Ares Core Infrastructure Fund 8-K

What Happened

• Ares Core Infrastructure Fund filed an 8‑K reporting an unregistered issuance of 8,009,681 common shares for aggregate consideration of $200.6 million. The shares were sold on December 1, 2025 (number of shares finalized December 22, 2025) and were issued under exemptions from registration (Section 4(a)(2), Rule 506(b) of Regulation D and/or Regulation S).
• The Fund disclosed its net asset value (NAV) per common share as of November 30, 2025 of $25.0404, an aggregate NAV of approximately $1,900.6 million, and the fair value of portfolio investments of approximately $2,285.4 million. The filing also restated monthly distributions (December 2025 and January–March 2026) and summarized portfolio composition and the ongoing offering.

Key Details

• Unregistered sale breakdown (sales date Dec 1, 2025; shares finalized Dec 22, 2025): Class I 6,955,605 shares ($174.2M); Class D 9,984 shares ($0.3M); Class S 1,044,092 shares ($26.1M); total 8,009,681 shares for $200.6M.
• NAV and portfolio metrics (as of Nov 30, 2025): NAV per share $25.0404; aggregate NAV ≈ $1,900.6M; portfolio fair value ≈ $2,285.4M; five equity investments fair value ≈ $1,938.9M.
• Portfolio mix by fair value: Common equity 69.37%, Other equity 15.47%, First‑lien senior secured loans 13.33%, Senior subordinated loans 1.83%. Holdings include ~2.2 GW (84% solar, 9% wind, 7% storage) and a ~40% stake in a 178‑mile natural gas pipeline (Central Penn Line).
• Distributions: December 2025 gross distribution $0.2083 per share (payable ~Jan 23, 2026; record date Dec 31, 2025). January–March 2026 distributions are $0.2083 per share monthly with listed record/payment dates. Class D and S shares incur shareholder servicing/distribution fees (Class D fee $0.0053, Class S $0.0181 for December).

Why It Matters

• The filing shows the Fund continues raising capital via exempt offerings (no underwriting fees) and added $200.6M of new shares, which expands outstanding capital to support its infrastructure investments. The NAV and portfolio breakdown provide recent valuation and asset mix data investors use to assess exposure to solar, wind, storage and energy‑infrastructure assets.
• Regular monthly distributions are affirmed for December 2025 and through March 2026 at $0.2083 per share, with different net amounts for fee‑bearing share classes. Retail investors should note record/payment dates, the ongoing offering status, and that selling agents may charge transaction fees (caps: 2.0% on D/N, 3.5% on S).