Ares Private Markets Fund (APMF) Tender Offers: All 16 Paid in Full, but Requests Reached 65% of the Limit While New Money Fell by Two-Thirds

What APMF is: a secondaries fund that borrows to stay fully invested

APMF is the private equity fund Ares sells to individual investors. It is a registered closed-end fund, not a private placement, and its adviser is Ares Capital Management II LLC. The investment team is Ares Secondaries Group, the former Landmark Partners, which Ares bought in June 2021; the July 2026 prospectus says its private equity secondaries team managed $22.6 billion in about 49 funds and accounts at March 31, 2026, so APMF's $4.1 billion of net assets was roughly 18% of that (our arithmetic). The fund began operating on April 1, 2022 at $25.00 a share. Class I (minimum $1,000,000) is the original class; Class D started in September 2022 and Class A, which carries a sales load of up to 3.50% and a 0.85% annual distribution and servicing fee, in August 2023. Shares are sold on the first business day of each month at the previous month-end NAV.

What it owns is narrow. At March 31, 2026 the annual report put private assets at 125.88% of net assets: secondaries were more than 95% of the portfolio and buyouts more than 93%, spread over more than 7,000 underlying companies, 70% in North America and 26% in Europe. The fund made 107 investments in the year. The total comes to more than 100% because the fund borrows, and it says so: “The Fund kept investors as fully invested as possible and utilized its revolving credit facility at varying degrees throughout the fiscal year to this end.” The other Ares fund readers ask about, the non-traded BDC, is a different animal; see Ares Strategic Income Fund, where tenders have been prorated. APMF has not been.

Sixteen offers, all paid in full, and how much of the limit holders used

Each quarter the board decides whether to offer to buy back up to about 5% of net assets. The fund files a Schedule TO when it opens the offer and a final Schedule TO-I/A when it closes. The table uses the final amendment for each. “Offer limit” is the dollar amount offered. “Paid” is what the fund paid for all shares tendered, summed across classes and net of any early repurchase fee, so it is a floor for the value tendered. Share of net assets divides what was paid by the net assets the offer document quotes at its own date, one to two months before the valuation date (our arithmetic).

* The June 2025 Class A payment as filed, $35,356,738.72 for 643,739.546 shares, implies $54.92 a share when Class I holders were paid $36.69. The six-month report to September 30, 2025 gives $33,124,500 of Class A repurchases for the half-year; subtract the September 2025 offer's $9,970,321.04 and the June figure is about $23.15 million (our arithmetic). On that figure the June 2025 offer was about $59.4 million, 42.1% of the limit. The filings do not explain the difference.

The pattern has three phases. For the first five offers nobody tendered. The fund was small, with net assets of $261 million to $432 million at those offer dates, and had started from a seed portfolio of 11 secondaries positions. From December 2023 to June 2024 requests were under 3.3% of the limit. Since September 2024, as the fund grew from $1.5 billion to $4.3 billion, requests have run between 13.6% and 64.7% of the limit. Adding the 16 final amendments, holders have been paid $468.4 million (our sum, using the June 2025 figure as filed).

The latest two offers broke the range. March 2026 was $130.1 million and June 2026 $126.3 million, against $25.6 million in December 2025. As a share of net assets, 3.24% and 2.93% are well above the 0.68% to 2.54% of the previous five offers, and above the 0.98% that Hamilton Lane's private equity fund paid out in its latest offer on a 5% limit. The distance to the limit is still large: the open September offer is for up to $222.8 million, 1.7 times what holders asked for in March (our arithmetic).

Who is asking: Class I, the $1 million class

Splitting the last two offers by class shows where the requests come from.

