Ares Management LLC: investment adviser

We are a leading global alternative investment manager, managing a range of investment strategies that seek to deliver attractive performance to our advisory clients, which are comprised of various pooled investment vehicles, including, among others, public and private investment funds, single investor funds, co-investment vehicles, joint ventures, collateralized loan obligations (“CLOs”), collateralized debt obligations (“CDOs”) and other structured investment vehicles, special purpose vehicles, alternative investment vehicles, feeder vehicles (collectively, the “Funds”), and other separately managed accounts and institutional clients (together, with the Funds, “Clients”). In addition to providing investment advisory services to Clients, Ares serves as manager of various co-investment vehicles structured to facilitate participation by third party co-investors in portfolio investments alongside its Clients, as well as collateral manager or administrative manager, administrative agent, servicer or in other capacities, to CLOs, CDOs and other structured investment vehicles. Typically, Ares, or an affiliated entity of Ares, serves as general partner, managing member, investment adviser, sub-adviser or manager of each Client. The Clients’ underlying investors are generally either accredited investors and qualified purchasers (as noted in Item 7 below) or non-U.S. persons, depending on the applicable eligibility requirements of the respective Client. We refer to these investors as “Underlying Investors.” Ares provides investment and portfolio analysis services as required for the benefit of its Clients, and tailors its advisory services to the specific investment objectives and restrictions of each Client pursuant to the investment guidelines and restrictions set forth in each Client’s confidential private placement memorandum, prospectus, limited partnership agreement, advisory agreement, management agreement and other governing documents (collectively, the “Governing Documents”). Investment advice is provided directly to its Clients, subject to the discretion and control of Ares or the applicable general partner, and not individually to the Underlying Investors of such Client. Current and prospective investors should refer to the applicable Governing Documents for complete information on the investment objectives, investment restrictions and risks related to the applicable Client. Prior performance, while illustrative of Ares’ investment philosophy and experience, is not indicative of future performance and there is no assurance that any investment objectives will be achieved. In accordance with common industry practice, Ares or a Client’s general partner, managing member, investment adviser, sub-adviser or manager routinely enters into “side letters” or similar agreements pursuant to which certain Underlying Investors are granted specific rights, benefits or privileges (including, without limitation, with respect to differences, including discounts to and/or sharing of, management fees, performance allocations, performance hurdles, withdrawals, access to information, minimum investment amounts, co-investment opportunities, reporting obligations, and other rights or terms including those that may be requested in light of particular investment, legal, regulatory or public policy characteristics of an investor). These rights, benefits or privileges are not always made available to all Underlying Investors nor in some cases are they required to be disclosed to all Underlying Investors. The disclosure and extension of any such rights, benefits or privileges are governed by the corresponding Governing Documents and/or applicable law.

Our Business. Since our inception in 1997, we have adhered to a disciplined investment philosophy that focuses on delivering strong risk-adjusted investment returns through market cycles. Ares believes each of its distinct but complementary investment groups in Credit, Real Assets, Private Equity and Secondaries is a market leader based on assets under management and investment performance. Please see “Item 8. Methods of Analysis, Investment Strategies and Risk of Loss” for further discussion of Ares’ investment groups and strategies. Ares was built upon the fundamental principle that each of our distinct but complementary investment groups benefits from being part of our broader platform. We believe that our strong performance, consistent growth and high talent retention through economic cycles is due to several distinguishing features of our platform, including, but not limited to, our rigorous, credit-oriented investment approach and culture of collaboration across our broad organization of over 4,250 employees. The management of our operating businesses is currently overseen by our board of directors and managed by our senior leadership. We have an Operating Committee comprised of leadership from our investment and business operations groups that meets regularly to discuss strategy and operational matters. We also have a Partners Committee comprised of senior leadership from across the Firm that meets periodically to discuss our business, including investment and operating performance, fundraising, market conditions, strategic initiatives and other Firm matters. Each of our investment groups is led by its own deep leadership team of highly accomplished investment professionals, who average approximately 25 years of investment experience in managing, advising, underwriting and restructuring companies. While primarily focused on managing strategies within their own investment group, these senior professionals are integrated within our platform through economic, cultural and structural measures. We do not participate in any wrap fee programs. As of December 31, 2025, the amount of assets we managed was approximately $622,504,500,000 (“AUM”). AUM refers to the assets of the Clients, alternative asset companies, trusts, co-investment vehicles and other entities and accounts that are managed or co-managed by Ares, including capital committed for management by our subsidiaries and other related investment advisers who file separate Form ADV filings with the SEC, Ares Capital Management LLC (“ACM”), Ares Capital Management II LLC (“ACM II”), Ares Commercial Real Estate Management LLC (“ACREM”), and CION Ares Management, LLC (“CION”). It also includes assets associated with funds managed by Ivy Hill Asset Management, L.P. (“Ivy Hill”), a registered investment adviser and wholly owned portfolio company of Ares Capital Corporation (“ARCC”). For our Clients other than CLOs, our AUM represents the sum of the net asset value of such Clients, the drawn and undrawn debt (at the Client-level including amounts subject to restrictions) and uncalled committed capital (including commitments to Clients that have yet to commence their investment periods). For our Clients that are CLOs, our AUM is equal to initial principal amounts adjusted for paydowns. For more detailed information on the related parties described herein, please refer to “Relationships with Related Persons” in “Item 10. Other Financial Industry Activities and Affiliations.” Of the $458,821,489,418 of regulatory assets under management (“RAUM”) we manage directly, $24,854,494,092 is managed on a nondiscretionary basis.

Ares also charges certain Clients administration, agency, servicing fees, and similar non-advisory fees and expenses. We typically earn a fee as compensation for the investment advisory services rendered to a Client (each, an “Advisory Fee”). Advisory Fees differ between Clients and are established and disclosed in each Client’s Governing Documents. The precise amount of, and the manner and calculation of, the Advisory Fees for each Client are intended to be reflective of the underlying investment mandate and associated investment risks of the Client. Advisory Fees charged to some Clients may differ from such fees that are charged to other Clients; in those and other situations, such differences are subject to separately negotiated terms and may (or may not) be disclosed to other Clients or Underlying Investors, subject to each Client’s Governing Documents and/or applicable law. In certain circumstances, the Advisory Fee payable to Ares by Underlying Investors of a Client will vary among such Underlying Investors and may be negotiable. Ares has entered into, and expects to continue to enter into, strategic relationships, accounts or programs with Underlying Investors (such Underlying Investors, “Strategic Investors”) either programmatic or customized, whereby such Strategic Investors commit capital to, or provide sponsor capital for, one or more existing or future strategies managed by Ares, as well as co-investment opportunities alongside current or prospective Clients. In addition to non-economic benefits, such arrangements provide Advisory Fee discounts and other preferential terms for certain Strategic Investors, including where specified investment thresholds are met across multiple Clients. As a result, Strategic Investors typically pay lower overall fees than other Underlying Investors in the same Client. In addition, Underlying Investors that participate in co-investment opportunities are expected to bear a lower overall fee impact relative to their exposure to assets held by Clients. Moreover, personnel, certain business associates, and “friends and family” of Ares generally will not pay an Advisory Fee or performance-based compensation with respect to their direct or indirect investments in a Client. For further discussion of Strategic Investors and related conflicts, please refer to “Item 6. Performance-Based Fees and Sideby-Side Management.” Advisory Fees paid by a Client are indirectly borne by its Underlying Investors. Underlying Investors and prospective investors in a Client should note that similar advisory services may (or may not) be available from other investment advisers for similar or lower fees and that fees may differ among Underlying Investors of the same Client.

Management Fees We generally receive an annual management fee from our Clients that is calculated during the term of the account as a percentage of the Client’s capital commitments, contributed capital, net asset value, cost basis of investments, or invested capital. A Client’s Governing Documents set forth the terms under which management fees will be calculated, reduced, offset or otherwise limited. Underlying Investors should expect to bear the full specified management fee rate until it is reduced in the circumstances and/or on the date(s) specified in the Governing Documents. In the case of partial sales of investments, recapitalizations of investments, or distributions from investments, each Client’s Governing Documents will be used to determine any impact on whether and the extent to which management fees for Clients will be reduced (in whole or in part). Pursuant to the terms of each Client’s Governing Documents, the management fee may change at the end of a Client’s investment period, the end of a Client’s term or in connection with the raise of a successor fund. With respect to Clients for which management fees are based upon a percentage of the Client’s contributed capital, cost basis of investments or invested capital, the amount of management fees payable will not be impacted by fluctuations in the value of a Client’s investments, unless the circumstances causing such fluctuation separately require a change or adjustment pursuant to the management fee calculation provisions of a Client’s Governing

Documents. A Client’s Governing Documents outline the circumstances in which the basis of a management fee calculation would be changed or adjusted in connection with a change in investment value, which could (depending on the terms of the Client’s Governing Documents) include a write down due to a permanent impairment, a loss for tax purposes or a complete write-off of the investment (a “Fee Base Adjustment”). Each Client’s Governing Documents contain specific provisions regarding the circumstances that would result in a Fee Base Adjustment. As a general matter, the determination of whether the specific circumstances of an investment should result in a Fee Base Adjustment, and the timing of such determination, is subjective in nature. Fee Base Adjustments are not intended to capture investments experiencing temporary declines in value or declines in value due to market conditions or other factors that are not specific to an investment. For example, we may determine that no Fee Base Adjustment is required (and, therefore, could be entitled to continue to receive management fees) with respect to an investment that is valued at zero on a particular measurement date, if we determine the decline in the investment’s value is due to a temporary decline in market conditions or other factors that are not specific to an investment, or if specifically tied to an event described in the Client’s Governing Documents that has not yet occurred, such as a write-off for tax purposes. Determinations of Fee Base Adjustments are based on each Client’s Governing Documents and are highly dependent on the totality of the specific facts and circumstances. The factors considered in making such a determination may include, but are not limited to, the length of time the investment has had a loss in value, the cause of the loss in value, the contractual terms of the investment, the availability of exit or refinance opportunities, the status of negotiations with third parties, the status of any restructuring, bankruptcy or other legal proceeding, our expectation with respect to the future business prospects of the investment, our decision to commit time and additional resources to the effort to recover the value in the investment and whether the change in value may potentially be reversible. The criteria for determining Fee Base Adjustments will differ from Client to Client and investment to investment, and there can be no expectation that a determination of a Fee Base Adjustment with respect to one investment based on certain facts and circumstances can be replicated with respect to another investment, because the facts and circumstances with respect to each investment will inherently differ. Furthermore, in circumstances when more than one Client participates in the same investment, differences in the criteria set forth in their respective Governing Documents may result in a different Fee Base Adjustment outcome for each such Client with respect to such a cross-held investment. Because Ares has discretion in determining whether and when the circumstances surrounding an investment should result in a Fee Base Adjustment, a conflict of interest exists because a determination of a Fee Base Adjustment will have a negative economic impact on Ares where there is a decrease in management fees.

Performance-Based Fees Ares also typically receives performance-based compensation from its Clients as described further in “Item 6. Performance-Based Fees and Side-by-Side Management.”

Deduction of Fees; Timing of Payments; Termination For many of our Clients, we are authorized under the Client’s Governing Documents to charge and deduct Advisory Fees directly from the assets of the Client at the times and in the amounts set forth in the Governing Documents. Advisory Fees are generally paid by each Client by (i) requiring Underlying Investors in such Client to make capital contributions in respect of such fees, or (ii) deducting the amount of such fees from the investment income or proceeds that would otherwise be distributable to the Underlying Investors in such Client. Advisory Fees are then paid by the applicable Client to Ares or one of our affiliates. In addition, Ares in many cases can cause Clients to borrow money, the proceeds of which may be used for the payment of such fees. For Clients that are separately managed accounts, Advisory Fees are either deducted or directly billed to the investor, depending on the nature of the account.

Advisory Fees for many of our Clients are payable in arrears, generally on a quarterly or semi-annual basis. Because such Advisory Fees are payable in arrears, they are not paid until after services have been rendered. With respect to certain other Clients, the Advisory Fees are payable in advance (before the services are rendered), generally on a quarterly or semi-annual basis. Please refer to the applicable Client’s Governing Documents for complete information on the timing of Advisory Fee payments. If an advisory or investment management relationship is terminated before or during the period for which a Client has already paid the Advisory Fee, our general practice is to repay Advisory Fees paid in advance in excess of the pro rata portion earned (based on the number of days during the period) through the effective date of termination. Any such refund would be implemented through a wire transfer of funds to the affected Client upon termination of the investment program. For some Clients, fees will not be refunded upon a termination and may even be accelerated in accordance with such Client’s Governing Documents.

Other Fees and Expenses Certain of our Clients pay an administrative fee typically ranging from 0.025% to 0.25% per annum on invested capital, as outlined in each Client’s Governing Documents. In addition, as set forth in certain Clients’ Governing Documents, in certain circumstances, Ares and its affiliates, including Affiliated Service Providers (defined below), are permitted to receive fees for, or be reimbursed for expenses related to, the provision of certain property and/or asset-level services, which may be provided as part of Ares’ vertically integrated platforms, including, but not limited to, property management, property accounting, construction management, construction supervision, development services, sales agent services, leasing, corporate services (including accounting and reporting), renewable energy installation and/or operation (including any related leasing or licensing arrangements), insurance-related services, development consulting, transaction support, as well as a variety of capital markets services with respect to financial instruments (including securities and loans), such as originating, arranging, structuring and syndicating loans on a best efforts or fully committed basis (including subscription or asset-based credit facilities for Clients), and providing advisory services (including advice on capital structuring, security selection, market access, pricing and related matters). Subject to the applicable Client’s Governing Documents, these services can be provided to a Client, its portfolio investments, or to subsidiaries, aggregators, holding companies or other intermediate entities through which such investments are held, and Ares and its affiliates, including Affiliated Service Providers, are permitted to receive fees or expense reimbursements in connection with the provision or oversight of such services. In certain circumstances, Ares incurs fees, costs, and expenses for the account or benefit of more than one Client. Under these circumstances, each such Client will typically bear an allocable portion of any such fees, costs, and expenses in proportion to the size of its investment in or commitment to the activity or entity to which such expense relates (subject to the terms of each Client’s Governing Documents) or in such other manner as Ares considers fair and equitable under the circumstances. In the event that a Client’s Governing Documents do not permit the payment of a particular expense, Ares will generally bear the amount allocable to such Client. In certain other circumstances, Ares elects to bear expenses that a Client’s Governing Documents permit the Client to bear and may make such election for some Clients, but not others. The differences in expenses borne by Clients, even with overlapping investment strategies, are subject to separately negotiated Governing Documents and are typically not disclosed among all Clients. Ares endeavors to allocate fees, costs, and expenses in a manner that it believes is fair and equitable under the circumstances to each Client relative to other Clients, taking into account the terms of the relevant Governing Documents. There are four general categories of expenses allocated to and among Clients. As discussed further below, these categories are: (1) Organizational Expenses; (2) Administrative Expenses; (3) Sourcing and Diligence Expenses; and (4) Oversight Expenses. Please refer to the individual Client’s Governing Documents for more detailed information related to the type of expenses that will be charged or allocated to a particular Client.

Organizational Expenses. These expenses are related to the organization of Clients and related entities and the costs of negotiating and entering into the Clients’ Governing Documents. Organizational Expenses are not directly related to operating or administering Clients or sourcing investments. Each Client, subject to its Governing Documents and to the extent permitted by applicable law, will typically pay or otherwise bear (generally up to an agreed amount) all fees, costs, expenses, and other liabilities incurred in connection with the formation and organization of, and pre-marketing and sale of interests in, such Client, its general partner or similar person and/or investment manager, including (but not limited to):

commissions, costs, and all out-of-pocket expenses for legal, accounting, tax, filing, regulatory compliance, capital raising, printing, electronic databases, or state and local entity formation;

commissions, costs, fees and expenses of any placement agent or finder;

costs and expenses of “blue sky” filings or similar non-U.S. filings and distributions;

foreign registration costs or fees, and costs, fees, and expenses of any foreign securities distributors;

costs and expenses associated with other related legal and organizational matters; and

travel-related expenses (as defined below) in respect of the foregoing.

Administrative Expenses. In addition to the fees payable to Ares and as set forth in the applicable Governing Documents, Clients typically pay or otherwise bear all or a portion of the fees, costs, expenses, and other liabilities arising in connection with their operation and administration (including the operation and administration of any parallel funds, subsidiaries, alternative investment vehicles and other special purpose vehicles). Examples of administrative expenses that a Client pays or otherwise directly or indirectly bears pursuant to its Governing Documents and to the extent permitted by applicable law include (but are not limited to):

any sales or other taxes, fees, or government charges, that may be assessed against the Client or Ares or its affiliates in connection with the activities of such Client, including annual filing, franchise tax, registration and maintenance fees;

capital payments, interest, fees, agent bank and other bank service fees and other expenses in respect of indebtedness for borrowed money and all costs and expenses associated with negotiating, structuring, entering into, maintaining and terminating any credit facility or other indebtedness for borrowing by a Client;

computer software specific to the affairs of a Client and market data costs and research-related expenses, including, without limitation, news and quotation equipment, software, and services;

expenses of holding meetings or conferences with Clients, their boards of directors (or similar bodies) and Underlying Investors;

costs related to or in connection with any governmental or other inquiry, investigation, audit, proceeding or regulatory matter, litigation and threatened litigation involving a Client (including the amount of any judgments, settlements or fines paid in connection therewith) to the extent permitted by applicable law;

indemnification obligations;

fees, costs and expenses attributable to administrative, investment banking, commercial banking, accounting, auditing, appraisal, tax advisory, tax preparation, legal, external consulting, Operating Advisors (as defined below), compliance, independent directors, custodial, depositary and registration services provided to a Client;

fees, costs and expenses relating to U.S. and non-U.S. filings and distributions, foreign registrations, foreign securities distributors, paying agents and other similar fees, costs and expenses; compliance with any applicable law, rule or directive, associated with the activities of the Client or Ares in respect of the Client including the European Union Alternative Investment Fund Manager Directive (“AIFMD”)

or any other regulatory requirement in any other jurisdiction (including regulatory filings, “blue sky” filings and related out-of-pocket or other expenses of such Client, its general partner or similar person and/or investment adviser, including, but not limited to, Foreign Account Tax Compliance Act and any compliance or filings related to such law, regulation or directive);

premiums related to risk management services and insurance (including insurance to protect the Client, the general partner, the manager, Ares, their affiliates and their respective officers, directors, employees, partners, managers and members in connection with the activities of the Client);

costs of dissolving and liquidating a Client’s investment vehicles;

costs of amendments to, and waivers, consents and approvals pursuant to, the Governing Documents;

preparation, delivery and implementation of side letters and any related “most favored nations” election processes;

costs of tax and audit services to a Client;

fees, costs and expenses in connection with preparing financial statements and reports to Underlying Investors, tax returns, tax estimates, tax reporting or any other administrative, compliance or regulatory filings or reports or the provision of other information to Underlying Investors or other parties;

fees, costs and expenses related to the presence of the Client, the general partner, the manager, Ares or its affiliates in jurisdictions in which the Client maintains subsidiary acquisition vehicles, holding vehicles or other special purpose entities of the Client, including internal and overhead costs of the manager or its affiliates such as accommodation, rental expense, office equipment, domiciliation fees, directors’ fees, the costs, including salaries, of personnel (including Ares employees) and other similar costs;

administrative fees payable to the manager or its affiliates;

costs and expenses of a Client’s advisory board or committee and its members and its activities attributable to the Client (including expenses incurred by members of the advisory board or committee in connection with attendance at annual and special meetings of the advisory board or committee);

any extraordinary expense of the Client;

appraisal and valuation of a Client’s and subsidiaries’ assets, including the cost of valuation review and assistance provided by third parties;

legal fees, costs and expenses in connection with the foregoing; and

transportation (which may include first or business class airfare, the use of private aircraft, including those owned by employees of the Firm, car services, parking, etc.), accommodations, meals, and entertainment related to the foregoing (collectively, “travel-related expenses”).

Certain Clients will pay or otherwise bear the cost of certain services that Ares employees provide (including a portion of compensation, benefits and overhead costs otherwise payable by Ares), including, without limitation, administration, tax advisory, compliance, legal, finance and accounting, investment administration and portfolio management and/or internal costs (including compensation, benefits and overhead costs) attributable to certain consultants. Such services typically consist of services that would otherwise be provided by a third party whose fees, costs and expenses would be paid by the Client. Expenses charged at the level of a portfolio company or intermediate entity, or capitalized into the cost of a transaction, generally will not be reflected as administrative expenses in calculating the gross and net performance of the relevant Client, and so Ares expects to be subject to potential conflicts of interest in determining whether certain expenses should be charged to the portfolio company or intermediate entity or capitalized into transaction costs. Sourcing and Diligence Expenses. These expenses relate more generally to investment sourcing and diligence for a particular investment strategy and include fees, costs and expenses of identifying, investigating (including the conducting of due diligence with respect to), evaluating, structuring and negotiating potential investments for such

strategy. Examples of sourcing and diligence expenses that a Client pays or otherwise bears pursuant to its Governing Documents and to the extent permitted by applicable law include (but are not limited to):

commissions, brokerage fees, and similar charges incurred in connection with the purchase or sale of securities (including any merger fees payable to third parties and whether or not any such purchase or sale is consummated);

fees, costs, expenses and other liabilities and obligations incurred in identifying, sourcing, originating, evaluating, conducting due diligence, investigating, developing (including any retainers, success and finder’s fees and other compensation paid to contractors, Operating Advisors, joint venture partners and sourcing and operating partners), negotiating, structuring, studying (including any market studies and/or the use of expert networks), financing, purchasing, settling, obtaining ratings, monitoring, advising or managing, valuing, disclosing (including press releases and other marketing), holding, and selling or otherwise disposing of portfolio investments;

travel-related expenses;

legal, tax, consulting and accounting expenses;

costs and expenses of attending industry and trade association meetings, conferences or similar meetings to source and evaluate investment opportunities;

costs and expenses of research and technology (including costs of specialty data subscription and license-based services and risk analysis software); and

“broken deal expenses” including any such fees, costs, expenses and other liabilities incurred with respect to unconsummated investments which may include such expenses that would have been allocated to co-investors had such proposed investment been consummated.

Oversight Expenses. These expenses are incurred in connection with the oversight of portfolio companies. Examples of oversight expenses that a Client pays or otherwise bears pursuant to its Governing Documents and to the extent permitted by applicable law include (but are not limited to):

travel-related expenses for an Ares employee to attend a board of directors or similar meeting at a portfolio company;

directors’ fees;

expenses of consultants (including expert networks and Operating Advisors);

brokerage commissions, clearing and settlement charges, investment banking fees and expenses, bank charges, placement, syndication and solicitation fees, arranger fees, sales commissions, bridge financing expenses and other investment, marketing, execution, closing and administrative fees, costs and expenses of portfolio companies;

costs (including administrative and filing fees) of maintaining the holding structure for portfolio investments, including any related legal, accounting, tax, banking, corporate governance, filing, registered office and administrative fees costs and expenses;

portfolio and risk management expenses (including hedging transactions and related costs); and

expenses of any actual or potential litigation or other dispute or investigation or inquiry related to any portfolio company.

Travel-related expenses incurred by Ares’ employees are subject to Ares’ Travel & Expense Policy. In most cases, Ares will select a Client’s service providers (including accountants, administrators, lenders, bankers, brokers, attorneys, consultants, and investment or commercial banking firms) and will determine the compensation of such providers without review by, or consent of, the Underlying Investors. In certain cases, service providers engaged by Clients are subsidiaries, affiliates or related persons of Ares (collectively, “Affiliated Service Providers”). While the use of Affiliated Service Providers creates conflicts of interest because Ares has an incentive to

recommend Affiliated Service Providers due to its financial or other business interests, Ares selects service providers that it believes are in the best interests of its Clients based on alignment with operational strategies and potential enhancement of portfolio company performance, among other factors. Ares uses reasonable diligence to periodically ascertain whether each external service provider is adequately fulfilling its obligations and meeting performance requirements, taking into account factors such as expertise, availability and quality of service, familiarity with the Client and Ares, and the competitiveness of compensation rates in comparison with other providers who meet the selection criteria. To the extent allowable under the Governing Documents, Clients will bear the fees, costs and expenses related to such services, including in the case of Affiliated Service Providers, and such fees, costs and expenses may differ from Client to Client. In addition, certain administrative and other functions may be performed by Ares personnel pursuant to investment management, administrative or other agreements. Depending on the applicable Governing Documents and fee structure, the costs of such services may be reimbursed by the Client, paid through a flat administrative fee, or borne by Ares. If similar services are instead provided by third-party service providers, the associated fees and expenses generally would be borne by the Client. These differing arrangements that may vary across Clients are expected to create potential conflicts of interest in determining whether services are performed internally or by third-party providers, and in structuring the applicable fee arrangements. There can be no assurance that the rates charged for services provided by an Affiliated Service Provider would be the same or lower than those that would have been charged by a third-party service provider, or that no other service provider is more qualified to provide the applicable services. Furthermore, Affiliated Service Providers may also provide services to third parties, and there can be no assurance that the Affiliated Service Provider will charge such third parties the same or similar rates that are charged to a Client. Where an Affiliated Service Provider is retained to provide services to a Client, Ares indirectly receives fees payable to the Affiliated Service Providers, in addition to management fees and performance-based fees. Additionally, subsequent to a Client disposing of a particular investment, an Affiliated Service Provider may continue to provide services to the underlying company or its subsequent investor, in which case Ares may continue to indirectly receive fees payable to the Affiliated Service Provider. In addition, service providers and/or their affiliates may simultaneously be engaged in separate and distinct arrangements with Ares, its Clients, and even Client portfolio companies. As such, it is possible that the service provider will charge different rates which may result in more favorable rates or arrangements for Ares or its affiliates as compared to its Clients or Clients’ portfolio companies. This has the potential to create an incentive for Ares to select service providers, including Affiliated Service Providers, based on potential benefit to Ares rather than its Clients. In certain circumstances and in its sole discretion, Ares commits or has committed to seek “market” or “armslength” (or similar formulations) rates or terms, seeking rates that it has determined in its sole discretion to reflect the range of rates in applicable or related markets. Ares reserves the right to deem third-party investment in a transaction to be verification that the transaction was entered into at a value that is “arms-length.” Consequently, Ares undertakes no minimum amount of benchmarking, and does not represent that any benchmarking undertaken ultimately will be accurate, comparable, or relate specifically to the assets, services, geographies or comparable markets to which such rates or terms relate. Where such rates or terms include hourly components, Ares reserves the right to allocate or charge for services based on reasonable estimates of time spent or other reasonable allocation methodologies determined by Ares. Any methodology, or choice among methodologies, involves potential conflicts of interest. Benchmarking data generally includes information relating only to hourly or project-based rates and generally does not include the value of any profits, participation or equity interests (including co-investment opportunities) in or relating to portfolio companies with respect to which the relevant services are provided; as such, references to “market” or “arms-length” (or similar formulations) rates or terms refer only to the contracted-for hourly or project-based rates. For further description of Affiliated Service Providers and related conflicts, please refer to “Affiliated Service Providers” in “Item 10. Other Financial Industry Activities and Affiliations.” Ares has relationships with experienced executives, strategic advisors, managers, consultants and other similar professionals with relevant insight, access, sector-specific expertise, operating or other experience who are

typically not, but in certain cases are, employees or affiliates of Ares and who receive payments from, or allocations with respect to, portfolio companies, Ares or a Client. Ares calls these individuals Operating Advisors, Strategic Advisors, Senior Advisors, Focus Area Advisors, Sector Advisors, technology partners or industry consultants (collectively, “Operating Advisors”) when engaged pursuant to a consulting agreement or employed by Ares. Operating Advisors provide several benefits to the investment process and to portfolio companies, including serving as a source of proprietary deal flow and contacts, identifying operational opportunities and pitfalls during the due diligence process, providing sector-specific operational and competitive insight, providing direction and oversight post-acquisition, serving in an executive or board capacity, and helping to build and mentor management teams. In certain cases, Operating Advisors have certain attributes of Ares employees (e.g., they may have dedicated offices at Ares, have an Ares e-mail address, participate in general meetings and events for Ares personnel or work on Ares matters as their primary or sole business activity) even though they are not considered Ares employees, affiliates or personnel for purposes of the Governing Documents. If an Operating Advisor is engaged as a consultant or advisor to provide services to a Client or a portfolio company, or as an officer or member of the board of directors of a portfolio company, the applicable Client and/or portfolio company will pay for and bear all or a portion of these costs of services at rates determined in good faith by Ares or the portfolio company, as applicable. In certain cases, the amount payable by a Client or Ares will be offset by the amount paid by a portfolio company. Whether or not a portfolio company pays an Operating Advisor, Ares or a Client will bear additional expense from the service of Operating Advisors, and the Operating Advisors may have minimum amounts guaranteed and ultimately paid to them by Ares, a Client and/or in some cases, portfolio companies, as part of their engagement. The compensation paid to Operating Advisors could comprise various types of arrangements, including one or more of the following: (i) retainers and annual fees, (ii) carried interest distributions and/or other profit-sharing arrangements, including profits realized in connection with the disposition of a single asset and (iii) other types of fees, bonuses and compensation not otherwise specified above. Under many of these arrangements, including where Operating Advisors are paid a flat fee, there can be no assurance that the amount of compensation paid in a particular year will be proportional to the amount of hours worked or the amount of tangible work product generated by the Operating Advisor. None of the compensation received by such persons, whether in the form of cash or equity, will reduce the management fee payable by the Client, even if such compensation has the effect of reducing any retainers or minimum amounts otherwise payable to such Operating Advisor by Ares. In addition, there is the potential for one Client or portfolio company to bear a greater share of the Operating Advisor’s minimum compensation due to the utilization of such Operating Advisor’s services by such Client or portfolio company at a time when fewer Clients or portfolio companies are utilizing such Operating Advisor. Although Ares seeks to retain Operating Advisors with a view to reducing costs to portfolio companies (and, ultimately, its Clients) and/or improving portfolio company performance, a number of factors may result in limited or no cost savings from such retention. Furthermore, Ares is permitted to provide Operating Advisors other compensation and benefits, including opportunities to co-invest with Clients in particular investments, rights to receive equity or other compensation from a portfolio company (which, as noted above, would not offset or otherwise reduce the management fee), and/or opportunities to invest in Clients on advantageous terms (e.g., without paying a management fee or carried interest). Ares is permitted to transition former employees to Operating Advisor or consultant status and vice versa, and the individual is permitted to retain the compensation received in such capacities prior to such transition. Consequently, the determination of whether individuals are Operating Advisors is subject to change, which poses potential conflicts of interest where certain changes in status or categorization would reduce costs that Ares otherwise would be required to bear. In addition, certain individuals may also be engaged by a Client or Ares as consultants to provide industry or other expertise on a deal-by-deal basis and may have certain of the attributes of Operating Advisors described above but generally will not have ongoing relationships with Ares or our Clients. See discussion below in “Item 12. Brokerage Practices” for a description of the factors we consider in selecting or recommending broker-dealers and determining the reasonableness of their compensation.

