UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 17, 2021 (March 19, 2021)
OWL ROCK CAPITAL CORPORATION
(Exact name of Registrant as Specified in Its Charter)
Maryland | 814-01190 | 47-5402460 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
399 Park Avenue, |
10022 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (212) 419-3000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock, par value $0.01 per share |
ORCC | The New York Stock Exchange |
Item 1.01 Entry into a Material Definitive Agreement.
On March 17, 2021, ORCC Financing III LLC, a Delaware limited liability company and subsidiary of Owl Rock Capital Corporation, a Maryland corporation (the “Company”, “we” or “us”), amended that certain loan financing and servicing agreement (the “Secured Credit Facility”), with ORCC Financing III LLC, as borrower, the Company, as equityholder and services provider, the lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as facility agent, State Street Bank and Trust Company, as collateral agent and Cortland Capital Market Services LLC, as collateral custodian.
Among other changes, the amendment provides that the consummation of the previously announced merger of Owl Rock Capital Group LLC and Dyal Capital Partners to form Blue Owl Capital Inc. and acquisition of Blue Owl Capital Inc. by Altimar Acquisition Corporation will not constitute a change in control of Owl Rock Capital Advisors LLC for purposes of the Secured Credit Facility.
The foregoing description is only a summary of certain of the provisions of the Amendment and is qualified in its entirety by the underlying agreement, which will be filed as an exhibit to the Company’s next Quarterly Report on Form 10-Q.
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.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
OWL ROCK CAPITAL CORPORATION | ||
Dated: March 19, 2021 | By: | /s/ Alan Kirshenbaum |
Name: Alan Kirshenbaum | ||
Title: Chief Operating Officer and Chief Financial Officer |