Class I holders tendered 4.34% and then 4.86% of all Class I shares outstanding at the date the offer quotes, while Class A holders tendered 2.17% and 1.13%. In June, Class I was 78.1% of the dollars paid (our arithmetic), though it was 44.8% of net assets at March 31, 2026. The share counts in the September offer document show the effect: between April 30 and July 31, 2026 Class I shares outstanding fell from 48,291,645 to 47,546,673 (-1.5%) while Class A rose from 59,922,713 to 60,825,331 (+1.5%). The filings do not say who the Class I holders are, only that the minimum initial investment is $1,000,000. What they show is that the pressure on the fund is concentrated in one class.

The implied June 30 price for Class I, $42.04, is also higher than the $41.49 NAV at July 31, so the Class I NAV fell at least 1.3% in July (our arithmetic; the implied price is net of any early fee and is therefore a floor).

Five final amendments for two offers, and a Class A figure that moves

Every other offer has one final amendment. December 2025 has two and March 2026 has three, and the later ones say why: the third March amendment says it corrects the second “in connection with a third-party administrative error”, and the December one gives the same reason. The administrator and the transfer agent are subsidiaries of SS&C, which also acts as tender offer administrator, but the filings do not name the third party.

The Class D and Class I lines did not change. Class A did, by round amounts: $350,000.00 from the first March version to the second and $1,898,100.00 from the second to the third, so the Class A payment rose 4.9% in total and the whole March offer 1.8% (our arithmetic). The fund does not say how many holders were affected or what was wrong.

One consequence shows up in the annual report. The N-CSR for the year to March 31, 2026 was filed on June 4, the same day as the last amendment. Its “payable for shares repurchased” is $128,184,282, which is the total of the May 21 version ($128,184,281.86), not the June 4 final ($130,082,381.86), a difference of $1.9 million. Its Class A repurchases for the year, $94,134,721, equal the sum of the four Class A offer payments only if the June 2025 payment is the $23.15 million implied above and March 2026 is the May 21 version: $23.15M + $9.97M + $14.37M + $46.64M = $94.13M (our arithmetic). None of this changes the headline, and the sums are small against $4.1 billion. But for a holder checking a repurchase statement against EDGAR, the Class A numbers are the ones to compare line by line.

The price holders get is the other thing to check. The offer sets the repurchase price at the NAV on the valuation date, subject to adjustment after the audit. For the three offers that coincide with fiscal year-end, the Class I price implied by the final amendment can be set against the NAV in the audited annual report, which includes adjustments “in accordance with U.S. GAAP required at period end for financial reporting purposes.”

The gap runs both ways and is small. The implied price is net of any 2% early fee, so the NAV used for the repurchase was at least what the table shows.

New money: from $418 million a quarter to $144 million

An offer for 5% of net assets is easy to honour while far more money arrives than leaves. For APMF that has been true, and the margin is narrowing. N-PORT reports each month's sales of shares; the three months of each quarter are summed below, next to bank borrowings at quarter-end.

Quarterly sales peaked at $417.8 million in July-September 2025 and have fallen three quarters in a row since, to $144.5 million in April-June 2026, a fall of 65% (our arithmetic). The annual reports tell the same story: the fund sold $1,480.0 million of shares in the year to March 2025 and $1,336.7 million in the year to March 2026, and repurchased a growing share of it.

Class A, which carries the sales load and the 0.85% distribution fee, sold $961.4 million in FY2025 and $686.0 million in FY2026, while Class I went from $505.6 million to $646.5 million. Between April 30 and July 31, 2026 total shares outstanding rose 0.14%, from 108,954,042 to 109,101,907, even though the fund bought back 3,024,798 shares on June 30, while NAV per share rose 3.0% to 3.2% (our arithmetic). Net assets, $4.456 billion at July 31, are 3.2% above April 30. Net of repurchases almost no new money is coming in, but the fund is not shrinking either.

Leverage: $1.31 billion borrowed, and a facility that matures in March 2027

Borrowing is how APMF stays 128% invested while new money slows. The credit facility, whose lenders include Barclays, UBS, Mizuho, Royal Bank of Canada, MUFG, CIBC and BNP Paribas, allowed up to $1.7 billion at March 31, 2026, pays SOFR plus 2.80% and is secured by assets of a subsidiary, Ares Landmark Private Markets Fund-D LLC. Its weighted average rate in the year was 6.61% on an average balance of $524.2 million.

