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YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. with which they have been associated, may not be indicative of future performance of an investment in us, and we may be unable to provide positive returns to shareholders. Information regarding per...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. us, including whether we can provide an attractive return to our shareholders, or as indicative of every prior investment by our directors and executive officers. Ares and our directors and executiv...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. threats, with attacks ranging from those common to businesses generally to more advanced and persistent attacks. We may be a target for attacks because we are affiliated with an alternative asset ma...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. , foreign governments or cyber terrorists. The efficient operation of our business is dependent on computer hardware and software systems, as well as data processing systems and the secure processin...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. unreliable financial data, increased cybersecurity protection and insurance costs, litigation and damage to our business relationships. Any processes, procedures and internal controls we may impleme...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. , or a failure to comply with any laws and regulations, may adversely affect our business, including our ability to negotiate and complete our initial business combination, and results of operations....
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. and complete our initial business combination, and results of operations. Item 1B. Unresolved Staff Comments. In connection with the filing of our Proxy Statement/Prospectus, we received SEC staff...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against us or any of our officers or directors in their corporate capacity. Item 4. Mine Safety Di...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. of our warrants. Dividends We have not paid any cash dividends on our ordinary shares to date and do not intend to pay cash dividends prior to the consummation of an initial business combination. ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. ants we may agree to in connection therewith. Securities Authorized for Issuance Under Equity Compensation Plans None. Recent Sales of Unregistered Securities; Use of Proceeds from Registered Offe...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. The Sponsor had agreed to forfeit up to 3,262,500 Class B ordinary shares to the extent that the underwriters’ over-allotment option was not exercised in full so that the Class B ordinary shares wil...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. the closing of the Initial Public Offering, the Company consummated the Private Placement of 15,333,333 Private Placement Warrants, including 1,733,333 additional Private Placement Warrants to cover...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. the deferred portion, which amount will be payable upon consummation of the initial Business Combination, if consummated) and the Initial Public Offering expenses, $1.0 billion of the net proceeds f...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. ’s final prospectus related to the Initial Public Offering. Item 6. [Reserved] Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Special Note Regarding...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. 2020 and period-over-period analysis on results for the year ended December 31, 2021 to the period from January 24, 2020 (inception) through December 31, 2020, refer to Part II, “Item 7. Management'...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. and elsewhere in this annual report on Form 10-K. Overview We are a blank check company formed on January 24, 2020 as a Cayman Islands exempted company for the purpose of effecting a merger, share...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. increase if the anti-dilution provisions in the Class B ordinary shares resulted in the issuance of Class A ordinary shares on a greater than one-to-one basis upon conversion of the Class B ordinary...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. ; may adversely affect prevailing market prices for our units, Class A ordinary shares or warrants; and may not result in adjustment to the exercise price of our warrants. Similarly, if we issue d...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. financing if the debt security contains covenants restricting our ability to obtain such financing while the debt security is outstanding; our inability to pay dividends on our Class A ordinary sha...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. and other disadvantages compared to our competitors who have less debt; and other purposes and other disadvantages compared to our competitors who have less debt. As indicated in the accompanying ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. negative effect on our financial position, results of operations and/or ability to complete an initial business combination. We cannot at this time fully predict the likelihood of one or more of the...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. The combined company’s business will continue to operate through X-energy and its subsidiaries. In connection with the Closing, the Company will change its name to “X-Energy, Inc.”. See “Item 1. Bus...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. , the Company held a special meeting of shareholders and approved a proposal to amend the Company’s amended and restated memorandum and articles of association to extend the date by which the Company...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. 3, our Sponsor agreed to make monthly deposits directly to the Trust Account of $0.03 for each outstanding Class A ordinary share, up to a maximum of $1.2 million per month following the approval and...