Blue Owl Capital Corp current report, 23 July 2020

Business Context and Reporting Period

Company: Owl Rock Capital Corporation (Note: Request metadata referenced "Blue Owl Capital Corp," but the filing identifies the registrant as Owl Rock Capital Corporation).

Filing Type: Form 8-K (Current Report)

Date of Report: July 23, 2020

Event: Entry into a Material Definitive Agreement and creation of a direct financial obligation via the issuance of senior notes.

Key Financial Metrics

Debt Issuance: $500,000,000 aggregate principal amount of 4.250% Notes due 2026.

Interest Rate: 4.250% per annum, payable semiannually on January 15 and July 15, commencing January 15, 2021.

Maturity Date: January 15, 2026.

Use of Proceeds: Net proceeds are expected to be used to pay down existing indebtedness, specifically under the "SPV Asset Facility III" (maturing December 14, 2023).

Revenue, Profit, Cash Flow, Margins, Liquidity: The filing text does not provide a clear value for these operational metrics as this is a transaction-specific report.

Material Changes Versus Prior Period

  • Capital Structure: The company has increased its long-term debt obligations by $500 million through the issuance of the new Notes.
  • Debt Refinancing: The transaction is intended to reduce existing short-to-medium term indebtedness (SPV Asset Facility III), altering the maturity profile of the company's liabilities.

Guidance, Outlook, Risks, and Unusual Items

Redemption Terms: The Company may redeem the Notes at any time at a price equal to the greater of 100% of the principal or the present value of remaining payments discounted at the Treasury Rate plus 50 basis points. If redeemed on or after December 15, 2025, the price is 100% of principal plus accrued interest.

Change of Control Repurchase: Upon a change of control coupled with a below investment-grade rating by Fitch, S&P, or Moody's, the Company must offer to purchase the Notes at 100% of principal plus accrued interest.

Covenants: The Indenture includes covenants requiring compliance with Section 18(a)(1)(A) of the Investment Company Act of 1940 and provisions for providing financial information if the Company ceases to be subject to Exchange Act reporting requirements.

Risks: The filing notes that covenants are subject to important limitations and exceptions described in the full Indenture.

Important Facts for Investor Verification

  • Verify the exact amount of existing debt under the "SPV Asset Facility III" to be repaid with the $500 million proceeds.
  • Confirm the current credit rating of the Notes to assess the trigger conditions for the change of control repurchase obligation.
  • Review the full text of the Fourth Supplemental Indenture (Exhibit 4.2) for specific limitations and exceptions to the covenants.
  • Monitor the company's compliance with the Investment Company Act of 1940 as required by the new debt covenants.