AAC sponsor granted 666,667 private warrants
Ares Acquisition Holdings III LP, the sponsor of Ares Acquisition Corp III, acquired 666,667 private placement warrants at $1.50 per warrant.
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Form Type
4
Rhea-AI Filing Summary
Ares Acquisition Holdings III LP, the sponsor of Ares Acquisition Corp III, acquired 666,667 private placement warrants at $1.50 per warrant. Each warrant is exercisable at $11.50 for one Class A ordinary share, adding 666,667 underlying shares and bringing the sponsor’s total warrants to 7,466,667.
The warrants become exercisable 30 days after completion of the company’s initial business combination and expire five years after that combination. Various Ares-affiliated entities may be deemed to share beneficial ownership of the securities held by the sponsor, but they each disclaim beneficial ownership except for their pecuniary interest.
Insider Trade Summary
Grant/Award: 666,667 shares
Grant/Award
1 txn
Insider
Ares Partners Holdco LLC, Ares Acquisition Holdings III LP
Role
10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Private placement warrants | 666,667 | $1.50 | $1.00M |
Holdings After Transaction:
Private placement warrants — 7,466,667 contracts (Indirect, See footnotes)
Footnotes (5)
- F1. In connection with the initial public offering of Ares Acquisition Corporation III (the "Issuer"), the underwriters partially exercised their over-allotment option. In connection with such exercise, Ares Acquisition Holdings III LP (the "Sponsor") acquired an additional 666,667 warrants.
- F2. The reported warrants become exercisable 30 days after the completion of the Issuer's initial business combination and expire five (5) years after the completion of the Issuer's initial business combination.
- F3. Ares Partners Holdco LLC ("Ares Partners") is the sole member of each of Ares Voting LLC ("Ares Voting") and Ares Management GP LLC ("Ares Management GP"), 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 ("Ares Holdco" and together with each of the foregoing entities, the "Ares Entities"), which is the general partner of Ares Holdings L.P. ("Ares Holdings").
- F4. Ares Holdings is the sole shareholder of Ares Acquisition Holdings III, which is the general partner of the Sponsor. The Sponsor directly holds the securities reported herein. Each of the Ares Entities and Ares Holdings may be deemed to share beneficial ownership of the securities directly held by the Sponsor, but each of the foregoing disclaims beneficial ownership of such securities except to the extent of its respective pecuniary interest therein.
- F5. Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, R. Kipp deVeer, David B. Kaplan, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over the Board Members' decisions. Each of these individuals expressly disclaims beneficial ownership of the securities that may be deemed to be beneficially owned by Ares Partners, except to the extent of their respective pecuniary interest therein. The principal business office of the Sponsor, the Ares Entities and Ares Holdings is c/o Ares Management LLC, 1800 Avenue of the Stars, Suite 1400, Los Angeles, CA 90067.
Key Figures
Warrants acquired: 666,667 warrants
Acquisition price: $1.50 per warrant
Exercise price: $11.50 per share
+4 more
7 metrics
Warrants acquired
666,667 warrants
Private placement warrants granted to sponsor
Acquisition price
$1.50 per warrant
Price paid for newly acquired private placement warrants
Exercise price
$11.50 per share
Conversion/exercise price of private placement warrants
Total warrants after transaction
7,466,667 warrants
Sponsor’s aggregate private placement warrant holdings
Underlying shares
666,667 Class A shares
Shares underlying the newly granted warrants
Exercisability trigger
30 days after business combination
When private placement warrants first become exercisable
Warrant expiration
5 years after business combination
End of exercise period for the private placement warrants
Key Terms
private placement warrants, over-allotment option, initial public offering, initial business combination, +2 more
6 terms
private placement warrants financial
"Ares Acquisition Holdings III LP acquired an additional 666,667 warrants as private placement warrants."
Private placement warrants are tradable coupons given directly to a limited group of investors that let the holder buy a company's shares at a fixed price before a set expiration date. They matter to investors because they can provide extra upside if the stock rises and give companies a way to raise money outside a public offering, but they also can increase the number of shares outstanding (dilution) and therefore affect share value and investor returns.
over-allotment option financial
"The underwriters partially exercised their over-allotment option in connection with the IPO."
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
initial public offering financial
"In connection with the initial public offering of Ares Acquisition Corporation III."
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
initial business combination financial
"The reported warrants become exercisable 30 days after the completion of the Issuer's initial business combination."
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
beneficial ownership financial
"Each of the Ares Entities and Ares Holdings may be deemed to share beneficial ownership of the securities directly held by the Sponsor."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"Each of the foregoing disclaims beneficial ownership of such securities except to the extent of its respective pecuniary interest therein."
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did Ares Acquisition Corp III (AAC) report on this Form 4?
Ares Acquisition Holdings III LP acquired 666,667 private placement warrants of Ares Acquisition Corp III. The warrants were obtained in connection with the underwriters’ partial exercise of their over-allotment option in the company’s initial public offering.
At what price and terms were the AAC private placement warrants acquired?
The sponsor acquired 666,667 private placement warrants at $1.50 per warrant. Each warrant allows purchase of one Class A ordinary share at an exercise price of $11.50, providing leveraged exposure to Ares Acquisition Corp III’s equity following its initial business combination.
When do the newly acquired AAC private placement warrants become exercisable and when do they expire?
The reported private placement warrants become exercisable 30 days after completion of Ares Acquisition Corp III’s initial business combination. They expire five years after that business combination is completed, defining a finite window for converting the warrants into Class A ordinary shares.
How many AAC private placement warrants does the sponsor hold after this transaction?
Following the acquisition, Ares Acquisition Holdings III LP holds 7,466,667 private placement warrants in total. This figure includes the newly acquired 666,667 warrants and represents the sponsor’s aggregate derivative position tied to Ares Acquisition Corp III’s Class A ordinary shares.
Who is considered to have beneficial ownership of the AAC warrants acquired by the sponsor?
The sponsor directly holds the warrants, while various Ares entities upstream may be deemed to share beneficial ownership. Each Ares entity and related individuals expressly disclaim beneficial ownership of these securities except to the extent of their respective pecuniary interest in the position.
Why did Ares Acquisition Holdings III LP acquire additional AAC warrants?
The sponsor acquired the additional 666,667 warrants in connection with the underwriters’ partial exercise of their over-allotment option in Ares Acquisition Corp III’s initial public offering, increasing the sponsor’s private placement warrant holdings under the IPO’s agreed terms.
AI-generated analysis. How Rhea-AI works. Not financial advice.