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. to our formation, the preparation for the Initial Public Offering, and since the closing of the Initial Public Offering, the search for a prospective initial business combination. We have neither en...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. until exercised, and any change in fair value is recognized in our statements of operations. For the year ended December 31, 2022, we had net income of $20,983,590, which consisted of a change in t...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. $1,677,518 and general and administrative costs of $6,461,616. Going Concern Considerations, Liquidity and Capital Resources As of December 31, 2022, we had approximately $38,000 in our operating ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status.  4, 2021, and (iv) a working capital loan agreement with the Sponsor (the “Working Capital Loan”), pursuant to which the Company may borrow up to $2,500,000 (see Note 4). As of December 31, 2022, the...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. , 2023, the extended mandatory liquidation date of the Company, if it is unsuccessful in consummating an initial business combination prior to such date. However, we have access to funds from the Spo...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. completion of our initial business combination or the distribution of the Trust Account to the public shareholders. In addition, the Company has entered into certain arrangements with third-party a...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. amount of these contingent fees with the service providers were approximately $13.2 million. Ares Acquisition Corp has entered into a fee arrangement with capital markets advisors pursuant to which...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. the Sponsor), will become payable only if the Company consummates the proposed Business Combination with X-energy. Critical Accounting Policies Management’s discussion and analysis of our financia...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Ares Acquisition...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. times, Class A ordinary shares are classified as shareholders’ equity. Our Class A ordinary shares features certain redemption rights that are considered to be outside of our control and subject to ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Ares Acquisition Corp complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. We have two classes of shares, which are referred to as Class A ordinary shar...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. the sale of the Private Placement Warrants, because the exercise of the warrants is contingent upon the occurrence of future events. Warrant Liabilities We do not use derivative instruments to hed...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. 40. Accordingly, we recognize the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. material effect on the accompanying financial statements. Item 7A. Quantitative and Qualitative Disclosures About Market Risk. As of December 31, 2022 and 2021, we were not subject to any market o...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. report and is included herein by reference. Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. None. Item 9A. Controls and Procedures. Evaluation of Di...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. our disclosure controls and procedures as of the end of the fiscal year ended December 31, 2022, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evalua...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over fi...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. financial reporting is not intended to provide absolute assurance that a material misstatement of our financial statements would be prevented or detected. Management conducted an evaluation of the ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012 and Section 13(r) of the Exchange Act, require an issuer to disclose in its annual and quarterly reports whether it or an...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Ares funds do not hold a majority equity interest in Daisy and do not have the right to appoint a majority of directors to Daisy’s board of directors. Subsequent to completion of the Ares funds’ in...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. profits. Daisy entered into the customer contract with Melli Bank Plc prior to the Ares funds’ investment in Daisy. Daisy terminated its contract with Melli Bank Plc on February 26, 2022. Following...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. . . 55 Chief Executive Officer and Co-Chairman Michael J Arougheti . . . . . . . . . . . . . . . . . . 50 Co-Chairman Jarrod Phillips . . . . . . . . . . . . . . . . . . . . . . . 45 Chief F...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. . . . . . . . . . . . . . . . . . 65 Director Kathryn Marinello. . . . . . . . . . . . . . . . . . . . . 66 Director Felicia Thornton. . . . . . . . . . . . . . . . . . . . . . . 59 Director...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. on the Ares Private Equity Group’s Corporate Opportunities, Asia Private Equity and Special Opportunities Investment Committees. Mr. Kaplan joined Ares in 2003 from Shelter Capital Partners, LLC, wh...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. boards of directors of the parent entities of 99 Cents Only Stores LLC, Cooper’s Hawk Winery & Restaurants and Guitar Center Holdings, Inc. Mr. Kaplan’s previous public company board of directors ex...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. in Finance. We believe Mr. Kaplan is well qualified to serve as the Co-Chairman of our board of directors due to his knowledge of and extensive experience with leveraged finance, acquisitions and pr...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. RE”). Mr. Arougheti also is a member of the Ares Credit Group’s U.S. Direct Lending and Pathfinder Fund Investment Committee, the Ares Equity Income Opportunity Strategy Portfolio Review Committee an...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. BC and other third-party institutional investors. Mr. Arougheti joined RBC in October 2001 from Indosuez Capital, where he was a Principal and an Investment Committee member, responsible for originat...