Transaction-Based Compensation In connection with portfolio investments made by our Clients, in certain circumstances, Ares, our affiliates or supervised persons will receive arrangement, origination, underwriting, placement, commitment, agency, structuring, monitoring, syndication, consent, amendment, consulting, advisory, asset management, portfolio investment transaction, servicing, financing, directors’ or other transaction fees, including break-up fees from portfolio investments in which one or more of our Clients invest or propose to invest. In certain circumstances, Ares will receive transaction fees from certain affiliated Clients for activities related to Client transactions. In certain instances, the terms of these arrangements provide for an acceleration of future fees to be paid to Ares upon termination. In addition, for some Clients, Ares is paid incentive compensation that is calculated based on the amount of transaction or other similar fees received by that Client. Except with respect to agency fees and capital markets fees, which are generally retained by the applicable agent with respect to such investment and the ACS Business (as defined in Item 10), respectively, such transaction fees received or to be received by Ares are generally waived or offset, in whole or in part, against Advisory Fees payable to Ares by the Client. Please see “Item 10. Other Financial Industry Activities and Affiliations” for further information regarding Ares Capital Solutions, including Ares Management Capital Markets LLC. In circumstances where the Client’s Governing Documents provide for offsets, Clients will not benefit from (and Ares and its affiliates are expected to retain) the portion of any fee related to: (i) general partner, affiliated partner, or similar fee-free investor commitments; or (ii) Co-Investors (as defined below) or potential Co-Investors (which could include co-investment vehicles managed by Ares, service providers (including suppliers, lenders, law firms (including Client or transaction counsel), transaction service providers and their respective affiliates, personnel and related investments vehicles, third parties, current or former portfolio investment management or personnel, sellers or members of management that have rolled their interest or reinvested proceeds in the portfolio investment and/or other owners). Ares’ ability to retain such amounts provides it with an incentive to increase the portion of each relevant investment held by such persons. Even in circumstances where transaction fees would be completely offset against management fees under the Governing Documents, Ares’ receipt of transaction fees when due from portfolio investments provides a benefit to Ares in that it generally results in earlier availability of such amounts relative to management fee due dates. In accordance with the Governing Documents, investors will not receive interest or other compensation for the time period between transaction fee receipt and the later date of offset of the relevant amounts (if any) against the relevant management fees. These types of arrangements present potential conflicts of interest and may provide our supervised persons with an incentive to recommend investments based on compensation received or to be received rather than making an investment decision based solely on the best interests of a Client. Please refer to the Governing Documents of the applicable Client for complete information on additional compensation received by Ares, our affiliates or supervised persons in connection with services related to portfolio investments and any offsets against Advisory Fees. Where management fees are calculated based on the valuation of investments, Ares has an incentive to make determinations that result in the continued payment of, or an increase in, management fees. For example, where a Client’s Governing Documents do not require management fees to be reduced in connection with investment reorganizations, restructurings, roll-over investments or similar transactions, Ares is incentivized to pursue such transactions. In certain circumstances, the calculation of Fee Base Adjustments will include the value of capitalized transaction fees, expenses, costs or other amounts relating to unrealized investments, including such amounts payable or reimbursable to Ares and its affiliates, which may increase the base on which management fees are calculated. In addition, the amount of carried interest owed to the relevant general partner is dependent in part on the amount and timing of investment dispositions, as well as, in certain instances, determinations that investments are subject to Fee Base Adjustments. These arrangements create potential conflicts of interest in determining whether and when to dispose of investments, make distributions, and/or determine that an investment is subject to a Fee Base Adjustment, within the requirements of the relevant Governing Documents.

These performance-based arrangements are structured to comply with Rule 205-3 under the Investment Advisers Act of 1940 (together with all rules and regulations promulgated thereunder, the “Advisers Act”). Any share of profits paid to Ares or its affiliates by a Client is separate and distinct from the Advisory Fees charged by Ares for advisory services. Ares, its employees, certain business associates and “friends and family” of Ares will generally not pay such performance-based fees or allocations with respect to their direct or indirect investments. Performance-based fees and allocation arrangements received by Ares or our related persons can create incentives for us to recommend investments that could be riskier or more speculative than those that would be recommended under different fee arrangements. Ares generally considers performance-based compensation to enhance alignment of its interests with those of its Underlying Investors, particularly in instances where the Client’s Governing Documents include terms requiring clawback or giveback of performance-based compensation amounts at the end of such Client’s life or at certain interim intervals. Please refer to the Governing Documents of each Client for more complete information on the “performance-based compensation” arrangements of each Client.

Side-by-Side Management We provide concurrent advisory services to our Clients for which the investment mandates, compensation and fee arrangements (including with respect to performance fees and fee offsets) and other circumstances differ from Client to Client. The potential for us and our related persons to receive greater fees from certain Clients creates a potential conflict of interest with respect to the allocation of investment opportunities, as Clients that pay higher fees may create incentives to direct investment ideas to, and/or to allocate investments in favor of such Clients. Ares has entered into, and expects to continue to enter into, strategic relationships, accounts or programs directly or indirectly with Strategic Investors, either programmatic or customized, that commit, contribute or allocate capital, or co-invest, across one or more existing or future Clients, strategies, investment vehicles, accounts, products or investment opportunities managed or sponsored by Ares or its affiliates. Such arrangements may relate to a single Client or extend across multiple Ares-managed strategies and asset classes and may be advised or managed on a discretionary or non-discretionary basis. In certain circumstances, such arrangements will be structured or administered in a manner similar to feeder or aggregation vehicles and may involve participation in governance arrangements (e.g., advisory boards or similar bodies), which may give rise to conflicts of interest, including where one or more Strategic Investors is invested in a Client and one or more portfolio investments in which the Client has invested or may invest. Such arrangements often include Ares granting certain preferential economic and other terms to Strategic Investors, including reduced, waived or blended advisory or management fees, lower performance fees or carried interest, adjustments to preferred return or distribution mechanics, or other economic or non-economic benefits, as well as co-investment rights or enhanced access to co-investment opportunities. In addition, Ares enters into strategic accounts with Strategic Investors that commit significant capital to a particular Client or across multiple Clients, strategies or Ares-managed investment vehicles, which often

include similar preferential terms. As a result, Strategic Investors may pay lower overall fees or receive more favorable terms than other Underlying Investors in the same Client, and Underlying Investors that participate in coinvestment opportunities may bear a lower overall fee impact relative to their exposure to underlying assets. In certain circumstances, Strategic Investors will participate in governance arrangements or invest across multiple Clients or portfolio investments, which may give rise to conflicts of interest, including where such Strategic Investors have differing investment horizons, liquidity preferences or other requirements. In addition, preferential terms provided to Strategic Investors, including those arising from broader strategic or programmatic arrangements or from a Strategic Investor’s overall relationship with Ares (including where such Strategic Investors commit capital above specified thresholds across one or more Clients or strategies, or otherwise maintain a broader or ongoing investment relationship with Ares), may not be available to other Underlying Investors and, where such Strategic Investors invest in a Client, preferential terms arising outside such Client (including indirect or portfolio-wide benefits) are generally not subject to “most favored nation” or similar provisions of such Client, including where such provisions would otherwise permit Underlying Investors to elect more favorable terms. Such preferential terms may be determined based on a Strategic Investor’s aggregate commitments or relationship with Ares and may apply across multiple investments or strategies or be applied on a portfolio-wide or retrospective basis, which may have an effect on other Underlying Investors in a Client. A Client is permitted to subscribe for or otherwise purchase an interest in another Client, provided that the sale or purchase is allowable under and consistent with each Client’s Governing Documents and Ares’ fiduciary obligations to each such Client. In addition, following the acquisition by Ares of other investment managers or management contracts from other investment managers, in certain circumstances, Ares will commence management of a Client that had previously acquired and continues to hold an interest in another Client. In such situations, while we endeavor at all times to act in the best interests of all of our Clients, our receipt of compensation from each of the Clients and the contribution of additional capital by a Client to another Client will create potential conflicts of interest. In certain circumstances, we may choose to reduce or offset the Advisory Fees of a Client investing in another Client by the amount of Advisory Fees applicable to the Client’s investment in such other Client. To mitigate potential conflicts of interest, allocations of investment opportunities among Clients are determined in accordance with our investment allocation policy and consistent with our fiduciary duties and corresponding investment mandates. It is our policy that all investment opportunities will, to the extent practicable, be allocated among our Clients on a basis that over a period of time is fair and equitable to each Client relative to other Clients, taking into account the terms of the relevant Governing Documents and the relevant facts and circumstances, including, but not limited to: (i)

differences with respect to available capital (e.g., current cash position and current or anticipated capital additions or withdrawals), size of a Client and lifecycle, including the remaining life, of a Client;

(ii)

differences with respect to investment objectives or current investment strategies, such as objectives or strategies:

(iii)

a)

regarding current and total return requirements,

b)

emphasizing or limiting exposure to specific investments, including, but not limited to, type of security, jurisdiction, industry, or other characteristic of the investment, and the scope of a Client’s investment mandate, including whether targeted asset classes are identified as primary or secondary to a mandate, and whether the mandate is limited or otherwise restricted to specific types of investments,

c)

regarding diversification, including industry or company exposure, currency and jurisdiction, or

d)

regarding rating agency ratings;

differences in risk profile at the time an opportunity becomes available;

(iv)

the potential transaction and other costs of allocating an opportunity among various Clients;

(v)

actual or potential conflicts of interest, including whether multiple Clients directly or indirectly have an existing investment in the security in question or the issuer of such security;

(vi)

the nature of the security or the transaction, including size of investment opportunity, minimum investment amounts and the source of the opportunity;

(vii)

current and anticipated market and general economic conditions; and

(viii)

prior or existing positions in an issuer/security.

Allocations within a particular group of Clients are generally determined by the portfolio managers or investment committee members within the applicable group (or among investment groups, if applicable), in good faith and subject to restrictions in the applicable Governing Documents or regulatory restrictions. When evaluating an investment opportunity, Ares will, in certain circumstances, determine that the division of an investment among multiple Clients may negatively impact the nature of the investment such that it would not be appropriate to divide the investment among the multiple Clients for which the investment is otherwise suitable. In certain circumstances, Ares will also determine that the differences among Clients, such as the length of each Client’s investment period, may result in an inability to share an investment opportunity among existing Clients without increasing the potential for conflicts of interest to arise. If it believes such circumstances are likely to occur regularly, Ares will generally employ an allocation rotation process pursuant to its investment allocation policy that is designed to facilitate a fair and equitable allocation of such opportunities over time. In certain circumstances, we may be contractually required to offer certain types of investment opportunities to certain Clients before such opportunities may be offered more broadly to all Clients. As a result, some Clients may not be offered certain investment opportunities. In addition, certain of our Clients are subject to regulatory limitations on their ability to invest in the same issuer as other Clients, and in some cases are precluded altogether from investing in an issuer in which another Client is investing. Ares and its affiliates have received an order from the SEC that permits registered closed-end investment companies and business development companies managed by Ares to invest in portfolio companies alongside each other, affiliated private investment funds, and Ares proprietary accounts (the “Co-investment Exemptive Order”). Investments made in reliance on the Coinvestment Exemptive Order are subject to compliance with certain conditions and other requirements, which could limit a Client’s ability to participate in an investment opportunity. A Client’s ability to participate in an investment opportunity with other Clients is subject to compliance with existing regulatory guidance, applicable regulations and Ares’ investment allocation policy. The foregoing factors in certain circumstances may:

adversely impact the price paid or received by the Client or the size of a position purchased or sold by a Client, including commission prices;

preclude a Client from participating in an investment; or

limit the rights that a Client may exercise with respect to an investment.

In addition, there may be conflicts in the allocation of investments among us and Clients managed by one of our related parties or one or more of our controlled affiliates or among the Clients they manage, including investments made pursuant to the Co-investment Exemptive Order, which permits our Clients to co-invest in portfolio investments with, registered closed-end investment companies, business development companies, and other Ares-managed Clients and proprietary accounts. While the above are general principles, all actual allocation decisions are subject to relevant facts and circumstances and the investment objectives and strategies of various Clients. One Client is permitted to hold, acquire or dispose of positions in an investment in which another Client directly or indirectly invests or has invested. In addition, multiple Clients are permitted to directly or indirectly hold or acquire positions in the same or different securities of the same portfolio companies. For example, a Client may invest in

equity securities issued by a portfolio company in which another Client holds debt securities, and a Client may invest, both directly and indirectly through investment funds managed by third parties, in the equity securities of a portfolio company in which another Client holds debt securities. In addition, there have been circumstances where portfolio companies held by different Clients transact with one another, which has resulted in, and in the future may again result in, changes to multiple Clients’ portfolio companies that may not be aligned. For example, one Client may exit a portfolio company while another Client increases its investment in a portfolio company, or Clients may hold different securities of the same portfolio company after a transaction. Such investments and transactions may raise potential conflicts of interest for our Clients, particularly if different Clients invest in different classes or types of securities or investments of the same underlying portfolio company. In that regard, actions taken by one Client may be adverse to another Client, including, but not limited to, during a restructuring, bankruptcy or other insolvency proceeding or similar matter. In addition, actions taken by a Client may adversely impact another Client where one Client invests directly in a portfolio company that is owned indirectly by another Client through interests in an investment fund that holds securities of that same issuer. In such cases, the Client that is directly invested in the issuer may pursue or enforce its rights in a manner that may be detrimental to the other Client as an indirect investor. In certain circumstances, Ares will take actions at the time of an initial investment and on an ongoing basis, as appropriate, to the extent it determines in its sole discretion any such action is necessary or advisable to seek to mitigate potential conflicts of interest for a Client. Such conflict mitigation includes, but is not limited to, the appointment of an independent third party with decision-making authority with respect to a Client, creating internal frameworks designed to manage conflicts arising from Clients investing in different parts of an issuer’s capital structure, limiting the amount of an investment in an issuer or fund that owns an issuer by one or more Clients, or agreeing to limit future rights that would otherwise be available to a Client. Despite Ares’ good faith efforts to mitigate such conflicts, there is no assurance that any actions taken and processes implemented will effectively mitigate all conflicts of interest. In addition, Ares and Clients are increasingly presented with opportunities that involve the participation of multiple Clients in a structured credit or similar opportunity, subject to the applicable Governing Documents and Ares’ fiduciary obligations to each such Client. Clients may invest in different debt tranches or hold different instruments in such transactions, including various rated and unrated debt instruments and equity, junior or residual interests. For example, a Client or its portfolio companies may borrow money or receive financing from one or more other Ares affiliates and/or one or more other Clients and may invest in or finance other Clients, including asset-based securities investments issued or sponsored by, related to or that otherwise constitute Clients. In such instances where the financing is asset-based or otherwise non-recourse financing, one or more Clients could hold all or substantially all of the equity or more junior tranche or interest and one or more Ares affiliates and/or one or more other Clients could hold all or substantially all of one or more senior tranches. Depending upon the facts and circumstances of a specific investment opportunity, Ares could seek, but is not obligated to seek, to substantiate the price and substantive terms of such transaction in its sole discretion. Ares will, in certain circumstances, take actions to seek to mitigate potential conflicts of interests for a Client. Such conflict mitigation may include the appointment of an independent third party or such other actions as Ares believes are necessary or appropriate, including in an effort to seek confirmation regarding the fairness of terms from the perspective of a Client. However, Ares is not obligated to take any of the preceding actions in any particular circumstance and retains discretion to determine the appropriate approach to addressing actual, potential or perceived conflicts of interest on a case-bycase basis, including determining that none of the foregoing actions are necessary. Despite Ares’ good faith efforts to mitigate such conflicts, there is no assurance that any actions taken and processes implemented will effectively mitigate all conflicts of interest. Due to the breadth and diversity of Ares’ investment platform, investments made on behalf of certain Clients may not be consistent with public statements made by Ares as to reflections or opinions on general economic or market trends and/or with investments made on behalf of other Clients with differing underlying investment mandates. Co-Investment Policy. Co-investments can occur when an investment is shared between a Client and one or more third-party investors, including Underlying Investors and their affiliates, employees or consultants of Ares and other

affiliates of Ares (such persons invited to participate in a transaction by Ares collectively referred to as “CoInvestors”). Ares allocates co-investment opportunities in its sole discretion and considers a range of factors, including (but not limited to) (i) the strategic value of a potential Co-Investor to the underlying investment opportunity, the applicable Client or future Clients; (ii) the transparency and predictability of the potential Co-Investor’s investment process; (iii) whether the potential Co-Investor has the financial, operational and other resources to evaluate and make the investment; (iv) whether the potential Co-Investor is a current Investor in the applicable Client; (v) historical coinvestment experience with the potential Co-Investor; (vi) tax and legal characteristics of a potential investment and Co-Investor; and (vii) whether, and to what extent, the potential Co-Investor is willing to pay management fees and/or carried interest and to bear its portion of expenses related to the co-investment opportunity. These factors are neither presented in order of importance nor weighted. Ares has adopted a co-investment policy designed to ensure fair allocation of co-investment opportunities in the event such opportunities become available. Ares may, in limited circumstances, enter into certain agreements pursuant to which Ares has agreed to offer available co-investment opportunities to specific Co-Investors; however, Ares is under no obligation to provide co-investment opportunities and may offer an investment opportunity to one or more of the categories of Co-Investors described below without offering such opportunity to the other categories. In certain cases, determinations to allocate such amounts or investment opportunities to vendors or service providers will be made prior to the determination of the availability of opportunity for other Co-Investors, and as such generally will decrease the amount of co-investment opportunities available. In certain circumstances, Ares will establish special purpose co-investment vehicles for certain Co-Investors in advance of any coinvestments being identified for such Co-Investors, and Ares has discretion to allocate co-investments to such vehicles. Strategic, financial and other institutional investors participating in a transaction generally are not considered Co-Investors and generally will not be subject to the co-investment policy or expense sharing considerations described herein. Additionally, in certain circumstances, Ares is contractually incentivized or obligated to offer certain Co-Investors a minimum amount of co-investment opportunities, or otherwise bear adverse economic consequences for failure to do so, which consequences may include a loss of future economic rights, including carried interest or other incentive arrangements and such co-investment obligations will not be available for election through any “most favored nations” process. Subject to the terms of the Governing Documents of a Client, Ares is permitted to offer co-investment opportunities to more than one Client or to other Co-Investors. In such circumstances, the size of the investment opportunity otherwise available to our Clients may be less than it would otherwise have been. Certain Co-Investors investing with a Client may invest on different (and more favorable) terms than those applicable to the Client and may have interests or requirements that conflict with and adversely impact the Client (for example, with respect to their liquidity requirements, available capital, the timing of acquisitions and disposals, or control rights). Ares will generally seek to ensure that the Client, Ares, and any Co-Investors participate in any investment and any related transactions on comparable terms to the extent practicable and share in corresponding investment related expenses. In certain circumstances, however, different Clients may participate in different parts of the capital structure of a portfolio investment, through securities purchased at different times, and such scenarios are not considered “coinvestments” by Ares and are not subject to the policies described herein. In addition, in some cases, Clients and Co-Investors are expected to manage the same investments in different ways, such as through the use of leverage or hedging strategies. Terms of Co-Investments. Ares or any of its affiliates will, in certain circumstances, in their discretion: (i) receive performance-based fees, Advisory Fees, administrative fees or other similar fees from Co-Investors, and make an investment, or otherwise participate, in any vehicle formed to structure a co-investment to facilitate, among other things, receipt of such performance-based fees, Advisory Fees, administrative fees or other similar fees; and (ii)

collect customary fees in connection with actual or contemplated portfolio investments that are the subject of such co-investment arrangements. With respect to consummated co-investments, Ares will seek to cause Co-Investors to generally bear their pro rata share of fees, costs and expenses related to the discovery, investigation, due diligence, development, acquisition or consummation, ownership, maintenance, monitoring, hedging and disposition of their co-investments; provided, however, that in determining such amounts, the fees, costs and expenses expended directly by such Co-Investors may be taken into account in allocating aggregate costs on a fair and reasonable basis. For example, in circumstances where a Client borrows using its subscription-based credit facility to facilitate a syndication to CoInvestors in accordance with the terms of its Governing Documents, Ares will seek to cause such Co-Investors to bear (or reimburse such Client for) their pro rata share of any interest expenses allocable to such extensions of credit. However, although such Co-Investors benefit from such Client’s subscription-based credit facility, they will not bear any portion of the costs of establishing and maintaining such facilities, which will be borne entirely by such Client. In addition, with respect to a proposed co-investment that is not consummated, Ares typically seeks to cause Co-Investors that commit to participate in such proposed co-investment to bear their share of any fees, costs or expenses that were incurred in connection with such proposed co-investment, including breakup fees or broken deal expenses. However, in instances where Co-Investors have not yet committed to a proposed co-investment, any such fees, costs or expenses will generally be considered Operating Expenses and be borne by the (committed or investing) Client to the extent the applicable Governing Documents of such Client permit such treatment or where disclosure of such treatment was made to the investors in such Client prior to their investment therein. In the event that Co-Investors participate in a co-investment through one or more co-investment vehicles, they will generally bear their pro rata share of the aggregate Organizational Expenses (as described in “Item 5. Fees and Compensation” above) of all such vehicles. In those circumstances where such Co-Investors include one or more members of a portfolio company’s management group, such Co-Investors may receive compensation arrangements relating to the investment, including incentive compensation arrangements. Finally, some of the CoInvestors with whom Clients may co-invest have pre-existing investments with Ares, and the terms of such preexisting investments may differ from the terms upon which such persons may invest with Clients. Over-Commitment. To facilitate the acquisition of a portfolio investment, Ares will, in certain circumstances, cause one or more Clients to make (or commit to make) an investment in such target that exceeds the Client’s ultimate desired long-term investment amount with a view to selling a portion of such investment to one or more other Clients, Co-Investors or other persons prior to or within a period after the initial commitment or closing of the acquisition. Any such proposed sale by a Client of a portion of an investment to another Client, including a sale in connection with a co-investment transaction, will be effected only if Ares believes it is in the best interest of all Clients involved and completed in accordance with each Client’s Governing Documents. The sale to Co-Investors will occur either at a previously agreed-upon price or, in the absence of a previously agreed-upon price, at the market value of the investment at the time of sale, and such market value may be fair value as determined by Ares. In such event, the applicable Client(s) will bear the risk that any or all of the excess portion of such investment may not be allocated or sold or may only be allocated or sold on unattractive terms. As a consequence, the applicable Clients have the potential to bear the entire portion of any breakup fee or other fees, costs and expenses related to such investment and hold a larger than expected investment in such portfolio company or may realize lower than expected returns from such portion of such investment. In addition, in certain circumstances, Ares and its principals are expected to co-invest with Clients, as permitted and described in the applicable Clients’ Governing Documents. Please see “Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading” for a discussion of how Ares addresses these matters.

Generally, Underlying Investors participating in our Clients are required to meet certain suitability and net worth qualifications, such as being (a) an “accredited investor” within the meaning of Rule 501 of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), (b) a “qualified purchaser” as defined in Section 2(a)(51) of the Investment Company Act, (c) a “knowledgeable employee” within the meaning of Rule 3c-5 of the Investment Company Act or (d) a non-U.S. person, depending on the applicable eligibility requirements of the respective Client. In certain circumstances, we will establish certain Clients in the form of special purposes vehicles or otherwise, including alternative investment vehicles (“Feeder Clients”) to address particular tax or regulatory requirements. Each Feeder Client, if formed, would be a limited partner of or an investor in a Client and interests in such Feeder Client would be held by the investors who participate in the Client through such Feeder Client. Prospective investors should refer to the applicable Client Governing Documents for complete details on any Feeder Client established with respect to such Client. Underlying Investors may have conflicting investment, tax and other interest with respect to Client investments. The results of a Client’s activities may affect Underlying Investors differently, depending on their different situations. As a consequence, conflicts of interest may arise in connection with decisions made by Ares that benefit one Underlying Investor over another Underlying Investor. In selecting and structuring investments for a Client, Ares will consider the investment and tax objectives of the Client as a whole and not the objectives of any individual Underlying Investor. However, there can be no assurance that a result will not be more advantageous to some Underlying Investors than to other Underlying Investors.

Minimum Investment Requirements The minimum investment in each Client is stated in its Governing Documents and generally ranges from $1 million to $25 million although we are permitted to waive this minimum at our discretion. With respect to separately managed accounts, we generally require a minimum investment of $250 million but actual minimum sizes vary by strategy.

preservation. We utilize our collective market and company knowledge, proprietary internal industry and company research, third-party information and financial modeling to drive fundamental credit analysis and investment selection. We are able to invest up and down a company’s capital structure, which we believe helps us capitalize on attractive opportunities and assess relative value for a particular investment. The investment committees of our investment groups review and evaluate investment opportunities in a framework that includes a qualitative and quantitative assessment of the key risks of each investment. We do not have a centralized investment committee and instead our investment committees are structured with overlapping membership from different investment groups to ensure consistency of approach, shared investment experience and collaboration across our platform. Our network of investment professionals includes local and other individuals based in our markets with the knowledge, experience and relationships that enable them to identify and take advantage of a wide range of investment opportunities. In addition, each Client has investment guidelines contained in its Governing Documents that generally contain requirements and limitations, such as concentrations of securities, industries, and geographies in which a Client will invest, as well as other limitations required by law. We also recognize the importance of what we consider material environmental, social and governance (“ESG”) factors in our investment process to help enable us to generate attractive risk-adjusted returns and have adopted a Responsible Investment Policy for this purpose. We work collaboratively with our various underwriting, asset management, legal and compliance teams to appropriately integrate relevant ESG considerations into our investment process. The specific methods of analysis and investment strategies utilized by our Credit Group, Real Assets Group, Private Equity Group, Secondaries Group and Other Businesses Group are described below. For additional details relating to the methods of analysis and investment strategies employed by a Client, please refer to its Governing Documents. In addition to the investment strategies listed below, we may establish new complimentary investment strategies including those involving increased trading.

Credit Group Through our Credit Group we serve as one of the largest managers of credit strategies across the non-investment grade credit universe, providing solutions for investors seeking to access a range of credit assets, including liquid credit, alternative credit, direct lending and opportunistic credit products. The Credit Group capitalizes on opportunities across traded and non-traded corporate and consumer debt across the U.S. and European markets, providing investors access to directly originated fixed and floating rate credit assets, enabling investors to capitalize on illiquidity premiums across the credit spectrum. The Credit Group offers the following credit strategies across the liquid and illiquid spectrum: Liquid Credit: Our liquid credit investment solutions help fixed income investors access the syndicated loan and high yield bond markets in the U.S. and Europe and capitalize on opportunities across multi-asset credit. The syndicated loans strategy seeks to deliver a diversified portfolio of liquid, traded secured loans to corporate issuers, offering a floating-rate fixed income alternative that can help investors manage duration. The high yield bond strategy seeks to deliver a diversified portfolio of liquid, traded corporate bonds, incorporating secured, unsecured and subordinated debt instruments of issuers. Multi-asset credit is a global “go-anywhere” strategy that combines syndicated loans, high yield bonds and other credit assets, allowing us to tactically allocate between multiple asset classes in various market conditions. Alternative Credit: Our alternative credit strategy focuses on asset-based finance and providing investment opportunities in the non-traditional markets, seeking to capitalize on asset-focused investment opportunities that fall outside of traditional, well-defined markets such as corporate debt, real estate and private equity. Our alternative credit strategy emphasizes downside protection and capital preservation through a focus on investments that tend to share the following key attributes: asset security, covenants, cash flow velocity and other features designed to

capture value and minimize risk to principal. Our investment approach is designed to capture and create value by including Ares’ platform insights to assess risk and relative value. Direct Lending: Our direct lending strategy is one of the largest self-originating direct lenders to the U.S. and European markets and has a multi-channel origination strategy designed to address a broad set of investment opportunities in the middle market. We focus on being the lead or sole lender to our portfolio companies, which we believe allows us to exert greater influence over deal terms, capital structure, documentation, fees and pricing, while at the same time securing our position as a preferred source of financing for our transaction partners. The team maintains a flexible investment strategy, with the capability to invest in first lien senior secured loans (including “unitranche” loans which are loans that combine senior and subordinated debt, generally in a first lien position), second lien senior secured loans, subordinated debt, preferred equity and non-control equity co-investments in private middle market companies. We manage various types of funds within our U.S. and European direct lending teams that include commingled funds, separately managed accounts for large institutional investors seeking tailored investment solutions and joint venture lending programs. Opportunistic Credit: Our opportunistic credit strategy primarily targets debt and structured investments in middle market companies requiring flexible capital. We partner with healthy, stressed and distressed companies operating in the void between traditional senior private debt and private equity, with a focus in the U.S., Canada and Europe. We seek to consistently invest in a range of private opportunities and flex into public markets, when deemed attractive, often seeking to leverage a public investment into a private follow-on opportunity. Asia-Pacific (“APAC”) Credit: Our APAC credit team manages credit and special situations investments in the APAC region. Our APAC credit strategy focuses on credit opportunities with strong downside protection and equity-like returns and privately sourced loans in businesses across the region. APAC credit benefits from having an on-the-ground presence in offices across the APAC region and a comprehensive range of local market licenses and entities to provide our Clients with an extensive regional investment platform. APAC credit primarily employs a direct origination model and aims to provide flexible capital solutions to its portfolio companies and risk-reward investment opportunities to our investors. Ares Systematic Credit: Launched through the acquisition of BlueCove in 2025, our systematic credit strategy manages systematic fixed income strategies that utilize quantitative models and data-driven processes across high-yield, investment grade, convertible bonds, and other liquid credit instruments. These strategies employ proprietary technology and systematic portfolio construction methodologies in various portfolio formats. Our systematic credit strategy includes investment, engineering, and business infrastructure professionals focused on systematic portfolio management activities. Our Credit Group takes a value-oriented approach which, among other factors, considers industry and market analysis, technical analysis, fundamental credit analysis and in-house research to identify investments that we believe offer attractive value in comparison to the perceived credit risk profile. We use our long-standing relationships, considerable scale, research, industry knowledge, structuring expertise and often our self-origination capabilities to invest actively across capital structures with a focus on selecting the best risk adjusted returns for our Clients, while also seeking to provide our borrowers a valued capital solution. Each investment decision involves an intensive due diligence process that is generally focused on evaluating the target company and its current and future prospects, its management team and industry, its ability to withstand adverse conditions and its capital structure, sponsorship and structural protection, among others. Our objective is to construct portfolios that balance the benefits of diversification, credit quality, defensive industry allocations, current income, principal appreciation, efficient and flexible portfolio financing, and participation in the securities of companies with which, in many cases, we have had prior experience. The foundation of this investment philosophy and portfolio construction is intensive credit investment analysis, a strict investment discipline based on both market technicals and fundamental value-oriented research and a

diversification strategy. Our Credit Group’s investment process emphasizes due diligence on companies and company-specific research and analysis, including:

a comprehensive analysis of issuer creditworthiness, including a quantitative and qualitative assessment of the issuer’s business;

an evaluation of management and its economic incentives;

an analysis of business strategy and industry trends; and

an in-depth examination of capital structure, financial results, and projections.

