Item 1.01 | Entry into a Material Definitive Agreement. |
The information set forth in Item 2.03 is hereby incorporated by reference into this Item 1.01.
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
On June 15, 2022, Blue Owl Finance LLC (the “Borrower”), an indirect subsidiary of Blue Owl Capital Inc. (the “Company”), Blue Owl Capital Holdings LP (“Blue Owl Holdings”), Blue Owl Capital Carry LP, (together with Blue Owl Holdings, each, a “Parent Guarantor”, and collectively, the “Parent Guarantors”), the subsidiary guarantors party thereto, the several banks and other financial institutions or entities party thereto (the “Lenders”) and MUFG Bank, Ltd., as administrative agent (the “Administrative Agent”) entered into a revolving credit agreement (the “Agreement”), which replaced the Company’s existing revolving credit facility. Under the terms of the Agreement, the Lenders established a $1,115,000,000 revolving credit facility (subject to a potential increase to $1,500,000,000 subject to satisfaction of certain conditions) in favor of the Borrower that shall be available to the Borrower during the revolving commitment period from the closing date of the Agreement until the revolving credit termination date thereunder, which shall be June 15, 2027, unless such date is extended pursuant to the Agreement. If a borrowing is made pursuant to the Agreement, the interest rate will vary depending on the type of drawdown requested. If the borrowing is a term SOFR loan, it will be based on an adjusted term SOFR rate based on daily simple SOFR plus the applicable margin which ranges between 1.25% and 1.875%, depending on the Company’s credit rating. If the borrowing is an ABR Loan, it will be based on the prime rate plus the applicable margin which ranges between 0.25% and 0.875% depending on the Company’s credit rating. Borrowings under the Agreement may only be used to finance working capital needs and general corporate purposes. Obligations under the Agreement are limited to the Borrower, the Parent Guarantors and the other subsidiary guarantors that are party thereto. The Company is not party to the Agreement. The Agreement contains customary representations and warranties, events of default, and affirmative and negative covenants, including a financial covenant providing for a maximum net leverage ratio and a minimum amount of assets under management for the Parent Guarantors.
The Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to such exhibit.
Item 9.01 | Financial Statements and Exhibits |