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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________________________
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal quarter ended June 30, 2022
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 814-01190
______________________________________________
OWL ROCK CAPITAL CORPORATION
(Exact name of Registrant as specified in its Charter) 
Maryland47-5402460
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer
Identification No.)
399 Park Avenue, 38th Floor, New York, New York
10022
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (212) 419-3000
______________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareORCCThe New York Stock Exchange
______________________________________________
Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes NO
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). YES NO
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmall reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES NO
As of August 3, 2022, the registrant had 393,823,013 shares of common stock, $0.01 par value per share, outstanding.
1


Table of Contents
Page
ii


CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and undue reliance should not be placed thereon. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about Owl Rock Capital Corporation (the “Company,” “we” or “our”), our current and prospective portfolio investments, our industry, our beliefs and opinions, and our assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including without limitation:
an economic downturn could impair our portfolio companies’ ability to continue to operate, which could lead to the loss of some or all of our investments in such portfolio companies;
an economic downturn could disproportionately impact the companies that we intend to target for investment, potentially causing us to experience a decrease in investment opportunities and diminished demand for capital from these companies;
an economic downturn could also impact availability and pricing of our financing and our ability to access the debt and equity capital markets;
a contraction of available credit and/or an inability to access the equity markets could impair our lending and investment activities;
the impact of the “COVID-19” pandemic, changes in base interest rates and significant market volatility on our business and our portfolio companies (including our business prospects and the prospects of our portfolio companies including the ability to achieve our and their business objectives), our industry and the global economy including as a result of ongoing supply chain disruptions;
interest rate volatility, including the decommissioning of LIBOR, could adversely affect our results, particularly because we use leverage as part of our investment strategy;
currency fluctuations could adversely affect the results of our investments in foreign companies, particularly to the extent that we receive payments denominated in foreign currency rather than U.S. dollars;
our future operating results;
the impact of interest and inflation rates on our business prospects and the prospects of our portfolio companies;
our contractual arrangements and relationships with third parties;
the ability of our portfolio companies to achieve their objectives;
competition with other entities and our affiliates for investment opportunities;
the speculative and illiquid nature of our investments;
the use of borrowed money to finance a portion of our investments as well as any estimates regarding potential use of leverage;
the adequacy of our financing sources and working capital;
the loss of key personnel;
the timing of cash flows, if any, from the operations of our portfolio companies;
the ability of Owl Rock Capital Advisors LLC (“the Adviser” or “our Adviser”) to locate suitable investments for us and to monitor and administer our investments;
the ability of the Adviser to attract and retain highly talented professionals;
our ability to qualify for and maintain our tax treatment as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), and as a business development company (“BDC”);
the effect of legal, tax and regulatory changes;
the impact of geo-political conditions, including revolution, insurgency, terrorism or war, including those arising out of the ongoing conflict between Russia and Ukraine; and
other risks, uncertainties and other factors previously identified in the reports and other documents we have filed with the Securities and Exchange Commission (“SEC”).
Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this report should not be regarded as a representation by us that our plans and objectives will be achieved. These forward-looking statements apply only as of the date of this report. Moreover, we assume no duty and do not undertake to update the forward-looking statements. Because we are an investment company, the forward-looking statements and projections contained in this report are excluded from the safe harbor protection provided by Section 21E of the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”).
1


PART I. CONSOLIDATED FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Owl Rock Capital Corporation
Consolidated Statements of Assets and Liabilities
(Amounts in thousands, except share and per share amounts)
June 30, 2022
(Unaudited)
December 31, 2021
Assets
Investments at fair value
Non-controlled, non-affiliated investments (amortized cost of $12,060,161 and $12,073,126, respectively)
$11,845,687 $12,124,860 
Controlled, affiliated investments (amortized cost of $776,480, and $575,427, respectively)
802,439616,780
Total investments at fair value (amortized cost of $12,836,641 and $12,648,553, respectively)
12,648,12612,741,640
Cash (restricted cash of $97,374 and $21,481, respectively)
341,104431,442
Foreign cash (cost of $2,176 and $16,096, respectively)
2,15515,703
Interest receivable69,06281,716
Receivable from a controlled affiliate23,1953,953
Prepaid expenses and other assets4,74123,716
Total Assets$13,088,383 $13,298,170 
Liabilities
Debt (net of unamortized debt issuance costs of $102,090 and $110,239, respectively)
$7,053,497 $7,079,326 
Distribution payable122,085 122,068 
Management fee payable46,873 46,770 
Incentive fee payable26,541 29,242 
Payables to affiliates4,312 5,802 
Accrued expenses and other liabilities130,629 77,085 
Total Liabilities7,383,937 7,360,293 
Commitments and contingencies (Note 7)
Net Assets
Common shares $0.01 par value, 500,000,000 shares authorized; 393,823,013 and 393,766,855 shares issued and outstanding, respectively
3,938 3,938 
Additional paid-in-capital5,992,296 5,990,360 
Accumulated undistributed (overdistributed) earnings(291,788)(56,421)
Total Net Assets5,704,4465,937,877
Total Liabilities and Net Assets$13,088,383 $13,298,170 
Net Asset Value Per Share$14.48 15.08
The accompanying notes are an integral part of these consolidated financial statements.
2

Owl Rock Capital Corporation
Consolidated Statements of Operations
(Amounts in thousands, except share and per share amounts)
(Unaudited)


For the Three Months Ended June 30,For the Six Months Ended June 30,
2022202120222021
Investment Income
Investment income from non-controlled, non-affiliated investments:
Interest income$206,103 $225,242 $414,704 $425,547 
Payment-in-kind interest income(1)26,7488,074 49,15918,801 
Dividend income9,6855,76521,4139,324
Other income5,5384,4639,3867,617
Total investment income from non-controlled, non-affiliated investments248,074243,544494,662461,289
Investment income from controlled, affiliated investments:
Interest income1,8541,3383,6272,641
Dividend income23,1953,97338,8336,341
Other Income163160325317
Total investment income from controlled, affiliated investments25,2125,47142,7859,299
Total Investment Income273,286249,015537,447470,588
Expenses
Interest expense67,34754,445128,726102,521
Management fee46,87344,00794,28686,117
Performance based incentive fees26,54125,27052,49547,045
Professional fees3,4063,3497,2357,117
Directors' fees266274556518
Other general and administrative2,1432,3444,2764,162
Total Operating Expenses146,576129,689287,574247,480
Net Investment Income (Loss) Before Taxes126,710119,326249,873223,108
Income tax expense (benefit), including excise tax expense (benefit)1,5861972,3941,324
Net Investment Income (Loss) After Taxes$125,124 $119,129 $247,479 $221,784 
Net Realized and Change in Unrealized Gain (Loss)
Net change in unrealized gain (loss):
Non-controlled, non-affiliated investments$(152,965)$62,407 $(222,913)$119,486 
Income tax (provision) benefit— (1,589)— (4,222)
Controlled affiliated investments(3,636)(1,483)(15,394)(618)
Translation of assets and liabilities in foreign currencies(3,221)(488)(3,702)(2,920)
Total Net Change in Unrealized Gain (Loss)(159,822)58,847 (242,009)111,726 
Net realized gain (loss):
Non-controlled, non-affiliated investments(51)(27,828)4,651 (26,674)
Foreign currency transactions(197)32 (1,082)1,189 
Total Net Realized Gain (Loss)(248)(27,796)3,569 (25,485)
Total Net Realized and Change in Unrealized Gain (Loss)(160,070)31,051 (238,440)86,241 
Net Increase (Decrease) in Net Assets Resulting from Operations$(34,946)$150,180 $9,039 $308,025 
Earnings Per Share - Basic and Diluted$(0.09)$0.38 $0.02 $0.79 
Weighted Average Shares Outstanding - Basic and Diluted394,184,560 391,832,048 394,246,724 391,475,389 
________
(1)For the three and six months ended June 30, 2021, interest income and payment-in-kind interest income were reported in aggregate as interest income.
The accompanying notes are an integral part of these consolidated financial statements.
3

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)

Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Non-controlled/non-affiliated portfolio company investments
Debt Investments
Advertising and media
Global Music Rights, LLC(10)(12)(28)First lien senior secured loan L + 5.50% 8/28/20287,463 7,328 7,313 0.1 %
Global Music Rights, LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 8/27/2027— (11)(13)— %
7,463 7,317 7,300 0.1 %
Aerospace and defense
Aviation Solutions Midco, LLC (dba STS Aviation)(10)(12)(28)First lien senior secured loan L + 7.25% 1/3/2025213,660 211,656 202,977 3.6 %
Peraton Corp.(6)(10)(11)(28)Second lien senior secured loan L + 7.75% 2/1/202946,113 45,506 42,770 0.7 %
Valence Surface Technologies LLC(10)(17)(28)First lien senior secured loan SR + 7.75% 6/30/2025124,863 123,866 99,891 1.8 %
Valence Surface Technologies LLC(10)(16)(24)(28)First lien senior secured revolving loan SR + 7.75% 6/30/202510,139 10,065 8,102 0.1 %
394,775 391,093 353,740 6.2 %
Buildings and real estate
Associations, Inc.(10)(12)(28)First lien senior secured loan L + 6.50% (incl. 2.50% PIK) 7/2/2027381,516 378,341 376,956 6.6 %
Associations, Inc.(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 6.50% (incl. 2.50% PIK) 6/10/2024— (598)(599)— %
Associations, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 6.50% 7/2/2027— (275)(329)— %
REALPAGE, INC.(10)(11)(28)Second lien senior secured loan L + 6.50% 4/23/202934,500 34,042 32,689 0.6 %
Reef Global Acquisition LLC (fka Cheese Acquisition, LLC)(10)(13)(28)First lien USD senior secured loan L + 6.00% (incl. 1.25% PIK) 11/28/2024134,790 134,460 129,062 2.3 %
Reef Global Acquisition LLC (fka Cheese Acquisition, LLC)(10)(13)(24)(28)First lien senior secured revolving loan L + 4.75% 11/28/202310,052 10,091 9,356 0.2 %
Imperial Parking Canada(10)(12)(28)First lien CAD senior secured loan L + 6.00% (incl. 1.00% PIK) 11/28/202427,383 26,787 26,219 0.5 %
588,241 582,848 573,354 10.2 %
Business services
Access CIG, LLC(10)(12)(28)Second lien senior secured loan L + 7.75% 2/27/202658,760 58,386 57,732 1.0 %
CIBT Global, Inc.(10)(18)(28)(31)First lien senior secured loan P + 5.25% (incl. 4.25% PIK) 6/2/2025874 616 507 — %
CIBT Global, Inc.(10)(14)(28)(31)Second lien senior secured loan L + 7.75% (incl. 6.75% PIK) 12/1/202563,678 26,745 10,507 0.2 %
Denali BuyerCo, LLC (dba Summit Companies)(10)(12)(28)First lien senior secured loan L + 6.00% 9/15/202843,558 42,955 42,578 0.7 %
Denali BuyerCo, LLC (dba Summit Companies)(10)(12)(24)(26)(28)First lien senior secured delayed draw term loan L + 6.00% 9/15/20232,678 2,619 2,526 — %
Denali BuyerCo, LLC (dba Summit Companies)(10)(12)(24)(28)First lien senior secured revolving loan L + 6.00% 9/15/2027800 774 732 — %
Diamondback Acquisition, Inc. (dba Sphera)(10)(11)(28)First lien senior secured loan L + 5.50% 9/13/20285,379 5,282 5,281 0.1 %
4

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Diamondback Acquisition, Inc. (dba Sphera)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 5.50% 9/13/2023— (10)(9)— %
Entertainment Benefits Group, LLC(10)(15)(28)First lien senior secured loan SR + 4.75% 5/1/2028867 858 858 — %
Entertainment Benefits Group, LLC(10)(24)(25)(28)First lien senior secured revolving loan SR + 4.75% 4/29/2027— (1)(1)— %
Fullsteam Operations, LLC(10)(12)(24)(26)(28)First lien senior secured delayed draw term loan L + 7.50% (incl. 4.50% PIK) 5/13/20242,071 1,924 1,920 — %
Gainsight, Inc.(10)(12)(28)First lien senior secured loan L + 6.75% PIK 7/30/202719,547 19,254 19,010 0.3 %
Gainsight, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 6.00% 7/30/2027— (50)(92)— %
Hercules Borrower, LLC (dba The Vincit Group)(10)(12)(28)First lien senior secured loan L + 6.50% 12/15/2026177,793 175,702 176,015 3.1 %
Hercules Borrower, LLC (dba The Vincit Group)(10)(12)(24)(28)First lien senior secured revolving loan L + 6.50% 12/15/20262,231 1,998 2,022 — %
Hercules Buyer, LLC (dba The Vincit Group)(23)(28)(34)Unsecured notes 0.48% PIK 12/14/20295,135 5,135 5,135 0.1 %
Kaseya Inc.(10)(17)(28)First lien senior secured loan SR + 5.75% 6/25/202918,732 18,358 18,357 0.3 %
Kaseya Inc.(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan SR + 5.75% 6/24/2024— (11)(11)— %
Kaseya Inc.(10)(24)(25)(28)First lien senior secured revolving loan SR + 5.75% 6/25/2029— (23)(23)— %
KPSKY Acquisition, Inc. (dba BluSky)(10)(11)(28)First lien senior secured loan L + 5.50% 10/19/20284,454 4,372 4,298 0.1 %
KPSKY Acquisition, Inc. (dba BluSky)(10)(18)(24)(26)(28)First lien senior secured delayed draw term loan P + 4.50% 10/19/2023480 471 463 — %
407,037 365,354 347,805 5.9 %
Chemicals
Aruba Investments Holdings LLC (dba Angus Chemical Company)(10)(11)(28)Second lien senior secured loan L + 7.75% 11/24/202810,000 9,874 9,775 0.2 %
Douglas Products and Packaging Company LLC(10)(12)(28)First lien senior secured loan L + 5.75% 10/19/2022105,631 105,547 104,309 1.8 %
Douglas Products and Packaging Company LLC(10)(18)(24)(28)First lien senior secured revolving loan P + 4.75% 10/19/20227,167 7,131 6,981 0.1 %
Gaylord Chemical Company, L.L.C.(10)(12)(28)First lien senior secured loan L + 6.50% 3/30/2027151,876 150,622 149,977 2.6 %
Gaylord Chemical Company, L.L.C.(10)(24)(25)(28)First lien senior secured revolving loan L + 6.50% 3/30/2026— (99)(165)— %
Velocity HoldCo III Inc. (dba VelocityEHS)(10)(12)(28)First lien senior secured loan L + 5.75% 4/22/202722,104 21,688 22,103 0.4 %
Velocity HoldCo III Inc. (dba VelocityEHS)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 4/22/2026— (23)— — %
296,778 294,740 292,980 5.1 %
Consumer products
Conair Holdings, LLC(10)(12)(28)Second lien senior secured loan L + 7.50% 5/17/2029187,500 186,242 170,625 3.0 %
Feradyne Outdoors, LLC(10)(11)(28)First lien senior secured loan L + 6.25% 5/25/202386,378 86,193 85,946 1.5 %
Foundation Consumer Brands, LLC(10)(12)(28)First lien senior secured loan L + 5.50% 2/12/20273,804 3,804 3,757 0.1 %
Lignetics Investment Corp.(10)(12)(28)First lien senior secured loan L + 6.00% 11/1/202731,216 30,861 30,045 0.5 %
5

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Lignetics Investment Corp.(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 6.00% 11/1/2023— (44)(147)— %
Lignetics Investment Corp.(10)(18)(24)(28)First lien senior secured revolving loan P + 5.00% 11/2/20264,314 4,263 4,137 0.1 %
SWK BUYER, Inc. (dba Stonewall Kitchen)(10)(12)(28)First lien senior secured loan L + 5.25% 3/12/2029754 740 732 — %
SWK BUYER, Inc. (dba Stonewall Kitchen)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan SR + 5.25% 3/11/2024— (2)(4)— %
SWK BUYER, Inc. (dba Stonewall Kitchen)(10)(18)(24)(28)First lien senior secured revolving loan P + 4.25% 3/12/202946 44 44 — %
WU Holdco, Inc. (dba Weiman Products, LLC)(10)(12)(28)First lien senior secured loan L + 5.50% 3/26/2026203,909 201,187 200,341 3.5 %
WU Holdco, Inc. (dba Weiman Products, LLC)(10)(13)(24)(28)First lien senior secured revolving loan L + 5.50% 3/26/202510,371 10,174 10,035 0.2 %
528,292 523,462 505,511 8.9 %
Containers and packaging
Ascend Buyer, LLC (dba PPC Flexible Packaging)(10)(12)(28)First lien senior secured loan L + 5.75% 10/2/20285,526 5,475 5,415 0.1 %
Ascend Buyer, LLC (dba PPC Flexible Packaging)(10)(11)(24)(28)First lien senior secured revolving loan L + 5.75% 9/30/202775 70 64 — %
Fortis Solutions Group, LLC(10)(12)(28)First lien senior secured loan L + 5.50% 10/13/20283,305 3,245 3,189 0.1 %
Fortis Solutions Group, LLC(10)(12)(24)(26)(28)First lien senior secured delayed draw term loan L + 5.50% 10/13/2023908 887 865 — %
Fortis Solutions Group, LLC(10)(12)(24)(28)First lien senior secured revolving loan L + 5.50% 10/15/202731 23 15 — %
Indigo Buyer, Inc. (dba Inovar Packaging Group)(10)(16)(28)First lien senior secured loan SR + 5.75% 5/23/2028650 644 644 — %
Indigo Buyer, Inc. (dba Inovar Packaging Group)(10)(24)(26)(28)First lien senior secured delayed draw term loan SR + 5.75% 5/23/2024— — — — %
Indigo Buyer, Inc. (dba Inovar Packaging Group)(10)(16)(24)(28)First lien senior secured revolving loan SR + 5.75% 5/23/202817 16 16 — %
Pregis Topco LLC(10)(11)(28)Second lien senior secured loan L + 7.09% 8/1/2029160,000 157,593 157,121 2.8 %
170,512 167,953 167,329 3.0 %
Distribution
ABB/Con-cise Optical Group LLC(10)(12)(28)First lien senior secured loan L + 7.50% 2/23/202867,755 66,786 67,077 1.2 %
ABB/Con-cise Optical Group LLC(10)(18)(24)(28)First lien senior secured revolving loan P + 6.50% 2/23/20286,156 6,056 6,085 0.1 %
Aramsco, Inc.(10)(11)(28)First lien senior secured loan L + 5.25% 8/28/202455,611 55,058 55,332 1.0 %
Aramsco, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 5.25% 8/28/2024— (75)(42)— %
Endries Acquisition, Inc.(10)(15)(28)First lien senior secured loan SR + 6.25% 12/10/2025238,734 236,430 238,138 4.2 %
Individual Foodservice Holdings, LLC(10)(13)(28)First lien senior secured loan L + 6.25% 11/21/2025174,940 172,708 172,753 3.0 %
Individual Foodservice Holdings, LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 6.25% 11/22/2024— (223)(270)— %
Offen, Inc.(10)(13)(28)First lien senior secured loan L + 5.00% 6/22/202618,721 18,608 18,721 0.3 %
561,917 555,348 557,794 9.8 %
6

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Education
Learning Care Group (US) No. 2 Inc.(10)(12)(28)Second lien senior secured loan L + 7.50% 3/13/202626,967 26,694 26,225 0.5 %
Pluralsight, LLC(10)(11)(28)First lien senior secured loan L + 8.00% 4/6/202799,450 98,586 97,709 1.7 %
Pluralsight, LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 8.00% 4/6/2027— (50)(109)— %
126,417 125,230 123,825 2.2 %
Financial services
AxiomSL Group, Inc.(10)(11)(28)First lien senior secured loan L + 6.00% 12/3/2027201,756 199,755 196,712 3.4 %
AxiomSL Group, Inc.(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 6.00% 7/21/2023— (35)(125)— %
AxiomSL Group, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 6.00% 12/3/2025— (166)(456)— %
Blackhawk Network Holdings, Inc.(10)(11)(28)Second lien senior secured loan L + 7.00% 6/15/2026106,400 105,825 105,336 1.8 %
Blend Labs, Inc.(10)(12)(28)First lien senior secured loan L + 7.50% 7/1/202667,500 66,132 66,319 1.2 %
Blend Labs, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 7.50% 7/1/2026— (60)(131)— %
Hg Genesis 8 Sumoco Limited(10)(22)(28)(30)Unsecured facility SA + 7.50% PIK 8/28/202543,921 47,806 43,591 0.8 %
Hg Genesis 9 SumoCo Limited(10)(19)(28)(30)Unsecured facility E + 7.00% PIK 3/10/202767,254 70,607 66,770 1.2 %
Hg Saturn Luchaco Limited(10)(22)(28)(30)Unsecured facility SA + 7.50% PIK 3/30/2026124,813 140,801 122,629 2.1 %
Muine Gall, LLC(9)(10)(13)(28)(30)First lien senior secured loan L + 7.00% PIK 9/20/2024248,992 249,904 245,257 4.3 %
NMI Acquisitionco, Inc. (dba Network Merchants)(10)(11)(28)First lien senior secured loan L + 5.75% 9/8/202525,181 25,045 24,614 0.4 %
NMI Acquisitionco, Inc. (dba Network Merchants)(10)(11)(24)(26)(28)First lien senior secured delayed draw term loan L + 5.75% 10/2/20234,953 4,866 4,780 0.1 %
NMI Acquisitionco, Inc. (dba Network Merchants)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 9/8/2025— (15)(37)— %
Smarsh Inc.(10)(16)(28)First lien senior secured loan SR + 6.50% 2/19/2029762 755 745 — %
Smarsh Inc.(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan SR + 6.50% 2/19/2024— (1)(4)— %
Smarsh Inc.(10)(24)(25)(28)First lien senior secured revolving loan SR + 6.50% 2/19/2029— — (1)— %
891,532 911,219 875,999 15.3 %
Food and beverage
Balrog Acquisition, Inc. (dba Bakemark)(10)(12)(28)Second lien senior secured loan L + 7.00% 9/3/202922,000 21,830 21,395 0.4 %
BP Veraison Buyer, LLC (dba Sun World)(10)(12)(28)First lien senior secured loan L + 5.75% 5/12/202769,032 68,313 67,479 1.2 %
BP Veraison Buyer, LLC (dba Sun World)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 5.75% 5/12/2023— (29)(327)— %
BP Veraison Buyer, LLC (dba Sun World)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 5/12/2027— (88)(196)— %
H-Food Holdings, LLC(10)(11)(28)Second lien senior secured loan L + 7.00% 3/2/2026121,800 120,115 111,447 2.0 %
7

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Hissho Sushi Merger Sub, LLC(10)(16)(28)First lien senior secured loan SR + 6.00% 5/18/2028906 897 897 — %
Hissho Sushi Merger Sub, LLC(10)(16)(24)(28)First lien senior secured revolving loan SR + 6.00% 5/18/202816 16 16 — %
Hometown Food Company(10)(11)(28)First lien senior secured loan L + 5.00% 8/31/202314,560 14,484 14,378 0.3 %
Hometown Food Company(10)(24)(25)(28)First lien senior secured revolving loan L + 5.00% 8/31/2023— (20)(53)— %
Innovation Ventures HoldCo, LLC (dba 5 Hour Energy)(10)(15)(28)First lien senior secured loan SR + 6.25% 3/11/2027125,000 122,725 121,564 2.1 %
Nellson Nutraceutical, LLC(10)(12)(28)First lien senior secured loan L + 5.25% 12/26/202327,135 26,609 26,322 0.5 %
Nutraceutical International Corporation(10)(11)(28)First lien senior secured loan L + 7.00% 9/30/2026209,107 206,756 194,993 3.4 %
Nutraceutical International Corporation(10)(11)(28)First lien senior secured revolving loan L + 7.00% 9/30/202513,578 13,446 12,662 0.2 %
Ole Smoky Distillery, LLC(10)(17)(28)First lien senior secured loan SR + 5.25% 3/31/2028882 864 851 — %
Ole Smoky Distillery, LLC(10)(24)(25)(28)First lien senior secured revolving loan SR + 5.25% 3/31/2028— (2)(4)— %
Recipe Acquisition Corp. (dba Roland Corporation)(10)(12)Second lien senior secured loan L + 9.00% 12/1/202232,000 31,941 31,040 0.5 %
Sara Lee Frozen Bakery, LLC (fka KSLB Holdings, LLC)(10)(11)(28)First lien senior secured loan L + 4.50% 7/30/202543,635 43,216 40,798 0.7 %
Sara Lee Frozen Bakery, LLC (fka KSLB Holdings, LLC)(10)(11)(24)(28)First lien senior secured revolving loan L + 4.50% 7/31/20235,880 5,836 5,295 0.1 %
Shearer's Foods, LLC(10)(11)(28)Second lien senior secured loan L + 7.75% 9/22/2028120,000 119,030 117,000 2.1 %
Tall Tree Foods, Inc.(10)(11)First lien senior secured loan L + 7.25% 8/12/202239,384 39,369 40,761 0.7 %
Ultimate Baked Goods Midco, LLC(10)(11)(28)First lien senior secured loan L + 6.50% 8/13/202781,644 79,849 77,562 1.4 %
Ultimate Baked Goods Midco, LLC(10)(11)(24)(28)First lien senior secured revolving loan L + 6.50% 8/13/20275,968 5,756 5,470 0.1 %
932,527 920,913 889,350 15.7 %
Healthcare equipment and services
Confluent Medical Technologies, Inc.(10)(16)(28)Second lien senior secured loan SR + 6.50% 2/18/20301,000 982 953 — %
CSC Mkg Topco LLC (dba Medical Knowledge Group)(10)(11)(28)First lien senior secured loan L + 5.75% 2/1/20291,281 1,256 1,239 — %
CSC Mkg Topco LLC (dba Medical Knowledge Group)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 2/1/2029— (3)(5)— %
Medline Borrower, LP(10)(24)(25)(28)First lien senior secured revolving loan L + 3.25% 10/21/2026— (139)(665)— %
Nelipak Holding Company(10)(12)(28)First lien senior secured loan L + 4.25% 7/2/202624,633 24,328 24,325 0.4 %
Nelipak Holding Company(10)(12)(24)(28)First lien senior secured USD revolving loan L + 4.25% 7/2/20244,958 4,899 4,866 0.1 %
Nelipak Holding Company(10)(19)(24)(28)First lien senior secured EUR revolving loan E + 4.50% 7/2/20241,121 971 1,034 — %
Nelipak Holding Company(10)(28)Second lien USD senior secured loan L + 8.25% 7/2/202767,006 66,293 66,336 1.2 %
8

