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Nominee
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Business Experience and Qualifications
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William S. Benjamin
Director Age: 60 Director since February 2023 Co-Chairman of the Board of Directors since February 2023 |
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William S. Benjamin has served as a member and Co-Chairman of our Board of Directors since February 2023. Mr. Benjamin is a Partner and Co-Head of Ares Real Estate. Mr. Benjamin serves on the Ares Executive Management Committee and serves as a Director and Chairman of the Board of Directors of ACRE. Additionally, Mr. Benjamin serves on Ares Real Estate’s Global and Debt Investment Committees. Mr. Benjamin joined Ares in July 2013 from AREA Property Partners, where he was a Senior Partner from 1995 to 2013. Mr. Benjamin joined AREA Property Partners in 1995 from Bankers Trust Corp, where he was a Principal from 1986 to 1995. He is a Trustee of Impetus, a UK based charity focused on improving access to education and employment for disadvantaged youth and has held numerous leadership roles in London based charities. Mr. Benjamin graduated from Harvard with a B.A. in social studies and holds an M.B.A. from University of Pennsylvania, Wharton School.
We believe that Mr. Benjamin’s qualifications to serve on our Board of Directors include his extensive experience in the global commercial real estate markets and as a senior real estate executive. This experience will enable him to provide our Board of Directors with leadership and financial expertise as well as insight into the current status of the global real estate and financial markets.
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Dwight L. Merriman III
Director Age: 63 Director since November 2014 Co-Chairman of the Board of Directors since February 2023 Member of Investment Committee |
| | Dwight L. Merriman III has served as a member of our Board of Directors since November 2014 and as Co-Chairman since February 2023. Mr. Merriman served as our Managing Director from May 2017 through December 2019 and as our Chief Executive Officer from November 2014 through December 2019. Since July 2021, he has served as a Partner and Chair of Industrial in Ares Real Estate. During the past five years, Mr. Merriman has also held similar leadership roles at an affiliate of our former sponsor (until such affiliate was acquired by an affiliate of our Advisor in July 2021), and was responsible for the oversight of the acquisition, asset management and portfolio management activities for all industrial investments across funds sponsored by affiliates of our former sponsor. Prior to joining the Company, Mr. Merriman served from September 2007 through | |
Nominee
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Business Experience and Qualifications
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March 2010 as a Managing Director and the Chief Investment Officer of Stockbridge Capital Group LLC, or “Stockbridge,” a real estate investment management company based in San Francisco, California, which had more than $3.0 billion in real estate under management. While with Stockbridge, Mr. Merriman served as a member of its investment and management committees, and was responsible for oordinating the investment activities of the company. From May 2000 to September 2007, Mr. Merriman was a Managing Director of RREEF Funds, or “RREEF,” a real estate investment management company, in charge of RREEF’s development and value added investment opportunities in North America. While at RREEF, he served on the investment committee and was involved in approving approximately $5.0 billion in commercial real estate transactions, and he started CalSmart, a $1.2 billion value added real estate investment fund with the California Public Employees’ Retirement System. Prior to joining RREEF in 2000, Mr. Merriman served for approximately five years as a Managing Director at Carr America Realty Corporation, where he was responsible for the company’s acquisition, development and operations activities in Southern California and Utah. Prior to that, he spent 11 years with the Los Angeles development firm of Overton, Moore & Associates, where he was responsible for developing industrial and office property throughout Southern California. Mr. Merriman received a B.S. in Business Administration from the University of Southern California and an M.B.A. from the Anderson School at the University of California at Los Angeles. Mr. Merriman is a member of the Urban Land Institute.
We believe that Mr. Merriman’s qualifications to serve on our Board of Directors include his extensive real estate investment and development experience, including specifically his experience serving in leadership positions and on the investment committees of significant real estate investment funds.
