CONSOLIDATION | CONSOLIDATION Investments in Consolidated Variable Interest Entities The Company consolidates entities in which the Company has a variable interest and as the general partner or investment manager, has both the power to direct the most significant activities and a potentially significant economic interest. Investments in the consolidated VIEs are reported at fair value and represent the Company’s maximum exposure to loss. Investments in Non-Consolidated Variable Interest Entities The Company holds interests in certain VIEs that are not consolidated as the Company is not the primary beneficiary. The Company's interest in such entities generally is in the form of direct equity interests, fixed fee arrangements or both. The maximum exposure to loss represents the potential loss of assets by the Company relating to these non-consolidated entities. Investments in the non-consolidated VIEs are carried at fair value. The Company's interests in consolidated and non-consolidated VIEs, as presented in the Condensed Consolidated Statements of Financial Condition, and its respective maximum exposure to loss relating to non-consolidated VIEs are as follows: As of March 31, As of December 31, 2020 2019 Maximum exposure to loss attributable to the Company's investment in non-consolidated VIEs (1) $ 235,751 $ 260,520 Maximum exposure to loss attributable to the Company's investment in consolidated VIEs (1) 154,490 181,856 Assets of consolidated VIEs 9,990,390 9,454,572 Liabilities of consolidated VIEs 9,308,677 8,679,869 (1) As of March 31, 2020 and December 31, 2019, the Company's maximum exposure of loss for CLO securities was equal to the cumulative fair value of our capital interest in CLOs that are managed and totaled $64.9 million and $104.7 million, respectively. For the Three months ended March 31, 2020 2019 Net income (loss) attributable to non-controlling interests related to consolidated VIEs $ (166,406) $ 17,624 Consolidating Schedules The following supplemental financial information illustrates the consolidating effects of the Consolidated Funds on the Company's financial condition, results from operations and cash flows: As of March 31, 2020 Consolidated Consolidated Eliminations Consolidated Assets Cash and cash equivalents $ 1,167,673 $ — $ — $ 1,167,673 Investments (includes $747,363 of accrued carried interest) 1,345,094 — (154,490) 1,190,604 Due from affiliates 308,566 — (20,536) 288,030 Other assets 428,853 — (1,942) 426,911 Right-of-use operating lease assets 145,225 — — 145,225 Assets of Consolidated Funds Cash and cash equivalents — 514,401 — 514,401 Investments, at fair value — 9,086,469 8,096 9,094,565 Due from affiliates — 6,192 — 6,192 Receivable for securities sold — 355,149 — 355,149 Other assets — 28,179 — 28,179 Total assets $ 3,395,411 $ 9,990,390 $ (168,872) $ 13,216,929 Liabilities Accounts payable, accrued expenses and other liabilities $ 90,613 $ — $ — $ 90,613 Accrued compensation 69,702 — — 69,702 Due to affiliates 73,050 — — 73,050 Performance related compensation payable 532,665 — — 532,665 Debt obligations 1,046,775 — — 1,046,775 Operating lease liabilities 169,828 — — 169,828 Liabilities of Consolidated Funds Accounts payable, accrued expenses and other liabilities — 72,486 — 72,486 Due to affiliates — 14,382 (14,382) — Payable for securities purchased — 796,316 — 796,316 CLO loan obligations, at fair value — 8,390,053 (35,595) 8,354,458 Fund borrowings — 35,440 — 35,440 Total liabilities 1,982,633 9,308,677 (49,977) 11,241,333 Commitments and contingencies Non-controlling interest in Consolidated Funds — 681,713 (118,895) 562,818 Non-controlling interest in Ares Operating Group entities 514,166 — — 514,166 Stockholders' Equity Series A Preferred