Business Context and Reporting Period
This Form 8-K was filed by Owl Rock Capital Corporation on May 26, 2017. The report details an unregistered sale of equity securities pursuant to Item 3.02.
Key Financial Metrics
The filing discloses a specific capital raise event but does not provide comprehensive financial statements such as revenue, profit, cash flow, margins, or debt levels.
- Capital Raised: $150 million aggregate offering price.
- Shares Issued: Approximately 9,980,039.97 shares of common stock.
- Par Value: $0.01 per share.
- Liquidity Impact: Proceeds expected to close on or around June 9, 2017.
Material Changes
The primary material change is the execution of a capital drawdown notice to investors. This represents an increase in equity capital and outstanding share count compared to the prior period. The filing does not provide comparative financial data to quantify changes in operating metrics.
Guidance, Outlook, and Risks
Management Commentary: 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.
Regulatory Status: The issuance is exempt from registration requirements under Section 4(a)(2) of the Securities Act of 1933 and Regulation D.
Risks and Contingencies: The filing does not explicitly list new risks or contingencies beyond the standard terms of the capital drawdown.
Investor Verification Checklist
- Verify the closing date of the transaction (expected June 9, 2017).
- Confirm the total number of authorized shares and the post-transaction share count.
- Review the specific subscription agreements to understand investor capital commitment obligations.
- Check subsequent filings for the actual receipt of the $150 million proceeds.