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Rajat Dhanda
Director Age: 56 Director since August 2021 |
| | Rajat Dhanda has served as a member of our Board of Directors since August 2021. Mr. Dhanda also served as our Partner, Co-President from July 2021 to February 2023, Managing Director, Co-President from December 2019 to July 2021 and our Managing Director, President from May 2017 to December 2019. Mr. Dhanda also served as Partner, Co-President of Ares Real Estate Income Trust Inc. (“AREIT”) from July 2021 to January 2023, Managing Director, Co-President of AREIT from December 2019 to July 2021 and as the Managing Director, President of AREIT from April 2017 to December 2019. He also has served as a director of AREIT since March 2020. Mr. Dhanda currently serves as Partner, Global Head of Ares Wealth Management Solutions, LLC (“AWMS”) and is responsible for the oversight of distribution, marketing, product development, operations and legal functions Prior to joining AWMS, Mr. Dhanda spent 26 years at Morgan Stanley, leading key divisions of their institutional and Wealth Management platforms, while also serving on the firm’s Management and Risk Committee for his last eight years. Most recently, he was head of Investment Products and Services in Wealth Management, which was responsible for all of the products distributed by Morgan Stanley’s financial professionals. In this capacity, he worked closely with the firm’s financial professionals and third party asset managers to design and distribute products offering a breadth of investment solutions. In addition, as a member of the | |
Nominee
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Business Experience and Qualifications
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division’s Executive and Operating Committees, Mr. Dhanda worked to develop strategies for the changing regulatory environment and the opportunities that technology and data offer today in the wealth management channels. Mr. Dhanda holds a B.A. in both Business Economics, and Organizational Behavior & Management from Brown University.
We believe that Mr. Dhanda’s qualifications to serve on our Board of Directors include his history of leadership at the Company and the significant experience he acquired by serving in leadership positions at Morgan Stanley, which brings to our Board of Directors valuable knowledge of the capital markets and financial products.
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Dave M. Fazekas
Director Age: 50 Director since August 2023 Partner, Co-President since February 2023 |
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David M. Fazekas has served as a member of our Board of Directors since August 2023 and as our Partner, Co-President since February 2023. Mr. Fazekas is a Partner and Head of Ares Industrial Management, where he focuses on U.S. industrial real estate equity. During the past five years, Mr. Fazekas has also held similar leadership roles at other companies sponsored by affiliates of our former sponsor, including Industrial Property Trust Inc., DC Industrial Liquidating Trust and Industrial Income Trust Inc. From 2008 through September 2010, Mr. Fazekas served as the Senior Vice President and Project Principal for Panattoni Development Company Inc., a leading development company that leases and owns industrial, office and retail properties in more than 175 cities throughout the U.S., Canada and Europe. From 2007 to 2008, he was the Director of Acquisitions for ZAIS Group LLC (“ZAIS”), which during his tenure managed over $11 billion of assets across a wide spectrum of investment platforms. Prior to ZAIS, Mr. Fazekas spent six years as the Director of Real Estate Acquisitions for RREEF Deutsche Bank, one of the largest real estate investment advisors in the world. Early in his career, he served as the Vice President of Acquisitions for Delma Properties, Inc. Mr. Fazekas holds a B.S. from Rutgers University in Business and Economics and an M.S. from New York University in Real Estate Finance and Investments.
We believe that Mr. Fazekas’ qualifications to serve on our Board of Directors include his history of leadership at the Company and significant experience overseeing the development, leasing, investment and management of commercial real estate.