At March 31, 2026 the facility had $970.3 million drawn. N-PORT shows $1,314.9 million drawn at June 30, 28.7% of the net assets reported on that form and $344.6 million more than three months earlier (our arithmetic), in the same quarter that sales of shares were the lowest of the nine quarters in the table. If the $1.7 billion limit still applies, about $385 million was undrawn at that date. The annual report gives the facility's maturity as March 5, 2027, less than five months from today; we did not find a later amendment in the filings we read.

Against that sit the commitments. Unfunded commitments to portfolio funds were $1,281.8 million at March 31, 2026, 31.1% of net assets: $1,023.7 million secondaries, $228.6 million primaries and $29.5 million co-investments. Cash and short-term investments were $78.7 million. These are not due at once. The fund received $612.4 million of distributions from its portfolio in the year, about $51 million a month, and paid $2,239.2 million for new private assets, so purchases are far above distributions. The annual report also says the fund “conducted four repurchase offers” in each of the last two years, buying 6,433,068 shares for $244,528,497 in the year to March 2026, and warns that “there can be no assurance that the Fund will conduct repurchase offers in any particular period.”

The fee table: from 3.12% to 6.01% in three years

The prospectus fee table is the clearest view of what a holder pays, because it adds the portfolio funds' own fees and the interest on borrowing to the fund's. Here are the Class I and Class A totals from five prospectus dates, before fee waivers.

Three of the lines moved most. The incentive fee, 12.5% of net profits above a loss recovery account that has not been reset since July 2023, went from 0.58% to 1.59% of net assets, because the fund has been profitable. Interest on borrowing went from 0.07% to 1.42%. And the 1.40% advisory fee is charged on “Managed Assets”, which include borrowed money, so on net assets it is 1.67% in the July 2026 table, which assumes borrowings of 18.7% of net assets. At the June 30 borrowing level of 28.7% (our arithmetic from N-PORT) it would be about 1.8%.

The year just ended is consistent. Fund-level expenses were $195.9 million against $7.8 million of investment income; advisory fees ($60.0 million), incentive fees ($57.2 million), interest ($34.6 million) and credit facility fees ($8.6 million) were 82% of the total (our arithmetic). The Class I net expense ratio was 4.99%, which excludes the portfolio funds' fees; adding the 1.00% estimate for acquired fund fees gives about 6.0%, in line with the table. On $1,000,000 in Class I, 6.01% is about $60,100 a year (our arithmetic). Selling within a year of purchase costs another 2.00% early repurchase fee.

For that cost Class I returned 9.58% in the year to March 2026 (19.95% the year before and 17.10% in FY2024), 15.46% a year over three years and 13.89% a year since inception, against 18.90%, 16.77% and 10.28% for the MSCI World Index over the one-year, three-year and since-inception periods in the same table (the index's start date there, April 1, 2022, is not its own inception). The fund says part of its return comes from buying at a discount: the annual report describes the latest year as “a balanced split between the appreciation in value of its existing investments and unrealized gains resulting from discounts on new portfolio investments.” That second source depends on the fund continuing to buy, which is what the funding squeeze above puts in question. That is our reading, not the fund's. It paid $54.5 million of distributions in the year, all from realized gains ($0.53 a Class I share), and says it has no policy of a specified distribution level.

The portfolio: 49% of net assets in ten positions

The top ten holdings were 49.26% of net assets at March 31, 2026, against 49.44% a year earlier and 37.51% in March 2024.

