Blue Owl Credit Income Corp. 8-K

What Happened
Blue Owl Credit Income Corp. (the Company) filed an 8-K reporting that its consolidated subsidiary, Owl Rock CLO XI, LLC (the Issuer), completed a $395,820,000 collateralized loan obligation (CLO) refinancing on the First Refinancing Date (April 27, 2026). The transaction included privately placed secured notes and floating-rate loans secured by a portfolio of middle‑market loans and participation interests. Proceeds were used to redeem prior classes of notes and to pay refinancing expenses. Blue Owl Credit Advisors LLC (BOCA) will serve as collateral manager under an amended and restated collateral management agreement.

Key Details

• Total transaction: $395,820,000 CLO refinancing executed April 27, 2026 by Owl Rock CLO XI, LLC.
• Securities issued/borrowed: $82,000,000 AAA(sf) Class A‑R Notes (interest = Benchmark + 1.45%), $40,000,000 AA(sf) Class B‑R Notes (Benchmark + 2.00%), $50,000,000 Class A‑1‑RL floating‑rate loans (Benchmark + 1.45%), and $100,000,000 Class A‑2‑RL floating‑rate loans (Benchmark + 1.45%). Debt matures on the Payment Date in April 2039.
• Preferred equity/retention: On the Original Closing Date the Issuer issued $135,820,000 of subordinated preferred shares (135,820 shares). $12,000,000 was redeemed on the First Refinancing Date; 123,820 preferred shares remain outstanding and the Company acts as the retention holder to meet regulatory retention rules.
• Loan contributions: The Company contributed about $96.434M of middle‑market loans at the Original Closing Date and sold/contributed about $56.126M of funded par loans on the First Refinancing Date; no gain or loss was recognized on these sales.
• Other: Secured notes were privately placed by SMBC Nikko Securities America, Inc.; the secured notes are not registered under the Securities Act. BOCA has waived collateral‑management fees but may rescind that waiver; any collateral manager fees payable to BOCA would be offset against the Adviser’s management fee under the existing investment advisory agreement.

Why It Matters
This refinancing replaces the Issuer’s prior capital structure with new secured notes and loans and keeps the Company economically exposed through retained preferred shares (a regulatory retention requirement). The financing is long‑dated (maturing April 2039) and interest rates on the issued debt are floating, tied to a market benchmark plus stated spreads — which makes the cost of this financing sensitive to market interest rates. Notes are privately placed and not SEC‑registered, which limits transferability/liquidity for those securities. Investors should note the Company’s ongoing role as retention holder and collateral manager arrangements (including the fee waiver/offset mechanics), and that proceeds were used to redeem earlier securities and for general corporate purposes.