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Nelipak Holding Company(10)(20)(28)Second lien EUR senior secured loan E + 8.50% 7/2/202762,832 66,550 61,889 1.1 %
Packaging Coordinators Midco, Inc.(10)(12)(28)Second lien senior secured loan L + 7.00% 12/13/2029196,044 192,657 187,222 3.3 %
Patriot Acquisition TopCo S.A.R.L (dba Corza Health, Inc.) (10)(12)(28)(30)First lien senior secured loan L + 6.75% 1/31/2028136,060 134,124 133,340 2.3 %
Patriot Acquisition TopCo S.A.R.L (dba Corza Health, Inc.) (10)(24)(25)(28)(30)First lien senior secured revolving loan L + 6.75% 1/29/2026— (201)(271)— %
Rhea Parent, Inc.(10)(16)(28)First lien senior secured loan SR + 5.75% 2/19/2029774 759 749 — %
495,709 492,476 481,012 8.4 %
Healthcare providers and services
Diagnostic Service Holdings, Inc. (dba Rayus Radiology)(10)(11)(28)First lien senior secured loan L + 5.50% 3/17/2025998 998 986 — %
National Dentex Labs LLC (fka Barracuda Dental LLC)(10)(12)(28)First lien senior secured loan L + 7.00% 10/3/202570,366 69,492 68,431 1.2 %
National Dentex Labs LLC (fka Barracuda Dental LLC)(10)(12)(24)(26)(28)First lien senior secured delayed draw term loan L + 7.00% 6/30/202235,403 35,044 34,370 0.6 %
National Dentex Labs LLC (fka Barracuda Dental LLC)(10)(12)(24)(28)First lien senior secured revolving loan L + 7.00% 10/3/20256,790 6,625 6,533 0.1 %
Natural Partners, LLC(10)(11)(28)(30)First lien senior secured loan L + 6.00% 11/29/2027929 911 899 — %
Natural Partners, LLC(10)(24)(25)(28)(30)First lien senior secured revolving loan L + 6.00% 11/29/2027— (1)(2)— %
OB Hospitalist Group, Inc.(10)(12)(28)First lien senior secured loan L + 5.50% 9/27/2027116,269 114,191 114,165 2.0 %
OB Hospitalist Group, Inc.(10)(11)(24)(28)First lien senior secured revolving loan L + 5.50% 9/27/20271,616 1,351 1,342 — %
Ex Vivo Parent Inc. (dba OB Hospitalist)(10)(12)(28)First lien senior secured loan L + 9.50% 9/27/202857,810 56,654 56,365 1.0 %
Phoenix Newco, Inc. (dba Parexel)(10)(11)(28)Second lien senior secured loan L + 6.50% 11/15/2029190,000 188,214 183,350 3.2 %
Plasma Buyer LLC (dba PathGroup)(10)(16)(28)First lien senior secured loan SR + 5.75% 5/12/2029681 667 667 — %
Plasma Buyer LLC (dba PathGroup)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan SR + 5.75% 5/12/2024— (2)(2)— %
Plasma Buyer LLC (dba PathGroup)(10)(24)(25)(28)First lien senior secured revolving loan SR + 5.75% 5/12/2028— (1)(2)— %
Premier Imaging, LLC (dba LucidHealth)(10)(11)(28)First lien senior secured loan L + 5.75% 1/2/202542,998 42,590 42,138 0.7 %
Quva Pharma, Inc.(10)(12)(28)First lien senior secured loan L + 5.50% 4/12/202839,700 38,678 38,708 0.7 %
Quva Pharma, Inc.(10)(13)(24)(28)First lien senior secured revolving loan L + 5.50% 4/10/20262,080 1,989 1,980 — %
Tivity Health, Inc.(10)(12)(28)First lien senior secured loan L + 6.00% 6/28/20291,000 975 975 — %
Unified Women's Healthcare, LP(10)(15)(28)First lien senior secured loan SR + 5.50% 6/18/2029858 851 851 — %
Unified Women's Healthcare, LP(10)(24)(26)(28)First lien senior secured delayed draw term loan SR + 5.50% 6/17/2024— — — — %
Unified Women's Healthcare, LP(10)(24)(25)(28)First lien senior secured revolving loan SR + 5.50% 6/18/2029— (1)(1)— %
9

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Vermont Aus Pty Ltd(10)(16)(28)(30)First lien senior secured loan SR + 5.50% 3/22/2028998 974 960 — %
568,496 560,199 552,713 9.5 %
Healthcare technology
BCPE Osprey Buyer, Inc. (dba PartsSource)(10)(12)(28)First lien senior secured loan L + 5.75% 8/23/2028113,481 111,850 110,077 1.9 %
BCPE Osprey Buyer, Inc. (dba PartsSource)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 5.75% 8/23/2023— (249)(525)— %
BCPE Osprey Buyer, Inc. (dba PartsSource)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 8/21/2026— (170)(356)— %
Bracket Intermediate Holding Corp.(6)(10)(12)(28)First lien senior secured loan L + 4.25% 9/5/2025513 488 493 — %
Bracket Intermediate Holding Corp.(10)(12)(28)Second lien senior secured loan L + 8.13% 9/7/202626,250 25,927 25,463 0.4 %
GI Ranger Intermediate, LLC (dba Rectangle Health)(10)(16)(28)First lien senior secured loan SR + 6.00% 10/30/20284,608 4,523 4,458 0.1 %
GI Ranger Intermediate, LLC (dba Rectangle Health)(10)(16)(24)(28)First lien senior secured revolving loan SR + 6.00% 10/29/202737 30 25 — %
Imprivata, Inc.(10)(15)(28)Second lien senior secured loan SR + 6.25% 12/1/2028882 874 874 — %
Inovalon Holdings, Inc.(10)(12)(28)First lien senior secured loan L + 6.25% (incl. 2.75% PIK) 11/24/2028180,619 176,492 173,394 3.0 %
Inovalon Holdings, Inc.(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 5.75% 5/24/2024— (217)(522)— %
Inovalon Holdings, Inc.(10)(12)(28)Second lien senior secured loan L + 10.50% PIK 11/24/203390,401 88,750 87,915 1.5 %
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)(10)(12)(28)(30)First lien senior secured loan L + 6.25% 8/21/2026115,105 114,051 113,379 2.0 %
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)(10)(12)(24)(28)(30)First lien senior secured revolving loan L + 6.25% 8/21/20262,983 2,948 2,914 0.1 %
Interoperability Bidco, Inc. (dba Lyniate)(10)(16)(28)First lien senior secured loan SR + 7.00% 12/28/202666,789 66,388 65,620 1.2 %
Interoperability Bidco, Inc. (dba Lyniate)(10)(24)(25)(28)First lien senior secured revolving loan SR + 6.25% 12/28/2026— (16)(53)— %
601,668 591,669 583,156 10.2 %
Household products
Aptive Environmental, LLC(23)(28)First lien senior secured loan 12.00% (incl. 6.00% PIK) 1/23/202610,263 8,549 8,570 0.2 %
HGH Purchaser, Inc. (dba Horizon Services)(10)(12)(28)First lien senior secured loan L + 5.75% 11/3/2025147,874 146,414 144,547 2.5 %
HGH Purchaser, Inc. (dba Horizon Services)(10)(24)(26)(28)First lien senior secured delayed draw term loan L + 5.75% 11/3/20254,541 4,508 3,867 0.1 %
HGH Purchaser, Inc. (dba Horizon Services)(10)(12)(24)(28)First lien senior secured revolving loan L + 5.75% 11/3/202510,359 10,215 9,987 0.2 %
Mario Purchaser, LLC (dba Len the Plumber)(10)(15)(28)First lien senior secured loan SR + 5.75% 4/26/202913,074 12,818 12,813 0.2 %
Mario Purchaser, LLC (dba Len the Plumber)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan SR + 5.75% 4/25/2024— (67)(69)— %
Mario Purchaser, LLC (dba Len the Plumber)(10)(24)(25)(28)First lien senior secured revolving loan SR + 5.75% 4/26/2028— (27)(28)— %
Mario Purchaser, LLC (dba Len the Plumber)(10)(15)(28)Unsecured facility SR + 10.75% PIK 4/26/20323,808 3,697 3,694 0.1 %
10

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
SimpliSafe Holding Corporation(10)(15)(28)First lien senior secured loan SR + 6.25% 4/30/20276,173 6,053 6,049 0.1 %
SimpliSafe Holding Corporation(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan SR + 6.25% 5/2/2024— (7)(8)— %
Walker Edison Furniture Company LLC(10)(12)(28)First lien senior secured loan L + 8.75% (incl. 3.00% PIK) 3/31/202785,112 85,111 71,493 1.3 %
281,204 277,264 260,915 4.7 %
Human resource support services
Cornerstone OnDemand, Inc.(10)(11)(28)Second lien senior secured loan L + 6.50% 10/15/2029115,833 114,211 104,829 1.8 %
IG Investments Holdings, LLC (dba Insight Global)(10)(12)(28)First lien senior secured loan L + 6.00% 9/22/202850,643 49,722 49,377 0.9 %
IG Investments Holdings, LLC (dba Insight Global)(10)(18)(24)(28)First lien senior secured revolving loan P + 5.00% 9/22/20271,093 1,024 993 — %
167,569 164,957 155,199 2.7 %
Infrastructure and environmental services
FR Arsenal Holdings II Corp. (dba Applied-Cleveland Holdings, Inc.)(10)(12)First lien senior secured loan L + 9.50% (incl. 2.00% PIK) 9/8/2022116,429 116,834 103,622 1.8 %
LineStar Integrity Services LLC(10)(13)(28)First lien senior secured loan L + 7.25% 2/12/202479,106 79,074 74,360 1.3 %
Tamarack Intermediate, L.L.C. (dba Verisk 3E)(10)(28)First lien senior secured loan SR + 5.50% 3/13/2028859 843 831 — %
Tamarack Intermediate, L.L.C. (dba Verisk 3E)(10)(24)(25)(28)First lien senior secured revolving loan SR + 5.50% 3/13/2028— (3)(5)— %
196,394 196,748 178,808 3.1 %
Insurance
Alera Group, Inc.(10)(11)(28)First lien senior secured loan L + 5.50% 10/2/202842,821 41,942 41,934 0.7 %
Alera Group, Inc.(10)(11)(24)(26)(28)First lien senior secured delayed draw term loan L + 5.50% 10/2/202311,751 11,508 11,504 0.2 %
Ardonagh Midco 3 PLC(10)(13)(28)(30)First lien senior secured USD term loan  L + 5.75% 7/14/202626,784 26,325 26,516 0.5 %
Ardonagh Midco 3 PLC(10)(20)(28)(30)First lien senior secured EUR term loan  E + 7.00% 7/14/20269,550 10,035 9,502 0.2 %
Ardonagh Midco 3 PLC(10)(21)(28)(30)First lien senior secured GBP term loan  G + 7.00% 7/14/2026105,242 106,957 104,979 1.8 %
Ardonagh Midco 3 PLC(10)(24)(25)(26)(28)(30)First lien senior secured GBP delayed draw term loan G + 5.75% 8/20/2023— — (99)— %
Ardonagh Midco 2 PLC(23)(28)(30)Unsecured notes11.50%1/15/202711,198 11,128 11,702 0.2 %
Brightway Holdings, LLC(10)(11)(28)First lien senior secured loan L + 6.50% 12/16/202726,775 26,465 26,039 0.5 %
Brightway Holdings, LLC(10)(24)(25)First lien senior secured revolving loan L + 6.50% 12/16/2027— (36)(87)— %
Evolution BuyerCo, Inc. (dba SIAA)(10)(12)(28)First lien senior secured loan L + 6.25% 4/28/2028142,432 140,668 138,872 2.4 %
Evolution BuyerCo, Inc. (dba SIAA)(10)(24)(25)(28)First lien senior secured revolving loan L + 6.25% 4/30/2027— (123)(268)— %
Integrity Marketing Acquisition, LLC(10)(13)(28)First lien senior secured loan L + 5.75% 8/27/2025217,758 215,652 216,671 3.8 %
11

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Integrity Marketing Acquisition, LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 8/27/2025— (117)(74)— %
Norvax, LLC (dba GoHealth)(10)(12)(28)First lien senior secured loan L + 6.50% 9/15/202576,982 75,018 75,058 1.3 %
Norvax, LLC (dba GoHealth)(10)(11)(24)(28)First lien senior secured revolving loan L + 6.50% 9/13/20249,511 9,430 9,205 0.2 %
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)(10)(13)(28)First lien senior secured loan L + 6.00% 11/1/2028135,588 134,334 134,232 2.4 %
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)(10)(24)(25)(28)First lien senior secured revolving loan L + 6.00% 11/1/2027— (55)(62)— %
PCF Midco II, LLC (dba PCF Insurance Services)(23)(28)First lien senior secured loan 9.00% PIK 10/31/2031125,988 115,159 109,924 1.9 %
TEMPO BUYER CORP. (dba Global Claims Services)(10)(12)(28)First lien senior secured loan L + 5.50% 8/28/20281,083 1,064 1,045 — %
TEMPO BUYER CORP. (dba Global Claims Services)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 5.50% 8/28/2023— (3)(8)— %
TEMPO BUYER CORP. (dba Global Claims Services)(10)(18)(24)(28)First lien senior secured revolving loan P + 4.50% 8/28/2028— %
THG Acquisition, LLC (dba Hilb)(10)(12)(28)First lien senior secured loan L + 5.75% 12/2/202675,128 73,843 73,626 1.3 %
THG Acquisition, LLC (dba Hilb)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 12/2/2025— (132)(172)— %
USRP Holdings, Inc. (dba U.S. Retirement and Benefits Partners)(10)(12)(28)First lien senior secured loan L + 5.50% 7/23/202738,891 38,212 37,529 0.7 %
USRP Holdings, Inc. (dba U.S. Retirement and Benefits Partners)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.50% 7/23/2027— (72)(148)— %
KUSRP Intermediate, Inc. (dba U.S. Retirement and Benefits Partners)(10)(12)(28)First lien senior secured loan L + 9.50% PIK 7/24/202832,917 32,366 32,093 0.6 %
1,090,405 1,069,572 1,059,514 18.7 %
Internet software and services
3ES Innovation Inc. (dba Aucerna)(10)(12)(28)(30)First lien senior secured loan L + 6.75% 5/13/202560,947 60,480 59,880 1.0 %
3ES Innovation Inc. (dba Aucerna)(10)(12)(24)(28)(30)First lien senior secured revolving loan L + 6.75% 5/13/20251,700 1,677 1,632 — %
Accela, Inc.(10)(11)First lien senior secured loan L + 7.50% (incl. 4.25% PIK) 9/30/202424,390 24,256 23,963 0.4 %
Accela, Inc.(10)(11)First lien senior secured revolving loan L + 7.00% 9/30/20243,000 3,000 2,948 0.1 %
Anaplan Inc.(10)(15)(28)First lien senior secured loan SR + 6.50% 6/21/2029135,082 133,736 133,731 2.3 %
Anaplan Inc.(10)(24)(25)(28)First lien senior secured revolving loan SR + 6.50% 6/21/2028— (97)(97)— %
Apptio, Inc.(10)(11)(28)First lien senior secured loan L + 6.00% 1/10/202550,916 50,290 50,789 0.9 %
Apptio, Inc.(10)(11)(24)(28)First lien senior secured revolving loan L + 6.00% 1/10/20251,112 1,088 1,105 — %
Armstrong Bidco Limited (dba The Access Group)(10)(22)(28)(30)First lien senior secured loan SA + 5.75% 6/28/20292,362 2,333 2,303 — %
Armstrong Bidco Limited (dba The Access Group)(10)(24)(26)(28)(30)First lien senior secured delayed draw term loan SA + 5.75% 6/30/2025— — — — %
12

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Bayshore Intermediate #2, L.P. (dba Boomi)(10)(12)(28)First lien senior secured loan L + 7.75% PIK 10/2/202887,923 86,206 85,285 1.5 %
Bayshore Intermediate #2, L.P. (dba Boomi)(10)(24)(25)(28)First lien senior secured revolving loan L + 6.75% 10/1/2027— (136)(207)— %
BCPE Nucleon (DE) SPV, LP(10)(13)(28)First lien senior secured loan L + 7.00% 9/24/2026189,778 187,568 187,406 3.3 %
BCTO BSI Buyer, Inc. (dba Buildertrend)(10)(12)(28)First lien senior secured loan L + 8.00% PIK 12/23/202645,546 45,193 45,204 0.8 %
BCTO BSI Buyer, Inc. (dba Buildertrend)(10)(12)(24)(28)First lien senior secured revolving loan L + 7.00% 12/23/20263,554 3,514 3,513 0.1 %
Centrify Corporation(10)(12)(28)First lien senior secured loan L + 5.75% 3/2/202866,566 65,153 64,403 1.1 %
Centrify Corporation(10)(12)(24)(28)First lien senior secured revolving loan L + 5.75% 3/2/20273,409 3,252 3,187 0.1 %
CivicPlus, LLC(10)(12)(28)First lien senior secured loan L + 6.00% 8/24/202734,545 34,219 34,201 0.6 %
CivicPlus, LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 6.00% 8/24/2027— (25)(27)— %
CP PIK DEBT ISSUER, LLC (dba CivicPlus, LLC)(10)(15)(28)Unsecured notes SR + 11.75% PIK 6/9/203416,734 16,234 16,232 0.3 %
Delta TopCo, Inc. (dba Infoblox, Inc.)(10)(13)(28)Second lien senior secured loan L + 7.25% 12/1/202815,000 14,937 13,950 0.2 %
EET Buyer, Inc. (dba e-Emphasys)(10)(12)(28)First lien senior secured loan L + 5.75% 11/8/20274,534 4,493 4,443 0.1 %
EET Buyer, Inc. (dba e-Emphasys)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 11/8/2027— (4)(9)— %
Forescout Technologies, Inc.(10)(12)(28)First lien senior secured loan L + 9.50% PIK 8/17/202657,460 56,827 57,460 1.0 %
Forescout Technologies, Inc.(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 8.00% 7/1/2024— (659)(713)— %
Forescout Technologies, Inc.(10)(11)(24)(28)First lien senior secured revolving loan L + 8.50% 8/18/20253,207 3,149 3,207 0.1 %
Genesis Acquisition Co. (dba Procare Software)(10)(12)(28)First lien senior secured loan L + 4.00% 7/31/202418,035 17,899 17,404 0.3 %
Genesis Acquisition Co. (dba Procare Software)(10)(12)(28)First lien senior secured revolving loan L + 4.00% 7/31/20242,637 2,619 2,545 — %
GovBrands Intermediate, Inc.(10)(12)(28)First lien senior secured loan L + 5.50% 8/4/202710,605 10,373 10,101 0.2 %
GovBrands Intermediate, Inc.(10)(12)(24)(26)(28)First lien senior secured delayed draw term loan L + 5.50% 8/4/20232,386 2,322 2,234 — %
GovBrands Intermediate, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 5.50% 8/4/2027— (17)(38)— %
Granicus, Inc.(10)(12)(28)First lien senior secured loan L + 6.50% 1/29/202713,428 13,168 12,991 0.2 %
Granicus, Inc.(10)(12)(24)(26)(28)First lien senior secured delayed draw term loan L + 6.00% 1/30/20231,527 1,494 1,455 — %
Granicus, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 6.50% 1/29/2027— (22)(39)— %
H&F Opportunities LUX III S.À R.L (dba Checkmarx)(10)(13)(28)(30)First lien senior secured loan L + 7.50% 4/16/202651,567 50,503 51,567 0.9 %
H&F Opportunities LUX III S.À R.L (dba Checkmarx)(10)(24)(25)(28)(30)First lien senior secured revolving loan L + 7.50% 4/16/2026— (308)— — %
13

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Hyland Software, Inc.(10)(11)(28)Second lien senior secured loan L + 6.25% 7/7/202515,482 15,470 15,133 0.3 %
Litera Bidco LLC(10)(11)(28)First lien senior secured loan L + 5.89% 5/29/2026160,435 158,856 159,735 2.8 %
Litera Bidco LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 5/29/2026— (38)(45)— %
MessageBird BidCo B.V.(10)(13)(28)(30)First lien senior secured loan L + 6.75% 4/29/202777,000 75,564 74,690 1.3 %
MINDBODY, Inc.(10)(13)(28)First lien senior secured loan L + 8.50% (incl. 1.50% PIK) 2/14/202567,637 67,276 67,637 1.2 %
MINDBODY, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 8.00% 2/14/2025— (27)— — %
Ministry Brands Holdings, LLC(10)(12)(28)First lien senior secured loan L + 5.50% 12/29/2028704 691 678 — %
Ministry Brands Holdings, LLC(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 5.50% 12/27/2023— (2)(6)— %
Ministry Brands Holdings, LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 5.50% 12/27/2027— (1)(3)— %
Proofpoint, Inc.(6)(10)(12)(28)Second lien senior secured loan L + 6.25% 8/31/202919,600 19,510 18,718 0.3 %
QAD, Inc.(10)(11)(28)First lien senior secured loan L + 6.00% 11/5/202726,505 26,023 25,511 0.4 %
QAD, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 6.00% 11/5/2027— (61)(129)— %
Securonix, Inc.(10)(16)(28)First lien senior secured loan SR + 6.50% 4/5/2028847 839 839 — %
Securonix, Inc.(10)(24)(25)(28)First lien senior secured revolving loan SR + 6.50% 4/5/2028— (1)(2)— %
Tahoe Finco, LLC(10)(11)(28)(30)First lien senior secured loan L + 6.00% 9/29/2028123,256 122,127 120,173 2.1 %
Tahoe Finco, LLC(10)(24)(25)(28)(30)First lien senior secured revolving loan L + 6.00% 10/1/2027— (81)(231)— %
Thunder Purchaser, Inc. (dba Vector Solutions)(10)(12)(28)First lien senior secured loan L + 5.75% 6/30/202864,477 63,907 62,864 1.1 %
Thunder Purchaser, Inc. (dba Vector Solutions)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 5.75% 8/17/2023— — (164)— %
Thunder Purchaser, Inc. (dba Vector Solutions)(10)(12)(24)(28)First lien senior secured revolving loan L + 5.75% 6/30/20271,316 1,284 1,220 — %
When I Work, Inc.(10)(28)First lien senior secured loan L + 7.00% PIK 11/2/20275,031 4,986 4,893 0.1 %
When I Work, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 6.00% 11/2/2027— (8)(25)— %
1,470,240 1,451,029 1,443,495 25.1 %
Leisure and entertainment
Troon Golf, L.L.C.(10)(13)(28)First lien senior secured loan L + 5.75% 8/5/2027281,655 280,423 280,246 4.9 %
Troon Golf, L.L.C.(10)(24)(25)(28)First lien senior secured revolving loan L + 6.00% 8/5/2026— (89)(108)— %
281,655 280,334 280,138 4.9 %
Manufacturing
Gloves Buyer, Inc. (dba Protective Industrial Products)(10)(28)Second lien senior secured loan L + 8.25% 12/29/202829,250 28,618 28,592 0.5 %
14

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Ideal Tridon Holdings, Inc.(10)(12)(28)First lien senior secured loan L + 5.25% 7/31/202452,700 52,355 52,700 0.9 %
Ideal Tridon Holdings, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 5.25% 7/31/2023— (3)— — %
MHE Intermediate Holdings, LLC (dba OnPoint Group)(10)(13)(28)First lien senior secured loan L + 6.00% 7/21/2027182,695 181,097 178,585 3.1 %
MHE Intermediate Holdings, LLC (dba OnPoint Group)(10)(24)(25)(28)First lien senior secured revolving loan L + 5.75% 7/21/2027— (131)(350)— %
PHM Netherlands Midco B.V. (dba Loparex)(10)(11)(28)First lien senior secured loan L + 4.50% 7/31/2026782 739 747 — %
PHM Netherlands Midco B.V. (dba Loparex)(10)(12)(28)Second lien senior secured loan L + 8.75% 7/30/2027112,000 106,338 108,360 1.9 %
Safety Products/JHC Acquisition Corp. (dba Justrite Safety Group)(10)(11)(28)First lien senior secured loan L + 4.50% 6/29/202613,851 13,767 13,298 0.2 %
Sonny's Enterprises LLC(10)(11)(28)First lien senior secured loan L + 6.75% 8/5/2026231,082 227,797 231,082 4.1 %
Sonny's Enterprises LLC(10)(11)(24)(28)First lien senior secured revolving loan L + 6.75% 8/5/20255,134 4,911 5,134 0.1 %
627,494 615,488 618,148 10.8 %
Oil and gas
Project Power Buyer, LLC (dba PEC-Veriforce)(10)(12)(28)First lien senior secured loan L + 6.00% 5/14/202644,861 44,478 44,861 0.8 %
Project Power Buyer, LLC (dba PEC-Veriforce)(10)(24)(25)(28)First lien senior secured revolving loan L + 6.00% 5/14/2025— (19)— — %
Zenith Energy U.S. Logistics Holdings, LLC(10)(12)(28)First lien senior secured loan L + 5.50% 12/20/202464,476 63,844 64,154 1.1 %
109,337 108,303 109,015 1.9 %
Professional services
AmSpec Group, Inc. (fka AmSpec Services Inc.)(10)(12)(28)First lien senior secured loan L + 5.75% 7/2/2024109,695 108,912 108,324 1.9 %
AmSpec Group, Inc. (fka AmSpec Services Inc.)(10)(18)(24)(28)First lien senior secured revolving loan P + 3.75% 7/2/20242,579 2,495 2,399 — %
Apex Group Treasury, LLC(10)(12)(28)(30)Second lien senior secured loan L + 6.75% 7/27/202919,000 18,827 18,240 0.3 %
Apex Group Treasury, LLC(10)(24)(25)(26)(28)(30)Second lien senior secured delayed draw term loan L + 6.75% 10/31/2022— — (503)— %
Apex Service Partners, LLC(10)(16)(24)(26)(28)First lien senior secured delayed draw term loan SR + 5.50% 10/23/2023462 452 451 — %
Apex Service Partners, LLC(10)(24)(28)First lien senior secured revolving loan SR + 5.25% 7/31/202510 — %
Gerson Lehrman Group, Inc.(10)(13)(28)First lien senior secured loan L + 5.25% 12/12/2024136,255 135,647 135,574 2.4 %
Gerson Lehrman Group, Inc.(10)(24)(25)(28)First lien senior secured revolving loan L + 5.25% 12/12/2024— (88)(108)— %
Guidehouse Inc.(10)(11)(28)First lien senior secured loan L + 5.50% 10/16/20284,626 4,584 4,510 0.1 %
Relativity ODA LLC(10)(11)(28)First lien senior secured loan L + 7.50% PIK 5/12/202779,587 78,656 78,393 1.4 %
Relativity ODA LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 6.50% 5/12/2027— (89)(110)— %
352,214 349,405 347,179 6.1 %
Specialty retail
15

