person · Reporting owner
Ares Special Situations Fund IV, L.P.
Disclosed activity across 1 company
Sign in to followReported relationships
Latest disclosed role at each company.
No relationships currently tracked through insider filings.
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
No balances currently tracked through insider filings.
Past disclosures · reporting ended (1)
No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.
Infrastructure & Energy Alternatives, Inc.
Report date October 07, 2022 · Filed October 11, 2022
Jointly reported with ARES MANAGEMENT LLC, ASSF Operating Manager IV, L.P., ASOF Holdings I, L.P., ASOF Investment Management LLC
Section 16 reporting ended · disclosed 2022-10-11. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common Stock, $0.0001 par value per shareSEC Table I · non-derivative | Direct | 0 |
Reported balance
After 2022-10-07 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2022-10-07 · Disposition to issuer · Disposed 67,690 · Balance 0 F1: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. |
| Common Stock, $0.0001 par value per shareSEC Table I · non-derivative | IndirectBy ASOF Holdings I, L.P. | 0 |
Reported balance
After 2022-10-07 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2022-10-07 · Disposition to issuer · Disposed 11,554,630 · Balance 0 F1: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. |
| Common Stock, $0.0001 par value per shareSEC Table I · non-derivative | IndirectBy Ares Special Situations Fund IV, L.P. | 0 |
Reported balance
After 2022-10-07 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 3 · 2022-10-07 · Disposition to issuer · Disposed 3,686,645 · Balance 0 F1: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. |
| Warrants to purchase Common StockSEC Table II · derivative / convertible security · Conversion / exercise price $0.00 | IndirectBy ASOF Holdings I, L.P. | 0 |
Reported balance
After 2022-10-07 transaction · row 4
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 4 · 2022-10-07 · Disposition to issuer · Disposed 4,327,322 · Balance 0 F5: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. |
| Warrants to purchase Common StockSEC Table II · derivative / convertible security · Conversion / exercise price $0.00 | IndirectBy ASOF Holdings I, L.P. | 0 |
Reported balance
After 2022-10-07 transaction · row 5
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 5 · 2022-10-07 · Disposition to issuer · Disposed 296,661 · Balance 0 F5: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. |
| Warrants to purchase Common StockSEC Table II · derivative / convertible security · Conversion / exercise price $0.00 | IndirectBy Ares Special Situations Fund IV, L.P. | 0 |
Reported balance
After 2022-10-07 transaction · row 6
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 6 · 2022-10-07 · Disposition to issuer · Disposed 339,136 · Balance 0 F5: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. |
Filing footnotes · ownership attribution and instrument terms
F1: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger.
F2: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons.
F3: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF.
F4: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes.
F5: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| October 07, 2022 Filed Oct 11, 2022 20:03 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerWarrants to purchase Common Stock · Derivative | 339,136 | Not disclosed Strike: $0.00 | Not disclosed |
DisclosureSEC source: 0001104659-22-107706 · tm2227685-5_4seq1.xml · derivative · entry 6 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 0 Underlying: Common stock, par value $0.0001 per share · 0 shares Expires not disclosed F5 · kind: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · price: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · derivative.expiration_date: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · derivative.underlying: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2 · ownership.direct: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3 · ownership.direct: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| October 07, 2022 Filed Oct 11, 2022 20:03 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerWarrants to purchase Common Stock · Derivative | 296,661 | Not disclosed Strike: $0.00 | Not disclosed |
DisclosureSEC source: 0001104659-22-107706 · tm2227685-5_4seq1.xml · derivative · entry 5 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 0 Underlying: Common stock, par value $0.0001 per share · 0 shares Expires not disclosed F5 · kind: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · price: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · derivative.expiration_date: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · derivative.underlying: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2 · ownership.direct: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3 · ownership.direct: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| October 07, 2022 Filed Oct 11, 2022 20:03 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerWarrants to purchase Common Stock · Derivative | 4,327,322 | Not disclosed Strike: $0.00 | Not disclosed |
DisclosureSEC source: 0001104659-22-107706 · tm2227685-5_4seq1.xml · derivative · entry 4 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 0 Underlying: Common stock, par value $0.0001 per share · 0 shares Expires not disclosed F5 · kind: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · price: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · derivative.expiration_date: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F5 · derivative.underlying: Each warrant was disposed of subject to the terms Merger Agreement, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2 · ownership.direct: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3 · ownership.direct: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| October 07, 2022 Filed Oct 11, 2022 20:03 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerCommon Stock, $0.0001 par value per share | 3,686,645 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-22-107706 · tm2227685-5_4seq1.xml · nonDerivative · entry 3 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 0 F1 · kind: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F1 · price: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2 · ownership.direct: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3 · ownership.direct: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| October 07, 2022 Filed Oct 11, 2022 20:03 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerCommon Stock, $0.0001 par value per share | 11,554,630 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-22-107706 · tm2227685-5_4seq1.xml · nonDerivative · entry 2 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 0 F1 · kind: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F1 · price: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F2 · ownership.direct: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. F3 · ownership.direct: 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 ASSF IV and (b) the sole member of ASOF Investment Management, which is the manager of ASOF. F4 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| October 07, 2022 Filed Oct 11, 2022 20:03 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerCommon Stock, $0.0001 par value per share | 67,690 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-22-107706 · tm2227685-5_4seq1.xml · nonDerivative · entry 1 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 F1 · kind: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. F1 · price: Each share was disposed of subject to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2022, by and among MasTec, Inc. ("MasTec"), Indigo Acquisition I Corp. and the Issuer, for a price, subject to the Merger Agreement, of $10.50 in cash consideration and 0.0483 shares of MasTec common stock having a market value of $65.53 per share on the effective date of the merger. Read SEC document |
