Ares Management LLC

Item 5. Fees and Compensation
Compensation and Fee Schedules
All Underlying Investors and prospective investors should carefully review the Governing Documents of each Client
in conjunction with this brochure for complete information on the fees and compensation payable with respect
to a particular Client.

Form ADV Part 2A: Firm Brochure

Advisory Fees
Underlying Investors in our Clients are generally all “qualified purchasers” as defined in Section 2(a)(51) of the
Investment Company Act of 1940, as amended (the “Investment Company Act”), and, as such, information
regarding the fees and compensation payable by such Underlying Investors is not required to be provided herein.
In certain circumstances, Ares and an Underlying Investor may negotiate the advisory fees and performance
compensation payable by such Underlying Investor. 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 Side-
by-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

Form ADV Part 2A: Firm Brochure

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.
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Types of Clients
Ares generally provides investment advice to various pooled investment vehicles, including public and private
investment funds, single investor funds, co-investment vehicles, joint ventures, CLOs, CDOs and other structured
investment vehicles, special purpose vehicles, alternative investment vehicles, feeder vehicles, and other separately
managed accounts and institutional clients, including insurance and reinsurance companies. Our Underlying
Investors are comprised primarily of government and private pension funds, sovereign wealth funds, endowments,
foundations, family offices, banks, investment companies, insurance companies, private corporations, and high net
worth individuals. 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.