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Galls, LLC(10)(12)(28)First lien senior secured loan L + 6.75% (incl. 0.50% PIK) 1/31/2025112,866 112,100 107,222 1.9 %
Galls, LLC(10)(12)(24)(28)First lien senior secured revolving loan L + 6.75% 1/31/202412,833 12,575 11,213 0.2 %
Milan Laser Holdings LLC(10)(11)(28)First lien senior secured loan L + 5.00% 4/27/202724,177 23,977 23,875 0.4 %
Milan Laser Holdings LLC(10)(24)(25)(28)First lien senior secured revolving loan L + 5.00% 4/27/2026— (16)(26)— %
Notorious Topco, LLC (dba Beauty Industry Group)(10)(13)(28)First lien senior secured loan L + 6.50% 11/22/2027109,908 108,395 108,259 1.9 %
Notorious Topco, LLC (dba Beauty Industry Group)(10)(24)(25)(26)(28)First lien senior secured delayed draw term loan L + 6.50% 11/23/2023— (90)(40)— %
Notorious Topco, LLC (dba Beauty Industry Group)(10)(13)(24)(28)First lien senior secured revolving loan L + 6.50% 5/24/20274,150 4,022 4,007 0.1 %
The Shade Store, LLC(10)(12)(28)First lien senior secured loan L + 6.00% 10/13/20279,045 8,944 8,774 0.2 %
The Shade Store, LLC(10)(24)(28)First lien senior secured revolving loan L + 6.00% 10/13/2026455 445 427 — %
273,434 270,352 263,711 4.7 %
Transportation
Lazer Spot G B Holdings, Inc.(10)(13)(28)First lien senior secured loan L + 5.75% 12/9/2025143,331 141,788 143,331 2.5 %
Lazer Spot G B Holdings, Inc.(10)(18)(24)(28)First lien senior secured revolving loan P + 4.75% 12/9/20255,903 5,638 5,903 0.1 %
Lytx, Inc.(10)(11)(28)First lien senior secured loan L + 6.75% 2/27/202671,369 70,574 70,298 1.2 %
Motus Group, LLC(10)(11)(28)Second lien senior secured loan L + 6.50% 12/10/202910,810 10,707 10,485 0.2 %
231,413 228,707 230,017 4.0 %
Total non-controlled/non-affiliated portfolio company debt investments$11,652,723 $11,501,980 $11,258,007 197.2 %
Equity Investments
Aerospace and defense
Space Exploration Technologies Corp.(28)(29)(32)Class A Common Stock N/A N/A4,661 2,557 3,262 0.1 %
Space Exploration Technologies Corp.(28)(29)(32)Class C Common Stock N/A N/A936 446 655 — %
3,003 3,917 0.1 %
Automotive
CD&R Value Building Partners I, L.P. (dba Belron)(28)(29)(30)(32)LP Interest N/A N/A33,000 33,108 30,172 0.5 %
Metis HoldCo, Inc. (dba Mavis Tire Express Services)(23)(28)(29)Series A Convertible Preferred Stock 7.00% PIK N/A162,203 157,695 150,443 2.6 %
190,803 180,615 3.1 %
Buildings and real estate
Associations Finance, Inc.(23)(28)(29)Preferred Stock 12.00% PIK N/A54,800,000 53,300 53,293 0.9 %
Dodge Contruction Network Holdings, LP(29)(32)Class A-2 Common Units N/A N/A2,181,629 1,859 1,855 — %
Dodge Contruction Network Holdings, LP(23)(29)Series A Preferred Units 8.25% PIK N/A— 45 45 — %
55,204 55,193 0.9 %
Business services
16

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
Denali Holding, LP (dba Summit Companies)(28)(29)(32)Class A Units N/A N/A337,459 3,431 4,463 0.1 %
Hercules Buyer, LLC (dba The Vincit Group)(28)(29)(32)(34)Common Units N/A N/A2,190,000 2,192 2,192 — %
Knockout Intermediate Holdings I Inc. (dba Kaseya)(23)(28)(29)Perpetual Preferred Stock 11.75% PIK N/A14,000 13,651 13,650 0.2 %
19,274 20,305 0.3 %
Consumer Products
ASP Conair Holdings LP(9)(28)(29)(32)Class A Units N/A N/A60,714 6,071 3,792 0.1 %
6,071 3,792 0.1 %
Financial services
Blend Labs, Inc.(5)(28)(32)Common stock N/A N/A72,317 1,000 171 — %
Blend Labs, Inc.(28)(29)(32)Warrants N/A N/A179,529 975 30 — %
1,975 201 — %
Food and beverage
H-Food Holdings, LLC(9)(28)(29)(32)LLC Interest N/A N/A10,875 10,875 11,318 0.2 %
Hissho Sushi Holdings, LLC(9)(28)(29)(32)Class A units N/A N/A7,502 75 75 — %
10,950 11,393 0.2 %
Healthcare equipment and services
KPCI Holdings, L.P.(28)(29)(32)Class A Units N/A N/A32,285 32,285 32,111 0.6 %
Maia Aggregator, LP(28)(29)(32)Class A-2 Units N/A N/A168,539 169 169 — %
Patriot Holdings SCSp (dba Corza Health, Inc.)(23)(28)(29)(30)Class A Units 8.00% PIK N/A7,942 7,942 7,942 0.1 %
Patriot Holdings SCSp (dba Corza Health, Inc.)(28)(29)(30)(32)Class B Units N/A N/A16 18 1,109 — %
Rhea Acquisition Holdings, LP(9)(28)(29)(32)Series A-2 Units N/A N/A119,048 119 119 — %
40,533 41,450 0.7 %
Healthcare providers and services
KOBHG Holdings, L.P. (dba OB Hospitalist)(28)(29)(32)Class A Interests N/A N/A6,670 6,670 5,625 0.1 %
6,670 5,625 0.1 %
Healthcare technology
BEHP Co-Investor II, L.P.(28)(29)(30)(32)Common Equity N/A N/A1,269,969 1,273 1,270 — %
WP Irving Co-Invest, L.P.(28)(29)(30)(32)Common Equity N/A N/A1,250,000 1,250 1,250 — %
Minerva Holdco, Inc.(23)(28)(29)Series A Preferred Stock 10.75% PIK N/A7,285 7,150 6,702 0.1 %
9,673 9,222 0.1 %
Household products
Evology LLC(28)(29)(32)Class B Units N/A N/A351 1,680 1,680 — %
1,680 1,680 — %
Human resource support services
Sunshine Software Holdings, Inc. (dba Cornerstone OnDemand, Inc.)(23)(28)(29)Series A Preferred Stock 10.50% PIK N/A41,413 40,507 35,616 0.6 %
40,507 35,616 0.6 %
Insurance
Evolution Parent, LP (dba SIAA)(9)(28)(29)(32)LP Interest N/A N/A42,838 4,284 4,284 0.1 %
GrowthCurve Capital Sunrise Co-Invest LP (dba Brightway)(9)(28)(29)(32)LP Interest N/A N/A632 633 632 — %
Norvax, LLC (dba GoHealth)(5)(9)(28)(32)Common Stock N/A N/A1,021,885 5,232 611 — %
17

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
PCF Holdco, LLC (dba PCF Insurance Services)(9)(28)(29)(32)Class A Units N/A N/A11,028 27,968 34,911 0.6 %
PCF Holdco, LLC (dba PCF Insurance Services)(9)(28)(29)(32)Class A Warrants N/A N/A3,744 9,496 11,863 0.2 %
47,613 52,301 0.9 %
Internet and software services
BCTO WIW Holdings, Inc. (dba When I Work)(28)(29)(32)Class A Common Stock N/A N/A13 1,300 984 — %
Brooklyn Lender Co-Invest 2, L.P. (dba Boomi)(28)(29)(32)Common Units N/A N/A7,503,843 7,504 6,344 0.1 %
Insight CP (Blocker) Holdings, L.P. (dba CivicPlus, LLC)(28)(29)(30)(32)LP Interest N/A N/A— 1,230 1,230 — %
MessageBird Holding B.V.(28)(29)(30)(32)Extended Series C Warrants N/A N/A122,890 753 255 — %
Alpine-22(28)(29)(30)(32)LP Interest N/A N/A10,000 10,006 10,000 0.2 %
Thunder Topco L.P. (dba Vector Solutions)(28)(29)(32)Common Units N/A N/A3,829,614 3,830 3,500 0.1 %
VEPF Torreys Aggregator, LLC (dba MINDBODY, Inc.)(23)(28)(29)Series A Preferred Stock 6.00% PIK N/A21,250 21,891 20,613 0.4 %
WMC Bidco, Inc. (dba West Monroe)(23)(28)(29)Senior Preferred Stock 11.25% PIK N/A17,929 17,517 16,405 0.3 %
64,031 59,331 1.1 %
Manufacturing
Gloves Holdings, LP (dba Protective Industrial Products)(28)(29)(32)LP Interest N/A N/A3,250 3,250 3,478 0.1 %
Windows Entities(9)(28)(29)(30)(32)(33)LLC Units N/A N/A31,826 56,944 103,561 1.8 %
60,194 107,039 1.9 %
Total non-controlled/non-affiliated portfolio company equity investments$558,181 $587,680 10.1 %
Total non-controlled/non-affiliated portfolio company investments$12,060,161 $11,845,687 207.3 %
Controlled/affiliated portfolio company investments
Debt Investments
Advertising and media
Swipe Acquisition Corporation (dba PLI)(10)(11)(27)(28)First lien senior secured loan L + 8.00% 6/28/202450,045 49,451 49,544 0.9 %
Swipe Acquisition Corporation (dba PLI)(10)(12)(24)(26)(27)(28)First lien senior secured delayed draw term loan L + 8.00% 12/31/202214,902 14,902 14,691 0.3 %
Swipe Acquisition Corporation (dba PLI)(10)(24)(27)(28)Letter of Credit L + 8.00% 6/28/2024— — — %
64,947 64,355 64,235 1.2 %
Distribution
PS Operating Company LLC (fka QC Supply, LLC)(10)(12)(27)First lien senior secured loan L + 6.00% 12/31/202413,241 12,976 12,711 0.2 %
PS Operating Company LLC (fka QC Supply, LLC)(10)(12)(24)(27)First lien senior secured revolving loan L + 6.00% 12/31/20243,641 3,518 3,443 0.1 %
16,882 16,494 16,154 0.3 %
Total controlled/affiliated portfolio company debt investments$81,829 $80,849 $80,389 1.5 %
Equity Investments
Advertising and media
18

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Company(1)(4)(8)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair Value Percentage of Net Assets
New PLI Holdings, LLC (dba PLI)(27)(28)(29)(32)Class A Common Units N/A N/A86,745 48,007 64,717 1.1 %
48,007 64,717 1.1 %
Distribution
PS Op Holdings LLC (fka QC Supply, LLC)(27)(29)(32)Class A Common Units N/A N/A248,271 4,300 4,300 0.1 %
4,300 4,300 0.1 %
Financial services
Wingspire Capital Holdings LLC(9)(24)(27)(29)(32)LLC Interest N/A N/A329,735 329,735 371,181 6.5 %
329,735 371,181 6.5 %
Investment funds and vehicles
ORCC Senior Loan Fund LLC (fka Sebago Lake LLC)(7)(9)(27)(29)(30)(32)LLC Interest N/A N/A313,589 313,589 281,852 4.9 %
313,589 281,852 4.9 %
Total controlled/affiliated portfolio company equity investments$695,631 $722,050 12.6 %
Total controlled/affiliated portfolio company investments$776,480 $802,439 14.1 %
Total Investments$12,836,641 $12,648,126 221.4 %

Interest Rate Swaps as of June 30, 2022
Company ReceivesCompany PaysMaturity DateNotional AmountHedged InstrumentFootnote Reference
Interest rate swap5.25%L + 2.937%4/10/2024400,000 2024 NotesNote 6
Interest rate swap2.63%L + 1.655%1/15/2027500,000 2027 NotesNote 6
Total900,000 
_______________
(1)Certain portfolio company investments are subject to contractual restrictions on sales.
(2)The amortized cost represents the original cost adjusted for the amortization or accretion of premium or discount , as applicable, on debt investments using the effective interest method.
(3)As of June 30, 2022, the net estimated unrealized loss for U.S. federal income tax purposes was $296.1 million based on a tax cost basis of $12.9 billion. As of June 30, 2022, the estimated aggregate gross unrealized loss for U.S. federal income tax purposes was $433.2 million and the estimated aggregate gross unrealized gain for U.S. federal income tax purposes was $137.1 million.
(4)Unless otherwise indicated, all investments are considered Level 3 investments.
(5)Level 1 investment.
(6)Level 2 investment.
(7)Investment measured at net asset value (“NAV”).
(8)Unless otherwise indicated, the Company’s portfolio companies are pledged as collateral supporting the amounts outstanding under the Revolving Credit Facility, SPV Asset Facilities and CLOs. See Note 6 “Debt”.
(9)Investment is not pledged as collateral for the credit facilities.
(10)Loan contains a variable rate structure and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”, which can include one-, three-, six- or twelve- month LIBOR), Secured Overnight Financing Rate ("SOFR" or "SR," which can include one-, three- or six- month SOFR), Euro Interbank Offered Rate (“EURIBOR”), Great Britain Pound London Interbank Offered Rate (“GBPLIBOR” or “G”, which can include three- or six-month GBPLIBOR), SONIA ("SONIA” or "SA") or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.
(11)The interest rate on these loans is subject to 1 month LIBOR, which as of June 30, 2022 was 1.79%.
(12)The interest rate on these loans is subject to 3 month LIBOR, which as of June 30, 2022 was 2.29%.
(13)The interest rate on these loans is subject to 6 month LIBOR, which as of June 30, 2022 was 2.94%.
(14)The interest rate on these loans is subject to 12 month LIBOR, which as of June 30, 2022 was 3.62%.
(15)The interest rate on these loans is subject to 1 month SOFR, which as of June 30, 2022 was 1.69%.
(16)The interest rate on these loans is subject to 3 month SOFR, which as of June 30, 2022 was 2.12%.
(17)The interest rate on these loans is subject to 6 month SOFR, which as of June 30, 2022 was 2.63%.
(18)The interest rate on these loans is subject to Prime, which as of June 30, 2022 was 4.75%.
(19)The interest rate on this loan is subject to 3 month EURIBOR, which as of June 30, 2022 was (0.20)%.
(20)The interest rate on this loan is subject to 6 month EURIBOR, which as of June 30, 2022 was 0.15%.
(21)The interest rate on this loan is subject to 6 month GBPLIBOR, which as of June 30, 2022 was 2.26%.
(22)The interest rate on this loan is subject to 3 month SONIA, which as of June 30, 2022 was 1.55%.
19

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
(23)Contains a fixed-rate structure.
(24)Position or portion thereof is an unfunded loan or equity commitment. See Note 7 “Commitments and Contingencies”.
(25)The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value is the result of the capitalized discount on the loan.
(26)The date disclosed represents the commitment period of the unfunded term loan. Upon expiration of the commitment period, the funded portion of the term loan may be subject to a longer maturity date.
(27)As defined in the 1940 Act, the Company is deemed to be both an “Affiliated Person” and has “Control” of this portfolio company as the Company owns more than 25% of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement). The Company’s investment in affiliates for the period ended June 30, 2022, were as follows:
($ in thousands)Fair value
as of December 31, 2021
Gross Additions
(a)
Gross Reductions(b)Change in Unrealized Gains (Losses)Fair value
as of June 30, 2022
Interest IncomeDividend IncomeOther Income
Controlled Affiliates
ORCC Senior Loan Fund LLC (fka Sebago Lake LLC)(c)$247,061 $86,624 $(22,750)$(29,083)$281,852 $— $13,660 $— 
PS Operating Company LLC (fka QC Supply, LLC)19,495 1,680 (335)(386)20,454 585 — 
Swipe Acquisition Corporation (dba PLI)108,061 4,137 — 16,754 128,952 3,042 6,673 320 
Wingspire Capital Holdings LLC242,163 156,697 (25,000)(2,679)371,181 — 18,500 — 
Total Controlled Affiliates$616,780 $249,138 $(48,085)$(15,394)$802,439 $3,627 $38,833 $325 
________________
(a)Gross additions may include increases in the cost basis of investments resulting from new investments, amounts related to payment-in-kind (“PIK”) interest capitalized and added to the principal balance of the respective loans, the accretion of discounts, the exchange of one or more existing investments for one or more new investments and the movement at fair value of an existing portfolio company into this controlled affiliated category from a different category.
(b)Gross reductions may include decreases in the cost basis of investments resulting from principal collections related to investment repayments and sales, return of capital, the amortization of premiums and the exchange of one or more existing securities for one or more new securities.
(c)For further description of the Company's investment in ORCC Senior Loan Fund LLC (fka Sebago Lake LLC), see Note 4 "Investments."

(28)Represents co-investment made with the Company’s affiliates in accordance with the terms of the exemptive relief that the Company received from the U.S. Securities and Exchange Commission. See Note 3 “Agreements and Related Party Transactions.”
(29)Securities acquired in transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) and may be deemed to be “restricted securities” under the Securities Act. As of June 30, 2022, the aggregate fair value of these securities is $1.3 billion or 22.9% of the Company’s net assets. The acquisition dates of the restricted securities are as follows:
Portfolio CompanyInvestmentAcquisition Date
ASP Conair Holdings LPClass A UnitsMay 17, 2021
Associations Finance, Inc.Preferred StockJune 10, 2022
BCTO WIW Holdings, Inc. (dba When I Work)Class A Common StockNovember 2, 2021
BEHP Co-Investor II, L.P.Common EquityMay 11, 2022
WP Irving Co-Invest, L.P.Common EquityMay 18, 2022
Blend Labs, Inc.WarrantsJuly 2, 2021
Brooklyn Lender Co-Invest 2, L.P. (dba Boomi)Common UnitsOctober 1, 2021
CD&R Value Building Partners I, L.P. (dba Belron)LP InterestDecember 2, 2021
Denali Holding, LP (dba Summit Companies)Class A UnitsSeptember 15, 2021
Dodge Contruction Network Holdings, LPClass A-2 Common UnitsFebruary 23, 2022
Dodge Contruction Network Holdings, LPSeries A Preferred UnitsFebruary 23, 2022
20

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
Portfolio CompanyInvestmentAcquisition Date
Evology LLCClass B UnitsJanuary 24, 2022
Evolution Parent, LP (dba SIAA)LP InterestApril 30, 2021
Gloves Holdings, LP (dba Protective Industrial Products)LP InterestDecember 29, 2020
GrowthCurve Capital Sunrise Co-Invest LP (dba Brightway)LP InterestDecember 16, 2021
Hercules Buyer, LLC (dba The Vincit Group)Common UnitsDecember 15, 2020
H-Food Holdings, LLCLLC InterestNovember 23, 2018
Hissho Sushi Holdings, LLCClass A unitsMay 17, 2022
Insight CP (Blocker) Holdings, L.P. (dba CivicPlus, LLC)LP InterestJune 8, 2022
Knockout Intermediate Holdings I Inc. (dba Kaseya)Perpetual Preferred StockJune 23, 2022
KOBHG Holdings, L.P. (dba OB Hospitalist)Class A InterestsSeptember 27, 2021
KPCI Holdings, L.P.Class A UnitsNovember 30, 2020
Maia Aggregator, LPClass A-2 UnitsFebruary 1, 2022
MessageBird Holding B.V.Extended Series C WarrantsMay 5, 2021
Metis HoldCo, Inc. (dba Mavis Tire Express Services)Series A Convertible Preferred StockMay 4, 2021
Minerva Holdco, Inc.Series A Preferred StockFebruary 15, 2022
New PLI Holdings, LLC (dba PLI)Class A Common UnitsDecember 23, 2020
ORCC Senior Loan Fund LLC (fka Sebago Lake LLC)*LLC InterestJune 20, 2017
Patriot Holdings SCSp (dba Corza Health, Inc.)Class A UnitsJanuary 29, 2021
Patriot Holdings SCSp (dba Corza Health, Inc.)Class B UnitsJanuary 29, 2021
PCF Holdco, LLC (dba PCF Insurance Services)Class A UnitsNovember 1, 2021
PCF Holdco, LLC (dba PCF Insurance Services)Class A WarrantsNovember 1, 2021
Alpine-22LP InterestJune 10, 2022
PS Op Holdings LLC (fka QC Supply, LLC)Class A Common UnitsDecember 21, 2021
Rhea Acquisition Holdings, LPSeries A-2 UnitsFebruary 18, 2022
Space Exploration Technologies Corp.Class A Common StockMarch 25, 2021
Space Exploration Technologies Corp.Class C Common StockMarch 25, 2021
Sunshine Software Holdings, Inc. (dba Cornerstone OnDemand, Inc.)Series A Preferred StockOctober 15, 2021
Thunder Topco L.P. (dba Vector Solutions)Common UnitsJune 30, 2021
VEPF Torreys Aggregator, LLC (dba MINDBODY, Inc.)Series A Preferred StockOctober 15, 2021
Windows EntitiesLLC UnitsJanuary 16, 2020
Wingspire Capital Holdings LLC**LLC InterestSeptember 24, 2019
WMC Bidco, Inc. (dba West Monroe)Senior Preferred StockNovember 9, 2021
* Refer to Note 4 “Investments – ORCC Senior Loan Fund LLC,” for further information.
** Refer to Note 3 “Agreements and Related Party Transactions – Controlled/Affiliated Portfolio Companies”.