Stock, $0.01 par value, 1,000,000,000 shares authorized (12,400,000 shares issued and outstanding) 298,761 — — 298,761 Class A common stock, $0.01 par value, 1,500,000,000 shares authorized (132,373,743 shares issued and outstanding) 1,324 — — 1,324 Class B common stock, $0.01 par value,1,000 shares authorized (1,000 shares issued and outstanding) — — — — Class C common stock, $0.01 par value, 499,999,000 shares authorized (115,199,621 shares issued and outstanding) 1,152 — — 1,152 Additional paid-in-capital 746,595 — — 746,595 Retained earnings (138,371) — — (138,371) Accumulated other comprehensive loss, net of tax (10,849) — — (10,849) Total stockholders' equity 898,612 — — 898,612 Total equity 1,412,778 681,713 (118,895) 1,975,596 Total liabilities, non-controlling interests and equity $ 3,395,411 $ 9,990,390 $ (168,872) $ 13,216,929 As of December 31, 2019 Consolidated Consolidated Eliminations Consolidated Assets Cash and cash equivalents $ 138,384 $ — $ — $ 138,384 Investments (includes $1,134,967 of accrued carried interest) 1,845,520 — (181,856) 1,663,664 Due from affiliates 282,197 — (14,098) 268,099 Other assets 343,674 — (2,381) 341,293 Right-of-use operating lease assets 143,406 — — 143,406 Assets of Consolidated Funds Cash and cash equivalents — 606,321 — 606,321 Investments, at fair value — 8,723,169 4,778 8,727,947 Due from affiliates — 6,192 — 6,192 Receivable for securities sold — 88,809 — 88,809 Other assets — 30,081 — 30,081 Total assets $ 2,753,181 $ 9,454,572 $ (193,557) $ 12,014,196 Liabilities Accounts payable, accrued expenses and other liabilities $ 88,173 $ — $ — $ 88,173 Accrued compensation 37,795 — — 37,795 Due to affiliates 71,445 — — 71,445 Performance related compensation payable 829,764 — — 829,764 Debt obligations 316,609 — — 316,609 Operating lease liabilities 168,817 — — 168,817 Liabilities of Consolidated Funds Accounts payable, accrued expenses and other liabilities — 61,857 — 61,857 Due to affiliates — 11,700 (11,700) — Payable for securities purchased — 500,146 — 500,146 CLO loan obligations — 7,998,922 (25,174) 7,973,748 Fund borrowings — 107,244 — 107,244 Total liabilities 1,512,603 8,679,869 (36,874) 10,155,598 Commitments and contingencies Non-controlling interest in Consolidated Funds — 774,703 (156,683) 618,020 Non-controlling interest in Ares Operating Group entities 472,288 — — 472,288 Stockholders' Equity Series A Preferred Stock, $0.01 par value, 1,000,000,000 shares authorized (12,400,000 shares issued and outstanding) 298,761 — — 298,761 Class A common stock, $0.01 par value, 1,500,000,000 shares authorized (115,242,028 shares issued and outstanding) 1,152 — — 1,152 Class B common stock, $0.01 par value, 1,000 shares authorized (1,000 shares issued and outstanding) — — — — Class C common stock, $0.01 par value, 499,999,000 shares authorized (1 share issued and outstanding) — — — — Additional paid-in-capital 525,244 — — 525,244 Retained earnings (50,820) — — (50,820) Accumulated other comprehensive loss, net of tax (6,047) — — (6,047) Total stockholders' equity 768,290 — — 768,290 Total equity 1,240,578 774,703 (156,683) 1,858,598 Total liabilities, non-controlling interests and equity $ 2,753,181 $ 9,454,572 $ (193,557) $ 12,014,196 Three months ended March 31, 2020 Consolidated Consolidated Eliminations Consolidated Revenues Management fees (includes ARCC Part I Fees of $43,923) $ 274,351 $ — $ (10,502) $ 263,849 Carried interest allocation (230,876) — — (230,876) Incentive fees (3,294) — 45 (3,249) Principal investment loss (75,988) — 49,265 (26,723) Administrative, transaction and other fees 13,725 — (3,317) 10,408 Total revenues (22,082) — 35,491 13,409 Expenses Compensation and benefits 180,084 — — 180,084 Performance related