| May 09, 2022 Filed May 11, 2022 20:11 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | GrantCommon Stock, $0.0001 par value per share | 3,149 | $0.00 | $0.00 |
DisclosureSEC source: 0001104659-22-058791 · tm2214969-6_4seq1.xml · nonDerivative · entry 1 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 67,690 F1 · shares: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above. F2 · shares: Represents 3,149 shares of common stock granted to Scott Graves, Partner and Co-Head of Private Equity Group at Ares Management, as a director of Infrastructure and Energy Alternatives, Inc. (the "Issuer"). Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Graves to be appointed to the Issuer's board of directors on August 17, 2021. Pursuant to an agreement between Ares Management LLC and Mr. Graves, Mr. Graves has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 3,149 shares of common stock granted to Mr. Graves on May 9, 2022. F1 · balance_after: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above. F2 · balance_after: Represents 3,149 shares of common stock granted to Scott Graves, Partner and Co-Head of Private Equity Group at Ares Management, as a director of Infrastructure and Energy Alternatives, Inc. (the "Issuer"). Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Graves to be appointed to the Issuer's board of directors on August 17, 2021. Pursuant to an agreement between Ares Management LLC and Mr. Graves, Mr. Graves has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 3,149 shares of common stock granted to Mr. Graves on May 9, 2022. F2 · ownership.direct: Represents 3,149 shares of common stock granted to Scott Graves, Partner and Co-Head of Private Equity Group at Ares Management, as a director of Infrastructure and Energy Alternatives, Inc. (the "Issuer"). Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Graves to be appointed to the Issuer's board of directors on August 17, 2021. Pursuant to an agreement between Ares Management LLC and Mr. Graves, Mr. Graves has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 3,149 shares of common stock granted to Mr. Graves on May 9, 2022. F3 · ownership.direct: The manager of ASSF IV is ASSF Operating Manager IV, and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management, and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. (continued in next footnote) F4 · ownership.direct: Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Ares Class B Common Stock") and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Ares Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. (continued in next footnote) F5 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| May 05, 2022 Filed May 10, 2022 00:44 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | GrantCommon Stock, $0.0001 par value per share | 9,251 | $0.00 | $0.00 |
DisclosureSEC source: 0001104659-22-057785 · tm2214969-4_4seq1.xml · nonDerivative · entry 2 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 64,541 F1 · shares: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above. F6 · shares: Represents 9,251 restricted stock units granted to Scott Graves, Partner and Co-Head of Private Equity Group at Ares Management, as a director of the Issuer. Each restricted stock unit represents the right to receive one share of common stock upon vesting. Vesting of the restricted stock units will occur on May 5, 2023, the first anniversary of the grant date. Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Graves to be appointed to the Issuer's board of directors on August 17, 2021. Pursuant to an agreement between Ares Management LLC and Mr. Graves, Mr. Graves has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 9,251 restricted stock units granted to Mr. Graves on May 5, 2022. F1 · balance_after: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above. F6 · balance_after: Represents 9,251 restricted stock units granted to Scott Graves, Partner and Co-Head of Private Equity Group at Ares Management, as a director of the Issuer. Each restricted stock unit represents the right to receive one share of common stock upon vesting. Vesting of the restricted stock units will occur on May 5, 2023, the first anniversary of the grant date. Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Graves to be appointed to the Issuer's board of directors on August 17, 2021. Pursuant to an agreement between Ares Management LLC and Mr. Graves, Mr. Graves has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 9,251 restricted stock units granted to Mr. Graves on May 5, 2022. F3 · ownership.direct: The manager of ASSF IV is ASSF Operating Manager IV, and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management, and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. (continued in next footnote) F4 · ownership.direct: Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Ares Class B Common Stock") and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Ares Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. (continued in next footnote) F5 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. F6 · ownership.direct: Represents 9,251 restricted stock units granted to Scott Graves, Partner and Co-Head of Private Equity Group at Ares Management, as a director of the Issuer. Each restricted stock unit represents the right to receive one share of common stock upon vesting. Vesting of the restricted stock units will occur on May 5, 2023, the first anniversary of the grant date. Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Graves to be appointed to the Issuer's board of directors on August 17, 2021. Pursuant to an agreement between Ares Management LLC and Mr. Graves, Mr. Graves has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 9,251 restricted stock units granted to Mr. Graves on May 5, 2022. Read SEC document |
| May 05, 2022 Filed May 10, 2022 00:44 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | GrantCommon Stock, $0.0001 par value per share | 9,251 | $0.00 | $0.00 |