(30)This portfolio company is not a qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of total assets. As of June 30, 2022, non-qualifying assets represented 11.8% of total assets as calculated in accordance with the regulatory requirements.
(31)Loan was on non-accrual status as of June 30, 2022.
(32)Investment is non-income producing.
(33)Investment represents multiple underlying investments, including Midwest Custom Windows, LLC, Greater Toronto Custom Windows, Corp., Garden State Custom Windows, LLC, Long Island Custom Windows, LLC, Jemico, LLC and Atlanta Custom Windows, LLC. Greater Toronto Custom Windows, Corp. is considered a non-qualifying asset, with a fair value of $8.0 million as of June 30, 2022.
(34)We invest in this portfolio company through underlying blocker entities Hercules Blocker 1 LLC, Hercules Blocker 2 LLC, Hercules Blocker 3 LLC, Hercules Blocker 4 LLC, and Hercules Blocker 5 LLC.
21

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of June 30, 2022
(Amounts in thousands, except share amounts)
(Unaudited)
The accompanying notes are an integral part of these consolidated financial statements.
22

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Non-controlled/non-affiliated portfolio company investments
Debt Investments
Advertising and media
Global Music Rights, LLC(9)(12)(25)First lien senior secured loanL + 5.75%8/28/20287,500 7,356 7,350 0.1 %
Global Music Rights, LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%8/27/2027— (13)(13)— %
7,500 7,343 7,337 0.1 %
Aerospace and defense
Aviation Solutions Midco, LLC (dba STS Aviation)(9)(12)(25)First lien senior secured loanL + 7.25%1/3/2025214,643 212,314 202,838 3.4 %
Peraton Corp.(9)(10)(25)Second lien senior secured loanL + 7.75%2/1/202947,500 46,840 47,263 0.8 %
Valence Surface Technologies LLC(9)(13)(25)First lien senior secured loanL + 6.75% (incl. 1.00% PIK)6/28/2025121,823 120,674 110,249 1.9 %
Valence Surface Technologies LLC(9)(12)(21)(25)First lien senior secured revolving loanL + 6.75% (incl. 1.00% PIK)6/28/20259,984 9,897 9,031 0.2 %
393,950 389,725 369,381 6.3 %
Buildings and real estate
Associations, Inc.(9)(12)(25)First lien senior secured loanL + 6.50% (incl. 2.50% PIK)7/2/2027452,630 448,461 448,102 7.5 %
Associations, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 6.50%7/2/2027— (302)(329)— %
Dodge Data & Analytics LLC(9)(12)(25)First lien senior secured loanL + 7.50%4/14/202632,561 31,987 33,538 0.6 %
Dodge Data & Analytics LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 7.50%4/14/2026— (32)— — %
REALPAGE, INC.(9)(10)(25)Second lien senior secured loanL + 6.50%4/23/202934,500 34,017 34,897 0.6 %
Reef Global Acquisition LLC (fka Cheese Acquisition, LLC)(9)(13)(25)First lien senior secured loanL + 6.00% (incl. 1.25% PIK)11/28/2024134,585 133,921 128,528 2.2 %
Imperial Parking Canada(9)(16)(25)First lien senior secured loanC + 6.00% (incl. 1.25% PIK)11/28/202427,966 26,705 26,707 0.4 %
Reef Global Acquisition LLC (fka Cheese Acquisition, LLC)(9)(10)(21)(25)First lien senior secured revolving loanL + 4.75%11/28/202310,987 10,982 10,251 0.2 %
693,229 685,739 681,694 11.5 %
Business services
Access CIG, LLC(9)(10)(25)Second lien senior secured loanL + 7.75%2/27/202658,760 58,343 58,466 1.0 %
CIBT Global, Inc.(9)(12)(25)(28)First lien senior secured loanL + 5.25% (incl. 4.25% PIK)6/3/2024856 629 531 — %
CIBT Global, Inc.(9)(14)(25)(28)Second lien senior secured loanL + 7.75% (incl. 6.75% PIK)12/1/202563,678 26,745 15,919 0.3 %
23

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Denali BuyerCo, LLC (dba Summit Companies)(9)(12)(25)First lien senior secured loanL + 6.00%9/15/202851,393 50,665 50,879 0.9 %
Denali BuyerCo, LLC (dba Summit Companies)(9)(12)(21)(23)(25)First lien senior secured delayed draw term loanL + 6.00%9/15/20232,003 1,927 1,983 — %
Denali BuyerCo, LLC (dba Summit Companies)(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%9/15/2027— (34)(36)— %
Diamondback Acquisition, Inc. (dba Sphera)(9)(10)(25)First lien senior secured loanL + 5.50%9/13/20285,407 5,302 5,298 0.1 %
Diamondback Acquisition, Inc. (dba Sphera)(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.50%9/13/2023— (10)(11)— %
Entertainment Benefits Group, LLC(9)(11)(25)First lien senior secured loanL + 8.25% (incl. 2.50% PIK)9/30/202583,600 82,795 79,838 1.3 %
Entertainment Benefits Group, LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 8.25% (incl. 2.50% PIK)9/30/2024— (91)(504)— %
Gainsight, Inc.(9)(12)(25)First lien senior secured loanL + 6.75% PIK7/30/202719,547 19,231 19,254 0.3 %
Gainsight, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%7/30/2027— (55)(50)— %
Hercules Borrower, LLC (dba The Vincit Group)(9)(12)(25)First lien senior secured loanL + 6.50%12/15/2026178,693 176,397 178,693 3.0 %
Hercules Borrower, LLC (dba The Vincit Group)(9)(21)(22)(25)First lien senior secured revolving loanL + 6.50%12/15/2026— (259)— — %
Hercules Buyer, LLC (dba The Vincit Group)(20)(25)(31)Unsecured notes0.48% PIK12/14/20295,135 5,135 5,135 0.1 %
KPSKY Acquisition, Inc. (dba BluSky)(9)(10)(25)First lien senior secured loanL + 5.50%10/19/20284,476 4,389 4,386 0.1 %
KPSKY Acquisition, Inc. (dba BluSky)(9)(15)(21)(23)(25)First lien senior secured delayed draw term loanP + 4.50%10/19/2023256 248 248 — %
473,804 431,357 420,029 7.1 %
Chemicals
Aruba Investments Holdings LLC (dba Angus Chemical Company)(9)(13)(25)Second lien senior secured loanL + 7.75%11/24/202810,000 9,867 10,000 0.2 %
Douglas Products and Packaging Company LLC(9)(12)(25)First lien senior secured loanL + 5.75%10/19/2022106,179 105,952 105,117 1.8 %
Douglas Products and Packaging Company LLC(9)(15)(21)(25)First lien senior secured revolving loanP + 4.75%10/19/20225,147 5,135 5,056 0.1 %
Gaylord Chemical Company, L.L.C.(9)(12)(25)First lien senior secured loanL + 6.50%3/30/2027152,645 151,277 151,882 2.6 %
Gaylord Chemical Company, L.L.C.(9)(21)(22)(25)First lien senior secured revolving loanL + 6.50%3/30/2026— (112)(66)— %
Velocity HoldCo III Inc. (dba VelocityEHS)(9)(12)(25)First lien senior secured loanL + 5.75%4/22/202722,215 21,763 21,771 0.4 %
24

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Velocity HoldCo III Inc. (dba VelocityEHS)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%4/22/2026— (26)(27)— %
296,186 293,856 293,733 5.1 %
Consumer products
ConAir Holdings LLC(9)(12)(25)Second lien senior secured loanL + 7.50%5/17/2029187,500 186,174 187,500 3.2 %
Feradyne Outdoors, LLC(9)(12)(25)First lien senior secured loanL + 6.25%5/25/202386,956 86,671 86,956 1.5 %
Lignetics Investment Corp.(9)(12)(25)First lien senior secured loanL + 6.00%11/1/202731,373 30,989 30,980 0.5 %
Lignetics Investment Corp.(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 6.00%11/1/2023— (48)(49)— %
Lignetics Investment Corp.(9)(12)(21)(25)First lien senior secured revolving loanL + 6.00%11/2/2026784 727 725 — %
WU Holdco, Inc. (dba Weiman Products, LLC)(9)(12)(25)First lien senior secured loanL + 5.50%3/26/2026190,078 187,304 190,078 3.2 %
WU Holdco, Inc. (dba Weiman Products, LLC)(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.50%5/21/2022— (129)— — %
WU Holdco, Inc. (dba Weiman Products, LLC)(9)(12)(21)(25)First lien senior secured revolving loanL + 5.50%3/26/20255,762 5,529 5,762 0.1 %
502,453 497,217 501,952 8.5 %
Containers and packaging
Ascend Buyer, LLC (dba PPC Flexible Packaging)(9)(12)(25)First lien senior secured loanL + 5.75%10/2/20285,554 5,500 5,498 0.1 %
Ascend Buyer, LLC (dba PPC Flexible Packaging)(9)(12)(21)(25)First lien senior secured revolving loanL + 5.75%9/30/202794 89 88 — %
Fortis Solutions Group, LLC(9)(12)(25)First lien senior secured loanL + 5.50%10/13/20283,324 3,259 3,257 0.1 %
Fortis Solutions Group, LLC(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.50%10/13/2023— (13)(13)— %
Fortis Solutions Group, LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 5.50%10/15/2027— (9)(9)— %
Pregis Topco LLC(9)(12)(25)Second lien senior secured loanL + 6.95%8/1/2029160,000 157,467 160,000 2.7 %
168,972 166,293 168,821 2.9 %
Distribution
ABB/Con-cise Optical Group LLC(9)(10)First lien senior secured loanL + 5.00%6/15/202374,831 74,484 74,456 1.3 %
ABB/Con-cise Optical Group LLC(9)(10)Second lien senior secured loanL + 9.00%6/17/202425,000 24,705 24,875 0.4 %
Aramsco, Inc.(9)(10)(25)First lien senior secured loanL + 5.25%8/28/202455,899 55,224 55,899 0.9 %
25

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Aramsco, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 5.25%8/28/2024— (93)— — %
Endries Acquisition, Inc.(9)(12)(25)First lien senior secured loanL + 6.25%12/10/2025200,163 197,994 200,163 3.4 %
Individual Foodservice Holdings, LLC(9)(12)(25)First lien senior secured loanL + 6.25%11/21/2025140,861 138,813 140,156 2.4 %
Individual Foodservice Holdings, LLC(9)(13)(21)(23)(25)First lien senior secured delayed draw term loanL + 6.25%6/30/202228,084 27,594 27,909 0.5 %
Individual Foodservice Holdings, LLC(9)(10)(21)(25)First lien senior secured revolving loanL + 6.25%11/22/2024959 690 851 — %
Offen, Inc.(9)(10)(25)First lien senior secured loanL + 5.00%6/22/202619,582 19,450 19,582 0.3 %
545,379 538,861 543,891 9.2 %
Education
Learning Care Group (US) No. 2 Inc.(9)(12)(25)Second lien senior secured loanL + 7.50%3/13/202626,967 26,663 26,293 0.4 %
Pluralsight, LLC(9)(13)(25)First lien senior secured loanL + 8.00%4/6/202799,450 98,526 98,455 1.7 %
Pluralsight, LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 8.00%4/6/2027— (55)(62)— %
126,417 125,134 124,686 2.1 %
Financial services
AxiomSL Group, Inc.(9)(12)(25)First lien senior secured loanL + 6.00%12/3/2027202,775 200,614 201,254 3.4 %
AxiomSL Group, Inc.(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 6.00%7/21/2023— (39)— — %
AxiomSL Group, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%12/3/2025— (190)(137)— %
Blackhawk Network Holdings, Inc.(9)(10)(25)Second lien senior secured loanL + 7.00%6/15/2026106,400 105,763 106,400 1.8 %
Blend Labs, Inc.(9)(12)(25)First lien senior secured loanL + 7.50%7/1/202667,500 65,988 66,150 1.1 %
Blend Labs, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 7.50%7/1/2026— (67)(150)— %
Hg Genesis 8 Sumoco Limited(9)(19)(25)(27)Unsecured facilityS + 7.50% PIK8/28/202547,207 46,102 47,207 0.8 %
Hg Saturn Luchaco Limited(9)(19)(25)(27)Unsecured facilityS + 7.50% PIK3/30/2026133,862 135,510 132,523 2.2 %
Muine Gall, LLC(8)(9)(13)(25)(27)First lien senior secured loanL + 7.00% PIK9/20/2024239,896 240,229 239,896 4.0 %
NMI Acquisitionco, Inc. (dba Network Merchants)(9)(10)(25)First lien senior secured loanL + 5.75%9/8/202525,313 25,158 25,148 0.4 %
NMI Acquisitionco, Inc. (dba Network Merchants)(9)(10)(21)(23)(25)First lien senior secured delayed draw term loanL + 5.75%10/2/20234,978 4,877 4,945 0.1 %
26

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
NMI Acquisitionco, Inc. (dba Network Merchants)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%9/8/2025— (18)(11)— %
827,931 823,927 823,225 13.8 %
Food and beverage
Balrog Acquisition, Inc. (dba BakeMark)(9)(13)(25)Second lien senior secured loanL + 7.00%9/3/202922,000 21,821 21,815 0.4 %
BP Veraison Buyer, LLC (dba Sun World)(9)(11)(25)First lien senior secured loanL + 5.75%5/12/202769,381 68,596 68,687 1.2 %
BP Veraison Buyer, LLC (dba Sun World)(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.75%5/12/2023— (32)— — %
BP Veraison Buyer, LLC (dba Sun World)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%5/12/2027— (97)(87)— %
H-Food Holdings, LLC(9)(10)(25)Second lien senior secured loanL + 7.00%3/2/2026121,800 119,919 121,800 2.1 %
Hometown Food Company(9)(10)(25)First lien senior secured loanL + 5.00%8/31/202315,947 15,830 15,787 0.3 %
Hometown Food Company(9)(21)(22)(25)First lien senior secured revolving loanL + 5.00%8/31/2023— (28)(42)— %
Nellson Nutraceutical, LLC(9)(12)(25)First lien senior secured loanL + 5.25%12/23/202327,280 26,586 26,735 0.5 %
Nutraceutical International Corporation(9)(10)(25)First lien senior secured loanL + 7.00%9/30/2026211,824 209,206 207,587 3.5 %
Nutraceutical International Corporation(9)(10)(25)First lien senior secured revolving loanL + 7.00%9/30/202513,578 13,426 13,307 0.2 %
Recipe Acquisition Corp. (dba Roland Corporation)(9)(12)Second lien senior secured loanL + 9.00%12/1/202232,000 31,881 30,080 0.5 %
Sara Lee Frozen Bakery, LLC (fka KSLB Holdings, LLC)(9)(10)(25)First lien senior secured loanL + 4.50%7/30/202543,860 43,377 41,668 0.7 %
Sara Lee Frozen Bakery, LLC (fka KSLB Holdings, LLC)(9)(15)(21)(22)(25)First lien senior secured revolving loanP + 3.50%7/30/2023300 236 (150)— %
Shearer's Foods, LLC(9)(10)(25)Second lien senior secured loanL + 7.75%9/22/2028120,000 118,973 120,000 2.0 %
Tall Tree Foods, Inc.(9)(10)First lien senior secured loanL + 7.25%8/12/202239,684 39,609 40,477 0.7 %
Ultimate Baked Goods Midco, LLC(9)(11)(25)First lien senior secured loanL + 6.25%8/13/202782,053 80,108 80,003 1.3 %
Ultimate Baked Goods Midco, LLC(9)(13)(21)(25)First lien senior secured revolving loanL + 6.25%8/13/20275,222 4,989 4,973 0.1 %
804,929 794,400 792,640 13.5 %
Healthcare equipment and services
Medline Intermediate, LP(9)(21)(22)(25)First lien senior secured revolving loanL + 3.25%10/21/2026— (155)(162)— %
27

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Nelipak Holding Company(9)(12)(25)First lien senior secured loanL + 4.25%7/2/202624,760 24,419 24,450 0.4 %
Nelipak Holding Company(9)(12)(21)(25)First lien senior secured revolving loanL + 4.25%7/2/20243,082 3,008 2,990 0.1 %
Nelipak Holding Company(9)(21)(22)(25)First lien senior secured revolving loanE + 4.50%7/2/2024— (261)(94)— %
Nelipak Holding Company(9)(12)(25)Second lien senior secured loanL + 8.25%7/2/202767,006 66,237 66,336 1.1 %
Nelipak Holding Company(9)(17)(25)Second lien senior secured loanE + 8.50%7/2/202768,346 66,496 67,321 1.1 %
Packaging Coordinators Midco, Inc.(9)(12)(25)Second lien senior secured loanL + 7.00%11/30/2028196,044 192,494 192,123 3.2 %
Patriot Acquisition TopCo S.A.R.L (dba Corza Health, Inc.) (9)(12)(25)First lien senior secured loanL + 6.75%1/31/2028136,736 134,627 135,027 2.3 %
Patriot Acquisition TopCo S.A.R.L (dba Corza Health, Inc.) (9)(21)(22)(25)First lien senior secured revolving loanL + 6.75%1/29/2026— (229)(169)— %
495,974 486,636 487,822 8.2 %
Healthcare providers and services
KS Management Services, L.L.C.(9)(13)(25)First lien senior secured loanL + 4.25%1/9/2026122,500 121,420 122,500 2.1 %
National Dentex Labs LLC (fka Barracuda Dental LLC)(9)(12)(25)First lien senior secured loanL + 7.00%10/3/202570,723 69,731 70,192 1.2 %
National Dentex Labs LLC (fka Barracuda Dental LLC)(9)(12)(21)(23)(25)First lien senior secured delayed draw term loanL + 7.00%3/31/202235,582 35,166 35,315 0.6 %
National Dentex Labs LLC (fka Barracuda Dental LLC)(9)(12)(21)(25)First lien senior secured revolving loanL + 7.00%10/3/20253,044 2,853 2,974 0.1 %
OB Hospitalist Group, Inc.(9)(12)(25)First lien senior secured loanL + 5.50%9/27/2027116,855 114,603 114,518 1.9 %
OB Hospitalist Group, Inc.(9)(10)(21)(25)First lien senior secured revolving loanL + 5.50%9/27/20271,616 1,326 1,313 — %
Ex Vivo Parent Inc. (dba OB Hospitalist)(9)(12)(25)First lien senior secured loanL + 9.50% PIK9/27/202857,810 56,685 56,654 1.0 %
Phoenix Newco, Inc. (dba Parexel)(9)(10)(25)Second lien senior secured loanL + 6.50%11/15/2029190,000 188,123 188,100 3.2 %
Premier Imaging, LLC (dba LucidHealth)(9)(10)(25)First lien senior secured loanL + 5.25%1/2/202542,998 42,517 42,675 0.7 %
Quva Pharma, Inc.(9)(12)(25)First lien senior secured loanL + 5.50%4/12/202839,900 38,802 38,803 0.7 %
Quva Pharma, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 5.50%4/10/2026— (103)(110)— %
Refresh Parent Holdings, Inc.(9)(12)(25)First lien senior secured loanL + 6.50%12/9/202688,973 87,832 88,306 1.5 %
28

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Refresh Parent Holdings, Inc.(9)(12)(21)(23)(25)First lien senior secured delayed draw term loanL + 6.50%6/9/202228,463 28,098 28,243 0.5 %
Refresh Parent Holdings, Inc.(9)(12)(21)(25)First lien senior secured revolving loanL + 6.50%12/9/20263,879 3,746 3,799 0.1 %
TC Holdings, LLC (dba TrialCard)(9)(12)(25)First lien senior secured loanL + 4.50%11/14/202373,081 72,560 73,081 1.2 %
TC Holdings, LLC (dba TrialCard)(9)(21)(22)(25)First lien senior secured revolving loanL + 4.50%11/14/2022— (27)— — %
875,424 863,332 866,363 14.8 %
Healthcare technology
BCPE Osprey Buyer, Inc. (dba PartsSource)(9)(13)(25)First lien senior secured loanL + 5.75%8/23/2028114,052 112,307 112,227 1.9 %
BCPE Osprey Buyer, Inc. (dba PartsSource)(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.75%8/23/2023— (269)(133)— %
BCPE Osprey Buyer, Inc. (dba PartsSource)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%8/21/2026— (190)(190)— %
Bracket Intermediate Holding Corp.(9)(12)(25)First lien senior secured loanL + 4.25%9/5/2025516 487 514 — %
Bracket Intermediate Holding Corp.(9)(12)(25)Second lien senior secured loanL + 8.13%9/7/202626,250 25,896 26,119 0.4 %
GI Ranger Intermediate, LLC (dba Rectangle Health)(9)(12)(25)First lien senior secured loanL + 6.00%10/30/20284,017 3,938 3,937 0.1 %
GI Ranger Intermediate, LLC (dba Rectangle Health)(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 6.00%10/30/2023— (6)(6)— %
GI Ranger Intermediate, LLC (dba Rectangle Health)(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%10/29/2027— (7)(7)— %
Inovalon Holdings, Inc.(9)(12)(25)First lien senior secured loanL + 5.75%11/24/2028177,727 173,336 173,283 2.9 %
Inovalon Holdings, Inc.(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.75%5/24/2024— (234)(237)— %
Inovalon Holdings, Inc.(9)(12)(25)Second lien senior secured loanL + 10.50% PIK11/24/203384,661 82,975 82,967 1.4 %
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)(9)(12)(25)(27)First lien senior secured loanL + 6.25%8/21/2026115,684 114,517 115,395 1.9 %
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)(9)(12)(21)(25)(27)First lien senior secured revolving loanL + 6.25%8/21/20262,983 2,944 2,972 0.1 %
Interoperability Bidco, Inc.(9)(13)(25)First lien senior secured loanL + 5.75%6/25/202675,270 74,616 75,270 1.3 %
29

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Interoperability Bidco, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%6/25/2024— (25)— — %
601,160 590,285 592,111 10.0 %
Household products
HGH Purchaser, Inc. (dba Horizon Services)(9)(12)(25)First lien senior secured loanL + 5.75%11/3/2025108,230 106,916 107,418 1.8 %
HGH Purchaser, Inc. (dba Horizon Services)(9)(11)(21)(23)(25)First lien senior secured delayed draw term loanL + 5.75%2/10/202333,699 33,376 33,429 0.6 %
HGH Purchaser, Inc. (dba Horizon Services)(9)(12)(21)(25)First lien senior secured revolving loanL + 5.75%11/3/20252,689 2,596 2,616 — %
Walker Edison Furniture Company LLC(9)(12)(25)First lien senior secured loanL + 8.75% (incl. 3.00% PIK)3/31/202784,258 84,258 80,047 1.3 %
228,876 227,146 223,510 3.7 %
Human resource support services
Cornerstone OnDemand, Inc.(9)(13)(25)Second lien senior secured loanL + 6.50%10/15/2029115,833 114,128 114,096 1.9 %
IG Investments Holdings, LLC (dba Insight Global)(9)(12)(25)First lien senior secured loanL + 6.00%9/22/202850,898 49,915 50,008 0.8 %
IG Investments Holdings, LLC (dba Insight Global)(9)(12)(21)(25)First lien senior secured revolving loanL + 6.00%9/22/20271,987 1,911 1,917 — %
168,718 165,954 166,021 2.7 %
Infrastructure and environmental services
FR Arsenal Holdings II Corp. (dba Applied-Cleveland Holdings, Inc.)(9)(13)First lien senior secured loanL + 7.50%9/8/2022118,253 118,545 112,932 1.9 %
LineStar Integrity Services LLC(9)(13)(25)First lien senior secured loanL + 7.25%2/12/202482,714 82,413 72,788 1.2 %
200,967 200,958 185,720 3.1 %
Insurance
Alera Group, Inc.(9)(10)(25)First lien senior secured loanL + 5.50%10/2/202843,036 42,097 42,068 0.7 %
Alera Group, Inc.(9)(10)(21)(23)(25)First lien senior secured delayed draw term loanL + 5.50%10/2/202311,825 11,560 11,554 0.2 %
Ardonagh Midco 3 PLC(9)(13)(25)(27)First lien senior secured USD delayed draw term loan L + 5.50%7/14/202626,784 26,269 26,784 0.5 %
Ardonagh Midco 3 PLC(9)(18)(25)(27)First lien senior secured loanE + 6.75%7/14/202610,388 10,013 10,388 0.2 %
Ardonagh Midco 3 PLC(9)(19)(25)(27)First lien senior secured GBP term loan S + 6.75%7/14/2026117,374 106,703 117,374 2.0 %
Ardonagh Midco 3 PLC(9)(21)(23)(25)(27)First lien senior secured GBP delayed draw term loanL + 5.50%8/19/2023— — — — %
Ardonagh Midco 2 PLC(20)(25)(27)Unsecured notes12.75% PIK1/15/202710,527 10,451 11,620 0.2 %
30

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Brightway Holdings, LLC(9)(12)(25)First lien senior secured loanL + 6.50%12/16/202726,842 26,509 26,507 0.4 %
Brightway Holdings, LLC(9)(21)(22)First lien senior secured revolving loanL + 6.50%12/16/2027— (39)(39)— %
Evolution BuyerCo, Inc. (dba SIAA)(9)(12)(25)First lien senior secured loanL + 6.25%4/28/2028143,150 141,253 141,360 2.4 %
Evolution BuyerCo, Inc. (dba SIAA)(9)(21)(22)(25)First lien senior secured revolving loanL + 6.25%4/30/2027— (135)(134)— %
Integrity Marketing Acquisition, LLC(9)(13)(25)First lien senior secured loanL + 5.75%8/27/2025218,876 216,446 218,876 3.7 %
Integrity Marketing Acquisition, LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%8/27/2025— (135)— — %
Norvax, LLC (dba GoHealth)(9)(12)(25)First lien senior secured loanL + 6.50%9/15/202577,376 75,139 77,763 1.3 %
Norvax, LLC (dba GoHealth)(9)(10)(21)(25)First lien senior secured revolving loanL + 6.50%9/13/20249,511 9,412 9,511 0.2 %
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)(9)(12)(25)First lien senior secured loanL + 6.00%11/1/2028108,430 107,368 107,347 1.8 %
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)(9)(13)(21)(23)(25)First lien senior secured delayed draw term loanL + 6.00%5/1/202319,143 18,953 18,952 0.3 %
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%11/1/2027— (60)(62)— %
PCF Midco II, LLC (dba PCF Insurance Services)(20)(25)First lien senior secured loan9.00% PIK10/31/2031118,693 107,530 107,418 1.8 %
TEMPO BUYER CORP. (dba Global Claims Services)(9)(12)(25)First lien senior secured loanL + 5.50%8/28/20281,089 1,068 1,067 — %
TEMPO BUYER CORP. (dba Global Claims Services)(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.50%8/26/2023— (3)(3)— %
TEMPO BUYER CORP. (dba Global Claims Services)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.50%8/28/2028— (3)(3)— %
THG Acquisition, LLC (dba Hilb)(9)(12)(25)First lien senior secured loanL + 5.75%12/2/202675,513 74,093 74,569 1.3 %
THG Acquisition, LLC (dba Hilb)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%12/2/2025— (151)(107)— %
USRP Holdings, Inc. (dba U.S. Retirement and Benefits Partners)(9)(12)(25)First lien senior secured loanL + 5.50%7/23/202739,087 38,349 38,306 0.6 %
USRP Holdings, Inc. (dba U.S. Retirement and Benefits Partners)(9)(12)(21)(22)(25)First lien senior secured revolving loanL + 5.50%7/23/202771 (8)(14)— %
31

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
KUSRP Intermediate, Inc. (dba U.S. Retirement and Benefits Partners)(9)(12)(25)First lien senior secured loan9.50% PIK7/24/202831,237 30,655 30,612 0.5 %
1,088,952 1,053,334 1,071,714 18.1 %
Internet software and services
3ES Innovation Inc. (dba Aucerna)(9)(12)(25)(27)First lien senior secured loanL + 6.75%5/13/202561,259 60,718 60,340 1.0 %
3ES Innovation Inc. (dba Aucerna)(9)(21)(22)(25)(27)First lien senior secured revolving loanL + 6.75%5/13/2025— (27)(58)— %
Accela, Inc.(9)(10)First lien senior secured loanL + 7.50% (incl. 4.25% PIK)9/30/202423,990 23,818 23,990 0.4 %
Accela, Inc.(9)(21)First lien senior secured revolving loanL + 7.00%9/30/2024— — — — %
Apptio, Inc.(9)(13)(25)First lien senior secured loanL + 7.25%1/10/202550,916 50,179 50,916 0.9 %
Apptio, Inc.(9)(12)(21)(25)First lien senior secured revolving loanL + 7.25%1/10/20251,112 1,084 1,112 — %
Bayshore Intermediate #2, L.P. (dba Boomi)(9)(12)(25)First lien senior secured loanL + 7.75% PIK10/2/202882,962 81,145 81,095 1.4 %
Bayshore Intermediate #2, L.P. (dba Boomi)(9)(21)(22)(25)First lien senior secured revolving loanL + 6.75%10/1/2027— (149)(156)— %
BCPE Nucleon (DE) SPV, LP(9)(13)(25)First lien senior secured loanL + 7.00%9/24/2026189,778 187,355 188,829 3.2 %
BCTO BSI Buyer, Inc. (dba Buildertrend)(9)(12)(25)First lien senior secured loanL + 7.00%12/23/202644,643 44,258 44,420 0.7 %
BCTO BSI Buyer, Inc. (dba Buildertrend)(9)(12)(21)(25)First lien senior secured revolving loanL + 7.00%12/23/20263,018 2,973 2,991 0.1 %
Centrify Corporation(9)(12)(25)First lien senior secured loanL + 5.75%3/2/202866,903 65,383 65,564 1.1 %
Centrify Corporation(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%3/2/2027— (173)(136)— %
CivicPlus, LLC(9)(12)(25)First lien senior secured loanL + 6.00%8/24/202714,236 14,101 14,094 0.2 %
CivicPlus, LLC(9)(21)(23)(25)First lien senior secured delayed draw term loanL + 6.00%8/24/2023— — — — %
CivicPlus, LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%8/24/2027— (13)(13)— %
Delta TopCo, Inc. (dba Infoblox, Inc.)(9)(12)(25)Second lien senior secured loanL + 7.25%12/1/202815,000 14,934 15,000 0.3 %
EET Buyer, Inc. (dba e-Emphasys)(9)(12)(25)First lien senior secured loanL + 5.75%11/8/20274,545 4,501 4,500 0.1 %
EET Buyer, Inc. (dba e-Emphasys)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%11/8/2027— (4)(5)— %
32

