Kodiak to go public with Ares Acquisition Corporation II

Kodiak Robotics and Ares Acquisition Corporation II (AACT) entered a definitive business combination agreement to make Kodiak a publicly listed company, with AACT as an affiliate of Ares Management Corporation.

“This is a remarkable milestone for the Kodiak team and reinforces our confidence in the significant value proposition we see in our differentiated driverless technology,” said Burnette, founder and CEO of Kodiak. “We believe entering the public markets will accelerate our strategy to expand our existing partner relationships, provide our technology to a broader customer base, and deliver enhanced solutions across the commercial trucking and public sector industries. Further, with Kodiak’s disciplined approach to capital management, along with strategic and financial support from Ares, we believe we are well-positioned to execute on our long-term growth plans.”

The Boards of directors for both Kodiak and AACT have approved of the proposed combination, which is expected to close in the second half of 2025 as long as it is approved by AACT and Kodiak stockholders and satisfies or waives customary closing conditions. Once it does, the combined company will be called Kodiak AI, Inc., and common stock and public warrants will be listed on the national stock exchange and trade under the ticker symbols KDK and KDK WS, respectively.

Financially, the business combination ascribes pre-money equity value of $2.5 billion to Kodiak, with eh combined company expected to receive about $551 million of cash held in AACT’s trust account at closing, assuming no redemptions of existing AACT shares and based on trust value per share as of December 31, 2024. Also, certain institutional investors, including affiliates of Soros Fund Management, ARK Investments, and Ares, have invested or committed over $110 million to support the transaction.

For a summary of the material terms of the transaction, as well as a copy of the business combination agreement and investor presentation, please see the Current Report on Form 8-K to be filed by AACT with the U.S. Securities and Exchange Commission (SEC) available at www.sec.gov. An investor presentation will be held at Kodiak.ai/investors. The webcast can be replayed there as well.

Financial advisors for the transaction include the following:

• Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are serving as capital markets advisors to AACT.
• Kirkland & Ellis LLP is serving as legal advisor to AACT.
• Ropes & Gray LLP is acting as legal advisor to the capital markets advisors.
• Chardan and TD Cowen are acting as Financial and Capital Markets advisors to Kodiak.
• Wilson Sonsini Goodrich & Rosati, P.C. is serving as legal advisor to Kodiak.
• Greenberg Traurig, LLP is serving as legal advisor to TD Cowen.
• The Blueshirt Group is serving as investor relations advisors for Kodiak.