DisclosureSEC source: 0001104659-22-057785 · tm2214969-4_4seq1.xml · nonDerivative · entry 1 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 55,290 F1 · shares: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above. F2 · shares: Represents 9,251 restricted stock units granted to Matthew Underwood, Partner at Ares Management, as a director of Infrastructure and Energy Alternatives, Inc. (the "Issuer"). Each restricted stock unit represents the right to receive one share of common stock upon vesting. Vesting of the restricted stock units will occur on May 5, 2023, the first anniversary of the grant date. Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Underwood to be appointed to the Issuer's board of directors on March 10, 2020. Pursuant to an agreement between Ares Management LLC and Mr. Underwood, Mr. Underwood has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 9,251 restricted stock units granted to Mr. Underwood on May 5, 2022. F1 · balance_after: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF Holdings I, L.P ("ASOF"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above. F2 · balance_after: Represents 9,251 restricted stock units granted to Matthew Underwood, Partner at Ares Management, as a director of Infrastructure and Energy Alternatives, Inc. (the "Issuer"). Each restricted stock unit represents the right to receive one share of common stock upon vesting. Vesting of the restricted stock units will occur on May 5, 2023, the first anniversary of the grant date. Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Underwood to be appointed to the Issuer's board of directors on March 10, 2020. Pursuant to an agreement between Ares Management LLC and Mr. Underwood, Mr. Underwood has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 9,251 restricted stock units granted to Mr. Underwood on May 5, 2022. F2 · ownership.direct: Represents 9,251 restricted stock units granted to Matthew Underwood, Partner at Ares Management, as a director of Infrastructure and Energy Alternatives, Inc. (the "Issuer"). Each restricted stock unit represents the right to receive one share of common stock upon vesting. Vesting of the restricted stock units will occur on May 5, 2023, the first anniversary of the grant date. Ares Management LLC, on behalf of its affiliated funds, investment vehicles and/or managed accounts, designated Mr. Underwood to be appointed to the Issuer's board of directors on March 10, 2020. Pursuant to an agreement between Ares Management LLC and Mr. Underwood, Mr. Underwood has agreed to pay Ares Management LLC all of his director compensation, and has instructed the Issuer to pay all such compensation directly to Ares Management LLC. Accordingly, Ares Management LLC is the direct holder of the 9,251 restricted stock units granted to Mr. Underwood on May 5, 2022. F3 · ownership.direct: The manager of ASSF IV is ASSF Operating Manager IV, and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management, and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. (continued in next footnote) F4 · ownership.direct: Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Ares Class B Common Stock") and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Ares Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. (continued in next footnote) F5 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| October 03, 2021 Filed Oct 5, 2021 20:12 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionWarrants to purchase Common Stock · Derivative | 3,420,267 | Not disclosed Strike: $0.00 | Not disclosed |
DisclosureSEC source: 0001104659-21-123093 · tm2129191-1_4seq1.xml · derivative · entry 4 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 4,327,322 Underlying: Common Stock, $0.0001 par value per share · 3,420,236 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: Reflects the cashless exercise of non-voting pre-funded warrants (the "Pre-Funded Warrants") held by ASOF Holdings I, L.P. ("ASOF") into shares of the Issuer's common stock. F1 · kind: Reflects the cashless exercise of non-voting pre-funded warrants (the "Pre-Funded Warrants") held by ASOF Holdings I, L.P. ("ASOF") into shares of the Issuer's common stock. F1 · price: Reflects the cashless exercise of non-voting pre-funded warrants (the "Pre-Funded Warrants") held by ASOF Holdings I, L.P. ("ASOF") into shares of the Issuer's common stock. F7 · derivative.expiration_date: The Pre-Funded Warrants do not expire. F2 · ownership.direct: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF, (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above. F3 · ownership.direct: The manager of ASSF IV is ASSF Operating Manager IV, and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management, and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. (continued in next footnote) F4 · ownership.direct: Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Ares Class B Common Stock") and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Ares Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. (continued in next footnote) F5 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| October 03, 2021 Filed Oct 5, 2021 20:12 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionCommon Stock, $0.0001 par value per share | 3,420,236 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001104659-21-123093 · tm2129191-1_4seq1.xml · nonDerivative · entry 1 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 11,554,630 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: Reflects the cashless exercise of non-voting pre-funded warrants (the "Pre-Funded Warrants") held by ASOF Holdings I, L.P. ("ASOF") into shares of the Issuer's common stock. F1 · price: Reflects the cashless exercise of non-voting pre-funded warrants (the "Pre-Funded Warrants") held by ASOF Holdings I, L.P. ("ASOF") into shares of the Issuer's common stock. F2 · ownership.direct: This statement is being filed jointly by (i) Ares Special Situations Fund IV, L.P. ("ASSF IV"), (ii) ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), (iii) ASOF, (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). This Form 4 is being filed in two parts due to the number of Reporting Persons. Both filings relate to the same transactions described above. F3 · ownership.direct: The manager of ASSF IV is ASSF Operating Manager IV, and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management, and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. (continued in next footnote) F4 · ownership.direct: Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Ares Class B Common Stock") and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Ares Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. (continued in next footnote) F5 · ownership.direct: 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 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 (the "Exchange Act"), or for any other purposes. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionWarrants to purchase Common Stock · Derivative | 270,658 | $11.00 Strike: $0.00 | $2,977,238.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · derivative · entry 15 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 29,965 Underlying: Common stock, par value $0.0001 per share · 270,658 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F7 · kind: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F10 · kind: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F7 · shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F10 · shares: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F10 · derivative.expiration_date: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F2 · derivative.underlying_shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F7 · derivative.underlying_shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F10 · derivative.underlying_shares: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionWarrants to purchase Common Stock · Derivative | 3,092,794 | $11.00 Strike: $0.00 | $34,020,734.