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Forescout Technologies, Inc.(9)(12)(25)First lien senior secured loanL + 9.50% PIK8/17/202654,811 54,119 54,811 0.9 %
Forescout Technologies, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 8.50%8/18/2025— (68)— — %
Genesis Acquisition Co. (dba Procare Software)(9)(12)(25)First lien senior secured loanL + 4.00%7/31/202418,129 17,961 17,630 0.3 %
Genesis Acquisition Co. (dba Procare Software)(9)(12)(25)First lien senior secured revolving loanL + 4.00%7/31/20242,637 2,614 2,564 — %
GovBrands Intermediate, Inc.(9)(12)(25)First lien senior secured loanL + 5.50%8/4/202710,658 10,407 10,392 0.2 %
GovBrands Intermediate, Inc.(9)(10)(21)(23)(25)First lien senior secured delayed draw term loanL + 5.50%8/4/20232,404 2,333 2,330 — %
GovBrands Intermediate, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 5.50%8/4/2027— (18)(20)— %
Granicus, Inc.(9)(12)(25)First lien senior secured loanL + 6.50%1/29/202713,495 13,211 13,259 0.2 %
Granicus, Inc.(9)(12)(21)(23)(25)First lien senior secured delayed draw term loanL + 6.50%1/30/20231,535 1,498 1,501 — %
Granicus, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 6.50%1/29/2027— (24)(21)— %
H&F Opportunities LUX III S.À R.L (dba Checkmarx)(9)(13)(25)(27)First lien senior secured loanL + 7.50%4/16/202651,567 50,388 51,567 0.9 %
H&F Opportunities LUX III S.À R.L (dba Checkmarx)(9)(21)(22)(25)(27)First lien senior secured revolving loanL + 7.50%4/16/2026— (348)— — %
Hyland Software, Inc.(9)(10)(25)Second lien senior secured loanL + 6.25%7/7/202515,482 15,468 15,579 0.3 %
IQN Holding Corp. (dba Beeline)(9)(13)(25)First lien senior secured loanL + 5.50%8/20/2024150,639 149,528 150,639 2.5 %
IQN Holding Corp. (dba Beeline)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.50%8/21/2023— (111)— — %
Litera Bidco LLC(9)(10)(25)First lien senior secured loanL + 5.87%5/29/2026154,049 152,423 154,049 2.6 %
Litera Bidco LLC(9)(10)(21)(23)(25)First lien senior secured delayed draw term loanL + 6.00%10/29/20221,998 1,943 1,998 — %
Litera Bidco LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%5/29/2026— (44)— — %
MessageBird BidCo B.V.(9)(12)(25)(27)First lien senior secured loanL + 6.75%4/29/202777,000 75,447 75,460 1.3 %
MINDBODY, Inc.(9)(13)(25)First lien senior secured loanL + 8.50% (incl. 1.50% PIK)2/14/202567,127 66,713 67,127 1.1 %
MINDBODY, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 7.00%2/14/2025— (32)— — %
Ministry Brands Holdings, LLC(9)(12)(25)First lien senior secured loanL + 5.50%12/29/2028706 692 692 — %
33

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Ministry Brands Holdings, LLC(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.50%12/27/2023— (2)(2)— %
Ministry Brands Holdings, LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 5.50%12/27/2027— (1)(1)— %
Proofpoint, Inc.(9)(12)(25)Second lien senior secured loanL + 6.25%8/31/202919,600 19,505 19,502 0.3 %
QAD, Inc.(9)(11)(25)First lien senior secured loanL + 6.00%11/5/202726,571 26,051 26,040 0.4 %
QAD, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%11/5/2027— (67)(69)— %
Tahoe Finco, LLC(9)(12)(25)(27)First lien senior secured loanL + 6.00%9/29/2028123,255 122,057 121,777 2.1 %
Tahoe Finco, LLC(9)(21)(22)(25)(27)First lien senior secured revolving loanL + 6.00%10/1/2027— (89)(111)— %
Thunder Purchaser, Inc. (dba Vector Solutions)(9)(12)(25)First lien senior secured loanL + 5.75%6/30/202864,802 64,189 64,357 1.1 %
Thunder Purchaser, Inc. (dba Vector Solutions)(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 5.75%8/17/2023— — (41)— %
Thunder Purchaser, Inc. (dba Vector Solutions)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%6/30/2027— (35)(29)— %
When I Work, Inc.(9)(12)(25)First lien senior secured loanL + 6.00%11/2/20274,932 4,884 4,883 0.1 %
When I Work, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%11/2/2027— (9)(9)— %
1,419,759 1,400,666 1,408,337 23.7 %
Leisure and entertainment
Troon Golf, L.L.C.(9)(12)(25)First lien senior secured loanL + 6.00%8/5/2027283,073 281,736 281,659 4.7 %
Troon Golf, L.L.C.(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%8/5/2026— (99)(108)— %
283,073 281,637 281,551 4.7 %
Manufacturing
Gloves Buyer, Inc. (dba Protective Industrial Products)(9)(10)(25)Second lien senior secured loanL + 8.25%12/29/202829,250 28,584 28,884 0.5 %
Ideal Tridon Holdings, Inc.(9)(12)(25)First lien senior secured loanL + 5.25%7/31/202453,209 52,784 53,209 0.9 %
Ideal Tridon Holdings, Inc.(9)(10)(21)(25)First lien senior secured revolving loanL + 5.25%7/31/20231,800 1,782 1,800 — %
MHE Intermediate Holdings, LLC (dba OnPoint Group)(9)(12)(25)First lien senior secured loanL + 5.75%7/21/2027160,321 158,816 158,718 2.7 %
MHE Intermediate Holdings, LLC (dba OnPoint Group)(9)(12)(21)(23)(25)First lien senior secured delayed draw term loanL + 5.75%7/21/202313,420 13,291 13,286 0.2 %
34

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
MHE Intermediate Holdings, LLC (dba OnPoint Group)(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%7/21/2027— (144)(155)— %
PHM Netherlands Midco B.V. (dba Loparex)(9)(12)(25)First lien senior secured loanL + 4.50%7/31/2026786 738 782 — %
PHM Netherlands Midco B.V. (dba Loparex)(9)(10)(25)Second lien senior secured loanL + 8.75%7/30/2027112,000 105,916 110,600 1.9 %
Safety Products/JHC Acquisition Corp. (dba Justrite Safety Group)(9)(10)(25)First lien senior secured loanL + 4.50%6/28/202613,923 13,829 12,948 0.2 %
Sonny's Enterprises LLC(9)(10)(25)First lien senior secured loanL + 6.75%8/5/2026232,258 228,600 232,258 3.9 %
Sonny's Enterprises LLC(9)(10)(21)(25)First lien senior secured revolving loanL + 6.75%8/5/20252,567 2,309 2,567 — %
619,534 606,505 614,897 10.3 %
Oil and gas
Black Mountain Sand Eagle Ford LLC(9)(12)(25)First lien senior secured loanL + 8.25%8/17/20224,808 4,808 4,808 0.1 %
Project Power Buyer, LLC (dba PEC-Veriforce)(9)(12)(25)First lien senior secured loanL + 6.00%5/14/202645,091 44,664 45,091 0.8 %
Project Power Buyer, LLC (dba PEC-Veriforce)(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%5/14/2025— (22)— — %
Zenith Energy U.S. Logistics Holdings, LLC(9)(12)(25)First lien senior secured loanL + 5.50%12/20/202464,476 63,728 64,476 1.1 %
114,375 113,178 114,375 2.0 %
Professional services
AmSpec Group, Inc. (fka AmSpec Services Inc.)(9)(12)(25)First lien senior secured loanL + 5.75%7/2/2024110,265 109,296 109,713 1.8 %
AmSpec Group, Inc. (fka AmSpec Services Inc.)(9)(15)(21)(25)First lien senior secured revolving loanP + 3.75%7/2/20243,796 3,691 3,724 0.1 %
Apex Group Treasury, LLC(9)(12)(25)(27)Second lien senior secured loanL + 6.75%7/27/202919,000 18,817 18,810 0.3 %
Apex Group Treasury, LLC(9)(21)(23)(25)(27)Second lien senior secured delayed draw term loanL + 6.75%6/30/2022— — — — %
Gerson Lehrman Group, Inc.(9)(13)(25)First lien senior secured loanL + 5.25%12/12/2024151,895 151,062 151,895 2.6 %
Gerson Lehrman Group, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 5.25%12/12/2024— (105)— — %
Guidehouse Inc.(9)(10)(25)First lien senior secured loanL + 5.50%10/16/20284,649 4,604 4,603 0.1 %
Guidehouse Inc.(9)(21)(25)First lien senior secured revolving loanL + 5.50%10/15/2027— — (4)— %
Relativity ODA LLC(9)(10)(25)First lien senior secured loanL + 7.50% PIK5/12/202777,263 76,255 76,297 1.3 %
Relativity ODA LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 6.50%5/12/2027— (98)(92)— %
35

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
366,868 363,522 364,946 6.2 %
Specialty retail
Galls, LLC(9)(12)(25)First lien senior secured loanL + 6.75% (incl. 0.50% PIK)1/31/2025104,742 103,983 98,458 1.7 %
Galls, LLC(9)(12)(21)(25)First lien senior secured revolving loanL + 6.75%1/31/202411,943 11,624 9,999 0.2 %
Milan Laser Holdings LLC(9)(12)(25)First lien senior secured loanL + 5.00%4/27/202724,299 24,080 24,117 0.4 %
Milan Laser Holdings LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 5.00%4/27/2026— (18)(16)— %
Notorious Topco, LLC (dba Beauty Industry Group)(9)(12)(25)First lien senior secured loanL + 6.50%11/22/2027110,460 108,827 108,803 1.8 %
Notorious Topco, LLC (dba Beauty Industry Group)(9)(21)(22)(23)(25)First lien senior secured delayed draw term loanL + 6.50%11/23/2023— (98)(40)— %
Notorious Topco, LLC (dba Beauty Industry Group)(9)(12)(21)(25)First lien senior secured revolving loanL + 6.50%5/24/20271,596 1,455 1,453 — %
The Shade Store, LLC(9)(12)(25)First lien senior secured loanL + 6.00%10/13/20279,091 8,981 8,977 0.2 %
The Shade Store, LLC(9)(21)(22)(25)First lien senior secured revolving loanL + 6.00%10/13/2026— (11)(11)— %
262,131 258,823 251,740 4.3 %
Transportation
Lazer Spot G B Holdings, Inc.(9)(12)(25)First lien senior secured loanL + 5.75%12/9/2025144,064 142,314 144,064 2.4 %
Lazer Spot G B Holdings, Inc.(9)(21)(22)(25)First lien senior secured revolving loanL + 5.75%12/9/2025— (304)— — %
Lytx, Inc.(9)(10)(25)First lien senior secured loanL + 6.75%2/28/202671,733 70,839 71,195 1.2 %
Motus Group, LLC(9)(12)(25)Second lien senior secured loanL + 6.50%12/10/202910,810 10,702 10,702 0.2 %
226,607 223,551 225,961 3.8 %
Total non-controlled/non-affiliated portfolio company debt investments$11,793,168 $11,589,379 $11,582,457 195.7 %
Equity Investments
Aerospace and defense
Space Exploration Technologies Corp.(25)(26)(29)Class A Common StockN/AN/A3,232 1,557 1,810 — %
Space Exploration Technologies Corp.(25)(26)(29)Class C Common StockN/AN/A936 446 524 — %
2,003 2,334 — %
Automotive
CD&R Value Building Partners I, L.P.(25)(26)(27)(29)LP InterestN/AN/A33,000 33,065 33,000 0.6 %
36

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Metis HoldCo, Inc. (dba Mavis Tire Express Services)(20)(25)(26)Series A Convertible Preferred Stock7.00% PIKN/A149,692 151,894 155,888 2.6 %
184,959 188,888 3.2 %
Buildings and real estate
Skyline Holdco B, Inc. (dba Dodge Data & Analytics)(25)(26)(29)Series A Preferred StockN/AN/A2,181,629 3,272 3,612 0.1 %
3,272 3,612 0.1 %
Business services
Denali Holding LP (dba Summit Companies)(25)(26)(29)Class A UnitsN/AN/A313,850 3,136 3,136 0.1 %
Hercules Buyer, LLC (dba The Vincit Group)(25)(26)(29)(31)Common UnitsN/AN/A2,190,000 2,192 2,192 — %
5,328 5,328 0.1 %
Consumer Products
ASP Conair Holdings LP(25)(26)(29)Class A UnitsN/AN/A60,714 6,071 6,071 0.1 %
6,071 6,071 0.1 %
Financial services
Blend Labs, Inc.(25)(26)(29)Common StockN/AN/A72,317 1,000 515 — %
Blend Labs, Inc.(25)(26)(29)WarrantsN/AN/A179,529 975 380 — %
1,975 895 — %
Food and beverage
H-Food Holdings, LLC(25)(26)(29)LLC InterestN/AN/A10,875 10,875 13,633 0.2 %
10,875 13,633 0.2 %
Healthcare equipment and services
KPCI Holdings, LP(25)(26)(29)Class A UnitsN/AN/A30,425 32,285 37,331 0.6 %
Patriot Holdings SCSp (dba Corza Health, Inc.)(20)(25)(26)Class A Units8.00% PIKN/A7,104 7,633 7,633 0.1 %
Patriot Holdings SCSp (dba Corza Health, Inc.)(25)(26)(29)Class B UnitsN/AN/A97,833 18 1,109 — %
39,936 46,073 0.7 %
Healthcare providers and services
KOBHG Holdings, L.P. (dba OB Hospitalist)(25)(26)(29)Class A InterestsN/AN/A6,670 6,670 6,670 0.1 %
Restore OMH Intermediate Holdings, Inc.(20)(25)(26)Senior Preferred Stock13.00% PIKN/A2,616 25,566 25,506 0.4 %
32,236 32,176 0.5 %
Human resource support services
37

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Sunshine Software Holdings, Inc. (dba Cornerstone OnDemand, Inc.)(20)(25)(26)Series A Preferred Stock10.50% PIKN/A38,500 38,401 38,380 0.6 %
38,401 38,380 0.6 %
Insurance
Evolution Parent, LP (dba SIAA)(25)(26)(29)LP InterestN/AN/A42,838 4,284 4,284 0.1 %
GrowthCurve Capital Sunrise Co-Invest LP(25)(26)(29)LP InterestN/AN/A632 633 632 — %
Norvax, LLC (dba GoHealth)(5)(25)(29)Common StockN/AN/A1,021,885 5,232 3,873 0.1 %
PCF Holdco, LLC (dba PCF Insurance Services)(25)(26)(29)Class A UnitsN/AN/A11,028 27,968 27,968 0.5 %
PCF Holdco, LLC (dba PCF Insurance Services)(25)(26)(29)Class A WarrantsN/AN/A3,744 9,496 9,496 0.2 %
47,613 46,253 0.9 %
Internet and software services
BCTO WIW Holdings, Inc. (dba When I Work)(25)(26)(29)Class A Common StockN/AN/A13 1,300 1,300 — %
Brooklyn Lender Co-Invest 2, L.P.(25)(26)(29)Common UnitsN/AN/A7,503,843 7,504 7,504 0.1 %
MessageBird Holding B.V.(25)(26)(27)(29)Extended Series C WarrantsN/AN/A122,890 753 753 — %
Thunder Topco L.P. (dba Vector Solutions)(25)(26)(29)Common UnitsN/AN/A3,829,614 3,830 4,519 0.1 %
VEPF Torreys Aggregator, LLC (dba MINDBODY, Inc.)(20)(25)(26)Series A Preferred Stock6.00% PIKN/A21,500 21,250 21,250 0.4 %
34,637 35,326 0.6 %
Manufacturing
Gloves Holdings, LP (dba Protective Industrial Products)(25)(26)(29)LP InterestN/AN/A3,250 3,250 3,640 0.1 %
Windows Entities(25)(26)(27)(29)(30)LLC UnitsN/AN/A31,826 56,944 103,561 1.7 %
60,194 107,201 1.8 %
Professional services
WMC Bidco, Inc.(20)(25)(26)Senior Preferred Stock11.25% PIKN/A16,692 16,247 16,233 0.3 %
16,247 16,233 0.3 %
Total non-controlled/non-affiliated portfolio company equity investments$483,747 $542,403 9.1 %
Total non-controlled/non-affiliated portfolio company investments$12,073,126 $12,124,860 204.8 %
38

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Company(1)(4)(7)InvestmentInterestMaturity DatePar / UnitsAmortized Cost(2)(3)Fair ValuePercentage of Net Assets
Controlled/affiliated portfolio company investments
Debt Investments
Advertising and media
Swipe Acquisition Corporation (dba PLI)(9)(12)(24)(25)First lien senior secured loanL + 8.00%6/29/202450,044 49,316 49,419 0.8 %
Swipe Acquisition Corporation (dba PLI)(9)(12)(21)(23)(24)(25)First lien senior secured delayed draw term loanL + 8.00%12/30/202210,899 10,899 10,635 0.2 %
Swipe Acquisition Corporation (dba PLI)(9)(21)(24)(25)Letter of CreditL + 8.00%6/29/2024— — — %
60,943 60,218 60,054 1.0 %
Distribution
PS Operating Company LLC (fka QC Supply, LLC)(9)(12)(24)First lien senior secured loanL + 6.00%12/31/202413,241 12,979 12,976 0.2 %
PS Operating Company LLC (fka QC Supply, LLC)(9)(12)(21)(24)First lien senior secured revolving loanL + 6.00%12/31/20242,319 2,171 2,219 — %
15,560 15,150 15,195 0.2 %
Total controlled/affiliated portfolio company debt investments$76,503 $75,368 $75,249 1.2 %
Equity Investments
Advertising and media
New PLI Holdings, LLC(24)(25)(26)(29)Class A Common UnitsN/AN/A86,745 48,007 48,007 0.8 %
48,007 48,007 0.8 %
Distribution
PS Op Holdings LLC(24)(26)(29)Class A Common UnitsN/AN/A248,271 4,300 4,300 0.1 %
4,300 4,300 0.1 %
Financial services
Wingspire Capital Holdings LLC(8)(21)(24)(26)LLC InterestN/AN/A198,038 198,038 242,163 4.1 %
198,038 242,163 4.1 %
Investment funds and vehicles
ORCC Senior Loan Fund LLC (fka Sebago Lake LLC)(6)(8)(24)(26)(27)LLC InterestN/AN/A249,714 249,714 247,061 4.2 %
249,714 247,061 4.2 %
Total controlled/affiliated portfolio company equity investments$500,059 $541,531 9.2 %
Total controlled/affiliated portfolio company investments$575,427 $616,780 10.4 %
Total Investments$12,648,553 $12,741,640 215.2 %
39

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
Interest Rate Swaps as of December 31, 2021
Company ReceivesCompany PaysMaturity DateNotional AmountHedged InstrumentFootnote Reference
Interest rate swap5.25%L + 2.937%4/10/2024400,000 2024 NotesNote 6
Interest rate swap2.63%L + 1.655%1/15/2027500,000 2027 NotesNote 6
Total900,000 
________________

(1)Certain portfolio company investments are subject to contractual restrictions on sales.
(2)The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(3)As of December 31, 2021, the net estimated unrealized loss for U.S. federal income tax purposes was $36.8 million based on a tax cost basis of $12.8 billion. As of December 31, 2021, the estimated aggregate gross unrealized loss for U.S. federal income tax purposes was $217.6 million and the estimated aggregate gross unrealized gain for U.S. federal income tax purposes was $180.8 million.
(4)Unless otherwise indicated, all investments are considered Level 3 investments.
(5)Level 1 investment.
(6)Investment measured at net asset value (“NAV”).
(7)Unless otherwise indicated, the Company’s portfolio companies are pledged as collateral supporting the amounts outstanding under the Revolving Credit Facility, SPV Asset Facilities and CLOs. See Note 6 “Debt”.
(8)Investment is not pledged as collateral for the credit facilities.
(9)Loan contains a variable rate structure and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”, which can include one-, two-, three- or six-month LIBOR), Euro Interbank Offered Rate (“EURIBOR” or “E”, which can include one-, two-, three- or six-month EURIBOR), SONIA (“SONIA” or “S”), or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.
(10)The interest rate on these loans is subject to 1 month LIBOR, which as of December 31, 2021 was 0.10%.
(11)The interest rate on these loans is subject to 2 month LIBOR, which as of December 31, 2021 was 0.15%.
(12)The interest rate on these loans is subject to 3 month LIBOR, which as of December 31, 2021 was 0.21%.
(13)The interest rate on these loans is subject to 6 month LIBOR, which as of December 31, 2021 was 0.34%.
(14)The interest rate on these loans is subject to 12 month LIBOR, which as of December 31, 2021 was 0.58%.
(15)The interest rate on these loans is subject to Prime, which as of December 31, 2021 was 3.25%.
(16)The interest rate on this loan is subject to 3 month Canadian Dollar Offered Rate (“CDOR” or “C”), which as of December 31, 2021 was 0.52%.
(17)The interest rate on this loan is subject to 3 month EURIBOR, which as of December 31, 2021 was (0.57)%.
(18)The interest rate on this loan is subject to 6 month EURIBOR, which as of December 31, 2021 was (0.55)%.
(19)The interest rate on this loan is subject to SONIA, which as of December 31, 2021 was 0.26%.
(20)Contains a fixed-rate structure.
(21)Position or portion thereof is an unfunded loan or equity commitment. See Note 7 “Commitments and Contingencies”.
(22)The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value is the result of the capitalized discount on the loan.
(23)The date disclosed represents the commitment period of the unfunded term loan. Upon expiration of the commitment period, the funded portion of the term loan may be subject to a longer maturity date.
(24)As defined in the 1940 Act, the Company is deemed to be both an “Affiliated Person” and has “Control” of this portfolio company as the Company owns more than 25% of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement). The Company’s investment in affiliates for the year ended December 31, 2021, were as follows:
($ in thousands)Fair value as of December 31, 2020Gross Additions (a)Gross Reductions(b)Change in Unrealized Gains (Losses)Fair value as of December 31, 2021Interest IncomeDividend IncomeOther Income
Controlled Affiliates
ORCC Senior Loan Fund LLC (fka Sebago Lake LLC)(c)$105,546 $168,001 $(26,125)$(362)$247,061 $— $14,394 $— 
PS Operating Company LLC (fka QC Supply, LLC)— 20,440 (994)49 19,495 34 — — 
Swipe Acquisition Corporation (dba PLI)99,297 8,495 — 269 108,061 5,497 — 643 
Wingspire Capital Holdings LLC67,538 277,500 (147,000)44,125 242,163 — 6,000 — 
Total Controlled Affiliates$272,381 $474,436 $(174,119)$44,081 $616,780 $5,531 $20,394 $643 
(a)Gross additions may include increases in the cost basis of investments resulting from new investments, amounts related to payment-in-kind (“PIK”) interest capitalized and added to the principal balance of the respective loans, the accretion of discounts, the exchange of one or more existing investments for one or more new investments and the movement at fair value of an existing portfolio company into this controlled affiliated category from a different category.
40