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Marshall M. Burton
Independent Director Age: 55 Director since August 2015 Member of Audit Committee Member of Nominating and Corporate Governance Committee Member of Investment Committee Member of Conflicts Resolution Committee |
| | Marshall M. Burton has served as an independent director on our Board of Directors since August 2015. In addition, during the past five years, Mr. Burton has served as a director and President of both MVG, Inc. and Confluent Development, L.L.C. Mr. Burton has more than 20 years of commercial real estate experience, including development, leasing, investment and management. In March 2014, Mr. Burton founded Confluent Holdings, L.L.C. to develop and invest in office, industrial and multi-family projects throughout the U.S. In April 2015, Mr. Burton expanded Confluent Holdings, L.L.C. and co-founded Confluent Development, L.L.C. in a merger with MVG, Inc., to form a diverse real estate investment and development platform with projects in various stages of development totaling $500 million. From March 2011 to March 2014, Mr. Burton served as Senior Vice President and General Manager of Opus Development Company L.L.C., an affiliate of The Opus Group, a real estate developer, or “Opus,” where he was responsible for managing operations and seeking new development opportunities in | |
Nominee
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Business Experience and Qualifications
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Denver, Colorado and in the western region of the U.S. Prior to joining Opus, Mr. Burton founded the Denver office of McWhinney, a real estate development company, in February 2010. As Senior Vice President of McWhinney, Mr. Burton oversaw operations for the commercial development team in the Denver metropolitan area and other strategic locations across the western U.S. Mr. Burton served as the Senior Vice President of Opus Northwest, L.L.C., a full service real estate developer, from May 2009 through February 2010, and previously served as Vice President from October 2002 through September 2008 and in other capacities beginning in 1996. Prior to joining Opus in 1996, Mr. Burton was co-founder of Denver Capital Corporation, a multi-bank community lending organization. Mr. Burton is a licensed Colorado Real Estate Broker and is active in many civic and real estate associations, including serving as Treasurer and President elect of the National Association of Industrial and Office Properties and as an executive committee member of the Urban Land Institute. Mr. Burton received his Bachelor of Science in Business Administration from the University of Denver.
We believe that Mr. Burton’s qualifications to serve on our Board of Directors include his experience overseeing the development, leasing, investment and management of commercial real estate. This experience provides a valuable perspective on the commercial real estate industry.
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John S. Hagestad
Independent Director Age: 77 Director since August 2015 Member of the Audit Committee Member of Investment Committee Member of Conflicts Resolution Committee |
| | John S. Hagestad has served as an independent director on our Board of Directors since August 2015. In addition, during the past five years, Mr. Hagestad served as an independent director and independent trustee, as applicable, of Industrial Property Trust (“IPT”) prior to its liquidation. Mr. Hagestad is Director and Co-Founder of SARES•REGIS Group, a vertically integrated real estate development services company focusing on both commercial and residential real estate. Prior to this role, Mr. Hagestad served as a Senior Managing Director since 1993 and was responsible for overseeing all of SARES•REGIS Group’s commercial activities which includes the development, investment and management divisions. Mr. Hagestad continues to serve on SARES•REGIS Group’s Executive Management Committee which approves all property acquisitions and investment decisions and provides strategic planning for the future. During his career, Mr. Hagestad has been responsible for the acquisition and development of over 85 million square feet of commercial, office and industrial property totaling more than $6 billion in value. In 1972, he joined the Koll Company as a Vice President for project acquisition and development. Three years later he joined The Sammis Company as a founding partner responsible for all matters of finance and administration, with emphasis on lender and partner relationships. In 1990, Mr. Hagestad became President and Chief Executive Officer of the SARES Company (the successor to The Sammis Company), where he was instrumental in its merger with The Regis Group to create the SARES•REGIS Group in 1993. Mr. Hagestad is a Certified Public Accountant and holds a bachelor’s degree in Business Administration and a master’s degree in Finance from the University of Southern California. He is a past trustee of the Urban Land Institute, a member of the Marshall School of Business Board of Leaders at the University of Southern California, the UCI Center for Real Estate, The Fisher Center for Real Estate and Urban Economics at UC Berkeley and the Real Estate Roundtable. He is also on the Board of Trustees / | |
Nominee
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Business Experience and Qualifications
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Directors for the Cystinosis Research Foundation.
We believe that Mr. Hagestad’s qualifications to serve on our Board of Directors include his involvement in overseeing the development, acquisition and management of commercial, office and industrial real estate, in addition to his valuable accounting background. This experience provides a valuable perspective on the various facets of the real estate industry.
