www.arescre.com. The contents of such website are not, and should not be deemed to be, incorporated by reference herein.

About Barings:

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Barings is a $275+billion* global asset management firm dedicated to meeting the evolving investment and capital needs of our clients. We build lasting partnerships that leverage our distinctive expertise across traditional and alternative asset classes to deliver innovative solutions and exceptional service. A member of the MassMutual Financial Group, Barings maintains a strong global presence with over 600 investment professionals and offices in 17 countries. Barings Real Estate Advisers is the real estate investment unit of Barings LLC. Learn more, at www.barings.com.

*As of June 30, 2016.

Forward-Looking Statements

Statements included herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, which relate to future events or the Company’s future performance or financial condition, including the ability to reinvest the proceeds of the loan sale. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including the returns on current and future investments, rates of repayments and prepayments on the Company’s mortgage loans, availability of investment opportunities, the Company’s ability to originate additional investments and completion of pending investments, the availability of capital, the availability and cost of financing, market trends and conditions in the Company’s industry and the general economy, the level of lending and borrowing spreads, commercial real estate loan volumes and the risks described from time to time in the Company’s filings with the Securities and Exchange Commission. Ares Commercial Real Estate Corporation undertakes no duty to update any forward-looking statements made herein

Contacts:

Ares Commercial Real Estate Corporation

Investors:Carl Drake or John Stilmar
+1 888-818-5298
iracre@aresmgmt.com

Media:
Bill Mendel
+1 212 397-1030
bill@mendelcommunications.com

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