Sec Form 3 Filing - ARES MANAGEMENT LLC @ Clear Channel Outdoor Holdings, Inc. - 2022-09-23

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ARES MANAGEMENT LLC
2. Issuer Name and Ticker or Trading Symbol
Clear Channel Outdoor Holdings, Inc. [ CCO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2000 AVENUE OF THE STARS, 12TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
09/23/2022
(Street)
LOS ANGELES, CA90067
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 47,671,580( 1 )( 2 )( 3 )( 4 )( 5 )( 6 ) I See footnotes.( 1 )( 2 )( 3 )( 4 )( 5 )( 6 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Dir ector 10% Owner Officer Other
ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS, 12TH FLOOR
LOS ANGELES, CA90067
X
ASSF IV AIV B Holdings III, L.P.
2000 AVENUE OF THE STARS, 12TH FLOOR
LOS ANGELES, CA90067
X
ASSF IV AIV B, L.P.
2000 AVENUE OF THE STARS, 12TH FLOOR
LOS ANGELES, CA90067
X
ASSF Operating Manager IV, L.P.
2000 AVENUE OF THE STARS, 12TH FLOOR
LOS ANGELES, CA90067
X
ASOF Holdings I, L.P.
2000 AVENUE OF THE STARS, 12TH FLOOR
LOS ANGELES, CA90067
X
ASOF Investment Management LLC
2000 AVENUE OF THE STARS, 12TH FLOOR
LOS ANGELES, CA90067
X
ACOF VI Holdings, L.P.
2000 AVENUE OF THE STARS, 12TH FLOOR
LOS ANGELES, CA90067
X
ACOF Investment Management LLC
2000 AVENUE OF THE STARS, 12TH FLOOR
LOS ANGELES, CA90067
X
Signatures
ARES MANAGEMENT LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 09/28/2022
Signature of Reporting Person Date
ASSF IV AIV B HOLDINGS III, L.P. By: ASSF OPERATING MANAGER IV, L.P., Its manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 09/28/2022
Signature of Reporting Person Date
ASSF IV AIV B, L.P. By: ASSF OPERATING MANAGER IV, L.P., Its manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 09/28/2022
Signature of Reporting Person Date
ASSF OPERATING MANAGER IV, L.P. /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 09/28/2022
Signature of Reporting Person Date
ASOF HOLDINGS I, L.P. By: ASOF INVESTMENT MANAGEMENT LLC, Its manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 09/28/2022
Signature of Reporting Person Date
ASOF INVESTMENT MANAGEMENT LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 09/28/2022
Signature of Reporting Person Date
ACOF VI HOLDINGS, L.P. By: ACOF INVESTMENT MANAGEMENT LLC, Its manager /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 09/28/2022
Signature of Reporting Person Date
ACOF INVESTMENT MANAGEMENT LLC /s/ Naseem Sagati Aghili By: Naseem Sagati Aghili Its: Authorized Signatory 09/28/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This statement is being filed by (i) ASSF IV AIV B Holdings III, L.P. ("ASSF IV AIV B Holdings"), (ii) ASSF IV AIV B, L.P. ("ASSF IV AIV B"), (iii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iv) ASOF Holdings I, L.P. ("ASOF I"), (v) ASOF Investment Management LLC ("ASOF Investment Management"), (vi) ACOF VI Holdings, L.P. ("ACOF VI"), (vii) ACOF Investment Management LLC ("ACOF Investment Management") (Continued in footnote 2)
( 2 )(viii) Ares Management LLC, (ix) Ares Management Holdings L.P. ("Ares Management Holdings"), (x) Ares Holdco LLC ("Ares Holdco"), (xi) Ares Management Corporation ("Ares Management"), (xii) Ares Voting LLC ("Ares Voting"), (xiii) Ares Management GP LLC ("Ares Management GP") and (xiv) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in two parts.
( 3 )The Reporting Persons collectively beneficially own, or may be deemed to beneficially own, in the aggregate 47,671,580 shares of Common Stock by reason of the direct or indirect beneficial ownership of such shares as follows: (i) ASSF IV AIV B Holdings directly holds 17,225,151 shares of Common Stock, (ii) ASSF IV AIV B directly holds 1,943,773 shares of Common Stock, (iii) ASOF I directly holds 19,852,354 shares of Common Stock and (iv) ACOF VI directly holds 8,650,302 shares of Common Stock.
( 4 )Ares Partners is the sole member of each of Ares Voting and Ares Management GP, which are respectively the holders of the Class B and Class C common stock of Ares Management, which common stock allows them, collectively, to generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. Ares Management is the sole member of Ares Holdco, which is the general partner of Ares Management Holdings, which is the sole member of Ares Management LLC, which is: (a) the general partner of ASSF Operating Manager IV, which is the manager of each of ASSF IV AIV B Holdings and ASSF IV AIV B; (b) the sole member of ASOF Investment Management, which is the manager of ASOF I; and (c) the sole member of ACOF Investment Management, which is the manager of ACOF VI.
( 5 )Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions.
( 6 )Each of the Reporting Persons and the Board Members, and the other directors, officers, partners, stockholders, members and managers of the Reporting Persons, expressly disclaims beneficial ownership of the Common Stock, except to the extent of any pecuniary interest therein, and this Form 3 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.

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