Blue Owl Technology Finance Corp. 8-K

What Happened

• Blue Owl Technology Finance Corp. (OTF) announced it completed a $615.1 million collateralized loan obligation (CLO) refinancing on December 16, 2025 through its consolidated subsidiary Athena CLO II, LLC (the Issuer). The refinancing included the issuance of secured notes, a $250 million floating-rate loan facility, and the Company’s purchase of subordinated preferred shares as the required retention holder. The secured debt is backed by a portfolio of middle‑market loans and related assets and matures on January 18, 2039.

Key Details

• Total new Debt: $615.1 million consisting of:
  • Secured notes privately placed: $75.0M AAA(sf) Class A‑R (Benchmark + 1.70%), $31.25M AA(sf) Class B‑R (Benchmark + 2.00%), $18.75M A(sf) Class C‑R (Benchmark + 2.40%).
  • $250.0M Class A‑LR floating‑rate loans (three‑month term SOFR + 1.70%) borrowed under a credit agreement.
• Preferred equity retained by the Company: 52,800 Additional Preferred Shares issued at $1,000 each ($52.8M) plus 187,300 preferred shares issued on the original closing — total outstanding preferred shares 240,100 as of the Refinancing Date. The Company purchased all Additional Preferred Shares.
• Loan contributions to the Issuer: approx. $217.963M funded par amount of middle‑market loans sold to the Issuer on the Refinancing Date (following an earlier $83.945M contribution on the Original Closing Date).
• Blue Owl Technology Credit Advisors LLC (OTCA) will serve as collateral manager under an amended agreement; OTCA has waived collateral management fees but may rescind the waiver subject to fee offset mechanics.

Why It Matters

• This refinancing establishes the capital structure and liquidity for the Issuer through 2039, secures financing against a portfolio of middle‑market loans, and satisfies regulatory retention rules because the Company holds the subordinated preferred equity. For investors, the transaction changes the consolidated subsidiary’s funded liabilities and maintains the Company’s economic exposure to the CLO portfolio (through retained equity), while providing OTF with proceeds intended for general corporate purposes. The secured notes were privately placed and are not registered for public resale, which may affect marketability.