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): April 20, 2021 (April 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,
38th Floor
New York, NY
  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 8.01 – Other Events

 

On April 19, 2021, Owl Rock Capital Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) by and among the Company, Owl Rock Capital Advisors LLC (the “Adviser”) and BofA Securities, Inc., as representative of the several underwriters named in Schedule I thereto (the “Underwriters”), in connection with the issuance and sale of $500 million aggregate principal amount of the Company’s 2.625% Notes due 2027 (the “Offering”).

 

The Offering was made pursuant to the Company’s effective shelf registration statement on Form N-2 (Registration No. 333-239775) previously filed with the Securities and Exchange Commission, as supplemented by a preliminary prospectus supplement dated April 19, 2021 and a final prospectus supplement dated April 19, 2021.

 

The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement filed with this report as Exhibit 1.1 and which is incorporated herein by reference.

 

Item 9.01 – Financial Statements and Exhibits

 

(d) Exhibits:

 

Exhibit
Number
 Description
1.1  Underwriting Agreement, dated April 19, 2021, by and among the Company, the Adviser and the Underwriters.

 

 

 

 

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
   
April 20, 2021 By:   /s/ Alan Kirshenbaum
    Name: Alan Kirshenbaum
    Title: Chief Operating Officer and Chief Financial Officer