The same two BSP Solstice positions were 20.01% of net assets a year earlier and 11.61% in March 2026 (our arithmetic), and the largest single position, AXA IM Prime Genesis PE Secondaries Fund, grew to 10.12%. The June 30, 2026 N-PORT still shows that fund as the largest holding, at 9.59% of the net assets reported on the form. The largest positions are single vehicles that themselves hold many companies, so “ten positions” understates the number of underlying companies; the annual report cites more than 7,000.

The September 2026 offer: what is open, and what happens if it is oversubscribed

The Schedule TO-I of September 1, 2026 offers to buy up to about 5.00% of net assets, $222,781,771.90, at the NAV on September 30, 2026. Holders had to tender by 11:59 p.m. Eastern on September 29. We found no extension on EDGAR through October 6, and no final amendment yet. The two previous September results were filed on November 5 (2024 and 2025), and the June 2026 result 39 days after expiry, so early November is the likely date.

The terms are the ones the fund has used since the first offer. The fund pays “at least 95%” of the value within 65 days of the notice due date, which is December 3, 2026, and may hold back up to 5% until the audit of the year ending March 31, 2027, which it expects to finish by the end of May 2027; the final value is “subject to adjustment” on the audit. A 2.00% early repurchase fee applies to shares held under a year, first in, first out. A holder who tenders part of a position must keep $10,000. Payment is entirely in cash, from cash on hand, sales of holdings or borrowing, and the filing says the fund has not decided to borrow for this offer.

If more than 5% is tendered, the offer says the fund will “in its sole discretion” do one of three things: accept the additional shares that Rule 13e-4(f)(1)(ii) allows (up to 2% of the outstanding shares), extend and enlarge the offer, or accept tenders from holders of fewer than 100 shares first and then pro rata by NAV. It has never had to choose. To reach 5%, requests would have to be 1.7 times March 2026's, the largest so far.

What a holder can do with this

• If you tendered in the September offer: the valuation date is September 30 and payment of at least 95% is due by December 3, 2026. Watch for the final amendment around November 5 and compare the class lines with your own statement; March 2026 shows that the first figure can change. If you hold Class I, note that your class supplied most of the last two offers' requests.
• If you hold and are weighing a request: the next offer should open around December 1, with a deadline near December 30 (the 2024 and 2025 offers opened December 3 and 2 and closed December 31 and 30). A request is priced at the NAV on the valuation date, unknown when you submit. Shares held under a year cost 2.00%.
• What the record supports: every share tendered since 2022 has been bought, and holders have never asked for more than 64.7% of a limit set at 5% of net assets. That is the record of a fund whose limit has not yet been tested.
• What would change it: a quarter above $222.8 million; sales of new shares staying under repurchases; the credit facility drawn near $1.7 billion or not renewed by March 2027; or a fee table above 6%. Each would show up in a Schedule TO-I/A, an N-PORT or the next annual report.

For the funds where holders have been prorated, see the private credit redemptions tracker. For how this kind of fund fits next to others, see how to invest in private equity and the list of interval funds, which are not tender-offer funds.

FAQ

All figures are from Ares Private Markets Fund's SEC filings read on EDGAR on October 6, 2026: the final amendments to Schedule TO for its 16 completed tender offers (filed October 2022 to August 7, 2026, including the amendments of February 4 and 10, May 8 and 21 and June 4, 2026), 17 Schedule TO-I offers from August 2022 to September 1, 2026 (accession 0001104659-26-104342), annual reports for the years to March 31, 2023, 2024, 2025 and 2026 (Form N-CSR, latest accession 0001104659-26-070470) and semiannual reports (Form N-CSRS), 17 Form N-PORT filings through the quarter ended June 30, 2026 (accession 0001049169-26-002163), and the prospectus fee tables of June 2023 to July 29, 2026 (accession 0001104659-26-088219). Shares of the limit and of net assets, sums across classes, quarters and offers, implied prices per share, quarterly sums of monthly N-PORT sales, borrowing as a share of net assets, changes between dates and the reconciliation of Class A figures are our arithmetic. This is analysis of public documents, not investment, legal or tax advice.