Business Context and Reporting Period
This Form 8-K was filed by Owl Rock Capital Corporation on March 5, 2018. The report details an unregistered sale of equity securities pursuant to Item 3.02. Note: While the request metadata references "Blue Owl Capital Corp," the filing text explicitly identifies the registrant as "Owl Rock Capital Corporation."
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, or debt levels. The primary financial data point disclosed is related to a capital raise:
- Capital Raised: $175 million aggregate offering price.
- Shares Issued: Approximately 11,378,412.5 shares of common stock.
- Par Value: $0.01 per share.
Material Changes
The material change reported is the delivery of a capital drawdown notice to investors on March 5, 2018. This action initiates the sale of the aforementioned common stock. The transaction is expected to close on or around March 16, 2018. The sale is conducted under subscription agreements requiring investors to fund drawdowns on an as-needed basis with a minimum of 10 business days' prior notice.
Guidance, Outlook, and Risks
The filing does not contain forward-looking guidance, management commentary on future operations, or specific risk factors beyond the standard disclosure of the transaction mechanics. The issuance is exempt from registration requirements under Section 4(a)(2) of the Securities Act of 1933 and Regulation D.
Investor Verification Checklist
- Verify the closing date of the transaction (expected March 16, 2018) and confirm receipt of the $175 million proceeds.
- Confirm the total number of authorized shares and the impact of the 11,378,412.5 new shares on existing shareholder dilution.
- Review the specific subscription agreements to understand the terms of future capital drawdowns and the 10-day notice requirement.
- Clarify the relationship between "Owl Rock Capital Corporation" (the registrant) and "Blue Owl Capital Corp" (the entity name in the request metadata) to ensure correct entity tracking.