compensation (167,899) — — (167,899) General, administrative and other expense 62,331 — — 62,331 Expenses of the Consolidated Funds — 17,899 (10,456) 7,443 Total expenses 74,516 17,899 (10,456) 81,959 Other income (expense) Net realized and unrealized losses on investments (35,695) — 27,661 (8,034) Interest and dividend income 2,602 — (812) 1,790 Interest expense (5,306) — — (5,306) Other expense, net 4,962 — 502 5,464 Net realized and unrealized losses on investments of the Consolidated Funds — (230,173) (24,588) (254,761) Interest and other income of the Consolidated Funds — 113,225 — 113,225 Interest expense of the Consolidated Funds — (81,297) 1,056 (80,241) Total other expense (33,437) (198,245) 3,819 (227,863) Loss before taxes (130,035) (216,144) 49,766 (296,413) Income tax expense (benefit) (20,644) 28 — (20,616) Net loss (109,391) (216,172) 49,766 (275,797) Less: Net loss attributable to non-controlling interests in Consolidated Funds — (216,172) 49,766 (166,406) Less: Net loss attributable to non-controlling interests in in Ares Operating Group entities (78,355) — — (78,355) Net loss attributable to Ares Management Corporation (31,036) — — (31,036) Less: Series A Preferred Stock dividends paid 5,425 — — 5,425 Net loss attributable to Ares Management Corporation Class A common stockholders $ (36,461) $ — $ — $ (36,461) Three months ended March 31, 2019 Consolidated Consolidated Eliminations Consolidated Revenues Management fees (includes ARCC Part I Fees of $38,393) $ 233,072 $ — $ (8,413) $ 224,659 Carried interest allocation 197,293 — — 197,293 Incentive fees 17,249 — (434) 16,815 Principal investment income 29,892 — (1,133) 28,759 Administrative, transaction and other fees 9,671 — — 9,671 Total revenues 487,177 — (9,980) 477,197 Expenses Compensation and benefits 156,846 — — 156,846 Performance related compensation 156,520 — — 156,520 General, administrative and other expense 51,187 — — 51,187 Expenses of the Consolidated Funds — 13,401 (8,847) 4,554 Total expenses 364,553 13,401 (8,847) 369,107 Other income (expense) Net realized and unrealized gains on investments 4,424 — (948) 3,476 Interest and dividend income 2,324 — (480) 1,844 Interest expense (5,589) — — (5,589) Other expense, net (4,868) — 371 (4,497) Net realized and unrealized gains on investments of the Consolidated Funds — 3,748 616 4,364 Interest and other income of the Consolidated Funds — 93,184 — 93,184 Interest expense of the Consolidated Funds — (65,725) 813 (64,912) Total other income (expense) (3,709) 31,207 372 27,870 Income before taxes 118,915 17,806 (761) 135,960 Income tax expense (benefit) 14,963 (579) — 14,384 Net income 103,952 18,385 (761) 121,576 Less: Net income attributable to non-controlling interests in Consolidated Funds — 18,385 (761) 17,624 Less: Net income attributable to non-controlling interests in Ares Operating Group entities 59,003 — — 59,003 Net income attributable to Ares Management Corporation 44,949 — — 44,949 Less: Series A Preferred Stock dividends paid 5,425 — — 5,425 Net income attributable to Ares Management Corporation Class A common stockholders $ 39,524 $ — $ — $ 39,524 Three months ended March 31, 2020 Consolidated Consolidated Eliminations Consolidated Cash flows from operating activities: Net loss $ (109,391) $ (216,172) $ 49,766 $ (275,797) Adjustments to reconcile net loss to net cash used in operating activities 190,761 (65,691) 125,070 Adjustments to reconcile net loss to net cash used in operating activities allocable to non-controlling interests in Consolidated Funds (478,695) 25,680 (453,015) Cash flows due to changes in operating assets and liabilities 45,995 6,000 51,995 Cash flows due to changes in operating assets and liabilities allocable to non-controlling