We focus on principal protection, investment income, relative value, and adherence to portfolio guidelines. The strategy employed by our Credit Group generally emphasizes the importance of the following:

Credit intensive analysis and ongoing monitoring;

Control of investment risk; protection of principal; low volatility; risk/return with a focus on minimizing downside risk;

Long-term value creation;

Market focused relative value analysis, including an assessment of the overall macroeconomic environment and financial markets;

Use of Ares’ extensive network of contacts;

Broad access to deal flow combined with flexibility in investing in all parts of the capital structure;

Active portfolio monitoring;

Investment memoranda and periodic updates; and

Investment committee presentations and discussion.

Additionally, in analyzing a prospective investment, we seek information from a wide variety of sources, which may include company management, fixed income and equity analysts, rating agencies, competitors, and other industry sources, including third-party industry experts.

Real Assets Group Our Real Assets Group capitalizes on opportunities in equity and debt investing across real estate, infrastructure, and digital infrastructure investment strategies. Real Estate: Our real estate strategy encompasses equity and debt across core, value-add and opportunistic investments predominately targeting the Americas, Europe and Japan. We provide investors access to our real estate investment capabilities through several vehicles, including through diversified and sector-specific open- and closed-end equity funds, commingled real estate debt vehicles, non-traded and publicly traded real estate investment trusts (“REITs”), and separately managed accounts. Our regional teams have distinct local expertise and decades of experience transacting in their markets. This is complemented by Ares’ global scale and networks, providing insights into the companies and industries that often comprise the tenants in our buildings or that are driving commercial activity in the markets where we invest. Our real estate portfolio is primarily allocated to industrial, multifamily, and adjacent sectors, managing strategies across the return spectrum, capital stack and geographies. Real Estate Equity: Our real estate equity team has extensive real estate private equity experience in the Americas, Europe, and APAC. Our global teams invest across the risk spectrum into core, value-add and opportunistic opportunities. Primary areas of focus for our real estate equity team include:

Logistics: Our logistics real estate strategy is focused on investments in strategically located, institutional quality properties through market cycles. We focus on logistics markets that have

historically exhibited stable occupancy levels and rent growth over cycles. Our vertically-integrated operating teams are strategically located across the Americas, Europe and APAC in our key target markets, to invest in core, value-add, and development opportunities that are accretive to our portfolios and drive returns for our investors. Marq Logistics represents the brand of our vertically-integrated global logistics real estate strategy that we use to manage our portfolio of logistics properties. Please see “Item 5. Fees and Compensation – Other Fees and Expenses,” for a further description of Affiliated Service Providers that provide property-level and asset-level services and the fees or expense reimbursements they are permitted to receive in connection with the provision of such services.

Diversified: Our diversified real estate strategy is dedicated to investing across sectors and property types in the United States and Europe. Our strategy seeks investments in cash flowing, de-risked development and scalable portfolio investments, with the opportunity to create value through repositioning, lease-up, re-tenanting, redevelopment and/or complex recapitalizations.

Real Estate Debt: Our real estate debt team primarily focuses on directly originating and investing in a wide range of financing opportunities in the United States and Europe. By investing through multiple investment vehicles, our real estate debt team has the ability to provide flexible financing across the capital structure and risk-return spectrum, including core/core-plus, value-add, and opportunistic debt. While our real estate debt team focuses predominantly on directly originated transactions, we also have the ability to selectively pursue secondary market acquisitions and syndicated transactions. Infrastructure: Our global infrastructure team seeks to utilize its local sourcing capabilities and extensive sector experience to originate and manage diverse infrastructure investments across the globe through several vehicles. Primary areas of focus for our infrastructure team include:

Infrastructure Opportunities: Our infrastructure opportunities team utilizes a broad origination strategy, flexible investment approach, and leverages industry relationships and the Ares platform to build a portfolio of infrastructure investments and deliver attractive risk-adjusted returns. We believe our experience as core and value-add investors, our flexible approach, and broad infrastructure experience position us well to take advantage of the growing opportunity set in the middle market across both the energy transition and the broader infrastructure market.

Infrastructure Debt: Our infrastructure debt team sources assets and businesses across regions with defensive characteristics across the digital, transport, energy, and utility sectors. We employ a direct origination and tailored structuring approach to provide borrowers with flexible financing solutions. We aim to deliver attractive risk adjusted returns focused on cash yield by targeting infrastructure debt investments with defensive characteristics that have the potential to perform across different market cycles. In addition, we believe our structuring experience helps enhance cash yield and reduce downside risks in a core asset class.

Digital Infrastructure: Our digital infrastructure team focuses on investing across the full spectrum of digital infrastructure sectors and strategies, including data centers, towers, and fiber. Our dedicated vertically integrated data center platform brings deep customer and industry relationships to support our investment and asset management capabilities. Collaborating closely with our real estate and infrastructure opportunities strategies, we believe our vertically integrated model provides differentiated access to industry insights and developments and enables us to access the growing opportunity set across the global digital infrastructure market.

Our Real Assets Group manages equity and debt strategies across real estate, infrastructure, and digital infrastructure investments. Our real estate activities are managed by dedicated equity and debt teams around the globe in the Americas, Europe, and Asia. Our real estate strategy’s investment process includes a rigorous analysis of property cash flows, local real estate fundamentals, demographics, industry, market, and tenanting trends, among other criteria. By identifying key risks, appropriate pricing and structure is determined based on market, credit-worthiness of tenants or other deal-specific risks identified early in the process. Our real estate strategy employs a rigorous, credit-oriented evaluation towards determining the risk/return profile of the investment opportunity, and the appropriate pricing and structure for the prospective investment, with specific reference to

the strength of the transaction sponsor(s), the underlying real estate, and the structure of the investment. Detailed financial modeling and analysis is conducted to assess the cash flow and debt service coverage characteristics of the properties as well as interest rate and prepayment analysis. Focus is given to current cash flows and potential risks to cash flow such as those associated with tenant credit quality, lease maturities, reversion to market level rental rates, vacancy, and expenses. Cash flow analysis and market comparables are used as follows:

to determine the current value of the underlying collateral;

to assess the capacity to repay or refinance upon maturity; and

to understand sensitivities to various potential changes in asset performance, market fundamentals and real estate capital markets.

Our real estate strategy performs extensive property, sponsor and market level due diligence, which typically includes:

a competitive analysis;

corporate profile and credit reviews for major tenants;

due diligence on the borrower and its sponsor(s), including meeting with the borrower’s and sponsor’s respective management teams;

checking management’s backgrounds and references;

analyzing the governance structure of the borrower;

investigation into the legal risks; and

market and industry research, including an analysis of demographics, key economic fundamentals such as employment and population growth, and comparable transactions.

Our real estate strategy’s underwriting focuses on understanding the broader capital structure of the transaction and ensuring that it has the appropriate controls and rights with respect to its prospective investment. If considering investments in commercial mortgage-backed securities (“CMBS”), our real estate strategy would undertake an extensive analysis of the underlying loans and careful review of the security terms and conditions. Our infrastructure strategy employs rigorous due diligence and risk management processes that are designed to provide opportunities to achieve strong, risk-adjusted investment returns, even during volatile markets. Our infrastructure strategy’s due diligence entails intensive review and analysis of the opportunity, which typically includes assessment of the project contracts and contract counterparties, location and market dynamics, permits, capitalization, revenues, fixed and variable expenses, maintenance and capital expenditures, plant operations, real estate, regulatory environment, environmental considerations, and any other financially-material ESG considerations. This process considers accounting, legal, custodial, tax, environmental and industry issues in addition to fundamental business analysis and credit considerations. Management and equity sponsors are interviewed at length by members of our team of investment professionals. When analyzing due diligence materials, a detailed financial model is built that forecasts the cashflows for the business and incorporates economic considerations for macro and business risk factors.

Private Equity Group Our Private Equity Group broadly categorizes its investment strategies into corporate private equity and APAC private equity. Our private equity professionals have a demonstrated ability to deploy capital across market environments, which allows them to stay both active and disciplined in their assessment of the best relative value opportunities. The group has teams in and manages funds focused primarily on investing in North America, Europe and Asia-Pacific.

Corporate Private Equity: Our team includes investment professionals based primarily in Los Angeles and London, focusing primarily on growth buyouts in the North American and European middle market, with the ability to flex into distressed investing during periods of market transition and dislocation. We seek to bring capital resources to services-oriented middle market companies in the core industries of healthcare, services, industrials and consumer where we can utilize the team’s extensive growth-oriented investing experience and dedicated value creation system to target attractive returns across market environments. This differentiated strategy, together with the broad resources of the Ares platform, widens our universe of potential investment opportunities and allows us to remain active across various market environments. APAC Private Equity: Our APAC private equity strategy focuses on investing in seven key consumer categories that we believe benefit disproportionately from higher disposable income levels. The strategy focuses on primarily pursuing structured growth equity investments in control, joint control, and minority ownership formats. Our team focuses on investing in companies that give us exposure to increasing consumer spending and urbanization in our target markets. In times of economic dislocation, we also seek to invest opportunistically where the focus is on dislocations and catalysts that lead to assets becoming available for purchase at deeply discounted prices. While we look for deep value opportunities in consumer-driven companies, our deep value approach often includes assetoriented opportunities. Our Private Equity Group’s investment process emphasizes rigorous due diligence at the company and market level in addition to a risk-adjusted return value assessment. Our investment process comprises a five-part process: (1) generate robust pipeline, (2) perform initial screening, (3) conduct due diligence, (4) seek investment approval, and (5) use a systematic approach to value creation. Our Private Equity Group employs a “pull model” with portfolio management whereby a team can access the Ares network for any number of value-creating levers that have been identified. The investment philosophy and portfolio construction of the Private Equity Group involve:

an assessment of the overall macroeconomic environment and financial markets;

company-specific research and analysis; and

with respect to each individual company, an emphasis on unlocking value by providing flexible capital and focusing management on growth initiatives rather than on capital funding issues.

The foundation of this investment philosophy and portfolio construction is detailed modeling and sensitivity analyses, a disciplined approach to financial leverage and a diversification strategy. The Private Equity Group follows a rigorous process based on:

a comprehensive analysis of the quality of the business and controllable growth opportunities;

an evaluation of management;

an analysis of business strategy and competitive position and industry trends

identification of repeatable and systemic operations; and

an in-depth examination of valuation, capital structure, financial results, projections, and growth prospects.

The process through which our Private Equity Group makes an investment decision involves extensive research into the target investment, its industry, its growth prospects and its ability to withstand adverse conditions. If the senior investment professional responsible for the transaction determines that an investment opportunity should be pursued, our Private Equity Group will engage in an intensive due diligence process, including legal, accounting, financial, and industry diligence, typically including the engagement of third-party advisors to complete diligence on the quality of the business, industry and market fundamentals, financial accounting, technology/IT systems, legal liabilities, tax consequences and other dimensions of the transaction. Throughout the due diligence process, the deal team will refine its financial analyses and projections for the business, including an analysis of the company’s

ability to operate with leverage as well as a sensitivity analysis on potential outcomes on both the downside and upside cases.

Secondaries Group Our Secondaries Group invests in secondary markets primarily in North America and across a range of alternative asset class strategies, including private equity, real estate, infrastructure and credit. We have established ourselves among the most active secondary investors engaged in recapitalizing and restructuring existing limited partnership interests in funds with a focus on transactions that can address pending fund maturity, strategy change or the need for additional equity capital.

Private Equity Secondaries: Our private equity secondaries strategy seeks to achieve attractive secondary cash flow and diversification characteristics by investing across the spectrum of private equity secondaries transactions. We continue to maintain a differentiated investment strategy that utilizes our skills in fundamental manager and portfolio analysis, our quantitative research capabilities and the support and insights from the wider Ares platform with the aim to generate strong riskadjusted returns.

Real Estate Secondaries: Our real estate secondaries strategy acquires interests and provides secondary solutions across a range of partnership vehicles, including private real estate funds, multiasset portfolios and single property joint ventures. Our team seeks broad diversification by property sector and geography and to drive investment results through underwriting, transaction structuring and portfolio construction.

Infrastructure Secondaries: Our infrastructure secondaries strategy seeks to accelerate the benefits of traditional infrastructure by providing diversified low risk exposure through preferred structure, traditional limited partnership and general partner led continuation vehicle transactions. Our team focuses on achieving diversification through building a portfolio that provides inflation protection and exposure to uncorrelated assets.

Credit Secondaries: Our credit secondaries strategy seeks to construct a highly diversified portfolio of secondary credit interests, with a focus on first-lien, senior secured portfolios across North America and Western Europe, acquired directly or indirectly through secondary market transactions. Our team leverages extensive industry experience and a cycle-tested investment approach that enables us to identify attractive risk-adjusted opportunities.

Our Secondaries Group’s investment process emphasizes rigorous due diligence of the private equity and credit, real estate, venture capital, buyout and mezzanine fund investments and portfolios of such investments, including:

investments in the revenue streams of sponsors of such investments;

the relevant experience of the underlying funds’ managers;

the past performance of related funds, if any.

Our Secondaries Group performs detailed reviews of the funds or sponsors whose interests are being offered, including an analysis of:

the respective general partner’s historical investment record and the success of the underlying fund in achieving its investment return expectations to date;

valuations of the currently held portfolio companies or properties, as applicable; and

liquidity and cash flow projections.

Our Secondaries Group’s evaluation procedures also include: a detailed review of under-performing investments and strategies for recovery; compliance with loan covenants; estimated timetables for future capital calls; and confirmation that there are no impediments to an orderly transfer of partnership interests.

Other Businesses Group Other Businesses represents operating segments that seek to expand the Firm’s reach in new global markets, including Ares Insurance Solutions and our Venture Capital business that invests in growth-stage companies. Ares Insurance Solutions: Ares Insurance Solutions is our dedicated, in-house team that provides solutions to insurance clients including asset management, capital solutions and corporate development. Ares Insurance Solutions strives to provide insurers with attractive risk and capital adjusted return profiles that fit within regulatory, rating agency and other counterparty guidelines. Leveraging numerous investment professionals across the Firm’s investment groups, Ares Insurance Solutions creates tailored investment solutions that meet the unique objectives of our insurance clients. Ares Insurance Solutions is overseen by an experienced management team with direct insurance industry experience in many areas directly applicable to Ares Insurance Solutions and our insurance company clients. Members of the Ares team have previously held senior positions at leading insurers. Ares Insurance Solutions acts as the dedicated investment manager, capital solutions and corporate development partner to Aspida Life Insurance Company and Aspida Life Re Ltd., which are insurance companies that focus on the U.S. life and annuity insurance and reinsurance markets, respectively (together, “Aspida”). Venture Capital: Our venture capital strategy primarily seeks to invest in early-stage venture capital offerings of companies that seek to advance proprietary artificial intelligence solutions.

Material Risks Investing in securities involves a risk of loss that a Client and Underlying Investors should be prepared to bear. There can be no assurance that any Client will be able to make and realize any particular investment or generate returns or that such returns will be commensurate with the risks of investing in the types of transactions described in the Governing Documents. Clients and Underlying Investors should carefully consider, among other factors, the following material risks involved with Ares’ investment strategies. Past performance is not indicative of future results. Not all possible risks are described below, and risks described below may not be applicable to all Clients. Underlying Investors are requested to refer to the Governing Documents of the applicable Client for more complete information on investment strategies employed and the corresponding risks associated with such investment strategies.

General Market Risks Investments made by our Clients are materially affected by conditions in the global financial markets and economic and political conditions throughout the world that are outside our control. These conditions may affect the level and volatility of securities prices and the liquidity and value of investments, and we may not be able to or may choose not to manage our exposure to these conditions, which may result in adverse consequences for our Clients and result in substantial losses to our Clients. As economies and financial markets worldwide become increasingly interconnected, the likelihood increases that geopolitical conflicts in one country or region will adversely impact markets or issuers in other countries or regions, including in ways that are difficult to predict or foresee. The impacts of these conflicts or events can be exacerbated by failures of governments and societies to respond adequately to a geopolitical conflict and subsequent emerging events or threats. Global financial markets have experienced heightened volatility in recent periods, including as a result of economic and political events in or affecting the world’s major economies, such as the ongoing war between Russia and Ukraine, recent conflicts in the Middle East and Venezuela and continued conflicts and political unrest around the world, have caused disruption to global financial systems, trade and transport, among other things. In response, multiple countries have put in place sanctions and other severe restrictions or prohibitions on certain of the

countries involved, as well as related individuals and businesses. Sanctions imposed by the U.S. and other countries including on Iran and in connection with hostilities between Russia and Ukraine and the tensions between China and Taiwan have caused additional financial market volatility and affected the global economy. Escalation of conflict involving Iran could lead to a range of adverse outcomes, including disruptions to global energy supply, cyberattacks, terrorism, trade restrictions, sanctions, and retaliatory actions by governments or non-state actors. Such developments may contribute to increased market volatility, inflationary pressures, disruptions to supply chains, and reduced economic growth in certain regions or globally. These events may adversely affect the value, liquidity, and performance of investments held by Clients, including investments in portfolio companies that depend on global trade, energy markets, shipping lanes, international capital markets, or cross-border financing. Portfolio companies with operations, suppliers, customers, or financing arrangements connected to the Middle East or other affected regions may experience operational disruptions, increased costs, reduced revenues, or impaired access to capital. Concerns over future inflation volatility, economic recession, as well as interest rate volatility and fluctuations in oil and gas prices resulting from global production and demand levels, as well as geopolitical tension, have exacerbated market volatility. Market volatility has been further exacerbated by social unrest, changes regarding immigration and work permit policies and other political and security concerns both in the U.S. and across various international regions. Because of interrelationships within the global financial markets, if these issues do not abate, worsen or spread, our business may be adversely affected both within and outside of the directly affected regions. Changes in trade policies, including the imposition of new tariffs or increases in existing tariffs between the U.S., Mexico, Canada, China or other countries, or reactionary measures in response thereto, including retaliatory tariffs, legal challenges, or currency manipulation, could adversely affect the market conditions in which we operate. These factors may affect the level and volatility of credit and securities prices and the liquidity and value of Client investments, and we, our Clients and our Clients’ portfolio companies may not be able to successfully manage our exposure to these conditions. In addition, numerous structural dynamics and persistent market trends have exacerbated volatility and market uncertainty. Concerns over significant volatility in the commodities markets, sluggish economic expansion in foreign economies, including continued concerns over growth prospects in China and emerging markets, growing debt loads for certain countries, uncertainty about the consequences of the U.S. and other governments withdrawing monetary stimulus measures and speculation about a possible recession all highlight the fact that economic conditions remain unpredictable and volatile. U.S. debt ceiling and budget deficit concerns have increased the possibility of additional credit-rating downgrades and economic slowdowns or a recession in the U.S. In recent periods, geopolitical tensions, including between the U.S. and China, have escalated. Further escalation of such tensions and the related imposition of sanctions or other trade barriers may negatively impact the rate of global growth, particularly in China, where growth has slowed. Moreover, there is a risk of both sector-specific and broad-based volatility, corrections and/or downturns in the commodities, equity and credit markets. Further, while weak economic environments have often provided attractive investment opportunities and strong relative investment performance, we tend to realize value from our investments in times of economic expansion, when opportunities to sell investments may be greater. Thus, we depend on the cyclicality of the market to sustain our businesses and generate attractive risk-adjusted returns over extended periods. Any of the foregoing could have a significant impact on the markets in which we operate and result in adverse consequences for our Clients and result in substantial losses to our Clients.

Monetary Policy and Governmental Intervention and the Effects of Inflation Both domestic and international markets continued to experience inflationary pressures in fiscal year 2025 and inflation rates in the U.S., as well as in other countries in which our Clients and their portfolio companies operate, could continue at elevated levels for the near term or longer. The U.S. Federal Reserve decreased the federal funds rate multiple times in 2025 after a sustained period of historically high rates. Certain of our Clients and their portfolio companies are in industries that have been impacted by inflation. Although U.S. inflation rates have fluctuated in

recent periods, they remain well above the historic levels over the past several decades. Interest rate risk poses a significant market risk to our Clients as a result of interest rate-sensitive assets and liabilities held by our Clients and our Clients’ portfolio companies. Such inflationary pressures have increased the costs of labor, energy and raw materials and have adversely affected consumer spending, economic growth and our Clients’ portfolio companies’ operations. If these portfolio companies are unable to pass any increases in their costs of operations along to their customers, it could adversely affect their operating results and their ability to pay interest and principal on their loans, particularly if interest rates rise further in response to inflation. In addition, any projected future decreases in the operating results of our Clients’ portfolio companies due to inflation could adversely impact the fair value of those investments. Any decreases in the fair value of our Clients’ investments could result in future realized or unrealized losses.

Risks Related to ESG Considerations Ares seeks to integrate certain ESG factors it considers material into its investment process to assist in risk management and inform its assessment of investment opportunities, including with respect to value creation, value preservation, risk profile or return potential, in accordance with its Responsible Investment Policy. There is no guarantee that Ares will be able to successfully implement its Responsible Investment Policy while achieving a Client’s investment strategy, or that the consideration of any ESG factors will enhance returns, reduce risk or otherwise positively impact the performance of any individual investment or Client. In addition, applying ESG factors to investment decisions is qualitative and subjective by nature, and there is no guarantee that the criteria utilized by Ares, or any judgment exercised by Ares, will reflect the views, internal policies, or preferred practices of any particular Underlying Investor or reflect market trends. There are also significant differences in interpretations of what ESG characteristics mean by region, industry and topic. Ares’ interpretations and decisions are expected to differ from others’ views and could also evolve over time. Although Ares views the integration of ESG factors to be an opportunity to potentially enhance or protect the performance of its investments over the long-term, Ares cannot guarantee that its ESG program will positively impact the performance of any individual investment or Client. However, Ares does not expect to subordinate a Client’s investment returns or increase a Client’s investment risks as a result of (or in connection with) the consideration of any ESG factors. The materiality of ESG factors depends on many factors, including the relevant industry, location, asset class, and investment strategy. In addition, in evaluating an investment for a Client, Ares expects to depend upon information and data provided by a number of sources, including those related to the relevant investments and/or other various reporting sources which could be incomplete, inaccurate or unavailable, and which could cause Ares to incorrectly identify, prioritize, assess, or analyze a company’s ESG practices and/or related risks and opportunities. Ares does not intend to independently verify all of the ESG information reported by portfolio companies or other third parties. ESG factors are only some of the many factors that Ares expects to consider in making an investment, are not expected to be determinative in any investment decision, and may be given limited or no weight in a particular case. Further, ESG practices are evolving rapidly and there are different principles, frameworks, methodologies, and tracking tools being implemented by other asset managers, and Ares’ adoption and adherence to such principles, frameworks, methodologies and tools is expected to vary over time. New and evolving, and sometimes conflicting, ESG regulations and disclosure expectations across jurisdictions may increase compliance burdens and costs, require changes to disclosures, and expose Ares to heightened regulatory scrutiny, enforcement risk, litigation or fundraising constraints. At the same time, market, political and regulatory views regarding ESG matters are increasingly varied and continue to evolve, and certain investors, counterparties, regulators and other stakeholders may object to or challenge the consideration of ESG factors in investment processes or related disclosures. “Anti-ESG” sentiment has increased in the United States, with certain states, federal agencies, and legislative bodies proposing, enacting or indicating an intent to pursue related policies, legislation, investigations and litigation. This evolving landscape may result in additional administrative complexities and costs and could subject Ares, its Clients and/or their investments to additional scrutiny, regulation, enforcement, litigation, fundraising constraints, and other legal or reputational risks

in the future. Ares cannot guarantee that its current approach will meet future regulatory or Underlying Investor requirements, align with market developments, or predict how such requirements, including related enforcement, may affect a Client or its investments or result in conflicting legal or regulatory regimes across jurisdictions.

Enhanced Scrutiny and Regulation of the Private Fund Industry The advisory business of Ares and its Clients, as well as the financial services industry generally, are subject to extensive regulation, including periodic examinations, by governmental agencies and self-regulatory organizations or exchanges in the U.S. and foreign jurisdictions in which we operate relating to, among other things, antitrust law, anti-money laundering laws, anti-bribery laws, laws relating to foreign officials, tax laws and privacy laws with respect to Client information and the regulatory oversight of the trading and other investment activities of alternative asset management funds and their investment advisers. Each of the regulatory bodies with jurisdiction over Ares and its Clients has regulatory powers dealing with many aspects of financial services, including the authority to grant, and in specific circumstances to cancel, permissions to carry on particular activities. Our Clients may be adversely affected as a result of new or revised legislation or regulations imposed by the SEC, the Commodity Futures Trading Commission, the Financial Industry Regulatory Authority, the U.S. Department of Justice or other U.S. or foreign governmental regulatory authorities or self-regulatory organizations that supervise the financial markets. Our Clients may also be adversely affected by changes in the interpretation or enforcement of existing laws and rules by these governmental authorities and self-regulatory organizations. Any failure to comply with these rules and regulations could expose Ares and the Clients to liability or other risks. In the past several years, the financial services industry, and private equity and alternative asset managers in particular, has been the subject of heightened scrutiny by regulators around the globe. In particular, the SEC and its staff have focused more narrowly on issues relevant to alternative asset management firms, including by forming specialized units devoted to examining such firms and, in certain cases, bringing enforcement actions against the firms, their principals and employees. In recent periods there have been a number of enforcement actions within the industry, and it is expected that the SEC will continue to pursue enforcement actions against private fund managers. Recent SEC examination priorities and public statements have highlighted increased focus on certain alternative investment strategies, including private credit, and the related valuation, leverage, liquidity management, fee and expense disclosures and practices, conflicts of interest and risk management practices of advisers managing such strategies. The SEC’s recent lists of examination priorities for investment advisers includes numerous items related to the oversight of asset managers to private funds, and many firms have received inquiries during examinations or directly from the SEC’s Division of Enforcement regarding private funds, including the calculation of fees and expenses, the allocation of broken-deal expenses, the disclosure of operating partner or operating executive compensation, outside business activities of firm principals and employees, group purchasing arrangements and general conflicts of interest disclosures. The additional legislation, increasing global regulatory oversight of fundraising activities and changes in law relating to the alternative asset management industry has included, among other things, increased registration, oversight and regulation of alternative asset management firms and disclosure with respect to these firms and the vehicles they sponsor or advise, which could impact Ares and its management activities. Such oversight and regulation may cause a Client to incur significant additional expenses, may divert the attention of Ares and its employees and may result in fines if a Client is deemed to have violated any regulations. Regulation generally as well as regulation more specifically addressed to the alternative asset management industry, including tax laws and regulation, could increase the cost of acquiring, holding or divesting portfolio investments, the profitability of portfolio companies and the cost of operating a Client account. There can be no assurance that Ares or its funds will avoid regulatory examination or enforcement actions. Even if an investigation or proceeding does not result in sanctions or fines being imposed against Ares or its affiliates, Ares, its affiliates, and any Clients may be subject to negative publicity in relation to such investigation or proceeding.

Competition for Investment Opportunities There can be no assurance that there will be a sufficient number of suitable investment opportunities to enable our Clients to invest all of their commitments in opportunities that satisfy the Client’s investment objectives, or that such investment opportunities will lead to completed investments by the Client. The process of identifying, structuring, implementing and realizing on attractive investment opportunities is highly competitive. The investment management business is intensely competitive, with competition based on a variety of factors, including investment performance, business relationships, quality of service provided to investors, investor liquidity and willingness to invest, fund terms (including fees), brand recognition and business reputation. Clients will compete with a number of private equity funds, specialized funds, hedge funds, corporate buyers, traditional asset managers, real estate development companies, commercial banks, investment banks, and other investment managers and other financial institutions, as well as domestic and international pension funds and sovereign wealth funds, as well as other current and future Clients and accounts managed or advised by Ares. A Client’s competitors may be substantially larger and have greater financial, technical, marketing and other resources and more personnel than Ares. Some of a Client’s competitors may have higher risk tolerances or different risk assessments or lower return thresholds than us, which could allow them to consider a wider variety of investments and to bid more aggressively than us for investments that we want to make. In addition, the availability of suitable investment opportunities is affected by a range of factors, including market conditions, regulatory developments, and increased competition, which are beyond our control. For example, in recent years, private equity and certain real estate markets have experienced a slowdown in deal activity, which has resulted in increased competition for investment opportunities. As a result, such competitive pressures or developments may have a material adverse effect on a Client’s investment performance. Also, as a result of this competition, Clients may not be able to secure attractive investment opportunities and may not be able to identify and make investments that meet a Client’s investment objectives. In certain circumstances, our management of a variety of investment strategies is expected to create potential or actual conflicts of interest among these strategies which could result in our Clients being less competitive in a particular transaction.

Reliance on Management All decisions with respect to the management of investments for a Client will be made by Ares, and thus the Underlying Investors must rely on the ability of Ares to make appropriate investments for the Client and to manage and dispose of such investments. In addition, the timing and form of distributions from Clients to its Underlying Investors will be subject to the discretion of Ares. Underlying Investors will generally have no right or power to participate in the affairs or investment activities of a Client. Accordingly, no person should commit capital to a Client unless such person is willing to entrust all aspects of the management of such Client and the investments of such Client to Ares.