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. eti received a B.A. in Ethics, Politics and Economics, cum laude, from Yale University. We believe Mr. Arougheti is well qualified to serve as the Co-Chairman of our board of directors due to his kno...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. a Partner at Deloitte & Touche LLP, where he focused on financial services and asset management assurance and advisory services. Mr. Phillips was a member of the board of directors of Safe & Sound, ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Initiatives. From 2009 to 2020, Ms. Satin was an investment professional in the Ares Private Equity Group where she participated in various leveraged buyouts, growth equity and distressed debt trans...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. a Partner at Ares Management Corporation and Head of the Ares Corporate Strategy Team. Mr. Ogilvie co-founded the Corporate Strategy Team to drive growth and development across the Ares platform thr...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. and Restructuring Group at Credit Suisse. Mr. Ogilvie holds a B.A. in economics from Yale University. Stephen Davis serves as a director of Ares Acquisition Corporation. Mr. Davis currently serves...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. innovation organization from June 2012 to January 2020. Mr. Davis also served as the Director of Social Innovation at McKinsey & Company, a global consultancy firm from 2010 to 2012. Mr. Davis serve...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. of PODS, a moving and storage company. From January 2017 to June 2020, Ms. Marinello was the President, Chief Executive Officer, and a member of the board of directors of Hertz Global Holdings, Inc....
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. ello also served as Chair, President and Chief Executive Officer of Stream Global Services, Inc., a business process outsourcing service provider and a former Ares portfolio company from 2010 to Mar...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. 2014 to 2017, General Motors Company (NYSE: GM) from 2007 to 2016, and RealPage, Inc. (NASDAQ: RP) from 2015 to 2017. Ms. Marinello holds a Master of Business Administration from Hofstra University ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. August 2018. Ms. Thornton currently serves as a member of the boards of directors of PACTIV Evergreen Inc., a fresh food packaging company, where she currently serves as the chair of the Audit Commi...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Officer for DeMoulas Super Market, Inc., (“DeMoulas”), a supermarket chain, from June 2014 to December 2014 and as the Chief Executive Officer of Knowledge Universe U.S., a private childhood educati...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. discount, convenience and jewelry stores, where Ms. Thornton served as Group Vice President responsible for retail operations. Ms. Thornton has served as a member of the boards of directors of publi...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. divided into three classes, with only one class of directors being elected in each year, and with each class (except for those directors appointed prior to our first annual shareholder meeting) serv...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. , will expire at our third annual shareholder meeting. We may not hold an annual meeting of shareholders until after we consummate our initial business combination. Prior to the completion of an ini...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. include the affirmative vote of a simple majority of our Class B ordinary shares. Pursuant to an agreement to be entered into concurrently with the issuance and sale of the securities in the Initial...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. officers may consist of one or more chairman of the board, chief executive officer, president, chief financial officer, vice presidents, secretary, treasurer and such other offices as may be determi...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. of the NYSE and Rule 10A of the Exchange Act require that the audit committee of a listed company be comprised solely of independent directors. Subject to phase-in rules and a limited exception, the...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. of the audit committee. Each member of the audit committee is financially literate and our board of directors has determined that each of Kathryn Marinello and Felicia Thornton qualifies as an “audi...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. services to be performed by our independent registered public accounting firm, including the fees and terms of the services to be performed; appointing or replacing the independent registered publi...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. pliance or otherwise causing compliance with the terms of the Initial Public Offering; and reviewing and approving all payments made to our existing shareholders, executive officers or directors and...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Davis and Felicia Thornton is independent. The nominating committee is responsible for overseeing the selection of persons to be nominated to serve on our board of directors. The nominating committ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. a strong sense of professionalism and intense dedication to serving the interests of the shareholders. The nominating committee will consider a number of qualifications relating to management and l...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Marinello serves as chairman of the compensation committee. Under the NYSE listing standards, we are required to have a compensation committee composed entirely of independent directors. Our board ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. plans; implementing and administering our incentive compensation equity-based remuneration plans; assisting our directors and executive officers in complying with our proxy statement and annual re...