Owl Rock Capital Corporation
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands, except share amounts)
(b)Gross reductions may include decreases in the cost basis of investments resulting from principal collections related to investment repayments and sales, return of capital, the amortization of premiums and the exchange of one or more existing securities for one or more new securities.
(c)For further description of the Company's investment in ORCC Senior Loan Fund LLC (fka Sebago Lake LLC), see Note 4 "Investments."
(25)Represents co-investment made with the Company’s affiliates in accordance with the terms of the exemptive relief that the Company received from the U.S. Securities and Exchange Commission. See Note 3 “Agreements and Related Party Transactions.”
(26)Securities acquired in transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) and may be deemed to be “restricted securities” under the Securities Act. As of December 31, 2021, the aggregate fair value of these securities is $1.1 billion or 18.3% of the Company’s net assets. The acquisition dates of the restricted securities are as follows:
Portfolio CompanyInvestmentAcquisition Date
ASP Conair Holdings LPClass A UnitsMay 17, 2021
BCTO WIW Holdings, Inc. (dba When I Work)Class A Common StockNovember 2, 2021
Blend Labs, Inc.Common StockFebruary 24, 2021
Blend Labs, Inc.WarrantsJuly 2, 2021
Brooklyn Lender Co-Invest 2, L.P.Common UnitsOctober 1, 2021
CD&R Value Building Partners I, L.P.LP InterestDecember 2, 2021
Denali Holding LP (dba Summit Companies)Class A UnitsSeptember 15, 2021
Evolution Parent, LP (dba SIAA)LP InterestApril 30, 2021
KOBHG Holdings, L.P. (dba OB Hospitalist)Class A InterestsSeptember 27, 2021
Gloves Holdings, LP (dba Protective Industrial Products)LP InterestDecember 29, 2020
GrowthCurve Capital Sunrise Co-Invest LPLP InterestDecember 16, 2021
Hercules Buyer, LLC (dba The Vincit Group)Common UnitsDecember 15, 2020
H-Food Holdings, LLCLLC InterestNovember 23, 2018
KPCI Holdings, LPClass A UnitsNovember 30, 2020
MessageBird Holding B.V.Extended Series C WarrantsMay 5, 2021
Metis HoldCo, Inc. (dba Mavis Tire Express Services)Series A Convertible Preferred StockMay 4, 2021
New PLI Holdings, LLCClass A Common UnitsDecember 23, 2020
ORCC Senior Loan Fund LLC (fka Sebago Lake LLC)LLC InterestJune 20, 2017
Patriot Holdings SCSp (dba Corza Health, Inc.)Class A UnitsJanuary 29, 2021
Patriot Holdings SCSp (dba Corza Health, Inc.)Class B UnitsJanuary 29, 2021
PCF Holdco, LLC (dba PCF Insurance Services)Class A UnitsNovember 1, 2021
PCF Holdco, LLC (dba PCF Insurance Services)Class A WarrantsOctober 29, 2021
PS Op Holdings LLCClass A Common UnitsDecember 21, 2021
Restore OMH Intermediate Holdings, Inc.Senior Preferred StockDecember 9, 2020
Skyline Holdco B, Inc. (dba Dodge Data & Analytics)Series A Preferred StockApril 14, 2021
Space Exploration Technologies Corp.Class A Common StockMarch 25, 2021
Space Exploration Technologies Corp.Class C Common StockMarch 25, 2021
Sunshine Software Holdings, Inc. (dba Cornerstone OnDemand, Inc.)Series A Preferred StockOctober 14, 2021
Thunder Topco L.P. (dba Vector Solutions)Common UnitsJune 30, 2021
VEPF Torreys Aggregator, LLC (dba MINDBODY, Inc.)Series A Preferred StockOctober 15, 2021
Windows EntitiesLLC UnitsJanuary 16, 2020
Wingspire Capital Holdings LLCLLC InterestSeptember 24, 2019
WMC Bidco, Inc.Senior Preferred StockNovember 9, 2021
* Refer to Note 4 “Investments – ORCC Senior Loan Fund LLC,” for further information.
** Refer to Note 3 “Agreements and Related Party Transactions – Controlled/Affiliated Portfolio Companies”.
(27)This portfolio company is not a qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of total assets. As of December 31, 2021, non-qualifying assets represented 9.9% of total assets as calculated in accordance with the regulatory requirements.
(28)Loan was on non-accrual status as of December 31, 2021.
(29)Investment is non-income producing.
(30)Investment represents multiple underlying investments, including Midwest Custom Windows, LLC, Greater Toronto Custom Windows, Corp., Garden State Custom Windows, LLC, Long Island Custom Windows, LLC, Jemico, LLC and Atlanta Custom Windows, LLC. Greater Toronto Custom Windows, Corp. is considered a non-qualifying asset, with a fair value of $8.0 million as of December 31, 2021.
(31)We invest in this portfolio company through underlying blocker entities Hercules Blocker 1 LLC, Hercules Blocker 2 LLC, Hercules Blocker 3 LLC, Hercules Blocker 4 LLC, and Hercules Blocker 5 LLC.
The accompanying notes are an integral part of these consolidated financial statements.
41

Owl Rock Capital Corporation
Consolidated Statements of Changes in Net Assets
(Amounts in thousands)
(Unaudited)


For the Three Months Ended June 30,
For the Six Months Ended June 30,
2022202120222021
Increase (Decrease) in Net Assets Resulting from Operations
Net investment income (loss)$125,124 $119,129 $247,479 $221,784 
Net change in unrealized gain (loss)(159,822)58,847 (242,009)111,726 
Net realized gain (loss)(248)(27,796)3,569 (25,485)
Net Increase (Decrease) in Net Assets Resulting from Operations(34,946)150,180 9,039 308,025 
Distributions
Distributions declared from earnings(1)
(122,085)(121,587)(244,404)(242,922)
Net Decrease in Net Assets Resulting from Shareholders' Distributions(122,085)(121,587)(244,404)(242,922)
Capital Share Transactions
Repurchase of common shares(10,017)— (10,017)— 
Reinvestment of distributions— 11,583 11,951 30,727 
Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions(10,017)11,583 1,934 30,727 
Total Increase (Decrease) in Net Assets(167,048)40,176 (233,431)95,830 
Net Assets, at beginning of period5,871,494 5,802,088 5,937,877 5,746,434 
Net Assets, at end of period$5,704,446 $5,842,264 $5,704,446 $5,842,264 
_______________
(1)For the three and six months ended June 30, 2022 and 2021, distributions declared from earnings were derived from net investment income and capital gains.
The accompanying notes are an integral part of these consolidated financial statements.
42

Owl Rock Capital Corporation
Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)

For the For the Six Months Ended June 30,
20222021
Cash Flows from Operating Activities
Net Increase (Decrease) in Net Assets Resulting from Operations$9,039 $308,025 
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:
Purchases of investments, net(1,376,470)(2,529,937)
Proceeds from investments and investment repayments, net1,285,718 1,609,568 
Net amortization/accretion of premium/discount on investments(23,467)(30,538)
Payment-in-kind interest and dividends(69,210)(24,332)
Net change in unrealized (gain) loss on investments238,306 (118,868)
Net change in unrealized (gains) losses on translation of assets and liabilities in foreign currencies4,071 2,714 
Net realized (gain) loss on investments(4,651)26,674 
Net realized (gain) loss on foreign currency transactions relating to investments(6)(12)
Amortization of debt issuance costs14,807 12,151 
Net change in unrealized gain (loss) on interest rate swap attributed to unsecured notes(65,238)(7,627)
Changes in operating assets and liabilities:
(Increase) decrease in receivable for investments sold— 6,316 
(Increase) decrease in interest receivable12,654 (11,936)
(Increase) decrease in receivable from a controlled affiliate(19,242)(1,627)
(Increase) decrease in prepaid expenses and other assets18,975 10,312 
Increase (decrease) in management fee payable103 8,069 
Increase (decrease) in incentive fee payable(2,701)6,200 
Increase (decrease) in payables to affiliate(1,490)(1,913)
Increase (decrease) in payables for investments purchased— 140,076 
Increase (decrease) in accrued expenses and other liabilities53,544 22,292 
Net cash provided by (used in) operating activities74,742 (574,393)
Cash Flows from Financing Activities
Borrowings on debt1,389,480 2,464,230 
Payments on debt(1,319,000)(1,350,000)
Debt issuance costs(6,658)(27,809)
Repurchases of common stock(10,015)— 
Cash distributions paid to shareholders(232,435)(242,695)
Net cash provided by (used in) financing activities(178,628)843,726 
Net increase (decrease) in cash and restricted cash, including foreign cash (restricted cash of $75,893 and $5,592, respectively)
(103,886)269,333 
Cash and restricted cash, including foreign cash, beginning of period (restricted cash of $21,481 and $8,841, respectively)
447,145 357,911 
Cash and restricted cash, including foreign cash, end of period (restricted cash of $97,374 and $14,433, respectively)
$343,259 $627,244 
The accompanying notes are an integral part of these consolidated financial statements.

43

Owl Rock Capital Corporation
Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)

For the For the Six Months Ended June 30,
20222021
Supplemental and Non-Cash Information
Interest paid during the period$101,231 $66,190 
Distributions declared during the period244,404 242,922 
Reinvestment of distributions during the period11,951 30,727 
Distributions Payable122,085 121,587 
Taxes, including excise tax, paid during the period1,266 3,030 
44

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited)

Note 1. Organization
Owl Rock Capital Corporation (the “Company”) is a Maryland corporation formed on October 15, 2015. The Company was formed primarily to originate and make loans to, and make debt and equity investments in, U.S. middle market companies. The Company invests in senior secured or unsecured loans, subordinated loans or mezzanine loans and, to a lesser extent, equity and equity-related securities including warrants, preferred stock and similar forms of senior equity, which may or may not be convertible into a portfolio company’s common equity. The Company’s investment objective is to generate current income and to a lesser extent, capital appreciation by targeting investment opportunities with favorable risk-adjusted returns.
The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for tax purposes, the Company is treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Because the Company has elected to be regulated as a BDC and qualifies as a RIC under the Code, the Company’s portfolio is subject to diversification and other requirements.
On April 27, 2016, the Company formed a wholly-owned subsidiary, OR Lending LLC, a Delaware limited liability company, which holds a California finance lenders license. OR Lending LLC makes loans to borrowers headquartered in California. From time to time the Company may form wholly-owned subsidiaries to facilitate the normal course of business.
Certain of the Company’s consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes.
Owl Rock Capital Advisors LLC (the “Adviser”) serves as the Company’s investment adviser. The Adviser is registered with the Securities and Exchange Commission (“SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), an indirect subsidiary of Blue Owl Capital Inc. ("Blue Owl") (NYSE: OWL) and part of Owl Rock, a division of Blue Owl focused on direct lending. Blue Owl consists of three divisions: (1) Owl Rock, which focuses on direct lending, (2) Dyal, which focuses on providing capital to institutional alternative asset managers and (3) Oak Street, which focuses on real estate strategies. Subject to the overall supervision of the Company’s board of directors (the “Board”), the Adviser manages the day-to-day operations of, and provides investment advisory and management services to, the Company.
On July 22, 2019, the Company closed its initial public offering (“IPO”), issuing 10 million shares of its common stock at a public offering price of $15.30 per share, and on August 2, 2019, the underwriters exercised their option to purchase an additional 1.5 million shares of common stock at a purchase price of $15.30 per share. Net of underwriting fees and offering costs, the Company received total cash proceeds of $164.0 million. The Company’s common stock began trading on the New York Stock Exchange (“NYSE”) under the symbol “ORCC” on July 18, 2019 ("Listing Date").
45


Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued

Note 2. Significant Accounting Policies
Basis of Presentation
The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies. In the opinion of management, all adjustments considered necessary for the fair presentation of the consolidated financial statements have been included. The Company was initially capitalized on March 1, 2016 and commenced operations on March 3, 2016. The Company’s fiscal year ends on December 31.
Use of Estimates
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual amounts could differ from those estimates and such differences could be material.
Cash
Cash consists of deposits held at a custodian bank and restricted cash pledged as collateral. Cash is carried at cost, which approximates fair value. The Company deposits its cash with highly-rated banking corporations and, at times, may exceed the insured limits under applicable law.
Investments at Fair Value
Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds received and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period. Investments for which market quotations are readily available are typically valued at the bid price of those market quotations. To validate market quotations, the Company utilizes a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. Debt and equity securities that are not publicly traded or whose market prices are not readily available, as is the case for substantially all of the Company’s investments, are valued at fair value as determined in good faith by the Board, based on, among other things, the input of the Adviser, the Company’s audit committee and independent third-party valuation firm(s) engaged at the direction of the Board.
As part of the valuation process, the Board takes into account relevant factors in determining the fair value of the Company’s investments, including: the estimated enterprise value of a portfolio company (i.e., the total fair value of the portfolio company’s debt and equity), the nature and realizable value of any collateral, the portfolio company’s ability to make payments based on its earnings and cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase or sale transaction, public offering or subsequent equity sale occurs, the Board considers whether the pricing indicated by the external event corroborates its valuation.
The Board undertakes a multi-step valuation process, which includes, among other procedures, the following:
With respect to investments for which market quotations are readily available, those investments will typically be valued at the bid price of those market quotations;
With respect to investments for which market quotations are not readily available, the valuation process begins with the independent valuation firm(s) providing a preliminary valuation of each investment to the Adviser’s valuation committee;
Preliminary valuation conclusions are documented and discussed with the Adviser’s valuation committee. Agreed upon valuation recommendations are presented to the Audit Committee;
The Audit Committee reviews the valuation recommendations and recommends values for each investment to the Board; and
The Board reviews the recommended valuations and determines the fair value of each investment.
The Company conducts this valuation process on a quarterly basis.
The Company applies Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and
46

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC 820, these levels are summarized below:
Level 1 – Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.
Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
Transfers between levels, if any, are recognized at the beginning of the period in which the transfer occurs. In addition to using the above inputs in investment valuations, the Company applies the valuation policy approved by its Board that is consistent with ASC 820. Consistent with the valuation policy, the Company evaluates the source of the inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (such as broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, the Company, or the independent valuation firm(s), reviews pricing support provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material.
In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected herein.
Rule 2a-5 under the 1940 Act was recently adopted by the SEC and establishes requirements for determining fair value in good faith for purposes of the 1940 Act. The Company is evaluating the impact of adopting Rule 2a-5 on the consolidated financial statements and intends to comply with the new rule’s requirements on or before the compliance date in September 2022.
Financial and Derivative Instruments
Pursuant to ASC 815 Derivatives and Hedging, all derivative instruments entered into by the Company are designated as hedging instruments. For all derivative instruments designated as a hedge, the entire change in the fair value of the hedging instrument shall be recorded in the same line item of the Consolidated Statements of Operations as the hedged item. The Company’s derivative instruments are used to hedge the Company’s fixed rate debt, and therefore both the periodic payment and the change in fair value for the effective hedge, if applicable, will be recognized as components of interest expense in the Consolidated Statements of Operations. Fair value is estimated by discounting remaining payments using applicable current market rates, or market quotes, if available.
Foreign Currency
Foreign currency amounts are translated into U.S. dollars on the following basis:
cash, fair value of investments, outstanding debt, other assets and liabilities: at the spot exchange rate on the last business day of the period; and
purchases and sales of investments, borrowings and repayments of such borrowings, income and expenses: at the rates of exchange prevailing on the respective dates of such transactions.
The Company includes net changes in fair values on investments held resulting from foreign exchange rate fluctuations with the change in unrealized gains (losses) on translation of assets and liabilities in foreign currencies on the Consolidated Statements of Operations. The Company’s current approach to hedging the foreign currency exposure in its non-U.S. dollar denominated investments is primarily to borrow the par amount in local currency under the Company’s Revolving Credit Facility to fund these investments. Fluctuations arising from the translation of foreign currency borrowings are included with the net change in unrealized gains (losses) on translation of assets and liabilities in foreign currencies on the Consolidated Statements of Operations.
47

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. dollar.

Interest and Dividend Income Recognition

Interest income is recorded on the accrual basis and includes amortization or accretion of premiums or discounts. Certain investments may have contractual payment-in-kind (“PIK”) interest or dividends. PIK interest and dividends represent accrued interest or dividends that are added to the principal amount or liquidation amount of the investment on the respective interest or dividend payment dates rather than being paid in cash and generally becomes due at maturity or at the occurrence of a liquidation event. For the three and six months ended June 30, 2022, PIK interest and PIK dividend income earned was $32.1 million and $59.6 million, representing 11.7% and 11.1% of investment income, respectively. For the three and six months ended June 30, 2021, PIK interest and PIK dividend income earned was $10.6 million and $22.2 million, representing less than 5% of investment income for both the three and six months ended June 30, 2021. Discounts to par value on securities purchased are amortized into interest income over the contractual life of the respective security using the effective yield method. Premiums to par value on securities purchased are amortized to first call date. The amortized cost of investments represents the original cost adjusted for the amortization or accretion of premiums or discounts, if any. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period.
Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. If at any point the Company believes PIK interest or dividends are not expected to be realized, the investment generating PIK interest or dividends will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest or dividends are generally reversed through interest income. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.
Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies.
Other Income
From time to time, the Company may receive fees for services provided to portfolio companies. These fees are generally only available to the Company as a result of closing investments, are generally paid at the closing of the investments, are generally non-recurring and are recognized as revenue when earned upon closing of the investment. The services that the Adviser provides vary by investment, but can include closing, work, diligence or other similar fees and fees for providing managerial assistance to our portfolio companies.
Offering Expenses
Costs associated with the private placement offering of common shares of the Company were capitalized as deferred offering expenses and included in prepaid expenses and other assets in the Consolidated Statements of Assets and Liabilities and were amortized over a twelve-month period from incurrence. The Company records expenses related to public equity offerings as a reduction of capital upon completion of an offering of registered securities. The costs associated with renewals of the Company’s shelf registration statement will be expensed as incurred.
Debt Issuance Costs
The Company records origination and other expenses related to its debt obligations as deferred financing costs. These expenses are deferred and amortized utilizing the effective yield method, over the life of the related debt instrument. Debt issuance costs are presented on the Consolidated Statements of Assets and Liabilities as a direct deduction from the debt liability. In circumstances in which there is not an associated debt liability amount recorded in the consolidated financial statements when the debt issuance costs are incurred, such debt issuance costs will be reported on the Consolidated Statements of Assets and Liabilities as an asset until the debt liability is recorded.
Reimbursement of Transaction-Related Expenses
The Company may receive reimbursement for certain transaction-related expenses in pursuing investments. Transaction-related expenses, which are generally expected to be reimbursed by the Company’s portfolio companies, are typically deferred until the transaction is consummated and are recorded in prepaid expenses and other assets on the date incurred. The costs of successfully
48

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
completed investments not otherwise reimbursed are borne by the Company and are included as a component of the investment’s cost basis.
Cash advances received in respect of transaction-related expenses are recorded as cash with an offset to accrued expenses and other liabilities. Accrued expenses and other liabilities are relieved as reimbursable expenses are incurred.
Income Taxes
The Company has elected to be treated as a BDC under the 1940 Act. The Company has elected to be treated as a RIC under the Code beginning with its taxable year ending December 31, 2016 and intends to continue to qualify as a RIC. So long as the Company maintains its tax treatment as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its shareholders as dividends. Instead, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s investors and will not be reflected in the consolidated financial statements of the Company.
To qualify as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Company must distribute to its shareholders, for each taxable year, at least 90% of its “investment company taxable income” for that year, which is generally its ordinary income plus the excess of its realized net short-term capital gains over its realized net long-term capital losses. In order for the Company not to be subject to U.S. federal excise taxes, it must distribute annually an amount at least equal to the sum of (i) 98% of its net ordinary income (taking into account certain deferrals and elections) for the calendar year, (ii) 98.2% of its capital gains in excess of capital losses for the one-year period ending on October 31 of the calendar year and (iii) any net ordinary income and capital gains in excess of capital losses for preceding years that were not distributed during such years. The Company, at its discretion, may carry forward taxable income in excess of calendar year dividends and pay a 4% nondeductible U.S. federal excise tax on this income.
Certain of the Company’s consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes.
The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. There were no material uncertain tax positions through December 31, 2021. The 2018 through 2020 tax years remain subject to examination by the IRS, and generally years 2017 through 2020 remain subject to examination by state and local tax authorities.
Distributions to Common Shareholders
Distributions to common shareholders are recorded on the record date. The amount to be distributed is determined by the Board and is generally based upon the earnings estimated by the Adviser. Net realized long-term capital gains, if any, would generally be distributed at least annually, although the Company may decide to retain such capital gains for investment.
The Company has adopted a dividend reinvestment plan that provides for reinvestment of any cash distributions on behalf of shareholders, unless a shareholder elects to receive cash. As a result, if the Board authorizes and declares a cash distribution, then the shareholders who have not “opted out” of the dividend reinvestment plan will have their cash distribution automatically reinvested in additional shares of the Company’s common stock, rather than receiving the cash distribution. The Company expects to use newly issued shares or shares purchased in the open-market to implement the dividend reinvestment plan.
Consolidation
As provided under Regulation S-X and ASC Topic 946 – Financial Services – Investment Companies, the Company will generally not consolidate its investment in a company other than a wholly-owned investment company or controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the accounts of the Company’s wholly-owned subsidiaries that meet the aforementioned criteria in its consolidated financial statements. All significant intercompany balances and transactions have been eliminated in consolidation.
The Company does not consolidate its equity interest in ORCC Senior Loan Fund LLC (fka Sebago Lake LLC) ("ORCC SLF") or Wingspire Capital Holdings LLC (“Wingspire”). For further description of the Company’s investment in ORCC SLF, see Note 4 “Investments”. For further description of the Company’s investment in Wingspire, see Note 3 “Agreements and Related Party Transactions – Controlled/Affiliated Portfolio Companies”.
New Accounting Pronouncements
In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848),” which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform. In January
49

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
2021, the FASB issued ASU No. 2021-01, “Reference Rate Reform (Topic 848),” which expanded the scope of Topic 848 to include derivative instruments impacted by discounting transition. ASU 2020-04 and ASU 2021-01 are effective for all entities through December 31, 2022.
ASU No. 2021-01 provides increased clarity as the Company continues to evaluate the transition of reference rates and is currently evaluating the impact of adopting ASU No. 2020-04 and 2021-01 on the consolidated financial statements.
In June 2022, the FASB issued ASU No. 2022-03, “Fair Value Measurement (Topic 820),” which clarifies the guidance in Topic 820 when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security and introduces new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820. The amendments affect all entities that have investments in equity securities measured at fair value that are subject to a contractual sale restriction. ASU 2022-03 is effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. For all other entities the amendments are effective for fiscal years beginning after December 15, 2024, and interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. An entity that qualifies as an investment company under Topic 946 should apply the amendments in ASU No. 2022-03 to an investment in an equity security subject to a contractual sale restriction that is executed or modified on or after the date of adoption. The Company is currently evaluating the impact of adopting ASU No. 2022-03 on the consolidated financial statements.
Other than the aforementioned guidance, the Company’s management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying consolidated financial statements.
Note 3. Agreements and Related Party Transactions
Administration Agreement
The Company has entered into an amended and restated Administration Agreement (the “Administration Agreement”) with the Adviser. The Administration Agreement became effective on May 18, 2021 upon consummation of the transaction (the "Transaction") pursuant to which Owl Rock Capital Group, the parent of the Adviser (and a subsidiary of Owl Rock Capital Partners LP), and Dyal Capital Partners merged to form Blue Owl. The terms of the Administration Agreement are identical to the terms of the prior administration agreement. Under the terms of the Administration Agreement, the Adviser performs, or oversees, the performance of, required administrative services, which includes providing office space, equipment and office services, maintaining financial records, preparing reports to shareholders and reports filed with the SEC, and managing the payment of expenses and the performance of administrative and professional services rendered by others.
The Administration Agreement also provides that the Company reimburses the Adviser for certain offering costs.
The Company reimburses the Adviser for services performed for it pursuant to the terms of the Administration Agreement. In addition, pursuant to the terms of the Administration Agreement, the Adviser may delegate its obligations under the Administration Agreement to an affiliate or to a third party and the Company will reimburse the Adviser for any services performed for it by such affiliate or third party.
Unless earlier terminated as described below, the Administration Agreement will remain in effect for two years from the date it first became effective, and will remain in effect from year to year thereafter if approved annually by (1) the vote of the Board, or by the vote of a majority of its outstanding voting securities, and (2) the vote of a majority of the Company’s directors who are not “interested persons” of the Company, of the Adviser or of any of their respective affiliates, as defined in the 1940 Act. On May 3, 2022, the Board approved the continuation of the Administration Agreement. The Administration Agreement may be terminated at any time, without the payment of any penalty, on 60 days’ written notice, by the vote of a majority of the outstanding voting securities of the Company, or by the vote of the Board or by the Adviser.
No person who is an officer, director, or employee of the Adviser or its affiliates and who serves as a director of the Company receives any compensation from the Company for his or her services as a director. However, the Company reimburses the Adviser (or its affiliates) for an allocable portion of the compensation paid by the Adviser or its affiliates to the Company’s Chief Compliance Officer, Chief Financial Officer and their respective staffs (based on the percentage of time those individuals devote, on an estimated basis, to the business and affairs of the Company). Directors who are not affiliated with the Adviser receive compensation for their services and reimbursement of expenses incurred to attend meetings.
For the three and six months ended June 30, 2022, the Company incurred expenses of approximately $1.4 million and $2.9 million, respectively, for costs and expenses reimbursable to the Adviser under the terms of the Administration Agreement. For the three and six months ended June 30, 2021, the Company incurred expenses of approximately $1.7 million and $2.9 million, respectively, for costs and expenses reimbursable to the Adviser under the terms of the Administration Agreement.
50

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Investment Advisory Agreement
The Company has entered into an amended and restated Investment Advisory Agreement (the “Investment Advisory Agreement”) with the Adviser. The Investment Advisory Agreement became effective on May 18, 2021 upon consummation of the Transaction. The terms of the Investment Advisory Agreement are identical to the terms of the prior investment advisory agreement.
Under the terms of the Investment Advisory Agreement, the Adviser is responsible for managing the Company’s business and activities, including sourcing investment opportunities, conducting research, performing diligence on potential investments, structuring its investments, and monitoring its portfolio companies on an ongoing basis through a team of investment professionals.
The Adviser’s services under the Investment Advisory Agreement are not exclusive, and it is free to furnish similar services to other entities so long as its services to the Company are not impaired.
Unless earlier terminated as described below, the Investment Advisory Agreement will remain in effect for two years from the date it first became effective, and will remain in effect from year-to-year thereafter if approved annually by a majority of the Board or by the holders of a majority of our outstanding voting securities and, in each case, by a majority of independent directors. On May 3, 2022, the Board approved the continuation of the Investment Advisory Agreement.
The Investment Advisory Agreement will automatically terminate within the meaning of the 1940 Act and related SEC guidance and interpretations in the event of its assignment. In accordance with the 1940 Act, without payment of any penalty, the Company may terminate the Investment Advisory Agreement with the Adviser upon 60 days’ written notice. The decision to terminate the agreement may be made by a majority of the Board or the shareholders holding a majority (as defined under the 1940 Act) of the outstanding shares of the Company’s common stock or the Adviser. In addition, without payment of any penalty, the Adviser may generally terminate the Investment Advisory Agreement upon 60 days’ written notice and, in certain circumstances, the Adviser may only be able to terminate the Investment Advisory Agreement upon 120 days’ written notice.
From time to time, the Adviser may pay amounts owed by the Company to third-party providers of goods or services, including the Board, and the Company will subsequently reimburse the Adviser for such amounts paid on its behalf. Amounts payable to the Adviser are settled in the normal course of business without formal payment terms.
Under the terms of the Investment Advisory Agreement, the Company will pay the Adviser a base management fee and may also pay to it certain incentive fees. The cost of both the management fee and the incentive fee will ultimately be borne by the Company’s shareholders.
The management fee is currently payable quarterly in arrears. The management fee is payable at an annual rate of (x) 1.50% of the Company’s average gross assets (excluding cash and cash equivalents, but including assets purchased with borrowed amounts) that is above an asset coverage ratio of 200% calculated in accordance with Sections 18 and 61 of the 1940 Act and (y) 1.00% of the Company’s average gross assets (excluding cash and cash equivalents, but including assets purchased with borrowed amounts) that is below an asset coverage ratio of 200% calculated in accordance with Section 18 and 61 of the 1940 Act, in each case, at the end of the two most recently completed calendar quarters. The management fee for any partial month or quarter, as the case may be, will be appropriately prorated and adjusted for any share issuances or repurchases during the relevant calendar months or quarters, as the case may be.
For the three and six months ended June 30, 2022, management fees were $46.9 million and $94.3 million, respectively. For the three and six months ended June 30, 2021, management fees were $44.0 million and $86.1 million, respectively.
The incentive fee consists of two components that are independent of each other, with the result that one component may be payable even if the other is not. A portion of the incentive fee is based on the Company’s pre-incentive fee net investment income and a portion is based on the Company’s capital gains. The portion of the incentive fee based on pre-incentive fee net investment income is determined and paid quarterly in arrears commencing with the first calendar quarter following the Listing Date, and equals 100% of the pre-incentive fee net investment income in excess of a 1.5% quarterly “hurdle rate,” until the Adviser has received 17.5% of the total pre-incentive fee net investment income for that calendar quarter and, for pre-incentive fee net investment income in excess of 1.82% quarterly, 17.5% of all remaining pre-incentive fee net investment income for that calendar quarter.
The second component of the incentive fee, the capital gains incentive fee, payable at the end of each calendar year in arrears, equals 17.5% of cumulative realized capital gains from the Listing Date to the end of each calendar year, less cumulative realized capital losses and unrealized capital depreciation from the Listing Date to the end of each calendar year, less the aggregate amount of any previously paid capital gains incentive fee for prior periods. In no event will the capital gains incentive fee payable pursuant to the Investment Advisory Agreement be in excess of the amount permitted by the Advisers Act of 1940, as amended, including Section 205 thereof.
While the Investment Advisory Agreement neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, as required by U.S. GAAP, the Company accrues capital gains incentive fees on unrealized gains. This accrual reflects the incentive fees that would be payable to the Adviser if the Company’s entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.
51