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · derivative · entry 14 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 0 Underlying: Common stock, par value $0.0001 per share · 3,092,794 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F8 · kind: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants held by it resulting in the issuance of 3,092,794 shares of Common Stock. The ASSF IV Conversion and the exercise of ASSF IV's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F9 · kind: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F8 · shares: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants held by it resulting in the issuance of 3,092,794 shares of Common Stock. The ASSF IV Conversion and the exercise of ASSF IV's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F9 · shares: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F9 · derivative.expiration_date: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F2 · derivative.underlying_shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F8 · derivative.underlying_shares: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants held by it resulting in the issuance of 3,092,794 shares of Common Stock. The ASSF IV Conversion and the exercise of ASSF IV's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F9 · derivative.underlying_shares: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionWarrants to purchase Common Stock · Derivative | 236,759 | $11.00 Strike: $0.00 | $2,604,349.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · derivative · entry 13 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 26,212 Underlying: Common stock, par value $0.0001 per share · 236,759 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F4 · kind: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants (as defined below) pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F10 · kind: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F4 · shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants (as defined below) pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F10 · shares: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F10 · derivative.expiration_date: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F2 · derivative.underlying_shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F4 · derivative.underlying_shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants (as defined below) pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F10 · derivative.underlying_shares: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionWarrants to purchase Common Stock · Derivative | 2,903,516 | $11.00 Strike: $0.00 | $31,938,676.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · derivative · entry 12 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 0 Underlying: Common stock, par value $0.0001 per share · 2,903,516 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F5 · kind: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants held by it resulting in the issuance of 2,903,516 shares of Common Stock. The ASOF Conversion and the exercise of ASOF's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F9 · kind: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F5 · shares: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants held by it resulting in the issuance of 2,903,516 shares of Common Stock. The ASOF Conversion and the exercise of ASOF's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F9 · shares: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F9 · derivative.expiration_date: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F2 · derivative.underlying_shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F5 · derivative.underlying_shares: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants held by it resulting in the issuance of 2,903,516 shares of Common Stock. The ASOF Conversion and the exercise of ASOF's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F9 · derivative.underlying_shares: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | PurchaseWarrants to purchase Common Stock · Derivative | 7,747,589 | $11.00 Strike: $0.00 | $85,223,479.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · derivative · entry 11 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 7,747,589 Underlying: Common Stock, $0.0001 par value per share · 7,747,589 shares Expires not disclosed F1 · kind: On July 28, 2021, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. In connection with the 2021 Equity offering, ASOF Holdings I, L.P. ("ASOF") purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. The 2021 Equity Offering closed on August 2, 2021. F1 · shares: On July 28, 2021, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. In connection with the 2021 Equity offering, ASOF Holdings I, L.P. ("ASOF") purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. The 2021 Equity Offering closed on August 2, 2021. F11 · derivative.expiration_date: The non-voting Pre-Funded Warrants purchased by ASOF in the 2021 Equity Offering do not expire. F1 · derivative.underlying_shares: On July 28, 2021, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. In connection with the 2021 Equity offering, ASOF Holdings I, L.P. ("ASOF") purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. The 2021 Equity Offering closed on August 2, 2021. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionCommon Stock, $0.0001 par value per share | 3,092,794 | $11.00 | $34,020,734.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 9 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 3,686,645 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F8 · kind: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants held by it resulting in the issuance of 3,092,794 shares of Common Stock. The ASSF IV Conversion and the exercise of ASSF IV's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F8 · shares: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants held by it resulting in the issuance of 3,092,794 shares of Common Stock. The ASSF IV Conversion and the exercise of ASSF IV's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F2 · acquired: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F8 · acquired: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants held by it resulting in the issuance of 3,092,794 shares of Common Stock. The ASSF IV Conversion and the exercise of ASSF IV's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionCommon Stock, $0.0001 par value per share | 270,658 | $11.00 | $2,977,238.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 8 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 593,851 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F7 · kind: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F7 · shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F2 · acquired: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F7 · acquired: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionCommon Stock, $0.0001 par value per share | 323,193 | $11.00 | $3,555,123.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 7 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 323,193 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F6 · kind: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F6 · shares: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F2 · acquired: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F6 · acquired: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionSeries A Preferred Stock, par value $0.0001 per share | 2,649 | $11.00 | $29,139.