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 16, 2022
OWL ROCK CAPITAL CORPORATION III
(Exact Name of Registrant as Specified in Charter)
Maryland | 814-01345 | 84-4493477 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
399 Park Avenue 38th Floor New York, New York | 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:
☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
None | None | None |
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. ☐
Item 1.01 – Entry into a Material Definitive Agreement
On March 16, 2022, ORCC III Financing LLC (“ORCC III Financing”), a wholly owned subsidiary of Owl Rock Capital Corporation III, a Maryland corporation (the “Company”) entered into Amendment No. 3 (the “Third Credit Facility Amendment”) to its senior secured revolving credit facility (the “Secured Credit Facility”), dated July 29, 2021 and amended as of October 6, 2021 and December 8, 2021, by and among Société Générale, as agent, State Street Bank and Trust Company, as collateral agent, collateral administrator and custodian, Alter Domus (US) LLC as collateral custodian, and the lenders party thereto.
The Third Credit Facility Amendment amends the Secured Credit Facility to: (i) change the interest rate for amounts drawn in U.S. dollars from LIBOR plus a spread of 2.15% to Term SOFR plus a spread of 2.30%, (ii) extend the revolving period from July 29, 2022 to March 15, 2024, (iii) extend the facility termination date from July 29, 2024 to March 16, 2026 and (iv) reallocate the revolving commitments among certain revolving lenders to the Secured Credit Facility.
The description above is only a summary of the material provisions of the Third Credit Facility Amendment and is qualified in its entirety by reference to a copy of the form of Third Credit Facility Amendment, which is filed as Exhibit 10.1 to this current report on Form 8-K and is incorporated herein by reference.
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.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
Owl Rock Capital Corporation III | ||||||
Date: March 22, 2022 | By: | /s/ Bryan Cole | ||||
Name: Bryan Cole | ||||||
Title: Chief Financial Officer and Chief Operating Officer |