Dependence on Key Professionals The ability of a Client to achieve its investment objective will be dependent on the diligence, skill, judgment, business contacts and personal reputations of senior investment professionals or other key personnel. These individuals possess substantial experience and expertise in investing, are responsible for locating and executing our Clients’ investments, and have significant relationships with the institutions that are the source of many of our investment opportunities. Therefore, the departure or misconduct of one or more of these individuals could have a material adverse effect on the ability of the Client to achieve its investment objectives, cause certain Underlying Investors to withdraw capital or otherwise have a material adverse effect on our business. Further, if such individuals join competitors or form competing companies, it could result in the loss of significant investment opportunities.

Other Obligations of Senior Leadership and Investment Professionals Although the senior leadership and investment professionals of Ares intend to devote such time as is necessary to conduct the business and affairs of each Client, they are involved in other activities of the Firm, including, but not

limited to, managing investments, advising or managing Clients whose investment objectives are the same as or overlap with those of other Clients, participating in actual or potential investments of multiple Clients, providing consulting, merger and acquisition, structuring or financial advisory services, including with respect to actual, contemplated or potential investments of a Client, or acting as a director, officer or creditors’ committee member of, adviser to, or participant in, any corporation, fund, trust or other business entity. In such cases, employees of Ares are expected to have duties that differ from, and could conflict with, their duties to our Clients. Conflicts of interest may arise in allocating time, services, or resources among the investment activities of the Clients, Ares, and other Ares-affiliated entities. Additionally, Ares and its affiliates may, and expect to, receive fees or other compensation from third parties in connection with these investment activities and such compensation shall be for their own account. In addition, Ares senior leadership make personal investments outside of Ares and its Clients, to the extent permitted by Ares’ policies and procedures. For example, certain senior leaders maintain family offices or hire investment managers for the purpose of managing their personal investments. Certain members of Ares senior leadership have and, in the future, may make additional personal investments in the sports, media, and entertainment sector that preclude, restrict or substantially impact our Clients’ ability to pursue certain investment opportunities that might otherwise be attractive to such Clients. In addition, such personal investments are substantial and can divert attention from Ares and its Clients. Please see “Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading” for further discussion. Moreover, because our parent, Ares Corp, is publicly traded, the officers, directors, members, managers, operating executives and employees of Ares may have duties or incentives relating to the interests of Ares Corp’s shareholders that may differ from, and could conflict with, the interests of our Clients and their Underlying Investors. These conflicts would not necessarily need to be taken into account if Ares Corp was not publicly traded.

Restrictions on Investment Activities Due to Other Ares Businesses and Related Conflicts of Interest Ares and its related entities engage in a broad range of advisory and non-advisory activities, including investment activities for their own account and for the account of other Clients, and providing transaction-related, legal, management and other services to Clients, special purpose acquisition companies (“SPACs”) and portfolio companies. Except to the extent prohibited by the Governing Documents, Ares and its personnel are permitted to market, organize, sponsor or act in other capacities (including as director, founder or manager) for other pooled investment vehicles, accounts or SPACs and to receive compensation (including in the form of management fees, performance-based compensation, founders’ equity or similar interests) relating thereto. Ares sponsors and advises a range of types of Clients and expects to continue to develop its investment advisory and related businesses by forming additional vehicles and obtaining new Clients in the future. Ares and its employees are expected to acquire material non-public information or other confidential information about a company while pursuing an investment opportunity or while monitoring an investment (including service on a portfolio company’s board of directors, steering committee or in a similar capacity) for a particular Client, which may give rise to a potential conflict of interest when it results in our having to restrict the ability of other Clients to trade in the securities of such company. With limited exceptions, Ares does not establish information barriers between its internal investment teams. In addition, a Client may hold positions in securities or other assets or be subject to contractual or legal restraints that could prevent a different Client from being able to initiate a transaction that it otherwise might have initiated or to sell an investment that it otherwise might have sold or, in its judgment, such position(s) or restraint(s) may make such a transaction inadvisable. The investment activities of one or more Clients may be inconsistent with the investment activities of another Client. Furthermore, subject to our investment allocation policy, we may have or develop business relations through our other businesses or have duties to Clients that we may consider in determining whether to undertake a transaction,

with the result that a Client may not participate in certain transactions in which it might otherwise have participated. In certain circumstances, we may be contractually required to offer certain types of investment opportunities to certain Clients before such opportunities may be offered more broadly to all Clients, and therefore, some Clients may not be offered certain investment opportunities. Ares has long-term relationships with a significant number of companies and their senior management. In determining whether to invest in a particular transaction on behalf of a Client, Ares may consider such relationships (including any incentives or disincentives arising from such relationships), and such relationships may influence Ares’ decision to make or not make particular investments on behalf of a Client. In making such determinations, Ares may also take into account its own interests and the interests of its affiliates, including reputational, financial or other business considerations, and may determine not to pursue an investment opportunity for a Client notwithstanding that such investment may be profitable for such Client. Clients may also co-invest with other Clients or third parties with whom Ares has relationships, and such relationships may influence the decisions made by Ares with respect to such investments and give rise to conflicts of interest. Ares is under no obligation to decline any engagements, investments or relationships in order to make an investment opportunity available to a particular Client (including investments involving competitors of a Client or other persons with whom Ares has a relationship). In addition, Ares’ other activities or relationships may result in a Client being required to hold or dispose of an investment, or otherwise affect the availability or timing of investment opportunities. Accordingly, there can be no assurance that all potentially suitable investment opportunities that come to Ares’ attention will be made available to all Clients.

Transactions Involving Third-Party Managed Vehicles in which Secondaries Funds Invest Clients within our Secondaries Group have engaged, and may in the future engage, in transactions involving other Clients, which may entail business benefits to Ares. The nature of such transactions and relationships can be diverse and may include a Client within our Secondaries Group owning an equity interest in an investment vehicle (including a continuation vehicle) managed by a third-party sponsor (a “Third-Party Managed Vehicle”) that provides equity or financing to portfolio investments of one or more other Clients or otherwise transacts with one or more other Clients or their portfolio investments. In circumstances where a Client within our Secondaries Group (or an affiliate thereof) is a passive limited partner in a Third-Party Managed Vehicle with standard limited partner rights as well as a seat on the limited partner advisory board or committee of such Third-Party Managed Vehicle, but with no rights to take part in the conduct of the business or control of the affairs or management of the Third-Party Managed Vehicle or to undertake any transactions on its behalf or to represent or otherwise bind the Third-Party Managed Vehicle, the Third-Party Managed Vehicle will typically not be considered an “affiliate” of Ares under a Client’s Governing Documents or for any other purpose. Therefore, in most instances, the applicable Client will not be seeking advisory board consent in order for such Client to proceed with a transaction involving such a Third-Party Managed Vehicle.

Minority Investments in Asset Management Firms Ares and its affiliates have made, and may in the future make, minority, non-controlling investments in third-party asset management firms, general partners, management companies and investment advisers that are not affiliated with Ares or its Clients. As a result of such investments, Ares or its affiliates may have economic interests in such third-party firms that differ from, and are in addition to, the interests of Clients. While such minority investments are generally structured so that Ares does not “control” such third-party firms, Ares may nonetheless be afforded certain governance rights (typically in the nature of “protective” rights, negative control rights or anti-dilution arrangements, as well as certain reporting and consultation rights) that afford Ares the ability to influence the firm. The management of such third-party firms will generally retain autonomy over the day-to-day operations of their businesses. Although Ares does not intend to control such third-party firms, there can be no assurance that governmental authorities or other third parties will similarly conclude that such investments are non-control investments or that such investments will not be deemed to have control elements for

certain contractual, regulatory or other purposes. Such third-party firms will not be deemed “affiliates” of Ares under a Client’s Governing Documents or for any other purpose. Clients and their respective portfolio companies may engage in transactions with, invest alongside, or invest in funds or other vehicles that are managed or sponsored by such third-party firms. These overlapping relationships may give rise to actual, potential or perceived conflicts of interest. There can be no assurance that the terms of any such transactions will be negotiated on an arm’s-length basis or that any conflicts of interest will be resolved in favor of Clients.

Participation of Ares Capital Solutions in Capital Markets Activity Affiliates and other related entities of Ares, including, without limitation, Ares Management Capital Markets LLC , a wholly owned subsidiary of Ares and a broker-dealer registered with the SEC and a member of the Financial Industry Regulatory Authority, are authorized to provide the following services to Ares and its affiliates, including our Clients, and third parties: (i) underwriting firm commitment and best efforts offerings of securities; (ii) the resale of securities under Rule 144A under the Securities Act; (iii) private placements of securities and non-security instruments; (iv) broker or dealer selling corporate debt securities; (v) marketing registered and private funds; and (vi) providing a variety of capital markets advisory services as part of the “Ares Capital Solutions” business described below. Ares Capital Solutions is a business within Ares that focuses on: (i) sourcing investment opportunities for Clients and their portfolio companies and third parties; (ii) maintaining relationships with the capital markets community in an effort to help Clients and their portfolio companies and third parties to, among other things, raise debt and equity capital and optimize capital structures through creative financing solutions generally on terms and conditions that are viewed as fair, reasonable and equitable from the perspective of Ares, its Clients and their portfolio companies, as applicable; and (iii) structuring capital solutions in an effort to enhance, among other things, the ability to syndicate, place or otherwise transfer loans, securities and other financial instruments arising from financings where Clients and/or their respective portfolio companies are borrowers/issuers and/or lenders/creditors. The ACS Business (as defined in Item 10) also provides a variety of services with respect to both security and nonsecurity financial instruments, including loans, such as originating, arranging, structuring, and syndicating loans, as well as providing advisory services and other similar services. Subject to the applicable Client’s Governing Documents, fees earned by the ACS Business generally do not offset management fees or performance-based compensation payable by a Client and are retained by, and for the benefit of, the ACS Business. While it is Ares’ expectation and belief that such fees, commissions and other compensation are reasonable and generally are charged at market rates for the relevant activities, such compensation may not in each case be negotiated at arm’s length and may be in excess of fees, commissions or other compensation that may be charged by an unaffiliated third party. Any fees or other compensation paid by Clients, will, unless Ares determines otherwise in its discretion, be capitalized as part of the amount invested by such Clients in connection with consummated investments, including as part of the acquisition price, financing costs or otherwise, and therefore included in the adjusted cost of such investments. Accordingly, to the extent that a Client’s Advisory Fees are calculated based on invested capital, this would increase the amount of Advisory Fees paid to Ares. Such increased amounts are separate from, and in addition to, the transaction fees paid to Ares and/or its affiliates. To the extent the ACS Business is engaged by a Client or a portfolio company, as applicable, and one or more Clients expect to participate or participate in the related investment opportunity, Ares faces actual and potential conflicts of interest. These conflicts include, without limitation: (i) the fees and other consideration charged in connection with such arrangements are not necessarily equivalent to those that would result from arm’s-length negotiations with unaffiliated third parties providing comparable services (ii) borrowers, issuers or sponsors may view the fees, interest and other compensation payable in connection with a transaction as a single overall cost of capital, rather than separately negotiating amounts payable to the ACS Business and amounts payable to Clients as investors or lenders, which may affect overall transaction economics; (iii) incentives to pursue or structure transactions,

including co-investment opportunities, in in a manner that increases fees or other revenue for the ACS Business; (iv) the allocation, sizing, inclusion or exclusion of certain Clients from an investment opportunity in a manner that may facilitate fee generation for the ACS Business; and (v) incentives for the ACS Business to engage in solicitation, allocation or pricing practices that favor the ACS Business or certain Clients or issuers over others. Please see “Item 10. Other Financial Industry Activities and Affiliations” for further information regarding Ares Capital Solutions, including Ares Management Capital Markets LLC.

Allocation of Investment Opportunities Certain Clients have overlapping investment objectives, including Clients that have different fee structures, and conflicts have the potential to arise with respect to our decision regarding how to allocate investment opportunities among these Clients. We expect to be presented with investment opportunities that fall within the investment objectives of more than one Client. While we seek to manage such potential conflicts of interest in good faith, there may be situations in which the interests of one Client with respect to a particular investment or other matter conflict with the interests of one or more other Clients. In certain circumstances, we will allocate an investment opportunity that is appropriate for two or more Clients in a manner that excludes one or more Clients or results in a disproportionate allocation based on factors or criteria that we determine, such as differences with respect to available capital, the size of a Client, remaining life of a Client, differences in investment objectives or current investment strategies, such as objectives or strategies regarding current and total return requirements, emphasizing or limiting exposure to specific investments, including, but not limited to, type of security, jurisdiction, industry, or other characteristic of the investment, and the scope of a Client’s investment mandate, including whether targeted asset classes are identified as primary or secondary to a mandate, and whether the mandate is limited or otherwise restricted to specific types of investments, diversification, differences in risk profile at the time an opportunity becomes available, the potential transaction and other costs of allocating an opportunity among various Clients, actual or potential conflicts of interest, including whether multiple Clients have an existing investment in the security in question or the issuer of such security, the nature of the security or the transaction including the size of investment opportunity, minimum investment amounts and the source of the opportunity, current and anticipated market and general economic conditions, existing positions in an issuer/security, prior positions in an issuer/security and other considerations deemed relevant to us, including the rotation of investment opportunities. For example, the nature or characteristics of a particular real estate instrument may mean that it cannot reasonably be apportioned and allocated among two or more Clients, even if the investment is otherwise suitable for all such Clients. In those circumstances, the investment opportunity will be allocated to Clients on a rotational basis and, as a result, a particular Client may not be offered an opportunity to participate in such investment. An investment opportunity that is allocated to multiple Clients across more than one Ares investment group or strategy may not meet a Client’s target minimum investment amount or could preclude a Client from participating in an opportunity to the extent a required minimum investment amount is set forth in such Client’s Governing Documents. In addition, Clients’ Governing Documents generally provide Ares with wide-ranging authority to make determinations in its sole discretion such as the cessation of a Client's investment period and the commencement of a successor Client's investment period (including timing determinations relating to each of the foregoing). Such determinations generally dictate whether a predecessor or successor fund will be allocated investment opportunities for which Ares faces conflicts of interest in making such determinations. The determinations made by Ares in connection with the allocation of investment opportunities will frequently be subjective in nature and consequently, (a) an investment that was determined as appropriate for one Client may ultimately prove to have been more appropriate for another Client, and (b) where potential overlaps among Clients exist, Ares may, in accordance with Ares’ investment allocation policy, forego investment opportunities suitable for a Client. All of the foregoing could in certain circumstances (i) adversely affect the price paid or received by a Client or the size of the position purchased or sold by a Client, (ii) preclude a Client from participating in an investment or (iii) limit the rights a Client may exercise with respect to an investment.

Overlapping Investments with Other Ares Clients Multiple Clients are permitted to directly or indirectly hold or acquire positions in the same or different securities of the same portfolio companies. For example, a Client may invest in equity securities issued by a portfolio company in which another Client holds debt securities, and a Client may invest, both directly and indirectly through investment funds managed by third parties, in the equity securities of a portfolio company in which another Client holds debt securities. In addition, there have been circumstances where portfolio companies held by different Clients transact with one another, which has resulted in, and in the future may again result in, changes to multiple Clients’ portfolio companies that may not be aligned. For example, one Client may exit a portfolio company while another Client increases its investment in a portfolio company, or Clients may hold different securities of the same portfolio company after a transaction. Such investments and transactions may raise potential conflicts of interest for our Clients, particularly if different Clients invest in different classes or types of securities or investments of the same underlying portfolio company. In that regard, actions taken on behalf of certain Clients may be inconsistent with, or even adverse to, the interests of other Clients, and certain Clients may be precluded from taking actions that would otherwise benefit them, including, without limitation, where Clients hold interests in different parts of a company’s capital structure in connection with a restructuring, bankruptcy or other insolvency proceeding or similar matter. Conflicts of interest may also arise over the life of an investment where another Client or an Ares affiliate that previously held a debt or other position in an asset subsequently obtains control of such asset in a distressed scenario, including where such asset is a lender to, or otherwise transacts with, a portfolio company of another Client. In addition, a Client may provide financing or make an investment that results in the refinancing, disposition or exit of another Client’s or an Ares affiliate’s investment, including by providing financing directly to a borrower or to a third party that uses such financing to refinance an existing loan or other position held by another Client or Ares affiliate. In certain circumstances, another Client or Ares affiliate may refinance loans or other debt positions held by a Client prior to their stated maturity, including by providing debt or equity financing that facilitates such refinancing. Such prepayments may result in a Client receiving a lower-than-anticipated return on its investment, including as a result of reduced yield, reinvestment risk or changes in prevailing interest rates, particularly in periods of declining interest rates. The pricing and substantive terms of such transactions may be established solely by Ares without the involvement of an independent third party, which presents a conflict of interest in establishing those terms. Clients may participate in such transactions in different proportions than their original investments, or may be unable to participate due to capital availability, investment restrictions or other considerations, which may result in differing economic outcomes among Clients. Conflicts can arise when Clients structured as registered investment companies or business development companies and other Clients invest in different parts of an issuer’s capital structure in transactions that were not “joint transactions” at the time of investment. If such investments later require restructuring or renegotiation, such as due to the issuer’s financial distress, Ares’ ability to act may be limited. Although the Investment Company Act provides an exception permitting certain restructurings involving affiliated Clients, this exception is available only in certain prescribed circumstances. In addition, certain investments may be subject to restrictions imposed by applicable sports leagues, governing bodies or similar organizations, including limitations on ownership, control, governance rights or transfers, which may limit the ability of certain Clients to participate in investments, coinvestments, restructurings or related transactions. As a result, certain Clients may be restricted from participating in, or may participate differently in, such investments, restructurings or related transactions, which could adversely affect the timing, structure, or outcome of an investment and the returns realized by such Clients. Ares and Clients are increasingly presented with opportunities that involve the participation of multiple Clients in a structured credit or similar opportunity, subject to the applicable Governing Documents and Ares’ fiduciary obligations to each such Client. Clients may invest in different debt tranches or hold different instruments in such transactions, including various rated and unrated debt instruments and equity, junior or residual interests. For example, a Client or its portfolio companies may borrow money or receive financing from one or more other Ares

affiliates and/or one or more other Clients and may invest in or finance other Clients, including asset-based securities investments issued or sponsored by, related to or that otherwise constitute Clients. In such instances where the financing is asset-based or otherwise non-recourse financing, one or more Clients could hold all or substantially all of the equity or more junior tranche or interest and one or more Ares affiliates and/or one or more other Clients could hold all or substantially all of one or more senior tranches. Depending upon the facts and circumstances of a specific investment opportunity, Ares could seek, but is not obligated to seek, to substantiate the price and substantive terms of such transaction in its sole discretion. Ares will, in certain circumstances, take actions to seek to mitigate potential conflicts of interests for a Client. Such conflict mitigation may include the appointment of an independent third party or such other actions as Ares believes are necessary or appropriate, including in an effort to seek confirmation regarding the fairness of terms from the perspective of a Client. However, Ares is not obligated to take any of the preceding actions in any particular circumstance, and could take none of the foregoing, and determine to use a different course of action to mitigate actual, potential or perceived conflicts of interest that could arise, on a case-by-case basis as it deems appropriate in its discretion. Despite Ares’ good faith efforts to mitigate such conflicts, there is no assurance that any actions taken and processes implemented will effectively mitigate all conflicts of interest. Where our Clients invest in different parts of the capital structure of a portfolio company, their respective interests may diverge significantly in the case of financial distress of the company. In a bankruptcy proceeding, a Client’s interest may be subordinated or otherwise adversely affected by virtue of another Client’s involvement and actions relating to their investment. This may result in loss or substantial dilution of one Client’s investment, while another Client recovers all or part of amounts due to it. In addition, where one Client is a creditor of a portfolio company in which another Client holds more junior securities, that Client is permitted to take actions in its own interests with respect to its rights as a creditor (e.g., with respect to breaches of covenants) that may be adverse to the interests of the other Client as a junior creditor or an equity holder. There can be no assurance that the terms of or the return on each Client’s investment will be equivalent to or better than the terms of or the returns obtained by other Clients participating in the transaction. Our ability to implement a Client’s strategies effectively may be limited to the extent that contractual obligations entered into in respect of investments made by other Clients impose restrictions on Clients engaging in transactions that we may otherwise be interested in pursuing.

Investments in Loans Syndicated by Other Ares Clients Certain Clients may syndicate all or a portion of their investments and receive compensation in connection therewith, including with respect to investments in which other Clients invest. In certain circumstances, Clients may syndicate all or a portion of an investment to other Clients. For purposes of determining a Client’s allocable portion of certain fees relating to such syndication, including arrangement fees, the basis for such determination may be the size of the syndicating Client’s investment in, or commitment to, such portfolio investment relative to the size of the whole investment (e.g., all loan tranches and/or including investors that are not Clients).

Investments in Other Ares Clients Certain Clients have interests in other Clients, and in the future may directly or indirectly acquire, subscribe for or otherwise purchase an interest in other Clients, provided that the sale or purchase is consistent with the applicable Governing Documents and Ares’ fiduciary obligations to each such Client. Where a Client invests, directly or indirectly, in another Client, the Underlying Investors of the investing Client will pay the fees (including management fees), expenses and carried interest of such Client and will also indirectly pay the fees (including management fees), expenses and carried interest of the other Client. It is a potential conflict of interest for a Client to invest in another Client because we could earn greater fees and carried interest. In addition, certain Clients may be permitted to invest in other Clients only on a reduced or no-fee and/or no carried interest basis pursuant to their Governing Documents, while other Clients may invest on a fee- and carried interest-bearing basis, which may result in multiple Clients investing in the same underlying Client on different economic terms. In certain instances where a Client acquires an interest in another Client, the acquiring Client may have access to information regarding the acquired

Client that is beyond what is otherwise made available to the acquired Client’s Underlying Investors. Our approach to investment decisions and our ability to influence an investment may be limited where a Client is a direct or indirect investor in another Client.

Ares Clients Involving Structured Products Certain Clients may be characterized as structured investment products, including, but not limited to, collateralized fund obligations, private equity-backed notes, rated note feeder vehicles and insurance dedicated funds (each such Client, a “Structured Product Vehicle”). Structured Product Vehicles are permitted to (i) invest directly or indirectly in certain other Clients, including as (or treated in a manner generally similar to) a feeder vehicle, and/or (ii) invest alongside such other Clients in one or more portfolio companies in which one or more of such other Clients has invested or may invest. Structured Product Vehicles may invest in a single other Client or multiple other Clients. The terms (including fees and other economic terms), objectives, structuring and returns of a Structured Product Vehicle are expected to differ materially from those of the other Clients in which they invest, in substantially the same manner, and subject to substantially similar conflicts of interest, as strategic partnerships, including without limitation the waiver or reduction of management fees or performance fees or carried interest, a blended management fee, and/or performance fee or carried interest rates that are lower than those applicable to Clients in which such Underlying Investors invest, and/or the right to participate in a share of a Client’s carried interest, or co-investment rights. In any event, the terms applicable to any Structured Product Vehicle (whether such Structured Product Vehicle invests in the other Client as an Underlying Investor or it co-invests with the other Client in some or all of the other Client’s portfolio companies), or the terms agreed with debt holders, equity holders or other investors in any such Structured Product Vehicle, including any side letters or similar agreements entered into with any of the foregoing or the Structured Product Vehicle itself, will not be considered a “side letter” of such other Client or be subject to such other Client’s “most favored nation” provisions. This may be the case even in those instances where such other Client’s “most favored nations” or other similar provisions (if any) suggest that the terms and agreements related to any Structured Product Vehicle ought to apply. In addition to equity interests, a Structured Product Vehicle issues senior debt, subordinated debt and/or other debt instruments to investors, and Structured Product Vehicles are expected to have separate liquidity or other credit facilities. Certain Underlying Investors in a Structured Product Vehicle can also be expected to have approval, veto or other governance rights with respect to actual or proposed investments (which may include investments in which one or more other Clients are also participating) by the Structured Product Vehicle, which Underlying Investors in the other Clients will not have. The investment periods, investment objectives, return profiles, liquidity needs, default provisions, voting rights, investment and leverage limitations, diversification requirements and/or other terms or objectives of the Structured Product Vehicle and the other Clients in which it invests will be different. These and other considerations can be expected to give rise to conflicts of interest, particularly when a Structured Product Vehicle invests in or alongside such other Client(s). For example, as a result of the terms or other features of a Structured Product Vehicle, Ares has the potential to be incentivized to make decisions with respect to one or more other Client’s actual or proposed investments for the benefit of a Structured Product Vehicle or the equity or debt investors therein, which decisions may not be aligned with or in the best interests of such other Clients or their Underlying Investors. Further, due to leverage, ratings and/or other limitations applicable to a Structured Product Vehicle, Ares reserves the right, to the extent permitted under the applicable Governing Documents, to waive or otherwise limit the application of any default provisions to such Structured Product Vehicle, in which case the other Client’s Underlying Investors would, among other consequences, bear a greater portion of additional required capital contributions if a Structured Product Vehicle that invests in such other Client as an Underlying Investor were to cease funding its capital commitments (regardless of whether declared in default or such default was waived or otherwise limited). Structured Product Vehicles are complex instruments and involve material funding and structural risks, including risks relating to capital calls and default. Any Structured Product Vehicle that invests in or alongside a Client is expected to have complex funding mechanisms that involve third parties (including lenders, administrative agents,

rating agencies and other counterparties), which may increase the risk that such Structured Product Vehicle is unable to satisfy a capital call or other funding obligation when due. In addition, rating agencies may be involved in rating securities issued by one or more Structured Product Vehicles, and changes to rating criteria, methodologies or other requirements may adversely affect such Structured Product Vehicle’s financing arrangements, liquidity profile or ability to satisfy capital commitments to a Client or to any portfolio company in which such Structured Product Vehicle has invested or expects to invest alongside a Client. Any such inability to fund capital commitments or other obligations could result in dilution, adverse allocation consequences or other economic impacts to the Client and its Underlying Investors. Despite Ares’ good faith efforts to mitigate such conflicts, there can be no assurance that any such conflicts of interest will be resolved in favor of such other Client or its Underlying Investors, or that the establishment or investment activities of a Structured Product Vehicle will not adversely affect the other Client in which it invests or its investments. Structured Product Vehicles are also permitted to be capitalized with debt and equity whereby the senior notes (the “Senior Notes”) are held by Underlying Investors that are either unaffiliated or affiliated with Ares, and the junior notes (the “Junior Notes”), which effectively represent equity interests, are held directly or indirectly, in whole or in part, by current or former affiliates of Ares, including current or former employees, officers or directors of Ares or any of its affiliates (or family offices of, and foundations and other charitable organizations established or sponsored by, any of the foregoing). If any such Structured Product Vehicles are formed, the participants that invest in the Junior Notes would effectively be provided the benefit of leverage for their investment in such Structured Product Vehicle. This effective leverage, while having the effect of increasing the potential returns to the holders of the Junior Notes, would also magnify the potential losses realized by the holders of the Junior Notes, which could result in conflicts of interest between such Structured Product Vehicle and the holders of the Junior Notes (which could include Ares and its affiliates), on the one hand, and the other Client in which such Structured Product Vehicle invests and its Underlying Investors, on the other hand, in connection with such other Client’s investments. In particular, in the event of a significant decline in the value of such Structured Product Vehicle’s investments (including an interest in such other Client), the effective leverage provided to the holders of the Junior Notes could have the effect of substantially reducing the value of the investments by the holders of the Junior Notes, or even making them effectively worthless, which could in either case undermine alignments of interest between Ares, Ares personnel and external Underlying Investors. As a result, investment risks and returns would vary materially between such other Client and such Structured Product Vehicle and/or the holders of the Junior Notes. Such other Client’s Underlying Investors should not have any expectation that they are investing in such other Client on terms that are the same or similar as those applicable to Ares employee investors and other persons that invest in the Junior Notes of any such Structured Product Vehicle that is invested in the same Client, or that their interests are aligned.

Co-Investments; Syndications Ares reserves the right to offer co-investment opportunities alongside one or more Clients in a specific investment opportunity because Ares determines that the amount of a specific investment opportunity exceeds the amount Ares believes would be appropriate for the participating Clients or for other strategic reasons. In such circumstances, the size of the investment opportunity otherwise available to our Clients may be less than it would otherwise have been. Ares is not expected to offer co-investment opportunities with respect to all of a Client’s investments. Subject to any investment allocation requirements set forth in the Governing Documents of a Client and Ares’ investment allocation policy, in general (i) decisions regarding whether and to whom to offer coinvestment opportunities are made in the sole discretion of Ares or its affiliates, (ii) co-investment opportunities may, and typically will, be offered to only a small subset of investors, and (iii) certain persons other than investors in our Clients (e.g., third parties) may be offered co-investment opportunities. Certain Co-Investors may invest on different (and more favorable) terms than those applicable to a Client and may have interests or requirements that conflict with and adversely impact a Client (for example, with respect to their liquidity requirements, available capital, the timing of acquisitions and disposals, or control rights). Ares will allocate any such specific co-investment opportunities in its sole discretion and may consider some or all of a wide range of

factors, including (without limitation): (i) the strategic value of a potential Co-Investor to the investment opportunity, the Client and/or future Clients; (ii) the transparency and predictability of the Co-Investor’s investment process; (iii) whether the potential Co-Investor has the financial, operational and other resources to evaluate and make the investment; (iv) historical co-investment experience with the potential Co-Investor; (v) tax and legal characteristics of a potential investment and Co-Investor; and (vi) whether, and to what extent, the potential Co-Investor is willing to pay management fees and/or carried interest and to bear its portion of expenses related to the co-investment opportunity. These factors are neither presented in order of importance nor weighted. Each co-investment opportunity will present different facts and circumstances and which of the factors listed above are important for a transaction will depend on the unique investment opportunity. The allocation of co-investment opportunities may involve a benefit to Ares including, without limitation, fees or carried interest from the co-investment opportunity and capital commitments to other Clients. In addition, Ares has established, and reserves the right to establish in the future, co-investment vehicles for one or more investors that are administered, advised or managed by Ares or its affiliates on a discretionary or nondiscretionary basis. The existence of such co-investment vehicles has the potential to create an incentive for Ares to allocate co-investment opportunities to such co-investment vehicles and, as a result, reduce the co-investment opportunities that are offered to Co-Investors that do not participate or invest in such co-investment vehicles. Further, in certain circumstances, such co-investment vehicles will provide for certain preferential terms to the investors in such co-investment vehicles, including management fee and/or “carried interest” rates that are lower than those applicable to other Co-Investors. When and to the extent that employees and related persons of Ares make capital investments in or alongside a Client, Ares is subject to conflicts of interest in connection with such investments. Allocations of co-investment opportunities by Ares or its affiliates among Clients, Co-Investors and other parties are made in Ares’ discretion and are not required to be proportionate and often will not be proportionate, and such allocations may be more or less advantageous to certain parties relative to others. Depending on the type of transaction, a Client is permitted to sell down an interest in its portfolio companies to a Co-Investor at a previously agreed-upon price or, in the absence of a previously agreed-upon price, at the market value of the investment at the time of sale, and such market value may be fair value as determined by Ares. Subject to the applicable Client’s Governing Documents, the Client seeking to sell down a portion of its interest in such portfolio company may charge a Co-Investor interest costs for the time period between the closing of the Client’s investment in a portfolio company to the date of the transfer of interests in such portfolio company to the applicable Co-Investor. In addition, there can be no assurance that we will be successful in offering such co-investment opportunity to any potential Co-Investor, that the closing of such co-investment will be consummated in a timely manner, that the co-investment will take place on terms and conditions that will be preferable to the Client or that expenses incurred by the Client with respect to the syndication of the co-investment will not be substantial. In the event we are not successful in offering a co-investment opportunity to potential Co-Investors, in whole or in part, a Client will consequently hold a greater concentration and have more exposure in the related investment opportunity than was initially intended.