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Stanley A. Moore
Independent Director Age: 85 Director since August 2015 Chairman of Nominating and Corporate Governance Committee Chairman of Investment Committee Member of Conflicts Resolution Committee |
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Stanley A. Moore has served as an independent director on our Board of Directors since August 2015. In addition, during the past five years, Mr. Moore has served as an independent director and independent trustee, as applicable, of IPT prior to its liquidation. Mr. Moore is a Co-Founder and the Chairman and the former Chief Executive Officer of Overton Moore Properties, or “OMP,” a leading commercial real estate development firm in Los Angeles County that develops, owns and manages office, industrial and mixed use space. He served as Chief Executive Officer of OMP from 1975 until January 2010 and has served as a director since 1972. Since its founding, OMP has developed and/or invested in over 30 million square feet of commercial space in California. Mr. Moore served as a member of the Board of Directors of The Macerich Company (NYSE: MAC), a leading owner, operator and developer of major retail properties, from 1994 through May 2015. Mr. Moore is past President of the Southern California Chapter of the National Association of Industrial and Office Parks, and is currently a board member of the Economic Resources Corporation of South Central Los Angeles. His many awards and citations include the Humanitarian of the Year awarded to him by the National Conference of Christians and Jews.
We believe that Mr. Moore’s qualifications to serve on our Board of Directors include his experience as a Chief Executive Officer of a leading commercial real estate development firm, his expertise in the areas of acquisitions, development and management of commercial real estate, and more specifically, industrial properties, his leadership experience with the National Association of Industrial and Office Parks, and his service on civic and private and public company boards.
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Charles B. Duke
Independent Director Age: 66 Director since February 2016 Chairman of Audit Committee Member of Nominating and Corporate Governance Committee Member of Investment Committee |
| | Charles B. Duke has served as an independent director on our Board of Directors since February 2016. In addition, during the past five years, Mr. Duke has served as an independent director and independent trustee, as applicable, of IPT prior to its liquidation and AREIT. Mr. Duke is currently Founder and Chief Executive Officer of To Table Inc. (“To Table”), a retailer of specialty gourmet foods. Prior to founding To Table in November 2014, Mr. Duke was involved in the management of two ink jet cartridge remanufacturers and aftermarket suppliers. Mr. Duke served as the Executive Vice President of IJR, Inc. in Phoenix, Arizona from October 2012 to July 2014 and as Founder, President and Chief Executive Officer of Legacy Imaging, Inc., from 1996 through 2012. Mr. Duke has been active in entrepreneurial and general business activities since 1980 and has held several executive and management roles throughout his career, including Founder, President and Owner of Careyes Corporation, a private bank, registered investment advisor and a member of FINRA based in Denver, Colorado, Chief Financial Officer at Particle Measuring Systems, a global technology leader in the environmental monitoring industry based in Boulder, Colorado, and Vice President of Commercial | |
Nominee
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Business Experience and Qualifications
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Loans at Colorado National Bank. Mr. Duke also spent four years with Kirkpatrick Pettis, the investment banking subsidiary of Mutual of Omaha, as Vice President of Corporate Finance, involved primarily in mergers and acquisitions, financing and valuation activities. Mr. Duke graduated from Hamilton College with a Bachelor’s Degree in Economics and English.
Our Board of Directors has determined that Mr. Duke is the audit committee financial expert. In that role, we believe that Mr. Duke brings a unique perspective to the audit committee, as he is the only audit committee member with investment banking experience. We believe Mr. Duke’s qualifications to serve on our Board of Directors include his considerable business and financial experience, including specifically his experience as founder and president of a private bank and as Chief Financial Officer of a significant organization, and we believe his business management experience is valuable in terms of providing director leadership.