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 6 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, Disclosed balance after: 0 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F6 · kind: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F6 · shares: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F2 · acquired: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F6 · acquired: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionCommon Stock, $0.0001 par value per share | 2,903,516 | $11.00 | $31,938,676.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 5 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 8,134,394 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F5 · kind: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants held by it resulting in the issuance of 2,903,516 shares of Common Stock. The ASOF Conversion and the exercise of ASOF's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F5 · shares: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants held by it resulting in the issuance of 2,903,516 shares of Common Stock. The ASOF Conversion and the exercise of ASOF's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F2 · acquired: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F5 · acquired: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants held by it resulting in the issuance of 2,903,516 shares of Common Stock. The ASOF Conversion and the exercise of ASOF's Anti-Dilution Warrants and Warrants closed on August 2, 2021. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionCommon Stock, $0.0001 par value per share | 236,759 | $11.00 | $2,604,349.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 4 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 5,320,878 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F4 · kind: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants (as defined below) pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F4 · shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants (as defined below) pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F2 · acquired: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F4 · acquired: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock corresponding to the number of outstanding Anti-Dilution Warrants (as defined below) pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionCommon Stock, $0.0001 par value per share | 1,809,080 | $11.00 | $19,899,880.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 3 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 4,994,119 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F3 · kind: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F3 · shares: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F2 · acquired: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F3 · acquired: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | ConversionSeries A Preferred Stock, par value $0.0001 per share | 14,833.5 | $11.00 | $163,168.50 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 2 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 0 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · kind: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F3 · kind: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F2 · shares: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F3 · shares: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F2 · acquired: On July 28, 2021, the Issuer, Ares Special Situations Fund IV, L.P., ("ASSF IV"), and ASOF, entered into a Transaction Agreement (the "Transaction Agreement"), pursuant to which ASSF IV and ASOF converted shares of Series A Preferred Stock and exercised certain warrants in exchange for Common Stock. These conversions and the exercise of warrants closed on August 2, 2021. In addition to the Common Stock held as a result of the Transaction Agreement and 2021 Equity Offering, Ares Management LLC beneficially owns 40,135 shares of Common Stock underlying restricted stock units ("RSUs") granted to Matthew Underwood, in his capacity as a director serving on the Board which vested on March 26, 2021 and which were granted directly to Ares Management LLC, and are held by Ares Management LLC as the direct holder of such RSUs. F3 · acquired: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 29, 2021 Filed Aug 3, 2021 01:55 UTC | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | PurchaseCommon Stock, $0.0001 par value per share | 3,185,039 | $11.00 | $35,035,429.00 |
DisclosureSEC source: 0001104659-21-099087 · tm2123871-1_4seq1.xml · nonDerivative · entry 1 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 3,185,039 F1 · kind: On July 28, 2021, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. In connection with the 2021 Equity offering, ASOF Holdings I, L.P. ("ASOF") purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. The 2021 Equity Offering closed on August 2, 2021. F1 · shares: On July 28, 2021, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. In connection with the 2021 Equity offering, ASOF Holdings I, L.P. ("ASOF") purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. The 2021 Equity Offering closed on August 2, 2021. F1 · acquired: On July 28, 2021, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. In connection with the 2021 Equity offering, ASOF Holdings I, L.P. ("ASOF") purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. The 2021 Equity Offering closed on August 2, 2021. F12 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 13) F13 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 14) F14 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionWarrants to purchase Common Stock · Derivative | 270,658 | $11.00 Strike: $0.00 | $2,977,238.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · derivative · entry 27 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 29,965 Underlying: Common stock, par value $0.0001 per share · 270,658 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F9 · kind: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants issuable to it pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F17 · kind: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F9 · shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants issuable to it pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F17 · shares: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F17 · derivative.expiration_date: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F9 · derivative.underlying_shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants issuable to it pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F17 · derivative.underlying_shares: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionWarrants to purchase Common Stock · Derivative | 3,092,794 | $11.00 Strike: $0.00 | $34,020,734.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · derivative · entry 26 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 0 Underlying: Common stock, par value $0.0001 per share · 3,092,794 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F10 · kind: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants resulting in the issuance to ASSF IV of 3,092,794 shares of Common Stock. F16 · kind: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F10 · shares: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants resulting in the issuance to ASSF IV of 3,092,794 shares of Common Stock. F16 · shares: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F16 · derivative.expiration_date: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F10 · derivative.underlying_shares: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants resulting in the issuance to ASSF IV of 3,092,794 shares of Common Stock. F16 · derivative.underlying_shares: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionWarrants to purchase Common Stock · Derivative | 236,759 | $11.00 Strike: $0.00 | $2,604,349.