interest in Consolidated Funds: 99,272 89,238 188,510 Net cash provided by (used in) operating activities 127,365 (595,595) 104,993 (363,237) Cash flows from investing activities: Purchase of furniture, equipment and leasehold improvements, net (3,062) — — (3,062) Acquisitions (35,844) — — (35,844) Net cash used in investing activities (38,906) — — (38,906) Cash flows from financing activities: Net proceeds from issuance of Class A common stock 383,334 — — 383,334 Proceeds from credit facility 790,000 — — 790,000 Repayments of credit facility (60,000) — — (60,000) Dividends and distributions (106,838) — — (106,838) Series A Preferred Stock dividends and distributions (5,425) — — (5,425) Stock option exercises 19,551 — — 19,551 Taxes paid related to net share settlement of equity awards (73,500) — — (73,500) Other financing activities (2,125) — — (2,125) Allocable to non-controlling interests in Consolidated Funds: Contributions from non-controlling interests in Consolidated Funds — 148,270 (15,005) 133,265 Distributions to non-controlling interests in Consolidated Funds — (15,426) 1,934 (13,492) Borrowings under loan obligations by Consolidated Funds — 454,391 — 454,391 Repayments under loan obligations by Consolidated Funds — (73,609) — (73,609) Net cash provided by financing activities 944,997 513,626 (13,071) 1,445,552 Effect of exchange rate changes (4,167) (9,953) — (14,120) Net change in cash and cash equivalents 1,029,289 (91,922) 91,922 1,029,289 Cash and cash equivalents, beginning of period 138,384 606,321 (606,321) 138,384 Cash and cash equivalents, end of period $ 1,167,673 $ 514,399 $ (514,399) $ 1,167,673 Three months ended March 31, 2019 Consolidated Consolidated Eliminations Consolidated Cash flows from operating activities: Net income $ 103,952 $ 18,385 $ (761) $ 121,576 Adjustments to reconcile net income to net cash used in operating activities (79,008) — 89,774 10,766 Adjustments to reconcile net income to net cash used in operating activities allocable to non-controlling interests in Consolidated Funds — (415,841) (616) (416,457) Cash flows due to changes in operating assets and liabilities 4,306 — (769) 3,537 Cash flows due to changes in operating assets and liabilities allocable to non-controlling interest in Consolidated Funds: — 83,267 (152,535) (69,268) Net cash provided by (used in) operating activities 29,250 (314,189) (64,907) (349,846) Cash flows from investing activities: Purchase of furniture, equipment and leasehold improvements, net (2,994) — — (2,994) Net cash used in investing activities (2,994) — — (2,994) Cash flows from financing activities: Proceeds from credit facility 145,000 — — 145,000 Repayments of credit facility (60,000) — — (60,000) Dividends and distributions (75,479) — — (75,479) Series A Preferred Stock dividends and distributions (5,425) — — (5,425) Taxes paid related to net share settlement of equity awards (21,121) — — (21,121) Other financing activities 2,140 — — 2,140 Allocable to non-controlling interests in Consolidated Funds: Contributions from non-controlling interests in Consolidated Funds — 148,691 (94,656) 54,035 Distributions to non-controlling interests in Consolidated Funds — (23,629) 2,893 (20,736) Borrowings under loan obligations by Consolidated Funds — 392,777 3,367 396,144 Repayments under loan obligations by Consolidated Funds — (61,227) — (61,227) Net cash provided by (used in) financing activities (14,885) 456,612 (88,396) 353,331 Effect of exchange rate changes (1,120) 10,880 — 9,760 Net change in cash and cash equivalents 10,251 153,303 (153,303) 10,251 Cash and cash equivalents, beginning of period 110,247 384,644 (384,644) 110,247 Cash and cash equivalents, end of period $ 120,498 $ 537,947 $ (537,947) $ 120,498 |