Strategic Relationships and Other Arrangements Ares has entered into, and expects to continue to enter into, strategic relationships, accounts or programs directly or indirectly with Strategic Investors, either programmatic or customized, that commit, contribute or allocate capital, or co-invest, across one or more existing or future Clients, strategies, investment vehicles, accounts, products or investment opportunities managed or sponsored by Ares or its affiliates. Such arrangements may relate to a single Client or extend across multiple Ares-managed strategies and asset classes and may be advised or managed on a discretionary or non-discretionary basis. In certain circumstances, such arrangements will be structured or administered in a manner similar to feeder or aggregation vehicles and may involve participation in governance arrangements (e.g., advisory boards or similar bodies), which may give rise to conflicts of interest, including where one or more Strategic Investors is invested in a Client and one or more portfolio investments in which the Client has invested or may invest. Such arrangements often include Ares granting certain preferential

economic and other terms to Strategic Investors, including reduced, waived or blended advisory or management fees, lower performance fees or carried interest, adjustments to preferred return or distribution mechanics, or other economic or non-economic benefits, as well as co-investment rights or enhanced access to co-investment opportunities. In addition, Ares enters into strategic accounts with Strategic Investors that commit significant capital to a particular Client or across multiple Clients, strategies or Ares-managed investment vehicles, which often include similar preferential terms. As a result, Strategic Investors may pay lower overall fees or receive more favorable terms than other Underlying Investors in the same Client, and Underlying Investors that participate in coinvestment opportunities may bear a lower overall fee impact relative to their exposure to underlying assets. In certain circumstances, Strategic Investors will participate in governance arrangements or invest across multiple Clients or portfolio investments, which may give rise to conflicts of interest, including where such Strategic Investors have differing investment horizons, liquidity preferences or other requirements. In addition, preferential terms provided to Strategic Investors, including those arising from broader strategic or programmatic arrangements or from a Strategic Investor’s overall relationship with Ares (including where such Strategic Investors commit capital above specified thresholds across one or more Clients or strategies, or otherwise maintain a broader or ongoing investment relationship with Ares), may not be available to other Underlying Investors and, where such Strategic Investors invest in a Client, preferential terms arising outside such Client (including indirect or portfolio-wide benefits) are generally not subject to “most favored nation” or similar provisions of such Client, including where such provisions would otherwise permit Underlying Investors to elect more favorable terms. Such preferential terms may be determined based on a Strategic Investor’s aggregate commitments or relationship with Ares and may apply across multiple investments or strategies or be applied on a portfolio-wide or retrospective basis, which may have an effect on other Underlying Investors in a Client. As a result of these strategic relationships and related agreements, Underlying Investors in the same Client are, in certain circumstances, treated differently, including with respect to fees, expenses, access to investment opportunities, governance participation and other rights, and such differences create conflicts of interest that could adversely affect other Underlying Investors.

Third Party Involvement in Investments The participation of Co-Investors in an investment opportunity may be substantial and may involve greater risks than an investment in which there are no Co-Investors, and the risks may be even greater if they are third party CoInvestors. It is possible that a Co-Investor may at any time have economic or business goals that are inconsistent with a Client or be in a position to take action contrary to Ares’ objectives for the investment. Clients in certain circumstances may become liable for the actions or omissions of Co-Investors, including, without limitation, in connection with indemnification obligations jointly assumed by Clients and Co-Investors or any actions or omissions resulting in fees, costs or expenses that are not borne by Co-Investors depending upon circumstances.

Conflicts of Interest Relating to Ares Insurance Solutions and Aspida Ares Insurance Solutions provides advisory services to Aspida and manages assets on its behalf as part of its broader insurance solutions platform. Ares and its affiliates have also made, and may continue to make, equity and other capital investments in Aspida. These relationships give rise to a number of potential conflicts of interest. For example, Ares and its affiliates may have an incentive to allocate investment opportunities, financing opportunities or other resources to Aspida or to structure transactions in a manner that is favorable to Aspida, including in light of Ares’ economic interest in Aspida and the fees earned by Ares Insurance Solutions in connection with services provided to Aspida. Ares may also have the ability to influence the activities or investment decisions of Aspida, including with respect to asset allocation, capital deployment and the engagement of Ares or its affiliates for additional services. Aspida is not required to utilize Ares or its affiliates exclusively as investment manager and may engage unaffiliated third-party managers; however, Ares’ economic interests and service relationships with Aspida may give rise to conflicts of interest.

In certain circumstances, transactions between Aspida and Ares, including the establishment of new investment mandates for Aspida (such as dedicated accounts or similar arrangements managed by Ares), as well as related investments, financings or other arrangements, may give rise to additional conflicts of interest with respect to pricing, terms and allocation. Although Ares seeks to manage these conflicts in accordance with its fiduciary obligations, there can be no assurance that such conflicts will be fully mitigated.

Model Portfolio Risks Ares develops and makes, or will make, available to third-party investment platforms non-discretionary “model portfolios” that are entirely composed of Ares affiliated funds (“Model Portfolios”). The Model Portfolios are an asset allocation reference tool that will be available to third-party registered investment advisers and other financial institutions to assist in developing their own investment recommendations and managing their own client accounts. The Model Portfolios are subject to change, and are themselves not fund vehicles available for investment. They are for informational purposes only and are not intended to provide investment advice, be a recommendation regarding the use or suitability of the model, or any particular security or strategy. There is no assurance that investing in accordance with a Model Portfolio will provide positive performance over any period. Any content or information included in or related to a Model Portfolio, including descriptions, allocations, data, fund details and disclosures are subject to change. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor's interests, when redeemed, may be worth more or less than their original cost. While Ares does not charge a fee for the provision of Model Portfolios, Ares or its affiliates receive fees from the affiliated funds included in the Model Portfolios.

Risks Affecting Secondary Investments Certain Clients are privately offered pooled investment vehicles that acquire, and hold as investments, interests in underlying private equity, credit, venture capital, real estate and infrastructure funds. Such Clients are “secondary” funds of funds acquiring interests in the underlying funds from existing investors. Where a Client makes a secondary investment in an underlying fund by acquiring an interest in such underlying fund from an existing investor, the Client generally will not have the opportunity to negotiate the terms of the interests being acquired, other than the purchase price, or other special rights or privileges. In addition, Clients may receive in-kind distributions of securities from underlying funds. There can be no assurance that securities distributed in kind by underlying funds to Clients will be readily marketable or saleable, and such Clients may be required to hold such securities for an indefinite period and/or may incur additional expense in connection with any disposition of such securities.

Principal Transactions; Borrowing To the extent permitted in a Client’s Governing Documents and by applicable law, Ares may engage in transactions with a Client and its portfolio companies for its own account, including, for example, where an investment in a portfolio company has been bridged or otherwise warehoused by Ares or its affiliates (including through borrowing by a Client from Ares or its affiliates) prior to funding by a Client. Ares may retain any profit it makes from such transactions. Ares will, to the extent required by applicable law, obtain the prior consent of a Client for such transactions. Underlying Investors should note that the Governing Documents for a Client may authorize the advisory board or committee of a Client to provide such consent on behalf of such Client.

Valuation Risk Many of the investments made by our Clients are illiquid and thus have no readily ascertainable market prices. We value these investments based on our estimate, or an independent third party’s estimate, of their fair value as of the date of determination, which often involves significant subjectivity. There is no single standard for determining fair value in good faith and in many cases fair value is best expressed as a range of fair values from which a single estimate may be derived. We estimate the fair value of our investments based on third-party models, or models developed by us, which include discounted cash flow analyses, adjusted EBITDA and other techniques and may be based, at least in part, on independently sourced market parameters. The estimates and assumptions used in these

models include the timing and expected amount of cash flows, the appropriateness of discount rates used, and, in some cases, the ability to execute, the timing of and the estimated proceeds from expected financings, some or all of which factors may be ascribed more or less weight in light of the particular circumstances. The actual results related to any particular investment often vary materially as a result of the inaccuracy of these estimates and assumptions. Additionally, the exercise of discretion in valuation by Ares will give rise to conflicts of interest, because valuations (including a determination of when an investment should be written down or written off) could impact Ares’ track record. In addition, because many of the illiquid investments held by our Clients are in industries or sectors which are unstable, in distress or undergoing some uncertainty, valuations of such investments may be subject to rapid and/or significant changes caused by, among other matters, sudden company-specific or industrywide developments or significant market volatility. Because such valuations will be inherently uncertain, may fluctuate significantly over short periods of time and will be based on estimates and other material assumptions, our determinations of fair value may differ materially from the values that would have been used if a readily available market for these investments existed and may differ materially from the values that a Client may ultimately realize on such investments.

Conflicts of Interest in Determinations of Fair Value and Fee Base Adjustment Clients’ Governing Documents provide Ares with wide-ranging authority to make determinations, including those related to investment purchases and dispositions (and their timing), determinations of fair value and other matters that in each case have the potential to affect Ares’ compensation. In making such determinations, Ares is subject to potential conflicts of interest. As a general matter, the determinations of fair value and Fee Base Adjustments are subjective in nature and are highly dependent on the totality of the specific facts and circumstances with respect to each investment. In instances where a Client pays management fees on the basis of net asset value and/or fair value of investments and Ares personnel determine the fair value of the investments, such personnel will have a conflict of interest in determining fair value, as an investment’s loss in value will result in a decrease in management fees paid to Ares. Similarly, in instances where Clients pay management fees based on contributed capital, cost basis of investments or invested capital and the Clients’ Governing Documents contain specific provisions regarding the circumstances that would result in a Fee Base Adjustment, a conflict of interest exists because a determination of a Fee Base Adjustment will have a negative economic impact on Ares where there is a decrease in management fees. In addition, the amount and timing of carried interest or incentive fee received by Ares or its affiliates with respect to a Client will depend in part on the value of such Client’s assets and liabilities. Due to the subjective nature of determining the fair value of assets and liabilities, the amount of carried interest or incentive fee received, or the timing of receipt of such carried interest or incentive fee, could be different in respect to amount or timing had a readily available market value been available. Ares’ wide-ranging authority on the determination of Fee Base Adjustments under Clients’ Governing Documents, and the criteria used in valuing an investment, or determining whether an investment should result in a Fee Base Adjustment, have the potential to be subjective, to be influenced by market information and other factors and to vary over time. There can be no assurance that a third party or investor would agree with the substance or timing of Ares’ determination that an investment should result in a Fee Base Adjustment, and except as set forth in the Clients’ Governing Documents, Ares is not obligated to follow any third-party methodology in making its determination on whether an investment meets the relevant standards or whether value can be recovered or retained during the Client’s holding period, as applicable. As a general matter, the standards for determining that an investment should result in a Fee Base Adjustment are intended to be high and are not intended to apply to investments experiencing temporary declines in value. As a result, Ares is permitted to determine that even extremely distressed investments should not be subject to a Fee Base Adjustment. There can be no assurance that an investment, in hindsight, should have been subject to a Fee Base Adjustment or should have been subject to a Fee Base Adjustment at an earlier date. Because a determination of a Fee Base Adjustment will have a negative economic impact on Ares where there is a decrease in management fees, Ares faces potential conflicts of interest in determining whether an investment meets, or continues to meet, the relevant criteria for a Fee Base Adjustment.

Portfolio Company Due Diligence and Uncertainty of Financial Projections Before making portfolio investments, Ares will typically conduct due diligence that it deems reasonable and appropriate based on the facts and circumstances applicable to each portfolio investment. Due diligence may entail evaluation of important and complex business, financial tax, accounting, engineering, regulatory, environmental and legal issues, some of which may be based on information or projections by the target company. The due diligence investigation that we will carry out with respect to an investment opportunity may not reveal or highlight all relevant facts that may be necessary or helpful in evaluating such investment opportunity. General economic conditions, which are not predictable, along with other factors, may cause actual performance to fall short of projections that were used to establish a given portfolio investment’s capital structure. Outside consultants, legal advisors, accountants, investment banks and other third parties may be involved in the due diligence process to varying degrees depending on the type of investment. The uncertainty of financial projections may result in lower than expected returns on our Clients’ portfolio investments.

Investments Longer than Term Our Clients may make investments that they do not advantageously dispose of prior to the date such Client is dissolved, either by expiration of its term or otherwise. Although we generally expect that investments will be disposed of prior to dissolution or be suitable for in-kind distribution at dissolution, Ares and its affiliates have only a limited ability to extend the term of a Client with the consent of Underlying Investors or the advisory board of the Client, as applicable, and as a result our Clients may have to sell, distribute, or otherwise dispose of investments at a disadvantageous time as a result of dissolution. This may result in a lower than expected return on the investments.

Default Risk Underlying Investors in certain of our Clients make capital commitments to those Clients that we are entitled to call from those Underlying Investors at any time during prescribed periods. We depend on the Underlying Investors fulfilling and honoring their commitments when we call capital from them for those Clients to consummate investments and otherwise pay their obligations when due. As a result, a Client may be subject to costs, including break-up fees or damages, for unconsummated transactions if Underlying Investors default on their commitment to fund capital. The other Underlying Investors in such Client may be required to make additional contributions to replace such shortfall. Any default or excused investment by one or more Underlying Investors could have a deleterious effect on the Client, its assets and the interests of the other Underlying Investors in the Client.

Leverage A Client’s investment strategy may involve the use of leverage (whether on a temporary or long-term basis), including, but not limited to, the use of subscription lines, net asset value facilities, or repurchase agreements. A Client may also participate in leveraged acquisitions of portfolios of debt instruments. Such investments are inherently more sensitive to declines in revenues and to increases in expenses. Utilization of leverage is a speculative investment technique and involves risks to Underlying Investors. The leverage provided will result in interest expense and other costs incurred in connection with such borrowings, which may not be covered by available cash flows. In addition, a Client may enter into a subscription line with one or more lenders in order to finance its operations, including the acquisition, financing or refinancing of the Client’s investments. Because amounts borrowed under a subscription line typically are secured by pledges of the relevant general partner’s right to call capital from the limited partners, limited partners may be obligated to contribute capital on an accelerated basis if the Client fails to repay the amounts borrowed under a subscription line or experiences an event of default thereunder. While leverage may enhance total returns to Clients and their Underlying Investors, if investment results fail to cover borrowing costs, then returns will be lower than if there had been no leverage. In addition, the portfolio investments in which our Clients invest may use leverage for a variety of purposes, including, but not limited to, funding growth initiatives, leveraging existing investments to permit distributions or additional investments and bridging funding for investments in advance of capital calls. Leverage generally

magnifies opportunities for gain and risk of loss from a particular investment. The leverage used by our portfolio investments may take the form of indebtedness for borrowed money as well as financial leverage in the form of short sales, forward contracts, options, derivatives, and other similar transactions, which may expose our Clients to greater risks than if such portfolio investments did not use leverage. This leverage could accelerate and magnify declines in the value of our portfolio investments in a down market. Gains made with borrowed funds generally would cause the portfolio investments’ value to increase faster than without borrowed funds. However, losses incurred with borrowed funds would cause the portfolio investments’ value to decrease faster and more significantly than without the use of borrowed funds. A portfolio company financing from a subscription line, rather than from a Client-level equity commitment, has the potential to increase the Client’s returns, particularly in instances where the relevant amount has been drawn for an extended period of time. Money borrowed for the purpose of leveraging investments will also be subject to interest costs as well as financing, transaction and other fees and costs that may not be recovered by returns on the portfolio investments.

Subscription Facilities and Borrowing Pursuant to the terms of the Governing Documents, Clients are generally permitted to enter into subscription lines of credit or other borrowing arrangements with one or more lenders to finance their operations, including the acquisition, financing or refinancing of investments, and to reduce the frequency of capital calls to Underlying Investors. Borrowings under a subscription line are typically secured by pledges of the general partner’s right to call capital from Underlying Investors, and an event of default could require Underlying Investors to contribute capital on an accelerated basis. The use of subscription facilities results in additional expenses borne by Underlying Investors, including interest, commitment fees and other costs associated with establishing and maintaining the facility. In certain cases, the cost of borrowing may exceed an Underlying Investor’s own cost of capital, which could negatively affect that Underlying Investor’s individual returns. The use of borrowing affects the timing of capital calls and the calculation or presentation of investment performance. Because borrowing delays the deployment of investor capital, certain performance metrics (including internal rates of return) can be increased or otherwise affected by the use of such facilities. These effects enhance reported performance and benefit the marketing efforts of the general partner or its affiliates. The use of borrowing also creates conflicts of interest because the general partner has incentives to utilize borrowing rather than calling capital directly from Underlying Investors. In certain circumstances, borrowing affects the calculation of management fees or carried interest or influences the timing of capital calls. Borrowing arrangements can impose restrictions on a Client’s activities and require Underlying Investors to provide financial or other information to lenders. In addition, because borrowing delays capital calls, Underlying Investors can be required to fund larger capital calls on shorter notice when borrowings are repaid, creating potential liquidity risks for Underlying Investors.

Investment and Intermediate Entity-Level Borrowing Under the Governing Documents, Clients are generally permitted to incur indebtedness that is secured by Client assets and may utilize various forms of leverage, including asset-based borrowings, back leverage and net asset value facilities). Borrowing can occur directly at the Client level or through one or more intermediate entities (such as special purpose vehicles) and can include guarantees, credit support or other obligations in connection with financing arrangements relating to the Client’s investment activities. Clients can also provide guarantees, letters of credit or other credit support for borrowings incurred by intermediate entities or portfolio companies. In such circumstances, the Client bears the associated obligations, risks and costs even though other investors or owners of those entities generally do not share proportionately in those obligations but can benefit indirectly from the related financing. Although the Governing Documents can

impose limits on borrowings at the Client level, portfolio companies and intermediate entities generally are not subject to the same limitations and can incur additional leverage.

Derivative Risk Certain Clients are permitted to engage in certain derivative transactions, including swaps, short sales, forward contracts or options (together, the “Derivative Instruments”) or hedging transactions that are intended to reduce the Client’s equity, debt, currency or interest rate exposure. The use of Derivative Instruments, even when used with the intent to reduce the risks associated with the Client’s investments, involves additional expenses as well as risks that are different from those of the Client’s direct or indirect investments, including the possible default by the counterparty to a transaction and the illiquidity of the Derivative Instrument acquired by the Client relating thereto. Unanticipated changes in securities prices, interest rates or currency exchange rates may result in a poorer overall performance for the Client than if it had not entered into any such derivative transaction. In addition, any hedging transaction into which the Client enters may be imperfect, including as a result of the timing at which such derivative transaction is entered into, leaving the Client exposed to some risk from the position that was intended to be protected. The successful use of hedging strategies depends upon the availability of a liquid market and appropriate hedging instruments and there can be no assurance that a Client will be able to close out a position when deemed advisable by Ares or its affiliates. In addition, a Client’s portfolio companies may enter into derivative transactions that may expose the Client to the risks indicated above. Any Client or Underlying Investor should carefully review the Governing Documents related to such investment vehicle regarding a Client’s use of derivatives.

Counterparty Risk Many of our Clients depend on the services of banks, prime brokers, custodians, counterparties, administrators, investment banks, clearinghouses, exchanges, lenders and other agents to carry out certain transactions on behalf of the Client. The terms of these contracts are often customized and complex, and many of these arrangements occur in markets or relate to products that are not subject to regulatory oversight. A Client is subject to the risk that the counterparty to one or more of these contracts defaults, either voluntarily or involuntarily, on its performance under the contract or experiences insolvency, closure, seizure, receivership or other financial distress or difficulty (each, a “distress event”). Any such distress event may occur suddenly and without notice to Ares. Moreover, if a counterparty defaults, Ares may be unable to take action to cover a Client’s exposure, either because it lacks contractual recourse or because market conditions make it difficult to take effective action. This inability could occur in times of market stress, which is when defaults are most likely to occur. If a financial institution such as a bank or broker experiences a distress event, Ares and its affiliates, our Clients and/or their portfolio companies may be unable to access deposits, borrowing facilities or other services, either permanently or for an indeterminate period of time. Although assets held by regulated financial institutions in the United States frequently are insured up to stated balance amounts by organizations such as the Federal Deposit Insurance Corporation, in the case of banks, and the Securities Investor Protection Corporation, in the case of certain broker-dealers, amounts in excess of the relevant insurance are subject to risk of total loss, and any nonU.S. financial institutions that are not subject to similar regimes pose potentially increased risk of loss. In the event of the insolvency of a prime broker, custodian, counterparty or any other party that is holding assets of a Client as collateral, a Client might not be able to recover equivalent assets in full as it will rank among the prime broker’s, custodian’s or counterparty’s unsecured creditors in relation to the assets held as collateral. In addition, the Client’s cash held with a prime broker, custodian or counterparty generally will not be segregated from the prime broker’s, custodian’s or counterparty’s own cash, and the Client may therefore rank as an unsecured creditor in relation thereto and may not be able to recover the full amount of the cash held on the Client’s behalf. In connection with certain loan transactions entered into by our Clients, a financial intermediary such as an investment bank may arrange loans and hold assets on behalf of investors participating in such loan, including a

Client. If such financial intermediary becomes insolvent or bankrupt, there is significant uncertainty as to whether creditors of such intermediary have access to the assets related to such loans depending on such financial intermediary’s role in such transaction and a Client may not be able to recover such assets held by such financial intermediary. Any distress event has a potentially adverse effect on the ability of Ares to manage its Clients and their portfolio companies, and on the ability of Ares, any Client or any portfolio company to maintain operations, which in each case could result in operational burdens, significant losses and unconsummated investment acquisitions and dispositions. Although Ares seeks to do business with counterparties that it believes are creditworthy and capable of fulfilling their respective obligations to the Clients, Ares is under no obligation to use a minimum number of financial institutions or other counterparties with respect to any Client, or to maintain account balances at or below the relevant insured amounts.

Misconduct by Employees or Service Providers Misconduct by (i) our employees, (ii) portfolio company directors, officers or employees, and (iii) service providers to the foregoing and/or their respective affiliates could undermine the due diligence efforts of a Client and/or the general partner and cause significant losses to a Client. Misconduct may include entering into transactions without authorization, the failure to comply with operational and risk procedures, including due diligence procedures, misrepresentations as to investments being considered by a Client, the improper use or disclosure of confidential or material non-public information, or sexual or other harassment, which could result in litigation or serious financial harm, including limiting a Client’s business prospects or future marketing activities, and non-compliance with applicable laws or regulations (and the concealing of any of the foregoing). Such activities may result in reputational damage, litigation, business disruption, market or industry segment volatility and/or financial losses to a Client. Ares has controls and procedures through which we seek to minimize the risk of such misconduct occurring; however, no assurances can be given that such misconduct will be able to be identified or prevented.

Conflicts Arising from Service by Our Investment Professionals on Portfolio Investment Boards of Directors Our investment professionals may serve on the boards of directors or in other similar capacities of our portfolio investments, including those of our Clients, by virtue of the governance agreements we typically negotiate with portfolio investments in connection with an investment. While the interests of a Client as a shareholder in a portfolio investment generally align with the interests of shareholders more broadly, it is possible that our professionals’ fiduciary duties to the portfolio investments and its shareholders as directors will conflict with the interests of the Client. For example, it may be inconsistent with a director’s fiduciary duties to share information he or she receives regarding the relevant portfolio investment with personnel overseeing an investment in a different portfolio investment even though that information would be beneficial to the other portfolio investment and hence some Clients. Additionally, such positions could impair the ability of a Client to sell the securities of an issuer in the event a director receives material non-public information by virtue of his or her role, which would have an adverse effect on the Client. Furthermore, personnel serving as a director to a portfolio investment owes a fiduciary duty to the portfolio investment, on the one hand, and the relevant Client, on the other hand, and such personnel may be in a position where he or she must make a decision that is either not in the best interest of the Client, or is not in the best interest of the portfolio investment.

Conflicts Arising from Investment Activities of Certain Clients – Possession of Material NonPublic Information Certain Clients regularly obtain confidential, non-public information regarding portfolio companies, potential portfolio companies, and other investment opportunities. In some cases, this information may constitute material non-public information. With limited exceptions, Ares does not maintain permanent information barriers among many of its investment businesses. As a result, non-public information received by one investment team is generally

imputed to other investment professionals across the platform, including personnel responsible for making investment decisions for other Clients. Certain Clients regularly trade securities and debt instruments in the secondary market. In the absence of an information barrier, a Client’s receipt of material non-public information on a particular company would, as a result of securities laws or applicable industry conventions (such as with respect to secondary loan trading), generally restrict the trading activities of Clients with respect to that company. In addition, confidentiality agreements entered into in connection with investment opportunities often contain restrictions, such as standstill provisions, that could prohibit a Client from acquiring additional securities or pursuing a transaction involving the applicable company for a specified period of time, which may be lengthy and could materially restrict the Client’s investment flexibility with respect to that company. In certain circumstances, Ares will have an incentive to avoid taking actions for one Client that would impede the operation of another Client. For example, Ares may, on behalf of a Client decline to receive non-public information on a company or otherwise pursue an investment opportunity if doing so would prevent other Clients from trading securities or debt instruments currently in their portfolio or of interest to them. The terms of certain Governing Documents also may affect the ability of one Client to trade in securities of an issuer in which another Client invests. Ares maintains policies and procedures reasonably designed to manage the handling of material non-public information; however, such controls may not mitigate all circumstances. As a result, there is a risk that Ares or its investment professionals or other personnel could purchase or sell a security at a time when Ares is, including constructively, in possession of material non-public information. Any inadvertent trading while in possession of material non-public information could result in the imposition of regulatory or financial sanctions and, consequently, adversely affect our ability to provide investment management services to Clients. In limited circumstances, Ares implements temporary information barriers to restrict the transfer of non-public information between Clients to mitigate these risks. When such temporary information barriers are in place, the affected Clients may not have access to certain investment personnel or information across the Ares platform, which could limit the benefits they otherwise might receive from our broader expertise. Ares has also established permanent information barriers for certain business strategies or segments where more formal separation has been determined to be appropriate. These information barriers are designed to restrict the flow of confidential or material non-public information between designated investment teams and other parts of the Ares platform. For example, Ares has implemented a one-way information barrier with respect to the Secondaries Group’s investment activities in order to limit the flow of confidential or material non-public information obtained in connection with such activities to other parts of the Ares platform. There could be circumstances in which one or more individuals, including investment professionals and investment committee members otherwise involved in investment activities, will be precluded from providing services to Clients or from being involved in specific investment related activities or decisions because of certain confidential information available to those individuals or to other parts of Ares or because of other applicable legal or regulatory restrictions resulting from their involvement. In such circumstances, applicable legal or regulatory restrictions (or applicable information barrier policies and procedures or other related compliance policies) could require such investment professionals and committee members to recuse themselves from the relevant investment committees or otherwise from participating in investment activities or decisions relating to Clients’ investments.

Cybersecurity Risks We and our service providers and other market participants depend on complex information technology and communications systems to efficiently conduct business functions. These systems are subject to a number of different threats or risks that could adversely affect our Clients and/or Underlying Investors, despite our efforts and the efforts of our service providers to adopt controls, processes and practices intended to mitigate these risks and protect the security of computer systems, software, networks and other technology assets, as well as the

confidentiality, integrity and availability of information belonging to a Client or Underlying Investors. For example, unauthorized third parties may attempt to improperly access, modify, disrupt the operations of, or prevent access to our systems, the systems of our service providers, counterparties or data within these systems. Third parties may also attempt to fraudulently induce employees, Underlying Investors, third-party service providers or other users of our systems to disclose personal or other sensitive information in order to gain access to our data or that of our Clients and Underlying Investors. A successful penetration or circumvention of the security of our systems or those of our service providers could result in the loss or theft of an Underlying Investor or Client data, the inability to access electronic systems, loss or theft of proprietary information or corporate data, physical damage to a computer or network system or costs associated with system repairs. Such incidents could cause our Clients, service providers or us to incur regulatory penalties, reputational damage, additional compliance costs or financial loss. Similar types of operational and technology risks are also present for our Clients’ portfolio companies, which could have material adverse consequences for such portfolio companies and may cause a Client’s investments to lose value.