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · derivative · entry 25 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 26,212 Underlying: Common stock, par value $0.0001 per share · 236,759 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F6 · kind: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants (as defined below) issuable to it pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F17 · kind: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F6 · shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants (as defined below) issuable to it pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F17 · shares: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F17 · derivative.expiration_date: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F6 · derivative.underlying_shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants (as defined below) issuable to it pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F17 · derivative.underlying_shares: These Warrants were issued to ASSF IV and ASOF pursuant to the May 2019 ECA, the August 2019 ECA and the October 2019 ECA, with Common Stock issuable upon conversion of the shares of Series A Preferred Stock ("Anti-Dilution Warrants"). Such Anti-Dilution Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. After giving effect to the transactions contemplated by the Transaction Agreement, ASSF IV and ASOF still hold 29,965 and 26,212 Anti-Dilution Warrants, respectively. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionWarrants to purchase Common Stock · Derivative | 2,903,516 | $11.00 Strike: $0.00 | $31,938,676.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · derivative · entry 24 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 0 Underlying: Common stock, par value $0.0001 per share · 2,903,516 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F7 · kind: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants resulting in the issuance to ASOF of 2,903,516 shares of Common Stock. F16 · kind: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F7 · shares: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants resulting in the issuance to ASOF of 2,903,516 shares of Common Stock. F16 · shares: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F16 · derivative.expiration_date: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F7 · derivative.underlying_shares: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants resulting in the issuance to ASOF of 2,903,516 shares of Common Stock. F16 · derivative.underlying_shares: These Warrants were issued to ASSF IV and ASOF on August 30, 2019, in connection with the August 2019 ECA. The Warrants have no expiration and were exercised pursuant to the terms of the Transaction Agreement. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | PurchaseWarrants to purchase Common Stock · Derivative | 7,747,589 | $11.00 Strike: $0.00 | $85,223,479.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · derivative · entry 23 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 7,747,589 Underlying: Common Stock, $0.0001 par value per share · 7,747,589 shares Expires not disclosed F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F4 · kind: On July 28, 2021, in connection with the signing of the Transaction Agreement, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. Pursuant to the 2021 Equity Offering, which closed on August 2, 2021, ASOF committed to purchase and subsequently purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. F4 · shares: On July 28, 2021, in connection with the signing of the Transaction Agreement, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. Pursuant to the 2021 Equity Offering, which closed on August 2, 2021, ASOF committed to purchase and subsequently purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. F15 · derivative.expiration_date: The non-voting Pre-Funded Warrants purchased by ASOF in the 2021 Equity Offering do not expire. F4 · derivative.underlying_shares: On July 28, 2021, in connection with the signing of the Transaction Agreement, the Issuer announced its offering (the "2021 Equity Offering") of: (i) newly-issued shares of Common Stock and (ii) Pre-Funded Warrants to purchase shares of Common Stock. Pursuant to the 2021 Equity Offering, which closed on August 2, 2021, ASOF committed to purchase and subsequently purchased 3,185,039 newly-issued shares of Common Stock and 7,747,589 non-voting Pre-Funded Warrants. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-3 Preferred Stock, par value $0.0001 per share | 7,815.12 | $1,280.04 | $10,003,666.20 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 21 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 0 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F13 · date: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · kind: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · shares: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · price: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-3 Preferred Stock, par value $0.0001 per share | 20,083.52 | $1,359.76 | $27,308,767.16 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 20 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 7,815.12 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F11 · date: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · kind: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · shares: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · price: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F14 · balance_after: Reflects .64 shares previously incorrectly reported as beneficially owned by ASOF that were actually beneficially owned by ASSF IV. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-3 Preferred Stock, par value $0.0001 per share | 19,952 | $1,280.04 | $25,539,358.08 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 19 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P Disclosed balance after: 0 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F13 · date: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · kind: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · shares: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · price: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-3 Preferred Stock, par value $0.0001 per share | 51,273.23 | $1,359.76 | $69,719,287.22 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 18 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P Disclosed balance after: 19,952 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F11 · date: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · kind: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · shares: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · price: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F14 · balance_after: Reflects .64 shares previously incorrectly reported as beneficially owned by ASOF that were actually beneficially owned by ASSF IV. