Owl Rock Capital restates revolver with upsizing, extensions

By Marisa Wong

Los Angeles, Dec. 19 – Owl Rock Capital Corp. III entered into an amended and restated senior secured revolving credit agreement on Dec. 14 that amends and restates its credit agreement dated Sept. 10, 2021 by upsizing the swingline subfacility to $100 million from $50 million, extending the revolver availability period to December 2026 from September 2025 and extending the scheduled maturity date to December 2027 from September 2026, according to an 8-K filing with the Securities and Exchange Commission.

The restated facility also provides for, among other things, the removal of all maintenance financial covenants other than the minimum shareholders’ equity test and the asset coverage ratio test; a reset of the minimum shareholders’ equity test; and the replacement of the Libor benchmark provisions under the existing facility with term SOFR benchmark provisions.

The initial maximum principal amount is $450 million, subject to availability under the borrowing base, which is based on the company’s portfolio investments and other outstanding debt.

Maximum capacity may be increased to $1.1 billion through the exercise of an uncommitted accordion feature.

During the period from the commitment termination date to the maturity date, the company will be obligated to make mandatory prepayments out of the proceeds of certain asset sales and other recovery events and equity and debt issuances.

The company may borrow amounts in U.S. dollars or other permitted currencies.

Interest is equal to term SOFR plus a margin of 200 basis points.

The company will also pay a fee of 37.5 bps on average daily undrawn amounts under the facility.

JPMorgan Chase Bank, NA, MUFG Bank, Ltd. and Sumitomo Mitsui Banking Corp. are joint lead arrangers and joint bookrunners, with JPMorgan as administrative agent.

The facility is guaranteed by subsidiaries OR Lending III LLC, OR PCF III LLC, OR AH III LLC, ORCC III BC 2 LLC, ORCC III BC 3 LLC, ORCC III BC 4 LLC, ORCC III BC 5 LLC, ORCC III BC 6 LLC, ORCC III FSI LLC, ORCC III BC 8 LLC, ORCC III AAM RH LLC, ORCC III AAM LLC, ORCC III BC 11 LLC, ORCC III BC 12 LLC and ORCC III BC 13 LLC.

Proceeds of the amended facility may be used for general corporate purposes, including the funding of portfolio investments.

The specialty finance company is based in New York.

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