OWL 8-K
Blue Owl Capital Inc. (OWL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 8.01. | Other Events. |
On May 30, 2024, Blue Owl Finance LLC (“Blue Owl Finance”), an indirect subsidiary of Blue Owl Capital Inc. (the “Company”), priced an offering of $250,000,000 aggregate principal amount of its 6.250% Senior Notes due 2034 (the “notes”). The notes will be issued as additional notes under the indenture pursuant to which Blue Owl Finance previously issued $750,000,000 aggregate principal amount of its 6.250% Senior Notes due 2034 on April 18, 2024.
The notes will be fully and unconditionally guaranteed on a joint and several basis by each of the Company, Blue Owl Capital GP Holdings LLC, Blue Owl Capital GP LLC, Blue Owl Capital Holdings LP, Blue Owl Capital Carry LP, Blue Owl Capital Group LLC, Blue Owl GPSC Holdings LLC, Blue Owl Capital GP Holdings LP, Blue Owl GP Stakes GP Holdings LLC, Blue Owl Real Estate GP Holdings LLC, Blue Owl Real Estate Holdings LP and Blue Owl Capital Holdings LLC. The offering is subject to customary closing conditions.
The Company intends to use the net proceeds from the offering for general corporate purposes, including to fund any future strategic acquisitions or related transactions and growth initiatives.
A copy of the press release is attached as Exhibit 99.1.
Forward-Looking Statements
Statements included herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, which relate to future events or the Company’s future performance or financial condition. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statements made herein.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 99.1 | Press Release, May 30, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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 hereunto duly authorized.
| BLUE OWL CAPITAL INC. | ||||
| Dated: May 30, 2024 | ||||
| By: | /s/ Neena A. Reddy | |||
| Name: | Neena A. Reddy | |||
| Title: | General Counsel and Secretary | |||
Exhibit 99.1
BLUE OWL CAPITAL ANNOUNCES
PRICING OF SENIOR NOTES OFFERING
NEW YORK — May 30, 2024 — Blue Owl Capital Inc. (“Blue Owl”) (NYSE: OWL) today announced the pricing of the offering of $250,000,000 of 6.250% Senior Notes due 2034 (the “notes”) by Blue Owl Finance LLC, its indirect subsidiary, at an issue price of 100.355%, plus accrued interest, if any, from April 18, 2024. The notes are being offered as additional notes under the same indenture as the previously issued $750,000,000 aggregate principal amount of its 6.250% Senior Notes due 2034 and will be treated as a single series with such previously issued senior notes. The notes will be fully and unconditionally guaranteed by each of Blue Owl, Blue Owl Capital GP Holdings LLC, Blue Owl Capital GP LLC, Blue Owl Capital Holdings LP, Blue Owl Capital Carry LP, Blue Owl Capital Group LLC, Blue Owl GPSC Holdings LLC, Blue Owl Capital GP Holdings LP, Blue Owl GP Stakes GP Holdings LLC, Blue Owl Real Estate Holdings LP, Blue Owl Real Estate GP Holdings LLC and Blue Owl Capital Holdings LLC. The offering is subject to customary closing conditions. Blue Owl intends to use the net proceeds from this offering for general corporate purposes, including to fund any future strategic acquisitions or related transactions and growth initiatives.
The notes will be offered and sold to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The Company also intends to enter into a registration rights agreement in connection with the offering of the notes, under which it will agree to consummate an offer to exchange the notes pursuant to a registration statement filed with the Securities and Exchange Commission within 365 days after the original issue date of the notes.
The notes have not been registered under the Securities Act or any state securities laws and, unless registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction subject to, the registration requirements of the Securities Act and applicable state securities laws.
This press release shall not constitute an offer to sell or a solicitation of an offer to purchase the notes or any other securities and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.
About Blue Owl Capital
Blue Owl (NYSE: OWL) is a leading asset manager that is redefining alternatives.
With over $174 billion in assets under management as of March 31, 2024, we invest across three multi-strategy platforms: Credit, GP Strategic Capital, and Real Estate. Anchored by a strong permanent capital base, we provide businesses with private capital solutions to drive long-term growth and offer institutional and individual investors differentiated alternative investment opportunities that aim to deliver strong performance, risk-adjusted returns, and capital preservation.
Together with over 725 experienced professionals globally, Blue Owl brings the vision and discipline to create the exceptional.
Forward-Looking Statements
Certain statements made in this press release are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “would,” “should,” “future,” “propose,” “target,” “goal,” “objective,” “outlook” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking
statements. Any such forward-looking statements are made pursuant to the safe harbor provisions available under applicable securities laws and speak only as of the date made. Blue Owl assumes no obligation to update or revise any such forward-looking statements except as required by law.
These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside Blue Owl’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements.
Important factors, among others, that may affect actual results or outcomes include the inability to recognize the anticipated benefits of strategic acquisitions; costs related to acquisitions; the inability to maintain the listing of Blue Owl’s shares on the New York Stock Exchange; Blue Owl’s ability to manage growth; Blue Owl’s ability to execute its business plan and meet its projections; potential litigation involving Blue Owl; changes in applicable laws or regulations; and the possibility that Blue Owl may be adversely affected by other economic, business, geo-political and competitive factors.
Blue Owl Investor Contact
Ann Dai
Head of Investor Relations
Blue Owl Media Contact
Nick Theccanat
Principal, Corporate Communications & Government Affairs