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-2 Preferred Stock, par value $0.0001 per share | 7,003.14 | $1,234.39 | $8,644,605.98 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 17 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 0 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F13 · date: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · kind: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · shares: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · price: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-2 Preferred Stock, par value $0.0001 per share | 17,996.86 | $1,369.07 | $24,638,961.12 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 16 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 7,003.14 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F11 · date: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · kind: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · shares: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · price: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-2 Preferred Stock, par value $0.0001 per share | 7,003.14 | $1,234.39 | $8,644,605.98 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 15 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 0 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F13 · date: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · kind: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · shares: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · price: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-2 Preferred Stock, par value $0.0001 per share | 17,996.86 | $1,369.07 | $24,638,961.12 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 14 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 7,003.14 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F11 · date: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · kind: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · shares: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · price: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-1 Preferred Stock, par value $0.0001 per share | 9,252.95 | $1,170.93 | $10,834,556.74 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 13 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P Disclosed balance after: 0 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F13 · date: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · kind: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · shares: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · price: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-1 Preferred Stock, par value $0.0001 per share | 23,778.49 | $1,382.02 | $32,862,348.75 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 12 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P Disclosed balance after: 9,252.95 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F11 · date: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · kind: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · shares: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · price: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F12 · balance_after: Reflects 1.44 shares previously incorrectly reported as beneficially owned by ASOF that were actually beneficially owned by ASSF IV. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-1 Preferred Stock, par value $0.0001 per share | 4,753.32 | $1,170.93 | $5,565,804.99 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 11 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P Disclosed balance after: 0 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F13 · date: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · kind: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · shares: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F13 · price: Reflects the redemption of Series B Preferred Stock the Issuer is obligated to make in connection with the Deferred Repurchase pursuant to the Transaction Agreement. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Disposition to issuerSeries B-1 Preferred Stock, par value $0.0001 per share | 12,215.23 | $1,382.02 | $16,881,692.16 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 10 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P Disclosed balance after: 4,753.32 F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F11 · date: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · kind: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · shares: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F11 · price: Pursuant to the terms of the Transaction Agreement, the Issuer redeemed certain holdings of ASSF IV and ASOF in the Issuer's Series B-1 Preferred Stock, par value $0.0001 per share (the "Series B-1 Preferred Stock"), the Issuer's Series B-2 Preferred Stock, par value $0.0001 per share (the "Series B-2 Preferred Stock") and the Issuer's Series B-3 Preferred Stock, par value $0.0001 per share (the "Series B-3 Preferred Stock", and together with the Series B-1 Preferred Stock and the Series B-2 Preferred Stock, the "Series B Preferred Stock") using the net proceeds from the 2021 Equity Offering. F12 · balance_after: Reflects 1.44 shares previously incorrectly reported as beneficially owned by ASOF that were actually beneficially owned by ASSF IV. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionCommon Stock, $0.0001 par value per share | 3,092,794 | $11.00 | $34,020,734.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 9 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 3,686,645 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F10 · kind: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants resulting in the issuance to ASSF IV of 3,092,794 shares of Common Stock. F10 · shares: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants resulting in the issuance to ASSF IV of 3,092,794 shares of Common Stock. F10 · acquired: Pursuant to the terms of the Transaction Agreement, ASSF IV exercised 100% of these Warrants resulting in the issuance to ASSF IV of 3,092,794 shares of Common Stock. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionCommon Stock, $0.0001 par value per share | 270,658 | $11.00 | $2,977,238.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 8 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 593,851 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F9 · kind: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants issuable to it pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F9 · shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants issuable to it pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F9 · acquired: Pursuant to the terms of the Transaction Agreement and in connection with the ASSF IV Conversion, the Issuer issued ASSF IV 270,658 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants issuable to it pursuant to the terms of the October 2019 ECA, the August 2019 ECA, and the May 2019 ECA. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionCommon Stock, $0.0001 par value per share | 323,193 | $11.00 | $3,555,123.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 7 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 323,193 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F8 · kind: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASSF IV in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F8 · shares: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASSF IV in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F8 · acquired: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASSF IV in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionSeries A Preferred Stock, par value $0.0001 per share | 2,649 | $11.00 | $29,139.