Ares Core Infrastructure Fund: agrees to sell $767,800,000 of common shares

What happened

• The fund reported that it has agreed to sell common shares of beneficial interest (Common Shares), including Class I Common Shares (Class I Shares), Class D Common Shares (Class D Shares), Class N Common Shares (Class N Shares) and Class S Common Shares (Class S Shares), for an aggregate purchase price of $767,800,000 in its monthly closing for October 2026.
• The filing states the purchase price per Common Share will equal the fund’s net asset value (NAV) per Common Share of such class as of the last calendar day of Sep 2026, which is generally expected to be available within 20 business days after Oct 1, 2026. The filing also states no underwriting discounts or commissions have been or will be paid in connection with the sale.

Key details

• Aggregate purchase price: $767,800,000.
• Share classes sold: Class I, Class D, Class N, Class S.
• Upfront sales load caps if charged by certain selling agents: 2.0% cap on NAV for Class D Shares, 2.0% cap on NAV for Class N Shares and 3.5% cap on NAV for Class S Shares; no Upfront Sales Loads may be charged on Class I Shares.
• Issuance exemption: claimed pursuant to Section 4(a)(2) of the Securities Act of 1933, Rule 506(b) of Regulation D and/or Regulation S.

Why it may matter

• The filing reports Item 3.02 (unregistered sales of equity securities): the fund agreed to sell Common Shares for $767,800,000 and described pricing and distribution terms.
• The filing also reports Item 8.01 (other events): as of Sep 30, 2026, the fund had 216,548,277 Class I Shares, 7,544,485 Class D Shares, 71,230,092 Class N Shares and 16,846,047 Class S Shares outstanding. This filing does not show why the insider traded or why the company acted.