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. compensation consultant, external legal counsel or any other adviser, the compensation committee will consider the independence of each such adviser, including the factors required by the NYSE and t...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. provisions of our Code of Business Conduct and Ethics in a Current Report on Form 8-K. Conflicts of Interest Under Cayman Islands law, directors and officers owe the following fiduciary duties: d...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. of care which is not fiduciary in nature. This duty has been defined as a requirement to act as a reasonably diligent person having both the general knowledge, skill and experience that may reasonab...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. granted in the amended and restated memorandum and articles of association or alternatively by shareholder approval at shareholder meetings. Certain of our directors and executive officers currentl...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. affiliated with one of our directors), then, subject to their fiduciary duties under Cayman Islands law, such person will need to honor such fiduciary or contractual obligations to present such busi...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. at all, to us. None of Ares or any of our directors and executive officers who are also employed by Ares or its affiliates have any obligation to present us with any opportunity for a potential busi...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. or lines of business as us; and (ii) we renounce any interest or expectancy in, or in being offered an opportunity to participate in, any potential transaction or matter which may be a corporate opp...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. we could raise additional proceeds to complete the acquisition by borrowing from or issuing to such parties a class of equity or debt securities. The amount and other terms and conditions of any suc...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. hand, any of such entities (including arising as a result of certain of officers and directors being required to offer acquisition opportunities to such entities), Ares and its affiliated funds will...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Guitar Center Holdings, Inc. Retail Director Number Holdings, Inc. Retail Director CHWR Group GP LLC Restaurant & Hospitality Director MYT Netherlands Parent B.V Retail Director, Interim ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Officer School on Wheels Non-profit Director Allyson Satin . . . . . . . . . Ares Management Corporation(1) Investment Management, Various Partner Number Holdings, Inc. Retail Director Pe...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Officer Concentrix Corporation Technology Chairperson; Director AB Volvo Automotive Director Felicia Thornton . . . . . Number Holdings, Inc. Retail Vice Chairman Floor & Decor Holdings,I...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. operations and our search for a business combination and their other businesses. We do not intend to have any full-time employees prior to the completion of our initial business combination. Each of...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. Placement Warrants in a transaction that closed simultaneously with the closing of the Initial Public Offering. Our Sponsor and each of our directors and executive officers have entered into an agr...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. , or such earlier date as determined by our board of directors in its sole discretion, or (b) with respect to any other provision relating to the rights of holders of our Class A ordinary shares. Add...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. subsequent to our initial business combination, (x) if the closing price of our Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations,...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. ordinary shares or warrants directly or indirectly, they may have a conflict of 82 Table of Contents interest in determining whether a particular target business is an appropriate business with w...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. loans and debt securities of corporate and other borrowers, and may provide or participate in any debt financing arrangement in connection with any acquisition, financing or disposition of any targe...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. such companies may present additional conflicts of interest in pursuing an acquisition target, particularly in the event there is overlap among investment mandates and the director and officer teams...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. opinion in any other context. Furthermore, in no event will our Sponsor or any of our existing officers or directors, or any of their respective affiliates, be paid by the company any finder’s fee, ...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. agreed to vote their Class B ordinary shares and any public shares purchased during or after the Initial Public Offering in favor of our initial business combination. Limitation on Liability and In...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. own actual fraud, willful default or willful neglect. We entered into agreements with our directors and officers to provide contractual indemnification in addition to the indemnification provided fo...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. claim of any kind they may have in the future as a result of, or arising out of, any services provided to us and will not seek recourse against the Trust Account for any reason whatsoever (except to...
YOU are a financial analyst. You are reading a report of a company. The report is about the company's financial status. , if successful, might otherwise benefit us and our shareholders. Furthermore, a shareholder’s investment may be adversely affected to the extent we pay the costs of settlement and damage awards agai...