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
For the three and six months ended June 30, 2022, the Company incurred $26.5 million and $52.5 million, respectively, of performance based incentive fees based on net investment income. For the three and six months ended June 30, 2021, the Company incurred $25.3 million and $47.0 million, respectively, of performance based incentive fees based on net investment income.
For the three and six months ended June 30, 2022 and 2021, the Company did not accrue capital gains based incentive fees (net of waivers).
Affiliated Transactions
The Company may be prohibited under the 1940 Act from participating in certain transactions with its affiliates without prior approval of the directors who are not interested persons, and in some cases, the prior approval of the SEC. The Company, the Adviser and certain of their affiliates have been granted an order for exemptive relief (the “Order”) by the SEC for the Company to co-invest with other funds managed by the Adviser or its affiliates in a manner consistent with the Company’s investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. Pursuant to such Order, the Company generally is permitted to co-invest with certain of its affiliates if a “required majority” (as defined in Section 57(o) of the 1940 Act) of the Board make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the transaction, including the consideration to be paid, are reasonable and fair to the Company and its shareholders and do not involve overreaching of the Company or its shareholders on the part of any person concerned, (2) the transaction is consistent with the interests of the Company’s shareholders and is consistent with its investment objective and strategies, (3) the investment by its affiliates would not disadvantage the Company, and the Company’s participation would not be on a basis different from or less advantageous than that on which its affiliates are investing and (4) the proposed investment by the Company would not benefit the Adviser or its affiliates or any affiliated person of any of them (other than the parties to the transaction), except to the extent permitted by the exemptive relief and applicable law, including the limitations set forth in Section 57(k) of the 1940 Act.
The Adviser is affiliated with Owl Rock Technology Advisors LLC (“ORTA”), Owl Rock Technology Advisors II LLC ("ORTA II"), Owl Rock Capital Private Fund Advisors LLC (“ORPFA”) and Owl Rock Diversified Advisors LLC (“ORDA” together with ORTA, ORTA II, ORPFA and the Adviser, the "Owl Rock Advisers"), which are also investment advisers. The Owl Rock Advisers are indirect affiliates of Blue Owl and comprise part of "Owl Rock," a division of Blue Owl focused on direct lending. The Owl Rock Advisers’ allocation policy seeks to ensure equitable allocation of investment opportunities over time between the Company and other funds managed by the Adviser or its affiliates. As a result of the Order, there could be significant overlap in the Company’s investment portfolio and the investment portfolio of other funds managed by the Adviser or its affiliates that could avail themselves of the Order and that have an investment objective similar to the Company's.
License Agreement
The Company has entered into a license agreement (the “License Agreement”), pursuant to which an affiliate of Blue Owl has granted the Company a non-exclusive license to use the name “Owl Rock.” Under the License Agreement, the Company has a right to use the Owl Rock name for so long as the Adviser or one of its affiliates remains the Company’s investment adviser. Other than with respect to this limited license, the Company will have no legal right to the “Owl Rock” name or logo.
Controlled/Affiliated Portfolio Companies
Under the 1940 Act, the Company is required to separately identify non-controlled investments where it owns 5% or more of a portfolio company’s outstanding voting securities and/or has the power to exercise control over the management or policies of such portfolio company as investments in “affiliated” companies. In addition, under the 1940 Act, the Company is required to separately identify investments where it owns more than 25% of a portfolio company’s outstanding voting securities and/or has the power to exercise control over the management or policies of such portfolio company as investments in “controlled” companies. Under the 1940 Act, “non-affiliated investments” are defined as investments that are neither controlled investments nor affiliated investments. Detailed information with respect to the Company’s non-controlled, non-affiliated; non-controlled, affiliated; and controlled affiliated investments is contained in the accompanying consolidated financial statements, including the consolidated schedule of investments.
The Company has made investments in controlled/affiliated companies, including ORCC SLF and Wingspire. For further description of ORCC SLF, see “Note 4. Investments”. Wingspire conducts its business through an indirectly owned subsidiary, Wingspire Capital LLC. Wingspire is an independent diversified direct lender focused on providing asset-based commercial finance loans and related senior secured loans to U.S.-based middle market borrowers. Wingspire offers a wide variety of asset-based financing solutions to businesses in an array of industries, including revolving credit facilities, machinery and equipment term loans, real estate term loans, first-in/last-out tranches, cash flow term loans, and opportunistic / bridge financings. The addition of Wingspire to the portfolio allows ORCC to participate in an asset class that offers differentiated yield with full collateral packages and covenants. Wingspire is led by a seasoned team of commercial finance veterans. The Company committed $50 million to Wingspire on September 24, 2019, and subsequently increased its commitment to $100 million on March 25, 2020, to $150 million on July 31, 2020, to $200 million on March 8, 2021, to $250 million on August 19, 2021, to $350 million on February 28, 2022 and again to $400 million on May 21, 2022. The Company does not consolidate its equity interest in Wingspire.
Note 4. Investments
The information in the tables below is presented on an aggregate portfolio basis, without regard to whether they are non-controlled non-affiliated, non-controlled affiliated or controlled affiliated investments.
52

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Investments at fair value and amortized cost consisted of the following as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
($ in thousands)Amortized CostFair ValueAmortized CostFair Value
First-lien senior secured debt investments$9,384,740 $9,243,181 $9,548,096 $9,539,774 
Second-lien senior secured debt investments1,902,686 1,825,467 1,919,453 1,921,447 
Unsecured debt investments295,406 269,752 197,198 196,485 
Preferred equity investments
311,756 296,766 256,630 260,869 
Common equity investments(1)
628,464 731,108 477,462 576,004 
Investment funds and vehicles(2)
313,589 281,852 249,714 247,061 
Total Investments$12,836,641 $12,648,126 $12,648,553 $12,741,640 
_______________
(1)Includes equity investment in Wingspire.
(2)Includes equity investment in ORCC SLF. See below, within Note 4, for more information regarding ORCC SLF.
The industry composition of investments based on fair value as of June 30, 2022 and December 31, 2021 was as follows:
June 30, 2022December 31, 2021
Advertising and media1.1 %0.9 %
Aerospace and defense2.8 2.9 
Automotive1.4 1.5 
Buildings and real estate5.0 5.4 
Business services2.9 3.3 
Chemicals2.3 2.3 
Consumer products4.0 4.0 
Containers and packaging1.3 1.3 
Distribution4.6 4.4 
Education1.0 1.0 
Financial services(1)9.9 8.4 
Food and beverage7.1 6.2 
Healthcare equipment and services4.1 4.2 
Healthcare providers and services4.4 7.1 
Healthcare technology4.8 4.6 
Household products2.1 1.8 
Human resource support services1.5 1.6 
Infrastructure and environmental services1.4 1.5 
Insurance8.8 8.8 
Internet software and services11.9 11.3 
Investment funds and vehicles(2)2.2 1.9 
Leisure and entertainment2.2 2.2 
Manufacturing5.7 5.7 
Oil and gas0.9 0.9 
Professional services2.7 3.0 
Specialty retail2.1 2.0 
Transportation1.8 1.8 
Total100.0 %100.0 %
_______________
(1)Includes equity investment in Wingspire.
(2)Includes equity investment in ORCC SLF. See below, within Note 4, for more information regarding ORCC SLF.
53

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
The geographic composition of investments based on fair value as of June 30, 2022 and December 31, 2021 was as follows:
June 30, 2022December 31, 2021
United States:
Midwest18.7 %17.0 %
Northeast19.5 19.7 
South34.9 38.2 
West20.1 18.6 
International6.8 6.5 
Total100.0 %100.0 %
ORCC Senior Loan Fund (fka Sebago Lake LLC)
ORCC Senior Loan Fund LLC (fka Sebago Lake LLC), a Delaware limited liability company, was formed as a joint venture between the Company and The Regents of the University of California (“Regents”) and commenced operations on June 20, 2017. ORCC SLF’s principal purpose is to make investments, primarily in senior secured loans that are made to middle-market companies or in broadly syndicated loans. Through June 30, 2021, both the Company and Regents (the “Initial Members”) had a 50% economic ownership in ORCC SLF. Each of the Initial Members initially agreed to contribute up to $100 million to ORCC SLF. On July 26, 2018, each of the Initial Members increased their contribution to ORCC SLF up to an aggregate of $125 million. Effective as of June 30, 2021, capital commitments to ORCC SLF were increased to an aggregate of $371.5 million. In connection with this change, the Company increased its economic ownership interest to 87.5% from 50.0% and Regents transferred its remaining economic interest of 12.5% to Nationwide Life Insurance Company (“Nationwide” and together with the Company, the “Members” and each a “Member”). ORCC SLF is managed by the Members, each of which have equal voting rights. Investment decisions must be approved by each of the Members. Except under certain circumstances, contributions to ORCC SLF cannot be redeemed.
The Company has determined that ORCC SLF is an investment company under ASC 946; however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a wholly owned investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Other than for purposes of the 1940 Act, the Company does not believe that it has control over this portfolio company. Accordingly, the Company does not consolidate its non-controlling interest in ORCC SLF.
As of June 30, 2022 and December 31, 2021, ORCC SLF had total investments in senior secured debt at fair value of $997.3 million and $790.3 million, respectively. The determination of fair value is in accordance with ASC 820; however, such fair value is not included in the Board’s valuation process described herein. The following table is a summary of ORCC SLF’s portfolio as well as a listing of the portfolio investments in ORCC SLF’s portfolio as of June 30, 2022 and December 31, 2021:
($ in thousands)June 30, 2022December 31, 2021
Total senior secured debt investments(1)$1,044,304 $798,420 
Weighted average spread over base rate(1)4.01 %4.14 %
Number of portfolio companies52 38 
Largest funded investment to a single borrower(1)40,483 40,693 
_______________
(1)At par.
ORCC Senior Loan Fund's Portfolio as of June 30, 2022
($ in thousands)
(Unaudited)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Debt Investments
Aerospace and defense
Applied Composites Holdings, LLC (fka AC&A Enterprises Holdings, LLC)(7)First lien senior secured loan L + 6.00%1/21/202534,291 34,100 33,310 10.3 %
Applied Composites Holdings, LLC (fka AC&A Enterprises Holdings, LLC)(7)(13)First lien senior secured revolving loan L + 5.50%1/21/20253,000 2,995 2,913 0.9 %
Bleriot US Bidco Inc.(7)(9)First lien senior secured loan L + 4.00%10/30/202625,497 25,401 24,689 7.7 %
Dynasty Acquisition Co., Inc. (dba StandardAero Limited)(7)First lien senior secured loan L + 3.50%4/6/202638,900 38,790 37,223 11.6 %
54

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
ORCC Senior Loan Fund's Portfolio as of June 30, 2022
($ in thousands)
(Unaudited)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
101,688 101,286 98,135 30.5 %
Automotive
Holley, Inc.(7)(9)First lien senior secured loan L + 3.75%11/17/202823,615 23,461 22,238 6.9 %
Holley, Inc.(7)(9)(10)(11)(12)First lien senior secured delayed draw term loan L + 3.75%5/18/2022(501)(501)(501)(0.2)%
Mavis Tire Express Services Topco Corp. (9)(14)First lien senior secured loanS + 4.00%5/4/20282,941 2,920 2,713 0.8 %
PAI Holdco, Inc.(7)(9)First lien senior secured loan L + 3.50%10/28/20279,937 9,807 9,440 2.9 %
35,992 35,687 33,890 10.4 %
Buildings and Real estate
CoreLogic Inc. (6)(9)First lien senior secured loan L + 3.50%6/2/202812,420 11,543 10,296 3.2 %
Wrench Group, LLC.(7)First lien senior secured loan L + 4.00%4/30/202632,175 32,049 31,773 9.9 %
44,595 43,592 42,069 13.1 
Business Services
Capstone Acquisition Holdings, Inc. (6)First lien senior secured loan L + 4.75%11/12/20274,979 4,937 4,941 1.5 %
Capstone Acquisition Holdings, Inc. (6)(10)(12)First lien senior secured delayed draw term loan L + 4.75%5/12/2022313 306 303 0.1 %
CoolSys, Inc.(6)First lien senior secured loan L + 4.75%8/11/202814,002 13,879 12,602 3.9 %
CoolSys, Inc.(10)(11)(12)(13)First lien senior secured delayed draw term loan L + 4.75%8/11/2023— (21)(243)(0.1)%
ConnectWise, LLC(7)(9)First lien senior secured loan L + 3.50%9/29/202816,915 16,838 15,448 4.8 %
LABL, Inc.(6)First lien senior secured loan L + 5.00%10/29/20287,960 7,852 7,748 2.4 %
Packers Holdings, LLC(6)(9)First lien senior secured loan L + 3.25%3/9/202821,171 20,751 19,332 6.0 %
Vistage International, Inc.(6)First lien senior secured loan L + 4.00%2/10/202529,761 29,663 29,760 9.2 %
95,101 94,205 89,891 27.8 %
Chemicals
Aruba Investments Holdings LLC (dba Angus Chemical Company)(6)First lien senior secured loan L + 4.00%11/24/202715,955 15,576 14,838 4.6 %
Consumer Products
Olaplex, Inc.(15)First lien senior secured loanS + 3.75%2/23/202914,963 14,927 14,663 4.6 %
Containers and Packaging
BW Holding, Inc.(15)First lien senior secured loanS + 4.00%12/14/202811,215 10,983 10,906 3.4 %
BW Holding, Inc.(10)(12)(15)First lien senior secured delayed draw term loanS + 4.00%12/17/20231,043 1,033 1,014 0.3 %
Five Star Lower Holding LLC (14)First lien senior secured loanS + 4.25%5/5/202921,875 21,577 21,547 6.7 %
Ring Container Technologies Group, LLC (dba Ring Container Technologies)(7)(9)First lien senior secured loan L + 3.75%8/12/202824,875 24,820 23,569 7.3 %
Valcour Packaging, LLC(8)First lien senior secured loan L + 3.75%10/4/20286,983 6,961 6,955 2.2 %
65,991 65,374 63,991 19.9 %
Distribution
BCPE Empire Holdings, Inc. (dba Imperial-Dade) (14)First lien senior secured loan L + 4.63%6/11/202624,938 24,068 24,065 7.5 %
Dealer Tire, LLC(6)(9)First lien senior secured loan L + 4.25%12/12/202536,075 35,946 34,437 10.7 %
SRS Distribution, Inc.(7)(9)First lien senior secured loan L + 3.50%6/2/20289,925 9,861 9,136 2.8 %
70,938 69,875 67,638 21.0 %
55

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
ORCC Senior Loan Fund's Portfolio as of June 30, 2022
($ in thousands)
(Unaudited)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Education
Spring Education Group, Inc. (fka SSH Group Holdings, Inc.)(7)First lien senior secured loan L + 4.25%7/30/202533,687 33,638 33,416 10.4 %
Sophia, L.P. (14)First lien senior secured loan L + 4.25%10/7/202720,000 19,806 19,800 6.1 %
53,687 53,444 53,216 16.5 %
Food and beverage
Balrog Acquisition, Inc. (dba Bakemark)(7)First lien senior secured loan L + 4.00%9/5/202824,875 24,642 23,569 7.3 %
Dessert Holdings(7)First lien senior secured loan L + 4.00%6/9/202822,049 21,909 20,230 6.3 %
Dessert Holdings(10)(11)(12)First lien senior secured delayed draw term loan L + 4.00%6/9/2023— — (313)(0.1)%
Eagle Parent Corp.(15)First lien senior secured loanS + 4.25%4/2/20297,481 7,300 7,157 2.2 %
Sovos Brands Intermediate, Inc.(8)(9)First lien senior secured loan L + 3.50%6/8/202820,724 20,679 19,520 6.1 %
Naked Juice LLC (dba Tropicana)(9)(15)First lien senior secured loanS + 3.25%1/24/20292,000 1,995 1,858 0.6 %
77,129 76,525 72,021 22.4 %
Healthcare equipment and services
Cadence, Inc.(8)First lien senior secured loan L + 5.00%5/21/202526,576 26,273 25,629 8.0 %
Cadence, Inc.(8)(10)(13)First lien senior secured revolving loan L + 5.00%5/21/20243,670 3,630 3,408 1.1 %
Confluent Medical Technologies, Inc.(15)First lien senior secured loanS + 3.75%2/16/20294,988 4,964 4,850 1.5 %
Packaging Coordinators Midco, Inc.(7)(9)First lien senior secured loan L + 3.75%11/30/20274,962 4,951 4,679 1.5 %
Medline Intermediate, LP(6)(9)First lien senior secured loan L + 3.25%10/23/202824,938 24,826 23,087 7.2 %
65,134 64,644 61,653 19.3 %
Healthcare providers and services
Confluent Health, LLC(6)First lien senior secured loan L + 4.00%11/30/202820,524 20,429 19,959 6.2 %
Confluent Health, LLC(6)(10)(12)(13)First lien senior secured delayed draw term loan L + 4.00%11/30/2023863 843 239 0.1 %
Phoenix Newco, Inc. (dba Parexel)(6)(9)First lien senior secured loan L + 3.25%11/15/202827,431 27,304 25,703 8.0 %
Physician Partners, LLC(14)First lien senior secured loanS + 4.00%12/26/20289,975 9,880 9,426 2.9 %
58,793 58,456 55,327 17.2 %
Healthcare technology
Athenahealth, Inc.(9)(14)First lien senior secured loanS + 3.50%2/15/202917,101 17,020 15,701 4.9 %
Athenahealth, Inc.(9)(10)(11)(12)(13)First lien senior secured delayed draw term loan L + 3.50%8/15/2023— — (223)(0.1)%
Help/Systems Holdings, Inc.(9)(14)First lien senior secured loanS + 4.00%11/19/202614,924 14,849 13,946 4.3 %
Imprivata, Inc.(14)First lien senior secured loanS + 4.25% 12/1/202720,000 19,401 19,420 6.0 %
PointClickCare Technologies Inc.(15)First lien senior secured loanS + 4..00%12/29/20279,975 9,832 9,676 3.0 %
62,000 61,102 58,520 18.1 %
Infrastructure and environmental services
CHA Holding, Inc.(7)First lien senior secured loan L + 4.50%4/10/202540,483 40,292 39,891 12.4 %
Insurance
AmeriLife Holdings LLC (6)(9)First lien senior secured loan L + 4.00%3/18/202711,919 11,845 11,379 3.5 %
56

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
ORCC Senior Loan Fund's Portfolio as of June 30, 2022
($ in thousands)
(Unaudited)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Integro Parent Inc.(7)First lien senior secured loan L + 2.50%10/31/202235,615 35,602 34,713 10.8 %
Integro Parent Inc.(7)(10)(13)First lien senior secured revolving loan L + 2.50%4/30/20221,665 1,665 1,665 0.5 %
49,199 49,112 47,757 14.8 %
Internet software and services
DCert Buyer, Inc. (dba DigiCert)(6)(9)First lien senior secured loan L + 4.00%10/16/202622,106 22,030 21,071 6.5 %
Trader Interactive, LLC (fka Dominion Web Solutions, LLC)(6)First lien senior secured loan L + 3.75%7/28/202823,659 23,557 23,540 7.3 %
45,765 45,587 44,611 13.8 %
Manufacturing
Engineered Machinery Holdings (dba Duravant)(7)(9)First lien senior secured loan L + 3.75%5/19/202834,825 34,671 32,628 10.1 %
Pro Mach Group, Inc.(6)(9)First lien senior secured loan L + 4.00%8/31/202823,695 23,590 22,302 6.9 %
Pro Mach Group, Inc.(9)(10)(11)(12)First lien senior secured delayed draw term loan L + 4.00%8/31/2023— (2)(64)— %
Gloves Buyer, Inc. (dba Protective Industrial Products)(6)First lien senior secured loan L + 4.00%12/29/202714,912 14,730 14,633 4.5 %
73,432 72,989 69,499 21.5 %
Professional Services
Apex Group Treasury, LLC(7)First lien senior secured loan L + 3.75%7/27/202832,850 32,742 31,208 9.7 %
Sovos Compliance, LLC(6)(9)First lien senior secured loan L + 4.50%8/11/202821,854 21,723 20,531 6.4 %
Sovos Compliance, LLC(6)(9)(10)(12)First lien senior secured delayed draw term loan L + 4.50%8/12/20233,793 3,767 3,563 1.1 %
58,497 58,232 55,302 17.2 %
Telecommunications
Park Place Technologies, LLC (9)(14)First lien senior secured loanS + 5.00%11/10/202714,962 14,479 14,338 4.5 %
Total Debt Investments1,044,304 1,035,384 997,250 309.6 %
Total Investments1,044,304 1,035,384 997,250 309.6 %

_______________
(1)Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Unless otherwise indicated, ORCC SLF’s investments are pledged as collateral supporting the amounts outstanding under ORCC SLF’s credit facility.
(3)The amortized cost represents the original cost adjusted for the amortization or accretion of premiums or discounts, as applicable, on debt investments using the effective interest method.
(4)Unless otherwise indicated, all investments are considered Level 3 investments.
(5)Unless otherwise indicated, loan contains a variable rate structure and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) (which can include one-, two-, three- or six-month LIBOR) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.
(6)The interest rate on these loans is subject to 1 month LIBOR, which as of June 30, 2022 was 1.79%.
(7)The interest rate on these loans is subject to 3 month LIBOR, which as of June 30, 2022 was 2.29%.
(8)The interest rate on these loans is subject to 6 month LIBOR, which as of June 30, 2022 was 2.94%.
(9)Level 2 investment.
(10)Position or portion thereof is an unfunded loan commitment.
(11)The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value is the result of the capitalized discount on the loan.
(12)The date disclosed represents the commitment period of the unfunded term loan. Upon expiration of the commitment period, the funded portion of the term loan may be subject to a longer maturity date.
(13)Investment is not pledged as collateral under ORCC SLF’s credit facility.
(14)The interest rate on these loans is subject to 1 month SOFR, which as of June 30, 2022 was 1.69%.
(15)The interest rate on these loans is subject to 3 month SOFR, which as of June 30, 2022 was 2.12%.
57

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued

ORCC Senior Loan Fund's Portfolio as of December 31, 2021
($ in thousands)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Debt Investments
Aerospace and defense
Applied Composites Holdings, LLC (fka AC&A Enterprises Holdings, LLC)(8)First lien senior secured loan L + 5.50%12/21/2023$34,470 $34,219 $33,961 12.0 %
Applied Composites Holdings, LLC (fka AC&A Enterprises Holdings, LLC)(8)(14)First lien senior secured revolving loan L + 5.50%12/21/20223,000 2,989 2,956 1.0 %
Bleriot US Bidco Inc.(8)(10)First lien senior secured loan L + 4.00%10/30/202624,627 24,522 24,585 8.7 %
Dynasty Acquisition Co., Inc. (dba StandardAero Limited)(8)First lien senior secured loan L + 3.50%4/6/202639,100 38,976 36,796 13.0 %
101,197 100,706 98,298 34.7 %
Automotive
Holley, Inc.(8)(10)First lien senior secured loan L + 3.75%11/17/202817,100 17,016 17,032 6.0 %
Holley, Inc.(8)(10)(11)(13)First lien senior secured delayed draw term loan L + 3.75%5/18/2022855 855 844 0.3 %
PAI Holdco, Inc.(8)(10)(14)First lien senior secured loan L + 3.75%10/28/20274,987 4,975 4,975 1.9 %
22,942 22,846 22,851 8.2 %
Buildings and Real estate
Wrench Group, LLC.(8)First lien senior secured loan L + 4.00%4/30/202632,341 32,198 32,179 11.4 %
Business Services
CoolSys, Inc.(8)First lien senior secured loan L + 4.75%8/11/202816,955 16,793 16,785 5.9 %
CoolSys, Inc.(11)(12)(13)(14)First lien senior secured delayed draw term loan L + 4.75%8/11/2023— (29)(30)— %
ConnectWise, LLC(8)First lien senior secured loan L + 3.50%9/29/202817,000 16,918 16,879 6.0 %
LABL, Inc.(8)First lien senior secured loan L + 5.00%10/29/20288,000 7,883 7,879 2.8 %
Packers Holdings, LLC(9)(10)First lien senior secured loan L + 3.25%3/9/20289,951 9,808 9,879 3.5 %
Vistage International, Inc.(8)First lien senior secured loan L + 4.00%2/10/202529,922 29,807 29,919 10.6 %
81,828 81,180 81,311 28.8 %
Chemicals
Aruba Investments Holdings LLC (dba Angus Chemical Company)(9)(14)First lien senior secured loan L + 4.00%11/24/2027998 998 998 0.4 %
Containers and Packaging
BW Holding, Inc.(8)(14)First lien senior secured loan L + 4.00%12/14/20283,954 3,914 3,914 1.4 %
BW Holding, Inc.(11)(12)(13)(14)First lien senior secured delayed draw term loan L + 4.00%12/17/2023— (5)(5)— %
Ring Container Technologies Group, LLC (dba Ring Container Technologies)(6)(10)First lien senior secured loan L + 3.75%8/12/202825,000 24,940 25,025 8.9 %
Valcour Packaging, LLC(7)First lien senior secured loan L + 3.75%10/4/20287,000 6,976 6,965 2.5 %
35,954 35,825 35,899 12.8 %
Distribution
Dealer Tire, LLC(6)(10)First lien senior secured loan L + 4.25%12/12/202536,260 36,114 36,206 12.8 %
SRS Distribution, Inc.(9)(10)First lien senior secured loan L + 3.75%6/2/20289,975 9,906 9,943 3.5 %
46,235 46,020 46,149 16.3 %
Education
Spring Education Group, Inc. (fka SSH Group Holdings, Inc.)(8)First lien senior secured loan L + 4.25%7/30/202533,862 33,805 33,003 11.7 %
Food and beverage
58