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Dawanna Williams
Independent Director Age: 55 Director since August 2023 |
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Dawanna Williams has served as an independent director on our Board of Directors since August 2023. In addition, Ms. Williams is the founder of Dabar Development Partners, a real estate development and investment firm focused on the conversion, renovation and new construction of real estate properties primarily in New York City, and has served as its Managing Principal since September 2003. From August 2010 to December 2013, Ms. Williams served as General Counsel of Victory Education Partners and, prior to that, served as a commercial real estate senior associate at Sidley Austin LLP from May 1999 to August 2003 and as an associate at Paul Hastings LLP from July 1996 to March 1999. Since 2022, Ms. Williams has been a director of Compass, Inc. (NYSE: COMP), a publicly-traded, technology enabled residential real estate brokerage company, and since 2021 has been a director of FocusImpact Acquisition Corp. (NASDAQ: FIAC), a publicly-traded special purpose acquisition corporation, and ACRES Commercial Realty Corp. (NYSE: ACR), a publicly-traded real estate investment trust. Ms. Williams has also served on the Board of the New York Real Estate Chamber since 2014, has been a member of the New York City Trust for Cultural Resources since 2017 and has served on the Board of Directors of the Apollo Theater since 2018, chairing its Real Estate Committee. Ms. Willians holds as A.B. from Smith College in Economics and Government, a J.D. from the University of Maryland Francis King Carey School of Law and an M.P.A. from Harvard Kennedy School.
We believe that Ms. Williams’ qualifications to serve on our Board of Directors include her significant experience in the real estate industry and as a real estate development executive and strategic advisor. Ms. Williams’ extensive experience with, and strong record of success in, real estate-related assets will provide our Board of Directors with valuable insights into developments in our industry.
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Name
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Age
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Position
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Jeffrey W. Taylor | | | 51 | | | Partner, Co-President | |
Scott A. Seager | | | 43 | | | Managing Director, Chief Financial Officer and Treasurer | |
Joshua J. Widoff | | | 53 | | | Partner, Chief Legal Officer and Secretary | |
Scott W. Recknor | | | 56 | | | Partner, Head of Asset Management | |
Name
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Fees Earned or
Paid in Cash(1) |
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Stock Awards(2)
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Total
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Marshall M. Burton
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| | | $ | 125,000 | | | | | $ | 90,000 | | | | | $ | 215,000 | | |
Charles B. Duke
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| | | $ | 140,000 | | | | | $ | 90,000 | | | | | $ | 230,000 | | |
John S. Hagestad
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| | | $ | 120,000 | | | | | $ | 90,000 | | | | | $ | 210,000 | | |
Stanley A. Moore
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| | | $ | 135,000 | | | | | $ | 90,000 | | | | | $ | 225,000 | | |
Dawanna Williams
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| | | $ | 45,833 | | | | | $ | 90,000 | | | | | $ | 135,833 | | |
Plan Category
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Number of securities
to be issued upon exercise of outstanding options, warrants and rights |
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Weighted-average
exercise price of outstanding options, warrants and rights |
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Number of securities
remaining available for future issuance under equity incentive plans |
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Equity compensation plans approved by security
holders |
| | | | 427,528 | | | | | | — | | | | | | 853,881 | | |
Equity compensation plans not approved by security holders
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| | | | 11,615 | | | | | | — | | | | | | 1,934,180 | | |
Total
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| | | | 439,193 | | | | | | — | | | | | | 2,788,061 | | |
Name of Beneficial Owner(1)
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Title
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Amount and Nature of
Beneficial Ownership(1) |
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Percent of
Common Stock |
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William S. Benjamin | | |
Co-Chairman, Director
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34,561 shares**
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*
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Dwight L. Merriman III | | |
Co-Chairman, Director
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112,134 shares
1,155,193 OP Units |
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*
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Rajat Dhanda | | |
Director
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98,009 shares
515,464 OP Units |
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*
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David M. Fazekas | | |
