Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| SCHEDULE 13D |
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
OUTFRONT MEDIA INC.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
69007J106
(CUSIP Number)
Naseem Sagati Aghili
1800 Avenue of the Stars
Suite 1400
Los Angeles, CA 90067
(310) 201-4100
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 25, 2024
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Capital Corporation | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Maryland | ||
| Number of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared Voting
Power 0 | ||
| 9. | Sole Dispositive
Power 0 | ||
| 10. | Shared Dispositive
Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent of Class Represented
by Amount in Row (11) 0% | |
| 14. | Type of Reporting
Person (See Instructions) CO | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Capital Management LLC | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons ASOF Holdings I, L.P. | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) PN | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons ASOF Investment Management LLC | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Management LLC | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Management Holdings L.P. | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) PN | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Holdco LLC | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Management Corporation | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) CO | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Voting LLC | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Management GP LLC | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |
| CUSIP No. 69007J106 | |||
| 1. | Names of Reporting Persons Ares Partners Holdco LLC | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ¨ | ||
| (b) | x | ||
| 3. | SEC Use Only | ||
| 4. | Source
of Funds (See Instructions) OO | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ | ||
| 6. | Citizenship
or Place of Organization Delaware | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole
Voting Power 0 | |
| 8. | Shared
Voting Power 0 | ||
| 9. | Sole
Dispositive Power 0 | ||
| 10. | Shared
Dispositive Power 0 | ||
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ | |
| 13. | Percent
of Class Represented by Amount in Row (11) 0% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |
EXPLANATORY NOTE
This Amendment No. 2 to Schedule 13D (this “Amendment No. 2”) amends and supplements the statement on Schedule 13D filed with the United States Securities and Exchange Commission on April 27, 2020 (as amended to date, the “Schedule 13D”), relating to the common stock, par value $0.01 per share (the “Common Stock”), of OUTFRONT Media Inc., a Maryland corporation (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
Item 2. Identity and Background
Item 2(b) of the Schedule 13D is hereby amended and replaced in its entirety with the following:
(b) The address of the principal office of each of the Reporting Persons (other than Ares Capital), the Board Members (as defined below) and the other individuals set forth in Schedule A of this Schedule 13D (such other individuals, together with the Board Members, the “Managers”) is c/o Ares Management LLC, 1800 Avenue of the Stars, Suite 1400, Los Angeles, CA 90067. The address of the principal office of Ares Capital is 245 Park Avenue, 44th Floor, New York, New York 10167.
Item 4. Purpose of Transaction
Item 4 of the Schedule 13D is hereby amended and supplemented with the following:
Preferred Stock Sale
On September 25, 2024, Ares Capital and ASOF sold 25,000 and 100,000 shares, respectively, of Series A Preferred Stock in a private transaction at a price of $1,076.40 per share.
Item 5. Interest in Securities of the Issuer.
Item 5(a) – (e) of the Schedule 13D is hereby amended and replaced in its entirety with the following:
(a) – (b)
This Amendment No. 2 is being filed to report that, as of the date hereof, the Reporting Persons do not beneficially own any shares of Common Stock.
| (c) | During the past 60 days, the Reporting Persons have not effected any transactions with respect to the Common Stock, other than as described in Item 4. |
| (d) | None. |
| (e) | As of September 25, 2024, the Reporting Persons ceased to be the beneficial owners of more than five percent of the outstanding shares of Common Stock. |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Date: September 27, 2024
| Ares Capital corporation | |||
| /s/ Joshua Bloomstein | |||
| By: | Joshua Bloomstein | ||
| Its: | Authorized Signatory | ||
| Ares Capital Management llc | |||
| /s/ Joshua Bloomstein | |||
| By: | Joshua Bloomstein | ||
| Its: | Authorized Signatory | ||
| ASOF Holdings I, L.P. | |||
| By: | ASOF Investment Management LLC | ||
| Its: | Manager | ||
| /s/ Evan Hoole | |||
| By: | Evan Hoole | ||
| Its: | Authorized Signatory | ||
| ASOF Investment Management LLC | |||
| /s/ Evan Hoole | |||
| By: | Evan Hoole | ||
| Its: | Authorized Signatory | ||
| ARES MANAGEMENT LLC | |||
| /s/ Anton Feingold | |||
| By: | Anton Feingold | ||
| Its: | Authorized Signatory | ||
| ARES MANAGEMENT HOLDINGS L.P. | |||
| By: | ARES HOLDCO LLC | ||
| Its: | General Partner | ||
| /s/ Anton Feingold | |||
| By: | Anton Feingold | ||
| Its: | Authorized Signatory | ||
| ARES HOLDCO LLC | |||
| /s/ Anton Feingold | |||
| By: | Anton Feingold | ||
| Its: | Authorized Signatory | ||
| ARES MANAGEMENT CORPORATION | |||
| /s/ Anton Feingold | |||
| By: | Anton Feingold | ||
| Its: | Authorized Signatory | ||
| ARES MANAGEMENT GP LLC | |||
| /s/ Anton Feingold | |||
| By: | Anton Feingold | ||
| Its: | Authorized Signatory | ||
| ARES VOTING LLC | |||
| By: | ARES PARTNERS HOLDCO LLC | ||
| Its: | Sole Member | ||
| /s/ Anton Feingold | |||
| By: | Anton Feingold | ||
| Its: | Authorized Signatory | ||
| ARES PARTNERS HOLDCO LLC | |||
| /s/ Anton Feingold | |||
| By: | Anton Feingold | ||
| Its: | Authorized Signatory | ||