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 6 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Ares Special Situations Fund IV, L.P. Disclosed balance after: 0 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F8 · kind: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASSF IV in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F8 · shares: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASSF IV in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F8 · acquired: Pursuant to the terms of the Transaction Agreement, ASSF IV converted all outstanding shares of Series A Preferred Stock held by ASSF IV in exchange for 323,193 newly-issued shares of Common Stock (the "ASSF IV Conversion"). F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionCommon Stock, $0.0001 par value per share | 2,903,516 | $11.00 | $31,938,676.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 5 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 8,134,394 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F7 · kind: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants resulting in the issuance to ASOF of 2,903,516 shares of Common Stock. F7 · shares: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants resulting in the issuance to ASOF of 2,903,516 shares of Common Stock. F7 · acquired: Pursuant to the terms of the Transaction Agreement, ASOF exercised 100% of these Warrants resulting in the issuance to ASOF of 2,903,516 shares of Common Stock. F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionCommon Stock, $0.0001 par value per share | 236,759 | $11.00 | $2,604,349.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 4 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 5,320,878 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F6 · kind: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants (as defined below) issuable to it pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F6 · shares: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants (as defined below) issuable to it pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F6 · acquired: Pursuant to the terms of the Transaction Agreement and in connection with the ASOF Conversion, the Issuer issued ASOF 236,759 newly-issued shares of Common Stock upon the exercise of certain Anti-Dilution Warrants (as defined below) issuable to it pursuant to the terms of the Equity Commitment Agreement dated October 29, 2019 (the "October 2019 ECA"), the Equity Commitment Agreement dated August 30, 2019 (the "August 2019 ECA"), and the Equity Commitment Agreement dated May 14, 2019 (the "May 2019 ECA"). F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionCommon Stock, $0.0001 par value per share | 1,809,080 | $11.00 | $19,899,880.00 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 3 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 4,994,119 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F5 · kind: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F5 · shares: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F5 · acquired: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
| July 28, 2021 Filed Aug 5, 2021 11:22 UTC Amendment | Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 | Exercise / conversionSeries A Preferred Stock, par value $0.0001 per share | 14,833.5 | $11.00 | $163,168.50 |
DisclosureSEC source: 0001104659-21-100430 · tm2123871-3_4seq1.xml · nonDerivative · entry 2 ARES MANAGEMENT LLC · CIK 0001259313 · Director · 10% owner Ares Special Situations Fund IV, L.P. · CIK 0001611813 · Director · 10% owner ASSF Operating Manager IV, L.P. · CIK 0001683967 · Director · 10% owner ASOF Holdings I, L.P. · CIK 0001793549 · Director · 10% owner ASOF Investment Management LLC · CIK 0001793548 · Director · 10% owner Ares Management Holdings L.P. · CIK 0001536937 · Director · 10% owner Ares Holdco LLC · CIK 0001669983 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By ASOF Holdings I, L.P. Disclosed balance after: 0 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 amends and restates the Form 4 filed on August 2, 2021 to clarify the rights and obligations of the Reporting Persons that became fixed on July 28, 2021 when Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF") entered into a Transaction Agreement (the "Transaction Agreement") with Infrastructure & Energy Alternatives, Inc. (the "Issuer"). The Transaction Agreement obligated ASSF IV and ASOF to convert shares of the Issuer's Series A Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), and exercise certain warrants in exchange for Common Stock. The Transaction Agreement obligated the Issuer to use all of the net proceeds of the 2021 Equity Offering (as defined below) to redeem a portion of its outstanding Series B Preferred Stock (as defined below) (the "Initial Repurchase"). (continued in footnote 2) F2 · security: The Transaction Agreement also obligates the Issuer to use its reasonable best efforts to consummate an offering of senior unsecured notes (the "Senior Unsecured Notes Offering") promptly after the closing of the 2021 Equity Offering. The Senior Unsecured Notes Offering is expected to close on or around August 12, 2021 and the Issuer is obligated to use the proceeds to redeem the remaining Series B Preferred Stock (the "Deferred Repurchase"). The consummation of the 2021 Equity Offering was a condition to the obligations of the Issuer, ASSF, and ASOF under the Transaction Agreement. The conversions of the Series A Preferred Stock, the exercise of warrants, and the Initial Repurchase of the Series B Preferred Stock closed on August 2, 2021. (continued in footnote 3) F3 · security: Ares Management LLC and its affiliates previously designated Matthew Underwood to be appointed to the board of directors of the Issuer, and Mr. Underwood became a director effective March 10, 2020. Accordingly, Ares Management LLC and its affiliates listed hereon are deemed to be a director by deputization for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") and the transactions contemplated by the Transaction Agreement are exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3. F5 · kind: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F5 · shares: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F5 · acquired: Pursuant to the terms of the Transaction Agreement, ASOF converted all outstanding shares of Series A Preferred Stock held by ASOF in exchange for 1,809,080 newly-issued shares of Common Stock (the "ASOF Conversion"). F18 · ownership.nature: The manager of ASSF IV is ASSF Operating Manager IV, L.P. ("ASSF Operating Manager IV"), and the general partner of ASSF Operating Manager IV is Ares Management LLC. The manager of ASOF is ASOF Investment Management LLC ("ASOF Investment Management"), and the sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Management Corporation ("Ares Management"). (continued in footnote 19) F19 · ownership.nature: Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the "Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the "Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this Form 4, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). (continued in footnote 20) F20 · ownership.nature: Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. 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 these securities, except to the extent of any pecuniary interest therein, and this Form 4 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 Exchange Act, or for any other purposes. The address of each Reporting Person is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.