8-KFiled Sep 7, 8:00 PM ET

Blue Owl Capital Corp Completes $398M CLO Securitization

$OBDC · Blue Owl Capital Corp

Research Summary

AI-generated summary of this SEC filing

Updated

Blue Owl Capital Corp Completes $398M CLO Securitization

What Happened
Blue Owl Capital Corporation (OBDC) announced on Sept. 2, 2026 that its consolidated subsidiary, Owl Rock CLO XXVI, LLC (the Issuer), closed a $398 million collateralized loan obligation (CLO) securitization. The Issuer issued secured notes and borrowed a secured loan backed by a portfolio of middle‑market loans and related assets contributed by Blue Owl. Concurrently, the Issuer issued 106,150 preferred shares (106.15 million dollars), all of which were purchased by the Company so Blue Owl serves as the required retention holder under U.S. and EU rules. Blue Owl Credit Advisors LLC will act as collateral manager for the Issuer (the Adviser has waived collateral management fees but may rescind that waiver subject to offsets).

Key Details

  • Closing date: September 2, 2026; Issuer: Owl Rock CLO XXVI, LLC (Delaware).
  • Total transaction size: ~$398 million (secured debt plus subordinated preferred equity).
  • Secured notes issued (privately placed by SG Americas Securities, LLC):
    • $182M Class A-1 Notes (AAA(sf)), interest = 3‑month SOFR + 1.48%
    • $25M Class A‑F Notes (AAA(sf)), interest = 5.54%
    • $40M Class B Notes (AA(sf)), interest = 3‑month SOFR + 1.90%
    • $20M Class C Notes (A(sf)), interest = 3‑month SOFR + 2.20%
  • Class A‑L loans: $25M floating-rate facility, interest = 3‑month SOFR + 1.48% (borrowed under a credit agreement).
  • Issuer issued 106,150 Preferred Shares at $1,000 each ($106.15M); Company purchased all Preferred Shares and acted as retention holder.
  • Company contributed ~$362.067M funded par of middle‑market loans as the initial collateral portfolio; no gain or loss was recognized on the sales/contributions.
  • Debt maturity: Payment Date in July 2038. Secured notes are unregistered and not freely tradable in the U.S. without registration or an exemption.

Why It Matters
This transaction creates a secured financing vehicle that converts a portfolio of middle‑market loans into $398M of secured funding at the Issuer level while leaving Blue Owl as the equity/retention holder. For investors, key takeaways are that Blue Owl (1) transferred a large portfolio of loans to a sponsored CLO but recognized no gain or loss on the transfer, (2) purchased the subordinated equity tranche ($106.15M) and retains exposure required by regulation, and (3) has arranged for its adviser to manage the collateral (with fee-waiver mechanics that could affect future advisory fee offsets). The CLO increases the Company’s financing options and ties ongoing portfolio management and loan origination activity to the Issuer under the Adviser’s direction.