Blue Owl Capital Corporation filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation
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Item 1.01 Entry into a Material Definitive Agreement
On November 22, 2024, Blue Owl Capital Corporation (the “Company”) entered into the Second Amendment to that certain Amended and Restated Senior Secured Revolving Credit Agreement (the “Second Amendment”), which amends that certain Amended and Restated Senior Secured Revolving Credit Agreement, dated as of August 26, 2022 (as amended by the First Amendment to Amended and Restated Senior Secured Revolving Credit Agreement, dated as of November 17, 2023 and as further amended by the Second Amendment, the “Credit Agreement”). The parties to the Second Amendment include the Company, as Borrower, the subsidiary guarantors party thereto solely with respect to Section 5.9 therein, the lenders party thereto and Truist Bank, as Administrative Agent. The Second Amendment, among other things, (i) solely with respect to the commitments of extending lenders, extends the revolver availability period from November 2027 to November 2028, (ii) solely with respect to the commitments of extending lenders, extends the scheduled maturity date from November 2028 to November 2029, (iii) increases the total facility amount from $2,630,000,000 to $2,985,000,000, (iv) increases the accordion provision to permit increases to a total facility amount of up to (A) prior to the OBDE Merger Date (as defined in the Credit Agreement) $4,500,000,000 and (B) following the OBDE Merger Date, $5,500,000,000, (v) reduces the unused fee from 0.375% to 0.350% on all unused commitments, (vi) solely with respect to the loans of extending lenders, reduces the applicable margin to (x) if the Gross Borrowing Base is greater than or equal to 2.0 times the Combined Debt Amount, (A) with respect to any ABR Loan, 0.525% per annum, (B) with respect to any Term Benchmark Loan, 1.525% per annum, and (C) with respect to any RFR Loan, 1.525% per annum, (y) if the Gross Borrowing Base is less than 2.0 times the Combined Debt Amount and greater than or equal to 1.6 times the Combined Debt Amount, (A) with respect to any ABR Loan, 0.650% per annum, (B) with respect to any Term Benchmark Loan, 1.650% per annum, and (C) with respect to any RFR Loan, 1.650% per annum or (z) if the Gross Borrowing Base is less than 1.6 times the Combined Debt Amount, (A) with respect to any ABR Loan, 0.775% per annum, (B) with respect to any Term Benchmark Loan, 1.775% per annum, and (C) with respect to any RFR Loan, 1.775% per annum, (vii) reduce the credit adjustment spread for Term Benchmark Loans from 0.10% for one-month tenor Loans, 0.15% for three-month tenor Loans and 0.25% for six-month tenor Loans to 0.10% for all Loan tenors, and (viii) resets the minimum shareholders’ equity test.
Item 2.03. Creation of a Direct Financial Obligation
The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number |
Description | |
| 10.1 | Second Amendment to Amended and Restated Senior Secured Revolving Credit Agreement, dated as of November 22, 2024, by and among Blue Owl Capital Corporation, the Lenders party thereto and Truist Bank, as Administrative Agent | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Blue Owl Capital Corporation | ||||||
| November 25, 2024 | By: | /s/ Jonathan Lamm | ||||
| Name: | Jonathan Lamm | |||||
| Title: | Chief Operating Officer and Chief Financial Officer | |||||