Artificial Intelligence and Machine Learning Recent technological advances in artificial intelligence and machine learning technologies (collectively, “AI Technologies”), as well as the rapid growth and widespread use thereof, have the potential to pose risks to Ares, our Clients and/or their portfolio investments. AI Technologies have the potential to result in significant and disruptive changes in companies, sectors or industries, including those in which our Clients invest, and any such changes could render certain aspects of Ares’ investment process obsolete or create new and unpredictable operational, legal and/or regulatory risks. To the extent competitors of Ares, our Clients and/or their portfolio investments make more efficient or extensive use of AI Technologies, there is a possibility that such competitors will gain a competitive advantage. Many jurisdictions have passed or are considering laws and regulations concerning AI Technologies, which could adversely affect Ares, our Clients, their portfolio investments, and their respective operations. Additionally, Ares, our Clients and the portfolio investments could be further exposed to the risks of AI Technologies if third-party service providers or any counterparties, whether or not known to Ares, use AI Technologies in their business activities. Ares will not be able to control the implementation of AI Technologies in third-party products or services, including those provided by Ares’s and its affiliates’ service providers. Additionally, Ares reserves the right to use AI Technologies in connection with Ares’ business activities, including to support Ares’ due diligence and investment activities. Such use involves risks, including the potential generation of inaccurate, flawed or biased outputs, infringement or misappropriation of third-party intellectual property rights, the improper collection, disclosure, use, or retention of personal data, confidential data, or sensitive business information, cybersecurity vulnerabilities and misuse or unauthorized disclosure of confidential information. AI Technologies are generally highly reliant on the collection and analysis of large amounts of data, and it is not possible or practicable to incorporate all relevant data into the model that AI Technologies use to operate. Certain data in AI Technologies potentially will contain a degree of inaccuracy and error and could otherwise be inadequate or flawed, which would be likely to degrade the effectiveness of such AI Technologies. Even where AI Technologies are utilizing accurate data, they may, nonetheless, output results that contain, in whole or in part, inaccurate information, which may be difficult or impossible to identify, and it may be difficult or impossible to modify such AI Technologies to eliminate these occurrences. Additionally, the ongoing development, maintenance and operation of AI Technologies is expensive and complex, and may involve unforeseen difficulties including material performance problems and undetected defects or errors. Any such inaccuracies or errors could have adverse impacts on the operations and/or performance of Ares, the affiliated funds and/or the portfolio investments. In addition, use of AI Technologies poses various risks related to confidentiality, privacy and cybersecurity. Ares personnel also could utilize AI Technologies in contravention of any policies, confidentiality agreements or applicable law. Any of such risks or misuse could have an adverse effect on Ares, its Clients and/or the portfolio investments. AI Technologies and their applications, including in the financial sector, continue to develop rapidly, and it is impossible to predict the future risks that have the potential to arise from such developments. Any of the foregoing factors could have a material and adverse effect on Ares, our Clients and/or their portfolio investments.

Use of Quantitative Models, Data and Analytics Certain of Ares’ strategies employ proprietary quantitative models, as well as models and/or systems developed by third parties and made available to Ares, including tools and analyses developed by Ares’ Quantitative Research Group (“QRG”), which supports investment teams in areas such as sourcing, underwriting and risk management. Models, tools and data are subject to limitations, including errors, omissions, imperfections, and malfunctions. Further, most investment models cannot fully match the complexity of the financial markets and therefore sudden unanticipated changes in underlying market conditions can significantly impact performance. As market dynamics shift over time (for example, due to changed market conditions and participants), models that were previously effective often become outdated or inaccurate, potentially without recognition by Ares before substantial losses are incurred. There can be no assurance that Ares will be successful in developing, maintaining or applying effective quantitative models, tools or analytical frameworks. In addition, Ares selects and utilizes data based on a variety of considerations, including cost, availability and perceived relevance. Certain data, while potentially useful, is not cost effective to gather due to technology costs or vendor costs and therefore, Ares will not utilize such data or incorporate such data into Ares’ models. There is no guarantee that any specific data or type of data will be utilized by Ares in generating investment models nor is there any guarantee that the data utilized by Ares will be the most accurate data available, or free from errors or omissions. Where investment models, tools or data prove to be incorrect, misleading or incomplete, or are applied inappropriately, any decisions made in reliance thereon will expose the Client to risks, including the loss of assets or investment performance. There can be no assurance that the use of quantitative models, data or analytics, including those developed by QRG, will result in improved investment performance or outcomes.

Limitations of Mathematical Models The investment strategies of certain Clients are based on research into historical data and the application of that research to the development of mathematical models that attempt to forecast returns, risk, correlation and transaction costs, and that attempt to identify and exploit market trends. Mathematical models are approximate representations of reality, but they may be incomplete and/or flawed and there is an inherent risk that any forecasts derived from them may be inaccurate, particularly if the research or models are based on, or incorporate, inaccurate assumptions or data. Most mathematical models cannot fully match the complexity of the financial markets and therefore sudden unanticipated changes in underlying market conditions can significantly impact performance. Assumptions or data may be inaccurate from the outset or may become inaccurate as a result of many factors such as changes in market structure, increased government intervention in markets or growth in assets managed in accordance with similar investment strategies. In particular, such factors may make an investment strategy less effective because they may lessen the prospect of identified trends and relationships occurring or continuing in the future. As a result of the above, Ares may not generate profitable trading signals for the investment strategies of certain Ares Clients and consequently the strategy may suffer losses. It is not expected that any data inaccuracies, model inaccuracies, or inaccuracies in updates made to such models and/or its underlying data which are detected by Ares will be reported to the Underlying Investors. In addition, some of the models used by Ares are predictive in nature. The use of predictive models has inherent risks. For example, such models may incorrectly forecast future behavior, leading to potential losses on a cash flow and/or a mark-to-market basis. In addition, in unforeseen or certain low-probability scenarios (often involving a market disruption of some kind), such models may produce unexpected results, which can result in losses for Ares and consequently the Underlying Investors. Furthermore, because predictive models are usually constructed based on historical data supplied by third parties, the success of relying on such models may depend heavily on the accuracy and reliability of the supplied historical data.

Risk of Programming and Modeling Errors and Coding The research and modeling process engaged in by Ares is extremely complex and involves financial, economic, econometric and statistical theories, research and modeling; the results of that process must then be translated into computer code. Although Ares seeks to employ individuals skilled in each of these functions and to provide appropriate levels of oversight, the complexity of the individual tasks, the difficulty of integrating such tasks, and the limited ability to perform “real world” testing of the end product raises the chances that the finished model may contain errors; one or more of such errors could adversely affect the Client’s performance. There can be no assurance that Ares would become aware of such errors within a specified timeframe or at all, or that any such errors would be notified to Underlying Investors. Degradation or the impact of these programming errors can also compound over time. Additionally, Ares typically does not utilize design documents or specifications when building its proprietary software. Therefore, the proprietary software code generally serves as the only definitive documentation and specification for how such software should perform. The Firm will detect certain coding errors that it chooses, in its sole discretion, not to address or fix. Ares will not perform a materiality analysis on many of the errors it discovers.

Social Media and Publicity Risk The use of social networks, message boards, internet channels and other platforms has become widespread within the United States and globally. As a result, individuals now have the ability to rapidly and broadly disseminate information or misinformation, without independent or authoritative verification. Any such information or misinformation regarding Ares, our Clients or their portfolio companies could have a material and adverse effect on the value of our Clients.

Controlled Group Risks Under ERISA, members of certain “controlled groups” of “trades or businesses” may be jointly and severally liable for contributions required under any member’s tax-qualified defined benefit pension plan and under certain other benefit plans. Further, if any member’s tax-qualified defined benefit pension plan were to terminate, underfunding at termination would be the joint and several responsibility of all controlled group members, including members whose employees did not participate in the terminated plan. Similarly, joint and several liability may be imposed for certain pension plan related obligations in connection with the complete or partial withdrawal by an employer from a multiemployer pension plan. Depending on a number of factors, including the level of ownership held by our Clients in a particular portfolio company, a Client may be considered to be a member of a portfolio company’s “controlled group” for this purpose, and thus may be liable for the underfunded pension liabilities of such portfolio company.

Transfer Restrictions An investment in a Client may require a long-term commitment, with no certainty of return on investment or return of advances. Interests in a Client have not been registered under the securities laws of any state or other jurisdiction and cannot be resold except as permitted pursuant to applicable securities laws. There is no public market for these interests, and none is expected to develop. An Underlying Investor in a Client will also generally not be permitted to assign its interest in such Client without the prior consent of the general partner of such Client, which may be withheld by the general partner in its sole discretion, and any such transfer may result in costs paid by the parties to the transfer.

Litigation Risk A Client’s investment activities may subject it to risks of becoming involved in litigation or other disputes with third parties. The outcome of such proceedings may materially and adversely affect the value of the Client’s investments and may continue without resolution for long periods of time. Litigation entails expense and the possibility of counterclaims against the Client, Ares or its affiliates and ultimately judgments may be rendered against the Client

for which the Client may not carry insurance. Any litigation may consume substantial amounts of time and attention, and that time and the devotion of these resources to litigation may, at times, be disproportionate to the amounts at stake in the litigation. The expense of prosecuting or defending any such disputes or paying any amounts pursuant to settlements or judgments will be borne by a Client and will reduce amounts available for distribution to the investors. Pursuant to the terms of a Client’s Governing Documents, Ares and its affiliates will be indemnified by the Client in connection with such disputes, subject to certain limitations. In recent periods, there has been increased activity by certain activist and other organized groups in opposition to certain investments made by and activities of private funds. Such groups may contact or otherwise seek to engage with government and regulatory bodies and fund investors, including public pension funds, to criticize or challenge certain investments, which could lead to negative publicity that could adversely affect Ares’ reputation. In addition, negative publicity relating to high-profile defaults, bankruptcies, or broader developments within the private credit industry, even where Ares and its affiliates are not directly involved, could adversely impact perceptions of Ares and its investment strategies.

Contingent Liability on Disposition of Investments Many of our Clients’ investments will be focused in private securities. In connection with the disposition of an investment in private securities, a Client may be required to make representations about the business and financial affairs of the portfolio company typical of those made in connection with the sale of a business. A Client also may be required to indemnify the purchasers of such investment to the extent that any such representations are inaccurate or with respect to certain potential liabilities or other liabilities. The obligations of the Client would be payable from the assets of the Client, including the unused commitments of the Underlying Investors. If the assets of the Client are insufficient to pay such obligations, the Underlying Investors may be required to return distributions previously made to them in order to satisfy such obligations.

Client Expenses A Client will pay and bear Organizational and Administrative Expenses, Sourcing and Diligence Expenses, and Oversight Expenses related to its operations. The amount of these Client expenses will be substantial and will reduce the actual returns realized by Underlying Investors on their investment (and may, in certain circumstances, reduce the amount of capital available to be deployed by a Client in investments). These expenses include recurring and regular items, as well as extraordinary expenses for which it may be hard to budget or forecast. As a result, the amount of expenses ultimately called or called at any one time may exceed expectations. As described further in the Governing Documents, operating expenses encompass a broad swath of expenses and include all expenses of operating the Client. Expenses to be borne by the general partner of the Client or Ares are only limited to those items specifically enumerated in the Governing Documents (such as rent for office space, office furniture and salaries of its employees), and all other operating expenses will be borne by the Underlying Investors. Ares and its affiliates expect to be required to decide whether costs and expenses are to be borne by the Client, on the one hand, or the general partner, Ares or its affiliates, on the other, and/or whether certain costs and expenses should be allocated between or among multiple Clients. Ares will make such judgments notwithstanding its interest in the outcome, but Underlying Investors should be aware that these judgments are subjective in nature and pose the potential for a conflict of interest.

Advisory Board Under the Governing Documents, a Client’s advisory board is generally authorized to review and waive compliance with certain provisions thereof, including consenting to conflict of interest situations, or by providing certain approvals or consents that may be required by applicable U.S. federal securities laws. Pursuant to the terms of the Governing Documents, all limited partners are bound by the determinations of the advisory board, regardless of whether an individual limited partner is represented by a member of the advisory board. A Client’s advisory board is expected to be comprised of representatives of limited partners with divergent interests, objectives, regulatory

treatment, tax sensitivities, portfolio compositions, experience and other factors. In addition, certain advisory board members are expected to have various business and other relationships with Ares (including longstanding or strategic investing relationships) and its partners, employees and affiliates. In certain circumstances, these factors will influence advisory board members to be more aligned with the view of Ares and the relevant general partner and, therefore, to favor proposals brought to the advisory board. In other circumstances, these factors will make advisory board members more likely to oppose these proposals. Advisory board members are expected to be subject to potential conflicts of interest when approving or rejecting proposals based on factors that are applicable to the limited partners they individually represent, rather than considerations that are relevant to limited partners as a whole. In many cases, limited partners (including limited partners making commitments in excess of certain amounts) are expected to request (by side letter or otherwise) a role on the advisory board, and Ares expects to be subject to varying incentives and potential conflicts of interest in determining which limited partners will be permitted to appoint a representative thereto. A general partner is authorized to appoint limited partners to the advisory board of its Client in its sole discretion, and is permitted to consider various factors including the timing and amount of a limited partner’s commitment to a Client or future Client, their perception of a limited partner’s effectiveness on an advisory board, legal and regulatory considerations, the interests of the limited partner and the degree to which they are likely to align with the relevant Client and the general partner, and other factors. Ares is typically permitted to seek the consent of the relevant Client advisory board(s) to approve conflicts, although, based on these varying incentives, limited partners should not expect that every vote cast by an advisory board member, or decision made by an advisory board as a whole, will fully represent their individual interests.

Illiquidity of Client Assets Many of our Clients invest in securities that are not publicly traded. In many cases, our Clients may be prohibited by contract or by applicable securities laws from selling such securities for a period of time. Our Clients generally cannot sell these securities publicly unless either their sale is registered under applicable securities laws or an exemption from such registration is available. Accordingly, our Clients may be forced, under certain conditions, to sell securities at a loss. The ability of many of our Clients, particularly our Private Equity Group Clients, to dispose of these investments is heavily dependent on the public equity markets. For example, the ability to realize any value from an investment may depend upon the ability of the portfolio company in which such investment is held to complete an initial public offering. Even if the securities are publicly traded, large holdings of securities can often be disposed of only over a substantial period of time. Moreover, because the investment strategy of many of our Clients, particularly our Private Equity Group Clients, often entails our having representation on public portfolio company boards, our Clients may be restricted in effecting such sales only during limited trading windows, exposing the investment returns to risks of downward movement in market prices during the intended disposition period. In addition, our Credit Group Clients may hold investments in portfolio companies of such Private Equity Group Clients on which we have board representation and be restricted for extended periods of time from selling their investments. As such, our Clients may experience substantial losses as a result of holding such investments over a considerable period of time.

Limited Control of Underlying Investments A Client may not have the right to participate in the management of some investments. Investments by many of our Clients will include debt instruments and equity securities of companies that we do not control. Such instruments and securities may be acquired by our Clients through trading activities or through purchases of securities from the issuer. In addition, our Clients may seek to acquire minority equity interests more frequently and may also dispose of a portion of their majority equity investments in portfolio companies over time in a manner that results in a Client retaining a minority investment. Furthermore, while certain of our Clients will potentially make “toe-hold” distressed debt investments in a company with the intention of obtaining control, there is no assurance that a control position may be obtained and such Client may retain a minority investment. To the extent that a Client does not acquire a controlling interest in a portfolio company, the day-to-day operations of such portfolio company will be the responsibility of such company’s management team. In such instances, a Client is subject to the risk that a

portfolio company may make business decisions with which Ares disagrees, and the stockholders and management of such company may take risks or otherwise act in ways that do not serve a Client’s interests. As a result, a portfolio company may make decisions that could decrease the value of a Client’s investment and, in turn, have a material adverse effect on the value of the interests.

Lack of Diversification and Portfolio Concentration While diversification is generally an objective of our Clients, there can be no assurance as to the degree of diversification, if any, that will be achieved in any Client investments. Difficult market conditions or slowdowns affecting a particular asset class, geographic region or other category of investment could have a significant adverse impact on a Client if its investments are concentrated in that area, which would result in lower investment returns. This lack of diversification may expose a Client to losses disproportionate to market declines in general if there are disproportionately greater adverse price movements in the particular investments. If a Client holds investments concentrated in a particular issuer, security, asset class or geographic region, such Client may be more susceptible than a more widely diversified investment partnership to the negative consequences of a single corporate, economic, political or regulatory event. Certain Clients focus or tend to hold investments that are concentrated in a particular issuer, security, asset class or geographic region, and may have a limited number of targeted investments. As such, some Clients may be more susceptible than a more widely diversified investment strategy to the negative consequences of a single corporate, economic, political or regulatory event. These Clients may at certain times hold large positions in a relatively limited number of investments. These more concentrated strategies could be subject to significant losses when holding a relatively large position in a single issuer, industry, market or a particular type of investment declines in value, and the losses could increase even further if the investments cannot be liquidated. Accordingly, a lack of diversification and a specified concentration in asset classes or markets could adversely affect a Client’s performance.

Conflicts Arising from Continuation Vehicles and GP-Led Secondary Transactions Ares reserves the right to establish one or more investment vehicles for the purpose of purchasing one or more investments from a Client (sometimes, but not always, where the selling Client is approaching the end of its term) in connection with, or alongside another Client making an investment (such vehicles, “Continuation Vehicles” and such transactions, “Continuation Transactions”). In certain Continuation Transactions, investors in the selling Client are provided the opportunity to elect either to sell their interests in the applicable underlying investments for cash or to roll over some or all of such interests into the applicable Continuation Vehicle. The Continuation Vehicle may also admit new investors, which generally provides liquidity to investors electing to sell. As a result of differing investor elections, the transfer of an underlying investment to a Continuation Vehicle results in certain investors exiting their investment while other investors continue their exposure to the investment through the Continuation Vehicle. In such circumstances, the general partner of the selling Client, Ares and/or its affiliates (including other Clients) dispose of or retain interests in the underlying investment at different times and may take actions with respect to the investment that differ from those taken by investors making different elections. Additionally, in such circumstances, Ares and/or its affiliates are acting on behalf of, and making the investment decision for, both the Client and the applicable Continuation Vehicle. As a result, Continuation Transactions involve conflicts of interest in connection with a proposed sale by a Client of one or more assets to another Client, in this case between the Client and the Continuation Vehicle. These conflicts include, among others, conflicts in determining whether to pursue a Continuation Transaction rather than an outright sale to an unaffiliated third party or continued hold within the existing Client, the timing of such transaction, the valuation of the underlying investments, the transaction price and structure, the selection of counterparties, and the allocation of rights among participating investors.

In Continuation Transactions, Ares and its affiliates expect to receive management fees, carried interest and other compensation from both the selling Client and the Continuation Vehicle. In certain circumstances, carried interest with respect to the selling Client may be crystallized or otherwise realized in connection with a Continuation Transaction. In addition, new or additional management fees, incentive compensation or other economics are expected to be payable to Ares and its affiliates in respect of the Continuation Vehicle, and Ares or its affiliates may also receive transaction, structuring, financing, monitoring or similar fees. These arrangements create economic incentives for Ares in connection with Continuation Transactions and result in additional fees and expenses at the Continuation Vehicle level, such that investors in the Continuation Vehicle bear fees and expenses separate from, and in addition to, those previously borne by the selling Client. In addition, certain Clients may be permitted to invest in Continuation Vehicles only on a reduced or no-fee and/or no carried interest basis pursuant to their Governing Documents, while other Clients may invest on a fee- and carried interest-bearing basis, which may result in multiple Clients investing in the same underlying Continuation Vehicle on different economic terms. In certain circumstances, purchasers of interests in a Continuation Vehicle will be offered the opportunity to make investments in other Clients or to commit capital to future Clients (sometimes referred to as “stapled” arrangements). Such arrangements create conflicts of interest by incentivizing Ares to favor certain investors due to the potential for Ares and its affiliates to earn additional management fees or other compensation in respect of related investments or commitments, and could influence the price or terms offered in connection with the Continuation Transaction. Conflicts of interest also arise with respect to the allocation of fees and expenses incurred in connection with a Continuation Transaction. Such fees and expenses include advisory, legal, valuation, diligence, structuring and financing costs. Ares has discretion, subject to the applicable Governing Documents, to allocate certain fees and expenses solely to selling investors, solely to investors in the Continuation Vehicle, or among participating Clients. If a proposed Continuation Transaction is not consummated, one or more Clients are expected to bear some or all of the related transaction expenses, including expenses that would have benefited only certain subsets of investors had the transaction closed. Ares may mitigate these conflicts through processes such as obtaining third-party valuations or fairness opinions, seeking approval from a Client’s advisory board or committee, or implementing other procedural safeguards; however, these mechanisms are designed to manage, rather than eliminate, the conflicts described above. The resulting Continuation Transaction terms reflect this context and are not necessarily equivalent to those that would be obtained in a fully arm’s-length sale to an unaffiliated third party. Continuation Transactions and GP-led secondary transactions are subject to increased regulatory scrutiny and evolving market practices. As regulatory expectations and industry standards continue to develop, Ares and its Clients face increased compliance obligations and regulatory risk in connection with such transactions.

Investments in Privately Held Middle-Market Companies Certain Clients invest in privately held U.S. middle-market companies. Investments in privately held middle-market companies involve a number of significant risks, including the following:

these companies may have limited financial resources and may be unable to meet their obligations, which may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of a Client realizing any guarantees such Client may have obtained in connection with such investment;

they typically have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns;

they typically depend on the management talents and efforts of a small group of persons; therefore, the death, disability, resignation or termination of one or more of these persons could have a material adverse impact on a Client’s investment;

they generally have less predictable operating results and may require substantial additional capital to support their operations, finance expansion or maintain their competitive position;

they may have difficulty accessing the capital markets to meet future capital needs; and

there is ordinarily a more limited secondary trading market for the sale of interests in smaller, private companies, which may limit exit opportunities for our Clients.

Risks Affecting Debt Instruments Generally Certain Clients invest in our credit strategies. Debt instruments held by such Clients are subject to general market and credit and interest rate risks. Credit risk refers to the likelihood that an obligor will default on the payment of principal, interest or other amounts owed on an instrument. Financial strength and solvency of an obligor are the primary factors influencing credit risk. In addition, lack or inadequacy of collateral or other assets expected to be the source of repayment or credit enhancement for a debt instrument may affect its credit risk. Credit risk may change over the life of an instrument and debt instruments that are rated by rating agencies are subject to downgrade at a later date. Interest rate risk refers to the risks associated with market changes in interest rates. Interest rate changes may affect the value of a debt instrument indirectly (especially in the case of fixed rate obligations) or directly (especially in the case of instruments whose rates are adjustable). In general, rising interest rates will negatively affect the price of a fixed rate debt instrument and falling interest rates will have a positive effect on the price of a fixed rate debt instrument. Adjustable-rate instruments also react to interest rate changes in a similar manner although generally to a lesser degree (depending, however, on the characteristics of the reset terms, including the index chosen, frequency of reset and reset caps or floors, among other factors). Interest rate sensitivity is generally more pronounced and less predictable in instruments with uncertain payment or prepayment schedules. Structured investment products are complex instruments and typically involve a high degree of risk. In addition, rating agencies may be involved in rating securities of one or more Structured Product Vehicles and such published ratings criteria or methodologies for securities may be changed by the rating agencies in the future which could impact any such Structured Product Vehicle’s ability to make capital contributions to one or more other Clients in which such Structured Product Vehicle has invested or expects to invest, or to any portfolio company in which such Structured Product Vehicle has invested or expects to invest in alongside one or more other Clients. Please see “– Material Risks – Ares Clients Involving Structured Products” for further discussion.

U.S. Taxation on Carried Interest U.S. federal income tax law treats certain allocations of capital gains to service providers by partnerships, such as certain of our Clients, as short-term capital gain (taxed at higher ordinary income rates) unless the partnership has held the asset that generated such gain for more than three years. This creates potential for conflicts of interest between Ares and its Clients. For example, we could cause the relevant fund to borrow more frequently, in greater amounts, or for longer periods; hold investments for longer than it would absent adverse tax consequences to the General Partner from a shorter holding period; or waive or defer the distribution or allocation of carried interest, potentially changing the character or amount of income allocated to Client incentives.

Highly Leveraged Borrowers The issuers of debt in which a Client may invest are likely to be highly leveraged, which may have adverse consequences to these companies and to a Client as an investor. Leverage generally magnifies both the Client’s opportunities for gain and its risk of loss from a particular investment. The use of leverage also imposes restrictive financial and operating covenants on a company, in addition to the burden of debt service, and the leverage may

impair these companies’ ability to operate their business as desired and/or finance their future operations and capital needs. As a result, these companies’ flexibility to respond to changing business and economic conditions and to take advantage of business opportunities may be limited. Further, a leveraged company’s income and net assets will tend to increase or decrease at a greater rate than if borrowed money were not used. A borrower’s leverage may adversely impact a Client in a number of ways, such as creating a greater possibility of default or bankruptcy of the borrower. It is also possible that the pledging of collateral (if any) to secure debt could be found to constitute a fraudulent conveyance or preferential transfer which would be nullified or subordinated to the rights of other creditors of the borrower under applicable law.

Risks of Subordinated Loans Certain Clients invest in loans or securities that are subordinate in right of payment to one or more senior secured loans and, therefore, are subject to additional risks that the cash flows of the related obligor(s) and any property securing such subordinated loan may be insufficient to make the scheduled payments after giving effect to any senior secured loans of the related obligor(s). Subordinated loans are expected to be more illiquid investments than senior secured loans, which are themselves illiquid investments. Unsecured loans are unsecured obligations of the applicable obligor(s), may be subordinated to other obligations of such obligor(s) and generally have greater credit, insolvency and liquidity risk than is typically associated with secured obligations. Unsecured obligations will generally have lower rates of recovery than secured obligations following a default. Also, in the event of the insolvency of an obligor of an unsecured obligation, the holders of such unsecured obligation will be considered general, unsecured creditors of such obligor, will have fewer rights than secured creditors of such obligor and will be subordinate to the secured creditors of such obligor with respect to the related collateral.

Unrated or Below-Investment Grade Debt Investments A Client’s debt investments may be risky and such account could lose all or part of its investment. The debt investments held by our Clients are typically not initially rated by any rating agency, but Ares believes that if such investments were rated, they would be below investment grade (rated lower than “Baa3” by Moody’s Investors Service, lower than “BBB-” by Fitch Ratings or lower than “BBB-” by Standard & Poor’s Rating Service). Indebtedness of below investment grade quality is regarded as having predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. Therefore, the Client’s investments may result in an above average amount of risk and volatility or loss of principal. Certain Clients also invest in assets other than first and second lien and mezzanine debt investments, including high-yield securities, U.S. government securities, credit derivatives and other structured securities and certain direct equity investments. These investments entail additional risks that could adversely affect a Client’s investment returns.

Revolving Credit Facilities and Unfunded Loans Revolving credit facilities and other committed unfunded loans, which are loan commitments that are unfunded at the time of investment, are written agreements in which the lender commits itself to make a loan or loans up to a specified amount within a specified time period. The loan commitment sets out the terms and conditions of the lender’s obligation to make the loans. The portion of the amount committed by a lender under a loan commitment that the borrower has not drawn down is referred to as “unfunded.” A lender typically is obligated to advance the unfunded amount of a loan commitment at the borrower’s request, subject to certain conditions regarding, among other things, the creditworthiness of the borrower. Borrowers with deteriorating creditworthiness may continue to satisfy their contractual conditions and therefore be eligible to borrow at times when a Client might prefer not to lend. In addition, a lender may have assumptions as to when the borrower may draw on an unfunded loan commitment when the lender enters into the commitment. If the borrower does not draw as expected, the commitment may not result in as attractive an investment as originally anticipated for our Clients.

Investment in Special Situations and Stressed Securities Certain Clients are authorized to invest in the securities and obligations of stressed companies, and including companies involved in (or the target of) acquisition attempts or tender offers or companies involved in work-outs, liquidations, spin-offs, reorganizations, bankruptcies and similar transactions. Investments in such companies are generally considered speculative. The repayment of defaulted obligations is subject to significant uncertainties. Defaulted obligations might be repaid only after lengthy workout or bankruptcy proceedings, during which the issuer of those obligations might not make any interest or other payments. In addition, these securities may not be protected by financial covenants or limitations upon additional indebtedness and may have limited liquidity. In any investment transaction involving any such type of business enterprise, there exists the risk that the transaction in which such business enterprise is involved either will be unsuccessful, will take considerable time or will result in a distribution of cash or a new security the value of which will may be materially less than the purchase price paid by a Client for the security or other financial instrument in respect of which such distribution is received. Similarly, if such an anticipated transaction does not in fact occur, a Client may lose all or a material portion of its investment.

Bankruptcy A Client may hold investments in obligors that are experiencing, or are expected to experience, severe financial difficulties, which may never be overcome and may lead to uncertain outcomes. The bankruptcy courts of the various jurisdictions in which any such obligor may file bankruptcy would have broad discretion to control the terms of a reorganization, and political factors may be of significant importance in high profile bankruptcies or bankruptcies in particular jurisdictions. There are a number of significant risks inherent in the bankruptcy process. While creditors are generally given an opportunity to object to significant actions, there can be no assurance that a bankruptcy court, in the exercise of its broad powers, would not approve actions that would be contrary to the interests of the Client. For example, in order to protect net operating losses of an obligor in bankruptcy, a bankruptcy court might take any number of actions, including prohibiting or limiting the transfer of claims held by certain classes of creditors. Such a prohibition could have a material adverse effect on the value of certain investments made by a Client. For example, a Client might be prohibited from liquidating investments which are declining in value. In addition, under certain circumstances, a lender, such as a Client, who has inappropriately exercised control of the management and policies of an obligor may have their claims subordinated or disallowed or may be found liable for damages suffered by parties as a result of such actions. In addition, under certain circumstances, payments to a Client and distributions by a Client to its investors may be reclaimed if any such payment or distribution is later determined to have been a fraudulent conveyance, a preferential payment or similar transaction under applicable bankruptcy or other insolvency laws. Furthermore, investments held by a Client may be adversely affected by statutes related to, among other things, fraudulent conveyances, voidable preferences, lender liability or the bankruptcy court’s discretionary power to disallow, subordinate or disenfranchise particular claims or recharacterize investments made in the form of debt as equity contributions.

Risks Related to Non-U.S. Investments Some of our Clients invest a portion of their assets in the equity, debt, loans, or other securities of issuers located outside the United States, including the Americas, Europe and Asia, while certain of our Clients invest substantially all of their assets in these types of securities, and we expect that international investments will increase as a proportion of certain of our Clients’ portfolios in the future. Investments in non-U.S. securities involve certain factors not typically associated with investing in U.S. securities, including risks relating to:

our Clients’ abilities to exchange local currencies for U.S. dollars and other currency exchange matters, including fluctuations in currency exchange rates and costs associated with conversion of investment principal and income from one currency into another;

controls on, and changes in controls on, foreign investment (including sanctions, export controls and import controls/customs laws, national security investment clearance regimes, and inbound and outbound investment regulations) and limitations on repatriation of invested capital;

less developed or less efficient financial markets than exist in the United States, which may lead to price volatility and relative illiquidity;

the absence of uniform accounting, auditing and financial reporting standards, practices and disclosure requirements and less government supervision and regulation;

changes in laws or clarifications to existing laws that could impact our tax treaty positions, which could adversely impact the returns on our investments;

differences in legal and regulatory environments, particularly with respect to bankruptcy and reorganization, labor and employment laws, less developed corporate laws regarding fiduciary duties and the protection of investors and less reliable judicial systems to enforce contracts and applicable law;

political hostility to investments by foreign or private equity investors;

less publicly available information in respect of companies in non-U.S. markets;

reliance on a more limited number of commodity inputs, service providers and/or distribution mechanisms;

higher rates of inflation;

higher transaction costs;

difficulty in enforcing contractual obligations;

fewer investor protections;

limitations on the deductibility of interest and other financing costs and expenses for income tax purposes in certain jurisdictions;

certain economic and political risks, including potential exchange control regulations and restrictions on our foreign investments and repatriation of capital, potential political, economic or social instability, potential government corruption, including fraud, theft and waste, the possibility of nationalization or expropriation or confiscatory taxation and adverse economic and political developments;

the imposition of foreign taxes or withholding taxes on income and gains recognized with respect to such securities; and

there may be a series of complex tax issues related to such investments.

