Sec Form 3 Filing - ARES MANAGEMENT LLC @ OUTFRONT Media Inc. - 2020-05-04

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
OUTFRONT Media Inc. [ OUT]
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)
05/04/2020
(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
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
Series A Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 7,812,500 I See footnotes ( 2 ) ( 3 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS,
12TH FLOOR
LOS ANGELES, CA90067
X
Ares Partners Holdco LLC
2000 AVENUE OF THE STARS,
12TH FLOOR
LOS ANGELES, CA90067
X
Ares Voting LLC
2000 AVENUE OF THE STARS,
12TH FLOOR
LOS ANGELES, CA90067
X
Ares Management GP LLC
2000 AVENUE OF THE STARS,
12TH FLOOR
LOS ANGELES, CA90067
X
Ares Management Corp
2000 AVENUE OF THE STARS,
12TH FLOOR
LOS ANGELES, CA90067
X
Ares Holdco LLC
2000 AVENUE OF THE STARS,
12TH FLOOR
LOS ANGELES, CA90067
X
Ares Management Holdings L.P.
2000 AVENUE OF THE STARS,
12TH FLOOR
LOS ANGELES, CA90067
X
Signatures
Ares Management LLC, By: /s/ Anton Feingold, Authorized Signatory 03/28/2024
Signature of Reporting Person Date
Ares Partners Holdco LLC, By: /s/ Anton Feingold, Authorized Signatory 03/28/2024
Signature of Reporting Person Date
Ares Voting LLC, By: Ares Partners Holdco LLC, its sole member, By: /s/ Anton Feingold, Authorized Signatory 03/28/2024
Signature of Reporting Person Date
Ares Management GP LLC, By: /s/ Anton Feingold, Authorized Signatory 03/28/2024
Signature of Reporting Person Date
Ares Management Corporation, By: /s/ Anton Feingold, Authorized Signatory 03/28/2024
Signature of Reporting Person Date
Ares Holdco LLC, By: /s/ Anton Feingold, Authorized Signatory 03/28/2024
Signature of Reporting Person Date
Ares Management Holdings L.P., By: Ares Holdco LLC, its general partner, By: /s/ Anton Feingold, Authorized Signatory 03/28/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of Series A Preferred Stock is convertible at any time into shares of Common Stock at an initial conversion price of $16.00 per share and at an initial conversion rate of 62.50 shares of Common Stock at the option of the holder. The Series A Preferred Stock has no expiration date.
( 2 )Includes 1,562,500 shares of Common Stock underlying 25,000 shares of Series A Preferred Stock held of record by Ares Capital Corporation ("Ares Capital") and 6,250,000 shares of Common Stock underlying 100,000 shares of Series A Preferred Stock held of record by ASOF Holdings I, L.P. ("ASOF Holdings I").
( 3 )Ares Partners Holdco LLC ("Ares Partners") is the sole member of each of Ares Voting LLC and Ares Management GP LLC, which are respectively the holders of the Class B and Class C common stock of Ares Management Corporation ("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 LLC, which is the general partner of Ares Management Holdings L.P., which is the sole member of Ares Management LLC, which is: (i) the sole member of ASOF Investment Management LLC, which is the manager of ASOF Holdings I; and (ii) the sole member of Ares Capital Management LLC, which is the investment advisor of Ares Capital. We refer to all of the foregoing entities collectively as the Ares Entities.
( 4 )Each of the Ares Entities may be deemed to share beneficial ownership of the securities reported herein, but each disclaims any such beneficial ownership of securities not held of record by them. 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. Each of these individuals disclaims beneficial ownership of the securities that may be deemed to be beneficially owned by Ares Partners.

Remarks:
Due to the limitations of the electronic filing system, each of ASOF Investment Management LLC, ASOF Holdings I, L.P., Ares Capital Management LLC and Ares Capital Corporation are filing a separate Form 3.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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