BLUE OWL CAPITAL INC. current report, 27 October 2020

Filing Overview

This Form 8-K was filed by Altimar Acquisition Corporation, not Blue Owl Capital Inc., for an event dated October 27, 2020. Altimar was a Cayman Islands special purpose acquisition company (SPAC) and an emerging growth company.

Business Context and Reporting Period

On October 27, 2020, Altimar completed its initial public offering and related private placement. The filing includes an audited balance sheet as of October 27, 2020. It does not report operating results for a revenue-generating business.

Key Financial and Capitalization Information

  • IPO: 25,000,000 units sold at $10.00 per unit, implying gross IPO proceeds of $250 million before offering expenses.
  • Private placement: Altimar Sponsor, LLC purchased 4,666,667 warrants at $1.50 per warrant. The filing does not clearly state the aggregate private-placement proceeds in the provided text.
  • Trust account: $250 million of aggregate offering proceeds from the IPO and certain private-placement proceeds were deposited into a trust account for public shareholders and IPO underwriters.
  • Warrants: Each public warrant is exercisable for one Class A ordinary share at $11.50 per share.
  • Liquidity: Trust funds are restricted and generally unavailable to the company until its initial business combination, except for permitted tax-related interest withdrawals.
  • Revenue, profit, cash flow, margins and debt: The filing does not provide clear values for these operating metrics and does not describe operating debt.

Material Changes and Transaction Terms

The material event was the completion of the IPO and private placement. Public shareholders generally may redeem their shares in connection with an initial business combination, certain proposed amendments to the governing documents, or if no business combination is completed within 24 months after the IPO closing.

Outlook, Risks and Unusual Items

  • The company had not yet completed an initial business combination as of the filing date.
  • If no business combination is completed within 24 months of the IPO closing, the public shares are subject to redemption, subject to applicable law.
  • Trust-account restrictions limit the company’s access to the offering proceeds before a business combination.
  • Completion of a future business combination, shareholder redemption activity, and potential amendments to shareholder rights are significant contingencies.
  • The audited balance sheet is included as Exhibit 99.1; the provided filing text does not include its detailed line items.

Investor Verification Items

  • Confirm that the filing pertains to Altimar Acquisition Corporation rather than Blue Owl Capital Inc.
  • Review Exhibit 99.1 for the audited balance sheet, including cash, liabilities, offering costs and shareholders’ equity.
  • Verify the exact amount of private-placement proceeds and the resulting trust-account balance after transaction expenses.
  • Confirm the IPO closing date used to calculate the 24-month business-combination deadline.
  • Assess the dilution and exercise terms associated with the public and private-placement warrants.