While our Clients will take these factors into consideration in making investment decisions, including when hedging positions, there can be no assurance that adverse developments with respect to these risks will not adversely affect our Clients that invest in securities of non-U.S. issuers. In addition, certain of these Clients are managed outside the United States, which may increase the foregoing risks.

Risks Related to Investments in Emerging Markets Certain Clients have invested and expect to continue to invest in businesses in emerging markets. Investments in emerging markets are subject to heightened risks as compared to more developed countries or regions. Our Clients’ portfolio investments in these markets might lack depth of management and may be vulnerable to political or economic developments such as the nationalization of key industries. Many emerging markets are developing both economically and politically and are at greater risk of having unstable governments and economies. Certain of the emerging markets in which our Clients invest have histories of political and military unrest and financial instability, and their markets may experience significant volatility, even when compared to those of other emerging market countries, which could have a destabilizing effect on our Clients’ portfolio investments in such regions. Risks

associated with the following are particularly material in emerging markets: political affairs, corporate governance, judicial independence, political corruption, exchange controls, and changes in rules and regulations and interpretation of them. For example, certain Clients invest in companies and assets organized in or subject to the laws of one or more countries in Latin America and the Asia Pacific region. The legal systems of some of these countries may lack transparency or could limit the protections available to foreign investors, and our Clients’ investments could be subject to nationalization and confiscation without fair compensation. In addition, our Clients’ portfolio investments located in jurisdictions in these emerging markets could be involved in restructurings, bankruptcy proceedings and/or reorganizations that are not subject to laws and regulations that are similar to the U.S. Bankruptcy Code and the rights of creditors afforded in the United States and other more developed jurisdictions. To the extent such laws and regulations do not provide our Clients with equivalent rights and privileges necessary to promote and protect their interests in any such proceeding, our Clients’ investments could be adversely affected. While Ares intends, where deemed appropriate, to seek to minimize Clients’ exposure to the foregoing risks, there can be no assurance that adverse developments with respect to such risks will not adversely affect our Clients’ investments that are in or subject to the laws of such emerging market countries. Further, due to jurisdictional limitations, matters of comity, and other factors, the SEC, the U.S. Department of Justice, and other U.S. and non-U.S. authorities will be limited in their ability to pursue enforcement or other actions against companies in such emerging market jurisdictions that engage in fraud or other wrongdoing. Similar limitations also apply to the pursuit of actions against individuals in certain other emerging markets, including officers, directors, and gatekeepers, individuals such as compliance officers, lawyers, accountants and auditors, who have engaged in fraud or other wrongdoing. In addition, local authorities in certain emerging markets are often constrained in their ability to assist foreign authorities and foreign investors more generally. In addition, the political, administrative, and judiciary institutions in emerging markets are not as mature as their peers in more developed markets. As a result, these institutions might not sustain their independence against political pressure or corruption by individuals in positions of power. The heightened potential for fraud and political corruption in certain emerging markets increases operational uncertainties. There can be no assurance that adverse developments with respect to such risks will not adversely affect any of our Clients’ portfolio investments based in such countries.

United Kingdom (“UK”) Exit from the European Union (“EU”) Following the UK’s exit from the EU on January 31, 2020 and a transitional period, European Economic Area (“EEA”) “passporting rights” which previously facilitated certain EEA investor-facing activities are no longer available. Ares Management Luxembourg (“AM Lux”) and its EU branches were established to enable Ares to continue certain regulated activities in the EU following the UK’s exit, such as the management and marketing of funds (including funds managed by affiliates of AM Lux) to European investors. The Trade and Cooperation Agreement (the “TCA”) governs certain matters between the UK and the EU. While the TCA includes a commitment by the UK and the EU to keep their markets open for persons wishing to provide financial services through a permanent establishment, it does not substantively address future cooperation in the financial services sector or reciprocal market access into the EU by UK firms under equivalence arrangements or otherwise. The implications and operations of the TCA may be subject to change and/or develop on short notice. Our Clients may be adversely affected as a result of any renegotiated laws or regulations. In addition, there can be no assurance that any renegotiated laws or regulations will not have an adverse impact on EU and UK-based businesses, including Ares and its Clients’ portfolio investments, as applicable.

Potential Risks Arising from Foreign Acquisitions of Infrastructure Certain investments by Clients that involve the acquisition of, or investment in, a U.S. business (including a U.S. subsidiary of a portfolio company domiciled outside of the United States) or U.S. assets could be subject to review and approval by the U.S. Committee on Foreign Investment in the United States (“CFIUS”) depending on, among

other factors, the structure, beneficial ownership and control of interests in Clients and the nature of the U.S. business. CFIUS reform legislation (the Foreign Investment Risk Review Modernization Act) and related regulations empower CFIUS to scrutinize more closely investments in U.S. “sensitive personal data,” “critical infrastructure” and “critical technology” companies, including investments involving non-U.S. limited partners or co-investors that may be deemed “non-passive.” Certain transactions involving non-U.S. persons and U.S. “critical technology” companies, as well as sovereign investments in “critical technology,” infrastructure or data businesses, can be subject to mandatory pre-closing notification requirements, and monetary penalties may attach to a transaction party’s failure to file such a notification. In addition, non-U.S. countries are increasingly taking action to strengthen their own foreign investment clearance (“FIC”) regimes, and as a result, certain investments by a Client could likewise be subject to review by non-U.S. FIC regimes if the investments are perceived to implicate national security policy priorities. CFIUS and other FIC regulatory practices are evolving rapidly, and CFIUS and other FIC regulators have substantial discretion in deciding how to interpret, apply and enforce the relevant regulations. Any review and approval of a Client investment by CFIUS or another FIC regulator could have outsized impacts on transaction certainty, timing, feasibility and cost, among other risks. In the event that CFIUS or another FIC regulator reviews one or more of a Client’s proposed or existing investments, it may seek to impose limitations on or prohibit such investments, and there can be no assurances that a Client will be able to proceed with, or maintain, such investments on terms acceptable to such Client. Such limitations or restrictions could adversely affect a Client’s performance with respect to such investments (if consummated) and thus such Client’s performance as a whole. Failure to submit required CFIUS filings could result in significant financial penalties for each transaction party, as well as reputational damage and potential legal restrictions on future investments. In addition, CFIUS is actively pursuing transactions that were not notified to it and may ask questions regarding, or impose restrictions or mitigation on, transactions post-closing. Certain Client investors are expected to be non-U.S. investors, and in the aggregate, could comprise a substantial portion of a Client’s commitments, which increases the risk that Client investments could be subject to review by CFIUS. To the extent that restrictions are reasonably likely to be imposed on an investment by a Client due to the non-U.S. status of a limited partner or group of limited partners or other related CFIUS or FIC considerations, the General Partner is permitted to restrict such limited partner’s or group’s ability to participate in any investment and further, if applicable, restrict such limited partner’s or group’s rights to participate in or vote on certain decisions of the relevant advisory committee with respect to such investment. However, there can be no assurance that any such restrictions will allow a Client to maintain, or proceed with, any investment on terms acceptable to such Client. Additionally, Clients are permitted to invest in portfolio companies that have previously taken capital from, or may in the future take capital from, third-party investors that are considered “foreign persons” for CFIUS purposes. In certain cases, notifications to CFIUS in connection with such third-party investments may be mandatory, and failure to make a notification could result in the imposition of fines or penalties on the investor and/or the portfolio company. In the event that CFIUS reviews such investors’ investments in portfolio companies, CFIUS may impose limitations or restrictions on the investors or the companies, which could adversely impact such companies’ performance and thus the performance of Clients. In addition, heightened scrutiny of foreign investment in companies by CFIUS and similar non-U.S. FIC regulators could potentially constrain the universe of suitable buyers for an investment, thereby making it more difficult for Clients to recognize value from exits and/or making exit transactions more difficult.

Outbound Investment Regulation Risk In August 2023, the President of the United States issued an executive order setting forth a framework to implement outbound investment controls regulating U.S. investment in certain countries and companies deemed to be adverse to U.S. national security and foreign policy interests. In October 2024, the U.S. Department of the Treasury issued a final rule to implement the executive order and establish an outbound investment security program (“OISP”), which became effective on January 2, 2025. OISP imposes notification requirements for, and certain

prohibitions relating to, investments by “U.S. persons” as well as their “controlled foreign entities” into certain entities that have both a nexus to China and that involve semiconductors and microelectronics, quantum information technologies or artificial intelligence. On February 21, 2025, the President of the United States signed a National Security Presidential Memorandum entitled “America First Investment Policy,” which indicates that the OISP restrictions may be expanded to cover biotechnology, hypersonics, aerospace, advanced manufacturing and directed energy, among other sectors, and it is likely that the number of targeted sectors will expand over the life of a Client’s investment period. The OISP restrictions could limit the universe of prospective investments available to Clients, making it more difficult to deploy capital and/or identify buyers for investments on exit. Any failure to comply with OISP could result in significant legal and monetary penalties and/or adverse reputational and other consequences.

Corruption Risk In certain foreign countries, particularly in emerging markets, there is a greater acceptance than in the U.S. of government corruption and involvement in commercial activities. Corruption can result in significant economic losses due to fraud, theft and waste. Moreover, corruption can corrode critical public institutions, such as the courts, law enforcement and public pension administration, thereby undermining property rights, public confidence and social stability. As a result, corruption dramatically increases the systemic risks that exist in some of the jurisdictions in which our Clients invest. Corruption scandals in certain emerging markets are common and likely to remain so going forward. As a result, our Clients that invest in these non-U.S. jurisdictions are subject to increased costs and risks of corruption and there can be no assurance that any reform efforts in such jurisdictions will have a meaningful effect in the future. In addition, in recent years, the U.S. Department of Justice and the SEC have devoted greater resources to enforcement of the U.S. Foreign Corrupt Practices Act (“FCPA”). In the UK, the Bribery Act of 2010 (the “UK Bribery Act”) is broader in scope than the FCPA and applies to private and public sector corruption. While we have developed and implemented policies and procedures designed to ensure strict compliance by us, our personnel and our Clients with the FCPA and UK Bribery Act, such policies and procedures may not be effective in all instances to prevent violations. Any determination that we have violated the FCPA, the UK Bribery Act or other applicable anticorruption laws could subject us and our Clients to, among other things, civil and criminal penalties, material fines, profit disgorgement, injunctions on future conduct, securities litigation and reputational harm, any one of which could adversely affect the interests of our Clients.

Risks Related to Real Estate Investing Real estate historically has experienced significant fluctuations and cycles in value that may result in reductions in the value of real estate-related investments. Investments in our real estate Clients will be subject to the risks inherent in the ownership and operation of real estate and real estate-related businesses and assets. These risks include the following:

those associated with the burdens of ownership of real property, including the general illiquidity of such investments;

general and local economic conditions;

changes in supply of and demand for competing properties in an area (as a result, for example, of overbuilding);

fluctuations in the average occupancy and room rates for hotel properties;

the financial resources of tenants;

changes in building, environmental and other laws;

energy and supply shortages;

various uninsured or uninsurable risks;

liability for personal injury and other accidents on properties held by our Clients;

natural disasters, extreme weather events and other physical risks related to climate change;

changes in government regulations (such as rent control and tax laws);

changes in real property tax and transfer tax rates;

changes in interest rates;

the reduced availability of mortgage funds which may render the sale or refinancing of properties difficult or impracticable;

negative developments in the economy that depress travel activity;

environmental liabilities;

contingent liabilities on disposition of assets;

unexpected cost overruns in connection with development projects;

terrorist attacks, war, public health emergencies and other factors that are beyond our control; and

dependence on local operating partners.

If our Clients acquire direct or indirect interests in undeveloped land or underdeveloped real property, which may often be non-income producing, they will be subject to the risks normally associated with such assets and development activities, including risks relating to the availability and timely receipt of zoning and other regulatory or environmental approvals, the cost and timely completion of construction (including risks beyond the control of our Clients, such as weather or labor conditions or material shortages) and the availability of both construction and permanent financing on favorable terms. Additionally, our Clients’ properties may be managed by a third party, which makes us dependent upon such third parties and subjects us to risks associated with the actions of such third parties. Any of these factors may cause the value of the real estate investments held by our Clients to decline. If our Clients acquire existing CMBS, including in the most subordinated classes of such CMBS and CLOs, they will be subject to additional risks, including the risks of the securitization process and the risk that the special servicer may take actions that could adversely affect our Clients. In general, losses on a mortgaged property securing a mortgage loan included in a securitization will be borne first by the equity holder of the property, then by a cash reserve fund or letter of credit, if any, then by the holder of a mezzanine loan or B-Note, if any, then by the “first loss” subordinated stockholder and then by the holder of a higher-rated security. In the event of default and the exhaustion of any equity support, reserve fund, letter of credit, mezzanine loans or B-Notes, and any classes of securities junior to those in which our Clients invest, the Client will not be able to recover all of its investment in the securities it has purchased. With respect to the CMBS and CLOs in which our Clients may invest, overall control over the special servicing of the related underlying mortgage loans will be held by a “directing certificate holder” or a “controlling class representative,” which is appointed by the holders of the most subordinated class of commercial mortgage-backed securities in such series. In connection with the servicing of the specially serviced mortgage loans, the related special servicer may, at the direction of the directing certificate holder, take actions with respect to the specially serviced mortgage loans that could adversely affect our Clients’ interests.

Risks Related to Mortgage Origination Certain Clients originate mortgage loans with the intent to sell such loans to another party within a short period of time. Such Clients intend to borrow funds to originate such mortgage loans, and the size of such loans and our borrowings in connection therewith may be significant. Although such Clients intend to sell each mortgage loan shortly after origination, such Clients may be unable to secure a buyer for a loan, which would result in such Clients holding the loan for longer than intended, requiring it to pay additional interest to the lender and subjecting it to heightened interest rate risk until it is able to sell the loan. Additionally, in order to secure borrowing for a mortgage

origination, a lender may require the sponsor to guarantee the borrowing, and the sponsor will require such Clients to pay a fee for such guarantee, reducing the proceeds such Clients receive in connection with such origination.

Risks Related to Investments in Industrial Properties Industrial properties owned by certain Clients are subject to particular risks as the demand for industrial space is more strongly dependent on economic activity and trade regulation than other real estate sectors. Significant factors impacting the value of industrial properties include, but are not limited to, the quality of tenants; local tax benefits; a reduced demand for industrial space because of a decline in a particular industry segment; the property becoming functionally obsolete; building design quality and adaptability, such as clear heights, dock-door ratio, truck court depth and trailer storage capacity; building condition; changes in access; relocation of highways or other surrounding infrastructure; the construction of additional highways or other factors; changes in proximity of supply sources; availability of labor supply and strikes; energy prices; the expenses of converting a previously adapted space to general use; and the location of the property (including, for example, relative to supply sources, customers and accessibility to rail lines, major roadways, ports and other distribution channels). In addition, the market for industrial properties may be adversely affected by various factors, including, but not limited to, changes in the general or local economic climate; technological changes; increased costs of compliance with governmental rules, regulations and fiscal policies related to industrial properties, including changes in tax, labor, environmental and zoning laws, and changes in the social, geopolitical, and economic conditions in various countries. For example, the demand for industrial properties may be adversely affected by U.S. trade agreements with foreign countries that have given employers the option to utilize less expensive non-U.S. manufacturing workers. The outsourcing of manufacturing functions could lower the demand for industrial properties. Moreover, governmental regulation may lead to increased cost of raw materials or decrease in the demand for housing, which could cause a slowdown in manufacturing activity, such as furniture, textiles, machinery and chemical products. The factors above could materially and adversely affect the results of the operations, financial condition, liquidity and business of our Clients that invest in industrial properties and their ability to pay returns.

Risks Related to Investments in Multifamily Residential Real Estate Multifamily residential properties owned by certain Clients are subject to particular risks as the competition in the residential real estate marketplace is strong as there are numerous housing alternatives that compete with our Clients’ residential properties, including other multifamily condominium and rental apartments, and single-family homes that are available for purchase or rent in the relevant market. Significant factors impacting the value of multifamily residential real estate include, but are not limited to, physical attributes of the property, such as its age, condition, design, appearance, and construction quality; location and access to points of interest (e.g., public transportation, places of work, shopping, dining and entertainment facilities) and any changes in these factors over time; the ability of management to provide adequate maintenance and insurance; the types of services or amenities that the property provides; the level of mortgage interest rates; adverse local or national economic conditions, which may limit the amount of rent that may be charged and may result in a reduction of timely rent payments or a reduction in occupancy levels; federal, state, and local regulations, which may affect the building owner’s ability to increase rent (such as rent control laws) to market rent for an equivalent property or evict delinquent tenants; and regulations requiring substantial capital investments. The factors above could materially and adversely affect the results of the operations, financial condition, liquidity and business of our Clients that invest in multifamily residential properties and their ability to pay returns.

Risks Related to Investments in Logistics and Self-Storage Facilities Logistics and self-storage facilities owned by certain Clients are subject to certain risks which may impact the revenue and value of these types of properties. For instance, infrastructure changes, technological innovations in transportation and/or regulations may alter the roles and relative importance of shipping methods. Additionally, real estate surrounding a Client’s properties may be developed for uses which may impede the operations of the

tenants, who may seek other logistics facilities. Moreover, the self-storage market contains low barriers to entry. Due to the short-term nature of self-storage leases, storage properties also may be subject to more volatility in terms of supply and demand than other types of properties. In addition, because of the construction utilized in connection with certain self-storage facilities, it might be difficult or costly to convert such a facility to an alternative use. Thus, the liquidation value of these properties may be substantially less than would otherwise be the case if the property were readily adaptable to other uses. Finally, it is difficult to assess the environmental risks posed by such facilities due to tenant privacy, anonymity and unsupervised access to such facilities. Therefore, such facilities may pose additional environmental risks that could adversely affect the value of a Client’s investments. Unanticipated results or changes in particular logistics and self-storage facilities, or changes in general or local economic conditions or other relevant factors, including changes in government regulations or demand, could affect such values which could have a material adverse effect on a Client’s investments, financial condition, results of operations and prospects. Additionally, changes in consumer and corporate spending and production may adversely affect a Client’s investments. When consumer and corporate spending and production decrease, there is less demand for use of logistics and self-storage facilities in the market. Such decrease in demand could materially and adversely affect the results of the operations, financial condition, liquidity and business of our Clients that invest in logistics and selfstorage facilities and their ability to pay returns.

Risks Related to Investments in Data Centers There are a number of risks that are intrinsic to data center investments as well as regulatory risk considerations. The markets for the data centers, as well as the industries in which data center customers operate, are characterized by rapidly changing technology, complexity, evolving industry and regulatory standards, frequent new service introductions, shifting distribution channels and changing customer demands. For example, as there is a limited number of potential customers in this sector, the loss of one customer could materially decrease revenues and have an adverse impact on growth opportunities. In this regard, consolidation among technology customers may result in decreased need for data centers or a customer may decide to no longer outsource certain types of data infrastructure or otherwise change its business model, in each case, which would have a material and adverse effect on growth and revenues of companies in the data sector. Additionally, technological advances and improvements in data collection and storage, changes in the development and proliferation of new technologies, data transmission and/or consumer demand, as well as changes in the prevailing global economy, may also reduce current and/or anticipated demand for data centers and may adversely affect a Client’s ability to identify and consummate attractive data center-related investments. Data center investments are subject to substantial government regulation and governments have considerable discretion to implement regulations that could affect the business of data center investing. In many instances, the operation or acquisition of data center assets involves an ongoing commitment to or from a governmental agency, and the operation of data center assets often relies on government permits, licenses, concessions, leases or contracts. The nature of these obligations and dependencies expose the owners of data center assets to a higher level of regulatory control than typically imposed on other businesses, resulting in government entities having significant influence over such owners and companies. The factors above could materially and adversely affect the results of the operations, financial condition, liquidity and business of our Clients that invest in data centers and their ability to pay returns. The data sector is generally subject to U.S. federal, state, local and non-U.S. regulation. Local zoning authorities and community organizations are often opposed to construction in their communities. Such opposition may result in administrative challenges, public hearings, appeals or litigation relating to zoning, land use, environmental compliance, permitting or other required governmental approvals. These proceedings may delay, restrict or prevent the issuance of necessary permits and, in certain circumstances, could result in courtordered injunctions, stays or other actions that temporarily (or, in extreme cases, permanently) halt or materially delay data center development, increase project costs or adversely affect anticipated project timelines and returns. An investment could be materially and adversely affected as a result of statutory or regulatory changes or changes

in judicial or administrative interpretations of existing laws and regulations that impose more comprehensive or stringent requirements on such investment, the markets in which such investment operates or such investment’s industry generally.

Complexity of Operating Data Centers Data centers are comprised of a multitude of complex mechanical and engineering components and related systems. Data center customers will rely on Ares to provide highly reliable services and systems, including with respect to power supply, physical security, and maintenance of environmental conditions. Failure to provide such services or systems, including because data center operations are vulnerable to, among other things, mechanical or telecommunications failure, power outage, human error, physical or electronic security breaches, cyberattacks, and other risks may result in a default under lease or other agreements with customers, which typically include terms that require Ares to meet certain service level commitments. Any failure to meet these or other commitments or any equipment damage in data centers that our Clients have invested in, due to any reason, could subject the Clients who hold these investments to contractual liability, including service level credits against customer rent payments, legal liability and monetary damages, regulatory sanctions, or, in certain cases of prolonged or repeated failures, the right by the customer to terminate the lease or other agreements. Service interruptions, equipment failures or security breaches could also materially impact the Ares’ brand and reputation and lead to customer contract terminations or non-renewals and an inability to attract customers in the future. Customers increasingly could look to pass through their regulatory obligations and other liabilities to their outsourced data center providers and the Clients invested in these data centers may not be able to limit their liability or damages in an event of loss suffered by such customers whether as a result of a breach of an agreement or otherwise. Further, liabilities and standards for damages and enforcement actions, including the regulatory framework applicable to different types of losses, vary by jurisdiction, and the Clients invested in these data canters may be subject to greater liability for certain losses in certain jurisdictions. As a general matter, the operation and maintenance of data center assets involve significant capital expenditures and various risks, many of which may not be under the control of the owner / operator, including labor issues, political or local opposition, failure of technology to perform as anticipated, technical obsolescence, structural failures and accidents, environment related issues, counterparty non-performance and the need to comply with the directives of government authorities. Optional or mandatory improvements, upgrades or rehabilitation of data center assets may cause delays or result in closures or other disruptions subjecting the investment to various risks including lower revenues. The operations of data center projects are exposed to unplanned interruptions caused by significant catastrophic events, certain weather events, terrorist attacks, major facility breakdowns, or electricity line ruptures or other disasters. Operational disruption, as well as supply disruption, could adversely impact the cash flows available from these assets. In addition, the cost of repairing or replacing damaged assets could be considerable. Repeated or prolonged interruption may result in permanent loss of customers, substantial litigation or penalties for regulatory or contractual non-compliance. Moreover, any loss from such events may not be recoverable under relevant insurance policies. Business interruption insurance is not always available, or economic, to protect the business from these risks. Industrial action involving employees or third parties may disrupt the operations of data center projects. Data center projects are exposed to the risk of accidents that may give rise to personal injury, loss of life, damage to asset, disruption to service and economic loss. Such events could result in increased costs, reduced revenues or other losses, which could adversely affect the value and performance of the relevant investments and the returns realized by the Clients

Risks Related to Delays in the Development of Real Properties or Debt Investments Certain Clients may encounter delays in selecting, acquiring and developing additional real properties or debt investments could adversely affect their ability to pay returns. The uncertain state of the real estate markets in recent years and the resulting incentives of lenders and sellers to retain their investments had previously led to generally lower transaction volume in the broader real estate market and for certain Clients, in part due to pricing

and valuation uncertainties. It is possible that such disruptions and uncertainties may reoccur. Alternatively, increased competition for high quality investments may also limit our ability to make incremental accretive investments in real properties and debt investments. These factors may adversely affect the value of the Clients’ investment portfolios and hinder their ability to reach stated portfolio diversification objectives.

Platform Investments and Vertically Integrated Operating Platforms Certain Clients may invest in or alongside operating platforms, joint ventures or similar structures (“Platform Investments”) that acquire, develop, operate or service real estate assets. In connection with such investments, Ares and its affiliates may form platform structures and recruit existing or newly formed management teams, which may include Ares affiliates or Ares personnel, to build such platforms through acquisitions and organic growth. In certain cases, Ares may partner with, including through joint ventures or investments in, operating platforms or other entities with significant expertise to operate or service such investments, including entities affiliated with Ares. Members of the management or operating team for a Platform Investment may include current or former personnel of Ares or its affiliates, as well as other advisors, consultants or service providers that have pre-existing relationships with Ares or its affiliates. The management or operating team of a Platform Investment may also provide the same or similar services with respect to other Platform Investments of a Client and/or one or more other Clients, or assets owned by third parties. The services provided by such management or operating teams may be similar to, and overlap with, services provided by Ares or its affiliates to Clients.

Risks Related to Investments in Sports, Media and Entertainment Businesses Certain Clients invest in sports leagues, sports teams and sports industry related companies, as well as entertainment and media companies. These investments are typically subject to significant regulation and oversight by governing bodies that exercise authority over many aspects of their operations. Such governing bodies can require disclosure regarding investors and their affiliates and impose restrictions on matters such as indebtedness, transfers of ownership interests, and acquisitions or other transactions involving sports teams or related businesses. These requirements and restrictions can limit operational flexibility, delay or prevent certain transactions, increase compliance costs, and adversely affect the value or performance of the relevant investments and, consequently, the returns of the Clients.

Risks Related to Investments in the Energy Sector The energy companies in which certain of our Clients invest have been and may be negatively impacted by material declines in power and energy related commodity prices and are subject to other risks, including among others, supply and demand risk, operational risk, regulatory risk, depletion risk, reserve risk, reputational risk, severe weather, climate change and catastrophic event risk (including of cyber-attacks). Commodity prices fluctuate for several reasons, including changes in market and economic conditions, the impact of weather on demand, climate initiatives of government entities, levels of domestic production and international production, policies implemented by the Organization of Petroleum Exporting Countries, power and energy conservation, environmental issues, domestic and foreign governmental regulation and taxation and the availability of local intrastate and interstate transportation systems. Any of these factors may cause the value of our Clients that invest in energy companies to decline. More recently, hostilities between Russia and Ukraine, Venezuela, and the Middle East have disrupted and created heightened volatility in the energy markets. State and federal energy laws regulate, among other things, the development, ownership, business organization, and operation of generating and transmission facilities, the sales of electricity and gas, and the construction, siting, and operation of hydro power projects and interstate gas pipelines and storage fields. State laws regular the activities of traditional utilities which service retail electric and gas customers. The Federal Power Act, The Public Utility Holding Company Act of 2005 and the Public Utility Regulatory Policies Act of 1978 are federal laws enacted to regulate the energy sector.

Risks Related to Investments in Securitization Vehicles Certain Clients may invest directly or indirectly in CLOs or other securitizations, which are generally limited recourse obligations of an issuer (“Securitization Vehicles”) payable solely from the underlying assets (“Securitization Assets”) of an obligor or the proceeds thereof. Consequently, holders of equity or other instruments or obligations issued by Securitization Vehicles must rely solely on distributions on the Securitization Assets or proceeds thereof for payment in respect thereof. Securities issued by Securitization Vehicles represent leveraged investments in the Securitization Assets held by the Securitization Vehicle issuer. The use of leverage creates risk for the holders of Securitization Vehicle securities because the leverage increases their exposure to losses with respect to the Securitization Assets. In addition, because of the use of leverage, changes in the market value of the Securitization Vehicle securities held by Clients could be greater than the changes in the values of the Securitization Assets of the Securitization Vehicle. The performance of Securitization Vehicles will depend in part on the performance of the underlying assets and the ability of the vehicle to acquire and reinvest in such assets on favorable terms. The underlying assets may include loans, asset-backed securities, mortgages, high yield bonds, mezzanine debt or other instruments and may be subject to a variety of risks, including credit risk, interest rate risk, market value risk and reinvestment risk. Such assets may also be subject to early redemption, refinancing or prepayment features, which may affect the timing and performance of related investments. Clients may also invest in subordinated or equity interests in Securitization Vehicles. Such interests are generally payable solely from the proceeds of the underlying assets after payment of fees, expenses and all senior obligations of the vehicle in accordance with the applicable priority of payments. As a result, these interests bear the greatest risk of loss associated with defaults in the underlying assets and may receive limited or no distributions if available proceeds are insufficient. In addition, the assets of a Securitization Vehicle are typically managed by a collateral manager or similar party that has discretion with respect to asset selection, disposition and related decisions. Such party is generally responsible for acting in the best interests of the Securitization Vehicle rather than any particular investor. Investors may also have limited ability to enforce certain rights under the governing documents of a Securitization Vehicle without the consent of holders of more senior securities.

The Order did not find any misuse of MNPI by Ares or its employees; however, the Order included findings of violations of Section 204A and Section 206(4) of the Advisers Act and Rule 206(4)-7 thereunder with respect to the implementation and enforcement of its written procedures. The Order includes cease and desist provisions and a censure, and payment of a civil penalty in the amount of $1 million. From time to time, Ares and/or its employees are subject to regulatory inquiries, litigation, investigations, disputes related to investment and employment-related matters and other potential claims arising out of the ordinary course of business. Neither Ares nor any of its management persons has been the subject of any legal or disciplinary proceedings that we believe are material to a Client’s evaluation of our business or the integrity of our management.

AMCM acts as a placement agent on a best efforts basis in connection with the offer and sale of certain Clients sponsored by Ares and its affiliates. In addition, through Ares’ wealth distribution platform, AMCM serves as the distributor of certain perpetual vehicles sponsored by Ares and its affiliates that conduct registered and private offerings through financial intermediaries. Certain Ares personnel that are involved in marketing activities are registered representatives of AMCM.