Partner, Co-President
and Director |
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64,400 shares**
736,378 OP Units |
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*
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Marshall M. Burton | | |
Director
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39,237 shares
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*
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John S. Hagestad | | |
Director
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44,817 shares**
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*
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Stanley A. Moore | | |
Director
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39,237 shares
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*
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Charles B. Duke | | |
Director
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39,237 shares
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*
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Dawanna Williams | | |
Director
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6,382 shares
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*
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Jeffrey W. Taylor | | |
Partner, Co-President
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7,912 shares**
184,094 OP Units |
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*
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Scott A. Seager | | |
Managing Director, Chief Financial Officer and Treasurer
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8,122 shares**
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*
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Joshua J. Widoff | | |
Partner, Chief Legal Officer and Secretary
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3,199 shares**
138,071 OP Units |
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*
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Scott W. Recknor | | |
Partner, Head of Asset Management
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230,118 OP Units
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*
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Beneficial ownership of common stock and OP Units by all directors and executive officers as a group | | |
—
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3,456,565 shares/OP Units
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1.2%
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For the Years Ended December 31,
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Receivable (Payable) as of
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(in thousands of dollars)
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2023
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2022
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2021
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December 31,
2023 |
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December 31,
2022 |
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Selling commissions and dealer manager fees – the Dealer Manager(1)
|
| | | | 4,449 | | | | | | 22,815 | | | | | | 15,046 | | | | | | — | | | | | | — | | |
Ongoing distribution fees – the Dealer Manager(1)(2)
|
| | | | 23,858 | | | | | | 27,175 | | | | | | 16,022 | | | | | | (1,549) | | | | | | (2,459) | | |
Advisory fee – fixed component – the Advisor
|
| | | | 74,092 | | | | | | 67,561 | | | | | | 28,558 | | | | | | (5,813) | | | | | | (6,371) | | |
Performance participation allocation – the Advisor(3)
|
| | | | — | | | | | | 140,505 | | | | | | 81,185 | | | | | | — | | | | | | (140,505) | | |
Other expense reimbursements – the Advisor(4)(5)
|
| | | | 12,116 | | | | | | 12,452 | | | | | | 11,434 | | | | | | (2,799) | | | | | | (2,624) | | |
Property accounting fee – the Advisor (6)
|
| | | | 3,017 | | | | | | 2,803 | | | | | | 1,262 | | | | | | 129 | | | | | | (269) | | |
DST Program selling commissions, dealer manager fees
and distribution fees – the Dealer Manager(1) |
| | | | 6,393 | | | | | | 8,584 | | | | | | 3,527 | | | | | | (852) | | | | | | (672) | | |
Other DST Program related costs – the Advisor(5)
|
| | | | 5,664 | | | | | | 9,974 | | | | | | 5,925 | | | | | | (215) | | | | | | (145) | | |
Development fees – the Advisor(7)
|
| | | | 1,795 | | | | | | 8,460 | | | | | | 937 | | | | | | (588) | | | | | | (471) | | |
Total
|
| | | | 131,384 | | | | | | 300,329 | | | | | | 163,896 | | | | | | (11,687) | | | | | | (153,516) | | |
Date
|
| |
Name
|
| |
Transaction Type
(Acquisition or Disposition of Shares) |
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Number of Shares
|
| |
Then-current NAV per
Share |
| |||||||||
4/1/2023
|
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William S. Benjamin
|
| | | | Acquisition | | | | | | 33,258 | | | | | $ | 15.0341 | | |
| Dated: April 10, 2024 | | |
Independent Directors of the Company
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Marshall M. Burton
Charles B. Duke John S. Hagestad Stanley A. Moore Dawanna Williams |
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For the Year Ended
December 31, 2023 |
| |
For the Year Ended
December 31, 2022 |
| ||||||
Audit Fees
|
| | | $ | 927,500 | | | | | $ | 884,500 | | |
Audit-Related Fees
|
| | | | — | | | | | | — | | |
Tax Fees
|
| | | | — | | | | | | — | | |
All Other Fees
|
| | | | — | | | | | | — | | |
Total
|
| | | $ | 927,500 | | | | | $ | 884,500 | | |