Ares Capital Solutions Ares Capital Solutions (“ACS”) is a business within Ares that focuses on: (i) sourcing investment opportunities for Clients and their portfolio companies and third parties; (ii) maintaining relationships with the capital markets community in an effort to help Clients and their portfolio companies and third parties to, among other things, raise debt and equity capital and optimize capital structures through creative financing solutions generally on terms and conditions that are viewed as fair, reasonable and equitable from the perspective of Ares, its Clients and their portfolio companies, as applicable; and (iii) structuring capital solutions in an effort to enhance, among other things, the ability to syndicate, place or otherwise transfer loans, securities and other financial instruments arising from financings where Clients and/or their respective portfolio companies are borrowers or issuers and/or lenders or creditors (the “ACS Business”). The ACS Business also provides a variety of services with respect to both security and non-security financial instruments, including loans, such as originating, arranging, structuring, and syndicating loans on a best efforts or fully committed basis, including subscription or asset based credit facilities for Clients, as well as providing advisory services, including advice on capital structuring, security selection, access to markets, pricing and other similar services. The ACS Business is conducted through Ares subsidiaries, including without limitation: (i) AMCM, a broker-dealer registered with the SEC and a member of the Financial Industry Regulatory Authority, which provides the services described above, and (ii) affiliates of Ares, including Ares Management PL LLC, a subsidiary that primarily acts as a syndication vehicle by committing to loans, typically alongside Clients, with the intention of syndicating all or a portion of such investments to other Clients, Co-Investors and/or third parties in certain circumstances. Subject to the applicable Client’s Governing Documents, fees earned by the ACS Business are generally not applied to offset management fees or performance-based compensation payable by a Client and are retained by, and for the benefit of, the ACS Business. While it is Ares’ expectation and belief that such fees, commissions and other compensation will be reasonable and generally will be charged at market rates for the relevant activities, such compensation may not in each case be negotiated at arm’s length and may be in excess of fees, commissions or other compensation that may be charged by an unaffiliated third party. Any fees or other compensation paid by Clients, will, unless Ares determines otherwise in its discretion, be capitalized as part of the amount invested by such Clients in connection with consummated investments, including as part of the acquisition price, financing costs or otherwise, and therefore included in the adjusted cost of such investments. Accordingly, to the extent that a Client’s Advisory Fees are calculated based on invested capital, this would increase the amount of Advisory Fees paid to

Ares. Such increased amounts are separate from, and in addition to, the transaction fees paid to Ares and/or its affiliates. To the extent the ACS Business is engaged by a Client or a portfolio company, as applicable, and one or more Clients expect to participate or participate in the related investment opportunity, Ares faces actual and potential conflicts of interest. These conflicts include, without limitation: (i) the fees and other consideration charged in connection with such arrangements are not necessarily equivalent to those that would result from arm’s-length negotiations with unaffiliated third parties providing comparable services (ii) borrowers, issuers or sponsors may view the fees, interest and other compensation payable in connection with a transaction as a single overall cost of capital, rather than separately negotiating amounts payable to the ACS Business and amounts payable to Clients as investors or lenders, which may affect overall transaction economics; (iii) incentives to pursue or structure transactions, including co-investment opportunities, in in a manner that increases fees or other revenue for the ACS Business; (iv) the allocation, sizing, inclusion or exclusion of certain Clients from an investment opportunity in a manner that may facilitate fee generation for the ACS Business; and (v) incentives for the ACS Business to engage in solicitation, allocation or pricing practices that favor the ACS Business or certain Clients or issuers over others. Ares seeks to manage these conflicts through its policies and procedures, governance oversight and other structural safeguards; however, there can be no assurance that such conflicts will be resolved in a manner that is most favorable to any particular Client. The ACS Business participates in transactions involving portfolio companies of Clients and holds instruments or securities issued by such portfolio companies that represent investment opportunities for other Clients. This gives rise to conflicts relating to the allocation, timing and sequencing of investment opportunities, including circumstances in which a Client’s ability to participate is limited as a result of ACS Business involvement. There could be circumstances where the ACS Business could receive fees from certain Clients or co-investors participating in an investment, but not from all such Clients or co-investors, or where the amount of fees received from certain Clients is subject to regulatory limitations. For example, in certain circumstances, the receipt of such fees by the ACS Business is impermissible under the applicable Governing Documents or limited by regulatory requirements under the Investment Company Act and/or the Co-Investment Exemptive Order. As a result, the amount or percentage of fees payable to the ACS Business could vary among Clients, with certain Clients bearing lower fees than others or, in some cases, no such fees. These differences could create conflicts of interest for Ares in connection with the allocation of investment opportunities in which the ACS Business participates. In addition, where the ACS Business serves as underwriter in connection with a security in which Ares entities or Clients invest, such Ares entities or Clients may be subject to lock-up restrictions under applicable regulations following the offering, which limit their ability to sell securities that they continue to hold. These restrictions can constrain liquidity and impair the ability of Ares entities or Clients to dispose of such securities at an otherwise opportune time. The ACS Business is expected to evolve and may earn fees in connection with additional transactions involving Clients or their portfolio companies, which may give rise to similar or additional conflicts of interest. Except as otherwise required under applicable Governing Documents, Ares is not obligated to seek investor approval or obtain third-party estimates or competitive quotations in connection with the engagement of the ACS Business. Furthermore, while the services of the ACS Business are primarily provided to Ares, its Clients, and its Clients’ existing and potential portfolio companies, as described above, the ACS Business may also provide capital markets services to third parties. Such third parties could include competitors of Ares or one or more of its affiliates or Clients’ portfolio companies. The provision of such services to third parties creates additional conflicts of interest. For example, in the event that the ACS Business provides services to third parties, it acts on behalf of such third parties and does not owe duties to Clients in that capacity. The ACS Business also could come into possession of information that it is prohibited from acting on (including on behalf of a Client) or disclosing to Ares or any of its Clients or their portfolio companies as a result of applicable confidentiality requirements or applicable law, even though such action or disclosure would be in the best interest of a Client or portfolio company.

Affiliated Service Providers As described in more detail in “Item 5. Fees and Compensation – Other Fees and Expenses,” Ares has discretion to select service providers for Clients and their portfolio companies and to determine the compensation payable to such providers. In certain cases, those service providers are Affiliated Service Providers, including, for example, the ACS Business described above, and certain Ares affiliates that provide property-level and/or asset-level services, as discussed in Item 5. The engagement of Affiliated Service Providers creates conflicts of interest because Ares and its affiliates derive economic and other benefits from such arrangements. Ares’ recommendation that a Client or one of its portfolio companies engage an Affiliated Service Provider or other related person creates conflicts of interest. Ares and its affiliates have financial, personal and other business incentives to recommend or retain an Affiliated Service Provider or other related person (including a portfolio company of a Client), even where another provider may offer comparable services at different pricing or on different terms. In certain circumstances, Ares plays a role in overseeing or influencing the personnel, operations or strategic direction of an Affiliated Service Provider or other related person, which heightens these conflicts. To the extent permitted by the applicable Governing Documents, Clients bear the fees, costs and expenses associated with services provided by a service provider, including an Affiliated Service Provider, and such fees, costs and expenses may differ from Client to Client. Where an Affiliated Service Provider is retained, Ares and its affiliates indirectly receive the fees payable to such Affiliated Service Provider, in addition to management fees and performance-based compensation. In addition, portfolio companies owned by certain Clients provide services to, or otherwise engage in business transactions with, other Clients or their portfolio companies and receive fees or other economic benefits in connection with such arrangements. These arrangements create additional conflicts of interest. Ares has incentives to cause a Client or its portfolio company to engage a portfolio company service provider in order to benefit the Client that owns such service provider, or to cause a portfolio company service provider to provide services or enter into transactions on terms that favor another Client. The fees and other consideration charged in connection with such arrangements are not necessarily equivalent to those that would result from arm’s-length negotiations with unaffiliated third parties providing comparable services. Service providers may take into account the overall volume of business conducted with Ares, its Clients and their portfolio companies when determining pricing or other commercial terms. This creates a conflict of interest because Ares directs such business and any reduced rates, rebates or other benefits obtained as a result of aggregate business are not necessarily allocated proportionally among Clients. Certain services performed by portfolio company service providers could also be performed by Ares personnel. Service provider expenses are borne by the applicable Client or portfolio company in accordance with the Governing Documents, regardless of any overlap in expertise, function or services performed by Ares personnel.

Relationships with Related Persons Ares is the parent company of the following SEC-registered investment advisers:

Ares Capital Management LLC (“ACM”), the investment adviser of most of Ares’ U.S. direct lending funds and institutional accounts, including ARCC and Ares Strategic Income Fund, each of which is a closed-end management investment company that has elected to be regulated as a business development company under the Investment Company Act. In addition, ARCC directly or indirectly also owns the equity and voting interests of its portfolio company, Ivy Hill, an SEC-registered investment adviser;

Ares Capital Management II LLC (“ACM II”), the investment adviser of Ares Dynamic Credit Allocation Fund, Inc. (NYSE: ARDC), a non-diversified closed-end registered management investment company. ACM II also provides advisory services to other closed-end registered investment companies, including CION Ares Diversified Credit Fund, and a business development company; and

Ares Commercial Real Estate Management LLC (“ACREM”), which provides advisory services to ACRE, a publicly traded commercial mortgage REIT. ACREM also provides advisory services to non-traded REITs and certain other institutional funds and accounts.

Ares Systematic Credit Limited (“ASC”), which provides advisory services to BlueCove Equinox Credit Master Fund Limited and related feeder funds. ASC also provides advisory services to a fund regulated as an Undertaking for the Collective Investment in Transferable Securities, acts as sub-adviser to certain investment companies registered under the Investment Company Act and advises certain other institutional funds and accounts.

Ares is also the majority owner of CION Ares Management, LLC (“CAM”), an SEC-registered investment adviser and the investment adviser of CION Ares Diversified Credit Fund. In addition, several advisory entities controlled by Ares are relying advisers included in Ares’ umbrella registration. Some of these relying advisers are registered with foreign financial regulatory authorities, including but not limited to:

the UK Financial Conduct Authority in the United Kingdom;

the Commission de Surveillance du Secteur Financier in Luxembourg;

the Cayman Islands Monetary Authority;

the Securities and Futures Commission in Hong Kong;

the Monetary Authority of Singapore;

the Financial Services Agency in Japan;

the Financial Services Commission in the Republic of Mauritius; and

the Australian Securities and Investments Commission.

Ares and certain of its related persons are investment advisers and/or general partners to all of the Clients, and, in many cases, limited partners of the Clients. As such, the Firm, our investment professionals and other qualifying employees makes capital commitments to certain Clients. General partner capital commitment amounts are generally less than 5% of the total commitment of any particular Client and the amount varies from Client to Client. The general partner capital commitments are typically funded with cash and not with a deferral of management fees or performance-based compensation. Additionally, such commitments are not subject to management fees or performance-based fees. Although Ares employees will devote as much of their business time on one or more of the Clients as required pursuant to the terms of each Client’s Governing Documents, employees of Ares and its affiliates may also serve as advisors, directors, members of credit committees or, less frequently, officers for portfolio companies in which the Clients invest, or provide other services to portfolio companies. Further, in connection with such roles and related investment activities, employees may be given access to confidential information relating to, or deemed to be insiders of, such companies in which the Clients invest. As a result, Clients may be prohibited from engaging in transactions with such a portfolio company which may have an adverse effect on such Clients. Principals, officers and certain employees of Ares, members of their families and related persons of Ares may generally participate directly or indirectly as investors in Ares’ Clients, including through co-investment vehicles, employee investment vehicles or partnerships, or other affiliated investment entities formed for such purposes, as described in a Client’s Governing Documents, which may be privately negotiated transactions at varying prices. Ares may recommend to Clients the purchase or sale of securities in which it, or an employee or related person thereof, has a financial interest. In addition, Ares permits its employees to engage in personal securities transactions, subject to compliance with the Firm’s Code of Ethics. For a general discussion of how we address

resulting conflicts of interest, see discussion under “Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading” below. Ares Insurance Solutions provides advisory services to Aspida and manages assets on its behalf as part of its broader insurance solutions platform. Ares and its affiliates have also made, and may continue to make, equity and other capital investments in Aspida. These relationships may give rise to conflicts of interest, including with respect to the allocation of investment opportunities, the provision of services, and transactions involving such entities and other Clients. For further information, see “Item 8. “Methods of Analysis, Investment Strategies and Risk of Loss— Material Risks—Conflicts of Interest Relating to Ares Insurance Solutions and Aspida.”

Selection or Recommendation of Other Advisers Ares does not recommend or select other third-party investment advisers for its Clients. Except for its subsidiaries ACM, ACM II, ACREM, and ASC and Ares’ related persons, CAM and Ivy Hill, Ares does not have other business relationships with other advisers that create a material conflict of interest.

Covered Persons are also prohibited from using Ares-related confidential information in a manner that is detrimental to Clients. The Code includes, among other things: a) policies and procedures regarding personal securities transactions; and b) disclosure and reporting obligations of personal securities transactions and holdings in Covered Securities (as defined in the Code). The personal securities transaction reporting and pre-clearance requirements of the Code apply to all Covered Persons and Covered Family Members. Under the Code, transactions in certain securities are subject to pre-clearance, reporting and minimum holding requirements. Additionally, Covered Persons and Covered Family Members are prohibited from establishing new positions (long and short) in single-name securities other than transactions in Ares-related securities and Covered Family Members’ participation in an employee compensation plan. All Covered Persons are required to submit certifications attesting to their receipt and understanding of, and compliance with the Code on an initial basis (at the commencement of employment) and then quarterly and annually thereafter. The compliance certifications are administered through Ares’ compliance portal. The Code is available upon written request from any Client, Underlying Investor, or prospective investor.

Participation or Interest in Client Transactions As general partners, limited partners or investors in certain Clients, Ares, our related persons and qualifying Covered Persons may have indirect beneficial interests in the securities owned by such Clients and will share in any profits and losses generated by such Clients’ investments. The Code requires that before, or at the time that, a Covered Person recommends or authorizes the transaction of a Covered Security by a Client, he or she must disclose to the Chief Compliance Officer (“CCO”) or a designee (a) any beneficial ownership in such Covered Security that he or she has or proposes to acquire; (b) any interest he or she has or proposes to acquire in any third party account in which such Covered Security is held; (c) any beneficial interest in any other security that may

benefit from such proposed purchase, sale or other action; and (d) any interest in or business relationship with the issuer of such Covered Security that a Covered Person or his or her Covered Family Members has or proposes to acquire. In addition, Ares and our related persons may, directly or through one or more entities, sell securities in which they have a direct or indirect ownership interest to eligible Clients in connection with certain “warehousing” transactions, provided that the sale is consistent with Ares’ fiduciary obligations to such Client. Such transactions will be fully disclosed in writing, and the written consent of the appropriate Client (which, in certain circumstances, may be provided by a Client’s advisory board or committee), as applicable, will be obtained prior to the consummation of any such transactions in accordance with Section 206(3) of the Advisers Act and all other applicable state and federal securities laws. We are authorized to make investments on our own behalf and on behalf of our affiliates in securities we recommend to a Client. Such investments may be subject to conflicting investment strategies or objectives. Ares and its affiliates, including proprietary accounts and affiliates within the ACS Business, invest for their own accounts and, in certain circumstances, will invest alongside Clients in the same investment opportunities, which gives rise to conflicts of interest, including with respect to allocation, structuring, pricing, timing and the exercise of rights. In addition, Ares and our principals may co-invest with certain Clients to the extent permissible in the applicable Governing Documents. Any such co-investments or related transactions may raise potential conflicts of interest, particularly if a Client invests in different classes or types of securities of the same issuer. In such cases, the interest of one Client may diverge significantly from the other Client and may pose an actual or potential conflict of interest, as a Client may pursue or enforce rights with respect to an investment, and those activities may have an adverse effect on the other Client as prices, liquidity, terms of the investments, and levels of risk may be negatively impacted by such actions. Principals, officers and certain employees of Ares, members of their families and related persons of Ares may participate directly or indirectly as investors in Ares’ Clients, as described in a Client’s Governing Documents. Such participation is generally achieved through the creation of a feeder fund that invests on the same terms and conditions as Client investors except that generally these feeder funds are not subject to management fees or carried interest. Ares and its affiliates have made, and may continue to make, equity and other capital investments in Aspida and, through Ares Insurance Solutions, serve as investment manager to Aspida. Accounts managed on behalf of Aspida will, in certain circumstances, invest alongside Clients in investment opportunities, which has the potential to create conflicts of interest. . As a result, Ares and its affiliates have financial and other interests in Aspida and its related investment activities and, in certain circumstances, will have incentives to allocate investment or financing opportunities, or to structure transactions, in a manner favorable to Aspida or such Clients, including in light of Ares’ economic interests in Aspida and the fees earned in connection with services provided to Aspida. Although Ares seeks to manage these conflicts in accordance with its fiduciary obligations, there can be no assurance that such conflicts will be fully mitigated. Ares has adopted an investment allocation policy designed to ensure that all investment opportunities are, to the extent practicable, allocated among our Clients on a basis that over a period of time is fair and equitable to each Client relative to other Clients as well as a co-investment policy designed to ensure fair allocation of co-investment opportunities in the event such opportunities become available. These policies are described in “Item 6. Performance-Based Fees and Side-by-Side Management.”

Cross Transactions and Principal Transactions Subject to applicable law and the relevant Governing Documents, Ares is authorized to effect transactions in which one Client purchases securities or other investments from, or sells securities or other investments to, another Client (each, a “Cross Transaction”). Cross Transactions are effected for purposes such as rebalancing each such

participating Client’s portfolio, to further each such participating Client’s investment program, or for other reasons consistent with the investment and operating guidelines of each such participating Client. Neither Ares nor our affiliates will receive commission or similar fees in connection with such Cross Transactions. Generally, the value of any positions that are transferred in a Cross Transaction will be determined in a manner that is consistent with applicable investment valuation policies. In accordance with applicable law, including Section 206(3) of the Advisers Act, and with Ares’ applicable policies and procedures and to the extent permitted in a Client’s Governing Documents, Ares, in certain circumstances, effects transactions in which a security or instrument is purchased from or sold to a Client for Ares’ own account (a “Principal Transaction”). For example, subject to the requirements under the Advisers Act and the applicable Governing Documents, Ares is authorized to sell securities or instruments in which it holds an ownership interest to eligible Clients in connection with certain warehousing or similar arrangements. Cross Transactions and Principal Transactions present conflicts of interest because the interests of the participating Clients and, in the case of Principal Transactions, Ares or its affiliates, differ. Because these transactions are not executed in the open market, a Client may not receive the same price or terms that could be obtained in an arm’s-length transaction, and Ares faces potential incentives to favor one Client over another or, in the case of Principal Transactions, to benefit from the transaction. Ares maintains policies and procedures designed to identify and address the conflicts associated with Cross Transactions and Principal Transactions and to comply with applicable law. Where required by applicable law or a Client’s Governing Documents, Ares provides disclosure and obtains the necessary consent prior to effecting the transaction. Although Ares seeks to manage these conflicts in accordance with its fiduciary obligations, there can be no assurance that all conflicts will be fully mitigated.

Personal Trading The Code covers personal trading policies and procedures of all Covered Persons and their Covered Family Members. Under the Code, Covered Persons and their Covered Family Members are permitted to trade securities for their own accounts subject to pre-clearance, reporting, and other trading restrictions set forth in the Code. Generally, for Covered Securities transactions in a Covered Person’s or a Covered Family Member’s account, Covered Persons are required to obtain preclearance approval from the Compliance Department. Covered Persons and Covered Family Members are prohibited from establishing new positions (long and short) in single-name securities other than transactions in Ares-related securities and Covered Family Members’ participation in an employee compensation plan. The Code also requires that all Covered Securities holdings and transaction information in Covered Accounts be reported to the Compliance Department. The Code’s procedures are administered by the Firm’s Compliance Department. On a quarterly basis, Covered Persons must certify to all transactions in Covered Securities, effected by them or their Covered Family Members, including the nature of the transaction, the price of the security and the name of the broker, dealer or bank with or through which the transaction was undertaken. On an annual basis, Covered Persons must provide a complete report of Covered Securities holdings held by them and their Covered Family Members. Covered Securities transactions over which neither the Covered Person nor their Covered Family Members had any direct or indirect influence or control are exempt from these reporting requirements. Lastly, Covered Persons are periodically required to certify that they have read and understand the Firm’s compliance policies, including the Code, and to certify that they have complied with the provisions of the Code.

Other Potential Conflicts Covered Persons and/or their Covered Family Members may own private placement interests, which includes, but is not limited to, investments in private pooled investment vehicles, other private funds and in single business entities. Such interests could result in a conflict of interest between a Client and the relevant individual, given the existence of a potential personal benefit to such individual. A conflict could also arise when a Covered Person or

Covered Family Member invests in an issuer (and/or an affiliate thereof) which may subsequently become a portfolio company, competitor, service provider, counterparty, sponsor or other business partner of Ares and/or its Clients. To mitigate such potential conflicts, these investments are monitored through the pre-clearance and reporting requirements under the Code. Ares also requires certain outside business activities to be pre-approved and monitored to avoid potential or actual conflicts of interest. Such activities require prior written approval from the Covered Person’s direct supervisor and the CCO or a designee, and may also be subject to restrictions or conditions. Such approval is also revocable by Ares at any time. Certain Ares senior personnel have established, or may establish, family offices to provide advisory and administrative services for their respective family accounts in connection with their personal investment activities. These family offices may pursue investment opportunities in sectors in which our Clients invest. In addition, to the extent an investment opportunity is determined to be unsuitable for a Client, Ares senior personnel may be permitted to pursue personal investments in such opportunity. Ares has policies and procedures designed to mitigate such conflicts, but there is no assurance that all conflicts can be mitigated. Certain Covered Persons may receive discounts on products and services offered by companies in which a Client is an advisor or investor or otherwise has interest, similar to what would be given to an employee of such company. In addition, Ares may engage certain of its Clients’ portfolio companies to provide goods and services. In these instances, Ares engages with the portfolio company at an arm’s length, and the portfolio company generally provides the same pricing and service levels as it would any comparable client or purchaser. Additionally, expenses relating to Clients or portfolio companies are expected to be charged using credit cards or other widely available third-party rewards programs that provide airline miles, hotel stays, lodging or travel rewards, rental cars, traveler loyalty or status programs, “points,” “cash back,” rebates, discounts and other arrangements, perquisites and benefits under the available terms of such reward programs. As discussed throughout this brochure, Ares was built upon the fundamental principle that each of our distinct but complementary investment groups benefits from being part of our broader platform. We believe that our integrated investment platform is in the best interest of our Clients, enhancing our ability to effectively source, diligence and structure our investments. However, being part of this broader platform, as well as activities of and other considerations relating to our Clients, gives rise to conflicts of interests. The management of conflicts of interest is complex, and it is not possible to predict all of the varieties of conflicts that will arise over the course of the life of our Clients, particularly as a result of the potential growth and evolution of Ares’ business activities. In certain circumstances, Ares will take actions at the time of an initial investment and on an ongoing basis, as appropriate, to the extent it determines in its sole discretion any such action is necessary or advisable to seek to mitigate potential conflicts of interest for a Client, in accordance with its fiduciary duties to each such Client. However, conflicts will not necessarily be resolved in a manner that is favorable to any Client. In managing conflicts of interest situations that arise from time to time, Ares generally will be guided by its policies and procedures and applicable regulatory requirements, including its fiduciary obligations as set out in the applicable Governing Documents. Among other things, Ares has established a Conflicts Review Group, comprised of members of Ares’ senior management, to which certain actual or potential conflicts of interest may be escalated for evaluation and determination of appropriate mitigation, disclosure, or other actions based on the relevant facts and circumstances. Because the Conflicts Review Group is comprised of senior Ares personnel, it is not an independent body, and its members will, in certain circumstances, be subject to conflicts in reviewing particular matters. In reviewing conflicts, the Conflicts Review Group seeks to act in good faith and in accordance with Ares’ fiduciary obligations, as well as applicable Governing Documents and applicable law, based on the facts and information available at the time of its determination. However, conflict determinations involve judgment, and there can be no assurance that any particular resolution will be the most favorable outcome for any specific Client or investor or that the same determination would be made under different circumstances or with additional information.

In selecting broker-dealers to effect transactions, Ares seeks to obtain best execution by considering various factors in addition to the quantitative factors such as price or spreads/commission rates, including, but not limited to, ability to maintain the confidentiality of trading intentions, timeliness and certainty of execution, liquidity of the securities traded, ability to place trades in difficult market environments, ability to access a variety of market venues, expertise in specific securities, credit quality, financial condition (counterparty risk) and business reputation. While Ares generally seeks reasonably competitive trade execution costs, Clients will not necessarily pay the lowest spread or commission available. Ares is permitted to receive client or investor referrals from broker-dealers, which may provide an incentive for Ares to select or recommend certain broker-dealers for execution services. Please refer to the subsection entitled “Third Party Compensation for Referrals” in Item 14 below for complete information.

Research and Other Soft Dollar Benefits Section 28(e) of the Securities Exchange Act of 1934 (the “Exchange Act”) provides a safe harbor that permits advisers, when selecting brokers to execute transactions for client accounts, to take into account certain research products and services provided to the adviser by brokers. Ares does not currently engage in soft dollar arrangements; however, should Ares engage in any soft dollar arrangements, we will do so in a manner consistent with the safe harbor under Section 28(e) of the Exchange Act.

In addition, a Client’s positions as well as a Client’s overall performance and adherence to its investment mandates and restrictions are monitored on an ongoing basis by partners and senior investment professionals, including portfolio managers, in the Credit, Private Equity, Real Assets and Secondaries Groups, as applicable.

Reports to Clients and Investors Ares provides reports to the Clients or their Underlying Investors as required by the applicable Governing Documents or otherwise agreed upon with a Client or Underlying Investor. Underlying Investors should refer to the applicable Governing Documents for further information on the reports provided to a particular Underlying Investor. In certain circumstances, Ares has entered into strategic relationships or other arrangements with a Strategic Investor that provide for enhanced information rights. As a result, such Strategic Investors, in their capacity as Underlying Investors in a Client, are expected to receive additional or more frequent information than other Underlying Investors in the same Client. See “Item 8. “Methods of Analysis, Investment Strategies and Risk of Loss—

Material Risks—Strategic Relationships and Other Arrangements,” for further discussion of preferential terms granted to Strategic Investors, which in some cases result in differential treatment among Underlying Investors in the same Client. The Governing Documents of certain Clients sometimes require quarterly and annual financial statements to be distributed to Underlying Investors and Ares also typically provides written investor letters with respect to a Client and its performance. Ares distributes K-1 filings to Underlying Investors, where applicable, and provides certain other reports and analyses to Underlying Investors and potential investors upon request. With respect to certain Clients that are collateralized loan obligations or similarly structured finance vehicles, the independent trustees of the Clients generally prepare monthly compliance reports. Additionally, Ares may prepare periodic investor letters, portfolio profile summaries and pro forma results to supplement and further clarify any trustee reports. Also, in connection with equity distributions for these Clients, Ares typically sends a letter to the investors in these Clients summarizing the current status of the particular Client and all distributions made to date. Finally, Ares hosts annual investor meetings and calls and other interim calls as appropriate for certain of the Clients.

Item 14. Client Compensation

Referrals

and

Other

Economic Benefits Received from Third Parties In connection with investments made by certain Clients, Ares or its related persons receives commitment, structuring, monitoring or other transaction fees from portfolio investments in which one or more of the Clients may invest or propose to invest. The potential for Ares and its related persons to receive such economic benefits may create conflicts of interest as Ares and its related persons may have economic incentives to invest in portfolio investments that provide such benefits. To mitigate potential conflicts, such benefits received by Ares in connection with its services related to portfolio companies or transactions are generally offset in whole or in part against Advisory Fees payable by the related Client.

Third Party Compensation for Referrals Clients may incur sales charges to compensate broker-dealers who assist in obtaining subscriptions. The sales charge may be payable by investors, one or more of the Clients, the general partner of a Client, Ares or a combination thereof. In addition, Ares compensates certain third parties who refer prospective investors to its Clients. Certain of the solicitors or placement agents utilized to market Ares’ Clients, as well as individuals employed by such solicitors or placement agents, may invest in the Clients and may not pay, or pay reduced, Advisory Fees with respect to their investment(s) in the Clients. In addition, Ares may transact Client orders through broker-dealers that also act as solicitors or placement agents for its Clients. The receipt of compensation by placement agents and the potential receipt of brokerage commissions by brokerdealers create potential conflicts of interest and may affect the judgment of placement agents and broker-dealers when making referrals to Ares and the Clients. Moreover, potential conflicts of interest may arise between the interests of Clients in obtaining best price and execution and Ares’ interest in receiving future referrals to the Clients from certain broker-dealers. Ares addresses these potential conflicts of interest by seeking to obtain best execution by considering factors set forth in “Item 12. Brokerage Practices” above.

In addition, upon the final liquidation of any such Client, Ares will obtain a final audit and distribute audited financial statements prepared in accordance with GAAP with respect to such Client to all investors promptly after completion of the audit. In the alternative, where Ares is deemed to have custody of a Client account solely due to its ability to withdraw funds to pay its Advisory Fees, Ares may comply with the custody rules under the Advisers Act by having a reasonable belief that a qualified custodian will send quarterly account statements to each investor. Ares urges all Clients and Underlying Investors to compare the reports they receive from Ares to the statements they receive from their custodians. Any issues or discrepancies should be communicated to Ares promptly.

vote in accordance with the recommendations of a disinterested third party;

refer the voting decision to the Client; or

abstain from voting.

Some examples of potential conflicts can include;

Ares provides investment advice to an officer or director of an issuer and Ares receives a proxy solicitation from that issuer;

an issuer or some other third party offers Ares or an employee, officer or director of Ares compensation in exchange for voting a proxy in a particular way;

an employee, officer or director of Ares or a member of such person’s household has a personal or business relationship with an issuer;

an employee, officer or director of Ares has a beneficial interest contrary to the position held by Ares on behalf of a Client;

Ares holds various classes and types of equity and debt securities of the same issuer contemporaneously in different Client portfolios; or

any other circumstance where Ares’ duty to service the interest of its Clients could be compromised.

Ares will typically not delegate its voting authority to any third party, although it may retain an outside service to provide voting recommendations and to assist in casting and analyzing votes. Clients may obtain a copy of Ares’ Proxy Voting Guidelines or information about how Ares voted client proxies by contacting Ares’ Compliance Department at (310) 201-4100.