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
ORCC Senior Loan Fund's Portfolio as of December 31, 2021
($ in thousands)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Balrog Acquisition, Inc. (dba Bakemark)(9)First lien senior secured loan L + 4.00%9/5/202825,000 24,749 24,938 8.8 %
Dessert Holdings(8)First lien senior secured loan L + 4.00%6/9/202820,160 20,019 20,001 7.1 %
Dessert Holdings(11)(12)(13)First lien senior secured delayed draw term loan L + 4.00%6/9/2023— — (2)— %
Sovos Brands Intermediate, Inc.(8)(10)First lien senior secured loan L + 3.75%6/8/202820,724 20,676 20,693 7.3 %
65,884 65,444 65,630 23.2 %
Healthcare equipment and services
Cadence, Inc.(6)First lien senior secured loan L + 5.00%5/21/202526,714 26,363 26,195 9.3 %
Cadence, Inc.(6)(11)(14)First lien senior secured revolving loan L + 5.00%5/21/20242,055 2,004 1,912 0.7 %
Medline Borrower, LP(6)(10)First lien senior secured loan L + 3.25%10/23/202825,000 24,882 24,990 8.9 %
Packaging Coordinators Midco, Inc.(8)(10)(14)First lien senior secured loan L + 3.75%11/30/20274,987 4,975 4,983 1.8 %
58,756 58,224 58,080 20.7 %
Healthcare providers and services
Confluent Health, LLC(6)First lien senior secured loan L + 4.00%11/30/202820,575 20,473 20,472 7.3 %
Confluent Health, LLC(11)(12)(13)(14)First lien senior secured delayed draw term loan L + 4.00%11/30/2023— (22)(22)— %
Phoenix Newco, Inc. (dba Parexel)(6)(10)(14)First lien senior secured loan L + 3.50%11/15/202827,500 27,363 27,489 9.7 %
Unified Women's Healthcare, LP(6)First lien senior secured loan L + 4.25%12/20/202719,950 19,857 19,863 7.0 %
68,025 67,671 67,802 24.0 %
Healthcare technology
VVC Holdings Corp. (dba Athenahealth, Inc.)(8)(10)First lien senior secured loan L + 4.25%2/11/202617,179 16,961 17,162 6.1 %
Infrastructure and environmental services
CHA Holding, Inc.(8)First lien senior secured loan L + 4.50%4/10/202540,693 40,471 40,171 14.2 %
Insurance
AmeriLife Holdings LLC(6)(10)(14)First lien senior secured loan L + 4.00%3/18/20277,980 7,940 7,946 2.8 %
Integro Parent Inc.(9)First lien senior secured loan L + 5.75%10/31/202229,615 29,584 28,422 10.1 %
Integro Parent Inc.(8)(11)(14)First lien senior secured revolving loan L + 4.50%4/30/20226,000 6,000 5,764 2.0 %
43,595 43,524 42,132 14.9 %
Internet software and services
DCert Buyer, Inc. (dba DigiCert)(6)(10)First lien senior secured loan L + 4.00%10/16/202622,219 22,135 22,161 7.8 %
Trader Interactive, LLC (fka Dominion Web Solutions, LLC)(9)(14)First lien senior secured loan L + 4.00%7/28/202825,000 24,886 24,875 8.8 %
47,219 47,021 47,036 16.6 %
Manufacturing
Engineered Machinery Holdings (dba Duravant)(8)(10)First lien senior secured loan L + 3.75%5/19/202835,000 34,834 34,864 12.3 %
Pro Mach Group, Inc.(8)(10)First lien senior secured loan L + 4.00%8/31/202822,207 22,100 22,262 7.9 %
Pro Mach Group, Inc.(10)(11)(13)(14)First lien senior secured delayed draw term loan L + 4.00%8/31/2023— — — — %
Gloves Buyer, Inc. (dba Protective Industrial Products)(6)(14)First lien senior secured loan L + 4.00%12/29/20277,500 7,463 7,463 2.6 %
64,707 64,397 64,589 22.8 %
Professional Services
Apex Group Treasury, LLC(8)First lien senior secured loan L + 3.75%7/27/202819,950 19,900 19,900 7.0 %
59

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
ORCC Senior Loan Fund's Portfolio as of December 31, 2021
($ in thousands)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Sovos Compliance, LLC(6)(10)First lien senior secured loan L + 4.50%8/11/202817,055 17,011 17,087 6.1 %
Sovos Compliance, LLC(10)(11)(13)First lien senior secured delayed draw term loan L + 4.50%8/12/2023— — — — %
37,005 36,911 36,987 13.1 %
Total Debt Investments798,420 794,202 790,277 279.9 %
Total Investments$798,420 $794,202 $790,277 279.9 %
(1)Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Unless otherwise indicated, ORCC SLF’s investments are pledged as collateral supporting the amounts outstanding under ORCC SLF’s credit facility.
(3)The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(4)Unless otherwise indicated, all investments are considered Level 3 investments.
(5)Unless otherwise indicated, loan contains a variable rate structure and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) (which can include one-, two-, three- or six-month LIBOR) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.
(6)The interest rate on these loans is subject to 1 month LIBOR, which as of December 31, 2021 was 0.10%.
(7)The interest rate on these loans is subject to 2 month LIBOR, which as of December 31, 2021 was 0.15%.
(8)The interest rate on these loans is subject to 3 month LIBOR, which as of December 31, 2021 was 0.21%.
(9)The interest rate on these loans is subject to 6 month LIBOR, which as of December 31, 2021 was 0.34%.
(10)Level 2 investment.
(11)Position or portion thereof is an unfunded loan commitment.
(12)The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value is the result of the capitalized discount on the loan.
(13)The date disclosed represents the commitment period of the unfunded term loan. Upon expiration of the commitment period, the funded portion of the term loan may be subject to a longer maturity date.
(14)Investment is not pledged as collateral under ORCC SLF’s credit facility.
Below is selected balance sheet information for ORCC SLF as of June 30, 2022 and December 31, 2021:
($ in thousands)June 30, 2022
(Unaudited)
December 31, 2021
Assets
Investments at fair value (amortized cost of $1,035,384 and $794,202, respectively)$997,250 $790,277 
Cash33,280 60,723 
Interest receivable2,349 1,319 
Prepaid expenses and other assets1,279 111 
Total Assets$1,034,158 $852,430 
Liabilities
Debt (net of unamortized debt issuance costs of $6,436 and $5,368, respectively)$688,946 $469,514 
Distributions payable8,597 4,518 
Payable for investments purchased10,126 91,986 
Accrued expenses and other liabilities4,372 4,056 
Total Liabilities$712,041 $570,074 
Members' Equity
Members' Equity322,117 282,356 
Members' Equity322,117 282,356 
Total Liabilities and Members' Equity$1,034,158 $852,430 
60

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Below is selected statement of operations information for ORCC SLF for the three and six months ended June 30, 2022 and 2021:
Three Months Ended June 30,Six Months Ended June 30,
($ in thousands)2022202120222021
Investment Income
Interest income$12,730 $7,474 $22,742 $14,840 
Other income1,009 47 1,221 195 
Total Investment Income13,739 7,521 23,963 15,035 
Expenses— — — — 
Interest expense4,816 2,361 7,546 4,864 
Professional fees198 200 476 389 
Total Expenses5,014 2,561 8,022 5,253 
Net Investment Income Before Taxes8,725 4,960 15,941 9,782 
Tax expense (benefit)(722)180 (621)387 
Net Investment Income After Taxes$9,447 $4,780 $16,562 $9,395 
Net Realized and Change in Unrealized Gain (Loss) on Investments— — — — 
Net change in unrealized gain (loss) on investments(29,977)325 (34,209)1,448 
Net realized gain on investments— 20 137 
Total Net Realized and Change in Unrealized Gain (Loss) on Investments(29,976)325 (34,189)1,585 
Net Increase in Members' Equity Resulting from Operations$(20,529)$5,105 $(17,627)$10,980 


Note 5. Fair Value of Investments
Investments
The following tables present the fair value hierarchy of investments as of June 30, 2022 and December 31, 2021:
Fair Value Hierarchy as of June 30, 2022
($ in thousands)Level 1Level 2Level 3Total
First-lien senior secured debt investments$— $493 $9,242,688 $9,243,181 
Second-lien senior secured debt investments— 61,488 1,763,979 1,825,467 
Unsecured debt investments— — 269,752 269,752 
Preferred equity investments— — 296,766 296,766 
Common equity investments(1)
782 — 730,326 731,108 
Subtotal$782 $61,981 $12,303,511 $12,366,274 
Investments measured at NAV(2)
— — — 281,852 
Total Investments at fair value$782 $61,981 $12,303,511 $12,648,126 
_______________
(1)Includes equity investment in Wingspire.
(2)Includes equity investment in ORCC SLF.
61

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Fair Value Hierarchy as of December 31, 2021
($ in thousands)Level 1Level 2Level 3Total
First-lien senior secured debt investments$— $— $9,539,774 $9,539,774 
Second-lien senior secured debt investments— — 1,921,447 1,921,447 
Unsecured debt investments— — 196,485 196,485 
Preferred equity investments
— — 260,869 260,869 
Common equity investments(1)
3,873 515 571,616 576,004 
Subtotal$3,873 $515 $12,490,191 $12,494,579 
Investments measured at NAV(2)
— — — 247,061 
Total Investments at fair value$3,873 $515 $12,490,191 $12,741,640 
_______________
(1)Includes equity investment in Wingspire.
(2)Includes equity investment in ORCC SLF.
The following tables present changes in the fair value of investments for which Level 3 inputs were used to determine the fair value as of and for the three and six months ended June 30, 2022 and 2021:
As of and for the Three Months Ended June 30, 2022
($ in thousands)First-lien senior secured debt
investments
Second-lien senior secured
debt investments
Unsecured debt investmentsPreferred equity investmentsCommon equity
investments
Total
Fair value, beginning of period$9,435,175 $1,780,538 $266,195 $238,998 $645,507 $12,366,413 
Purchases of investments, net1,625,590 193,947 19,849 66,943 98,329 2,004,658 
Payment-in-kind27,417 3,307 2,916 5,845 155 39,640 
Proceeds from investments, net(1,773,839)(193,072)— — (25,753)(1,992,664)
Net change in unrealized gain (loss)(81,700)(56,130)(19,295)(15,197)12,088 (160,234)
Net realized gains (losses)(49)— — — — (49)
Net amortization/accretion of premium/discount on investments10,094 844 87 177 — 11,202 
Transfers into (out of) Level 3(1)— 34,545 — — — 34,545 
Fair value, end of period$9,242,688 $1,763,979 $269,752 $296,766 $730,326 $12,303,511 
________________
(1)Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur. For the three months ended June 30, 2022, transfers into Level 3 from Level 2 were a result of changes in the observability of significant inputs for certain portfolio companies.
62

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
As of and for the Six Months Ended June 30, 2022
($ in thousands)First-lien senior secured debt
investments
Second-lien senior secured debt
investments
Unsecured debt investmentsPreferred equity investmentsCommon equity investmentsTotal
Fair value, beginning of period$9,539,774 $1,921,447 $196,485 $260,869 $571,616 $12,490,191 
Purchases of investments, net2,924,093 300,964 89,239 73,940 279,427 3,667,663 
Payment-in-kind44,953 5,741 8,778 9,431 308 69,211 
Proceeds from investments, net(3,152,864)(324,109)— (33,693)(128,731)(3,639,397)
Net change in unrealized gain (loss)(133,211)(75,265)(24,942)(19,229)7,706 (244,941)
Net realized gains (losses)176 — — 4,482 — 4,658 
Net amortization/accretion of premium/discount on investments20,281 1,966 192 966 — 23,405 
Transfers into (out of) Level 3(1)
(514)(66,765)— — — (67,279)
Fair value, end of period$9,242,688 $1,763,979 $269,752 $296,766 $730,326 $12,303,511 
_______________
(1)Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur. For the six months ended June 30, 2022, transfers out of Level 3 into Level 2 were a result of changes in the observability of significant inputs for certain portfolio companies.
As of and for the Three Months Ended June 30, 2021
($ in thousands)First-lien senior secured debt
investments
Second-lien senior secured
debt investments
Unsecured debt investments
Preferred equity investments
Common equity
investments
Total
Fair value, beginning of period$8,742,831 $1,807,521 $191,211 $24,054 $348,273 $11,113,890 
Purchases of investments, net931,249 382,204 — 147,832 42,702 1,503,987 
Payment-in-kind6,096 — — 2,408 142 8,646 
Proceeds from investments, net(640,324)(240,799)— — (72,000)(953,123)
Net change in unrealized gain (loss)13,204 37,561 3,591 (65)12,281 66,572 
Net realized gains (losses)112 (30,306)— — (340)(30,534)
Net amortization of discount on investments13,969 3,973 126 106 — 18,174 
Transfers into (out of) Level 3(1)
— — — — — — 
Fair value, end of period$9,067,137 $1,960,154 $194,928 $174,335 $331,058 $11,727,612 
________________
(1)Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur.
As of and for the Six Months Ended June 30, 2021
($ in thousands)First-lien senior secured debt
investments
Second-lien senior secured debt
investments
Unsecured debt investments
Preferred equity investments(2)
Common equity investments(2)
Total
Fair value, beginning of period$8,389,486 $1,949,703 $59,562 $22,157 $230,307 $10,651,215 
Purchases of investments, net1,608,411 416,977 130,137 148,832 150,270 2,454,627 
Payment-in-kind18,473 — 2,292 3,332 237 24,334 
Proceeds from investments, net(1,028,435)(426,720)— — (72,000)(1,527,155)
Net change in unrealized gain (loss)54,789 43,202 2,778 (113)22,582 123,238 
Net realized gains (losses)557 (30,221)— — (340)(30,004)
Net amortization of discount on investments23,009 7,213 159 127 30,510 
Transfers into (out of) Level 3(1)
847 — — — — 847 
Fair value, end of period$9,067,137 $1,960,154 $194,928 $174,335 $331,058 $11,727,612 
63

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
_______________
(1)Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur. For the six months ended June 30, 2021, transfers into Level 3 from Level 2 were a result of changes in the observability of significant inputs for certain portfolio companies.
The following tables present information with respect to net change in unrealized gains on investments for which Level 3 inputs were used in determining the fair value that are still held by the Company for the three and six months ended June 30, 2022, and 2021:
Net change in unrealized gain (loss) for the Three Months Ended June 30, 2022 on Investments Held at June 30, 2022Net change in unrealized gain (loss) for the Three Months Ended June 30, 2021 on Investments Held at June 30, 2021
First-lien senior secured debt investments$(75,853)$18,965 
Second-lien senior secured debt investments(53,333)8,757 
Unsecured debt investments(19,293)3,591 
Preferred equity investments(15,197)(65)
Common equity investments12,090 12,548 
Total Investments$(151,586)$43,796 
Net change in unrealized gain (loss) for the Six Months Ended June 30, 2022 on Investments Held at June 30, 2022Net change in unrealized gain (loss) for the Six Months Ended June 30, 2021 on Investments Held at June 30, 2021
First-lien senior secured debt investments$(126,594)$62,084 
Second-lien senior secured debt investments(72,553)19,401 
Unsecured debt investments(24,942)2,778 
Preferred equity investments(18,970)(113)
Common equity investments2,434 22,582 
Total Investments$(240,625)$106,732 


64

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
The following tables present quantitative information about the significant unobservable inputs of the Company’s Level 3 investments as of June 30, 2022 and December 31, 2021. The weighted average range of unobservable inputs is based on fair value of investments. The tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.
As of June 30, 2022
($ in thousands)Fair ValueValuation TechniqueUnobservable InputRange (Weighted Average)Impact to Valuation from an
Increase in Input
First-lien senior secured debt investments$8,187,200 Yield AnalysisMarket Yield(8.7% - 28.9%) 11.8%Decrease
1,055,488 Recent TransactionTransaction Price(92.5% - 99.3%) 98.8%Increase
Second-lien senior secured debt investments$1,624,373 Yield AnalysisMarket Yield(11.7% - 22.5%) 15.0%Decrease
129,099 Recent TransactionTransaction Price(98.5% - 99.0%) 98.8%Increase
10,507 Collateral AnalysisRecovery Rate(16.5% - 16.5%) 16.5%Increase
Unsecured debt investments$177,921 Yield AnalysisMarket Yield(9.1% - 11.3%) 10.7%Decrease
86,696 Recent TransactionTransaction Price(97.0% - 99.3%) 98.8%Increase
5,135 Market ApproachEBITDA Multiple(14.0x - 14.0x) 14.0xIncrease
Preferred equity investments$229,778 Yield AnalysisMarket Yield(11.9% - 16.1%) 14.2%Decrease
66,943 Recent TransactionTransaction Price(97.3% - 97.5%) 97.3%Increase
45 Market ApproachEBITDA Multiple(11.5x - 11.5x) 11.5xIncrease
Common equity investments$698,828 Market ApproachEBITDA Multiple(1.2x - 23.3x) 3.9xIncrease
18,288 Recent TransactionTransaction Price(100.0% - 121.2%) 105.2%Increase
9,038 Market ApproachRevenue Multiple(1.3x -41.0x) 16.1xIncrease
255 Market ApproachGross Profit Multiple(16.5x - 16.5x) 16.5xIncrease
3,917 Market ApproachTransaction Price($70 - $70) $70Increase

65

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
As of December 31, 2021
($ in thousands)Fair ValueValuation TechniqueUnobservable InputRange (Weighted Average)Impact to Valuation from an
Increase in Input
First-lien senior secured debt investments$8,670,821 Yield AnalysisMarket Yield(5.3% - 20.0%) 8.7%Decrease
868,953 Recent TransactionTransaction Price(90.5% - 99.4%) 97.4%Increase
Second-lien senior secured debt investments(1)
$1,459,187 Yield AnalysisMarket Yield(7.8% - 15.0%) 9.6%Decrease
395,865 Recent TransactionTransaction Price(98.0% - 99.0%) 98.6%Increase
15,919 Collateral AnalysisRecovery Rate(25.0% - 25.0%) 25.0%Increase
Unsecured debt investments(2)
$179,730 Yield AnalysisMarket Yield(7.2% - 9.4%) 8.8%Decrease
5,135 Market ApproachEBITDA Multiple(14.8x - 14.8x) 14.8xIncrease
Preferred equity investments$181,394 Yield AnalysisMarket Yield(11.4% - 14.6%) 11.9%Decrease
75,863 Recent TransactionTransaction Price(97.3% - 100.0%) 98.1%Increase
3,612 Market ApproachEBITDA Multiple(9.3x - 9.3x) 9.3xIncrease
Common equity investments$488,629 Market ApproachEBITDA Multiple(1.2x - 24.0x) 5.0xIncrease
79,900 Recent TransactionTransaction Price(100.0% - 100.0%) 100.0%Increase
2,334 Market ApproachTransaction Price($560.00 - $560.00) $560.00Increase
753 Market ApproachGross Profit Multiple(27.0x - 27.0x) 27.0xIncrease
_______________
(1)Excludes investments with an aggregate fair value amounting to $50.5 million, which the Company valued using indicative bid prices obtained from brokers.
(2)Excludes investments with an aggregate fair value amounting to $11.6 million, which the Company valued using indicative bid prices obtained from brokers.
The Company typically determines the fair value of its performing Level 3 debt investments utilizing a yield analysis. In a yield analysis, a price is ascribed for each investment based upon an assessment of current and expected market yields for similar investments and risk profiles. Additional consideration is given to the expected life, portfolio company performance since close, and other terms and risks associated with an investment. Among other factors, a determinant of risk is the amount of leverage used by the portfolio company relative to its total enterprise value, and the rights and remedies of the Company’s investment within the portfolio company’s capital structure.
Significant unobservable quantitative inputs typically used in the fair value measurement of the Company’s Level 3 debt investments primarily include current market yields, including relevant market indices, but may also include quotes from brokers, dealers, and pricing services as indicated by comparable investments. For the Company’s Level 3 equity investments, a market approach, based on comparable publicly-traded company and comparable market transaction multiples of revenues, earnings before income taxes, depreciation and amortization (“EBITDA”) or some combination thereof and comparable market transactions typically would be used.
66

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Debt Not Carried at Fair Value
Fair value is estimated by discounting remaining payments using applicable current market rates, which take into account changes in the Company’s marketplace credit ratings, or market quotes, if available. The following table presents the carrying and fair values of the Company’s debt obligations as of June 30, 2022 and December 31, 2021.
June 30, 2022December 31, 2021
($ in thousands)
Net Carrying
Value(1)
Fair Value
Net Carrying
Value(2)
Fair Value
Revolving Credit Facility$594,223 $594,223 $879,943 $879,943 
SPV Asset Facility II94,837 94,837 95,668 95,668 
SPV Asset Facility III249,042 249,042 188,979 188,979 
SPV Asset Facility IV97,306 97,306 152,727 152,727 
CLO I387,150 387,150 386,989 386,989 
CLO II257,037 257,037 256,942 256,942 
CLO III258,029 258,029 257,937 257,937 
CLO IV287,554 287,554 287,342 287,342 
CLO V506,902 506,902 194,167 194,167 
CLO VI258,163 258,163 258,093 258,093 
2024 Notes389,996 398,000 406,481 427,000 
2025 Notes420,447 400,563 419,674 443,063 
July 2025 Notes494,478 463,750 493,637 518,750 
2026 Notes492,115 460,000 491,085 526,250 
July 2026 Notes980,743 880,000 978,537 1,017,500 
2027 Notes450,718 416,250 497,537 488,750 
2028 Notes834,757 669,375 833,588 837,250 
Total Debt$7,053,497 $6,678,181 $7,079,326 $7,217,350 
_______________
(1)The carrying value of the Company’s Revolving Credit Facility, SPV Asset Facility II, SPV Asset Facility III, SPV Asset Facility IV, CLO I, CLO II, CLO III, CLO IV, CLO V, CLO VI, 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes and 2028 Notes are presented net of deferred financing costs of $10.7 million, $5.2 million, $1.0 million, $2.7 million, $2.9 million, $3.0 million, $2.0 million, $4.9 million, $2.7 million, $1.8 million, $4.0 million, $4.5 million, $5.5 million, $7.9 million, $19.3 million, $8.8 million and $15.2 million, respectively.
(2)The carrying value of the Company’s Revolving Credit Facility, SPV Asset Facility II, SPV Asset Facility III, SPV Asset Facility IV, CLO I, CLO II, CLO III, CLO IV, CLO V, CLO VI, 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes and 2028 Notes are presented net of deferred financing costs of $12.4 million, $4.3 million, $1.0 million, $2.2 million, $3.0 million, $3.1 million, $2.1 million, $5.2 million, $1.8 million, $1.9 million, $5.0 million, $5.3 million, $6.4 million, $8.9 million, $21.5 million, $9.7 million and $16.4 million, respectively.
The following table presents fair value measurements of the Company’s debt obligations as of June 30, 2022 and December 31, 2021:
($ in thousands)June 30, 2022December 31, 2021
Level 1$— $— 
Level 23,687,938 4,258,563 
Level 32,990,243 2,958,787 
Total Debt$6,678,181 $7,217,350 
Financial Instruments Not Carried at Fair Value
As of June 30, 2022 and December 31, 2021, the carrying amounts of the Company’s assets and liabilities, other than investments at fair value and debt, approximate fair value due to their short maturities.
Note 6. Debt
In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150%. As of June 30, 2022 and December 31, 2021, the Company’s asset coverage was 179% and 182%, respectively.
67

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Debt obligations consisted of the following as of June 30, 2022 and December 31, 2021:
June 30, 2022
($ in thousands)Aggregate Principal CommittedOutstanding Principal
Amount Available(1)
Net Carrying Value(2)
Revolving Credit Facility(3)(5)
$1,655,000 $604,949 $997,633 $594,223 
SPV Asset Facility II350,000 100,000 250,000 94,837 
SPV Asset Facility III250,000 250,000 — 249,042 
SPV Asset Facility IV250,000 100,000 150,000 97,306 
CLO I390,000 390,000 — 387,150 
CLO II260,000 260,000 — 257,037 
CLO III260,000 260,000 — 258,029 
CLO IV292,500 292,500 — 287,554 
CLO V509,625 509,625 — 506,902 
CLO VI260,000 260,000 — 258,163 
2024 Notes(4)
400,000 400,000 — 389,996 
2025 Notes425,000 425,000 — 420,447 
July 2025 Notes500,000 500,000 — 494,478 
2026 Notes500,000 500,000 — 492,115 
July 2026 Notes1,000,000 1,000,000 — 980,743 
2027 Notes(4)
500,000 500,000 — 450,718 
2028 Notes850,000 850,000 — 834,757 
Total Debt$8,652,125 $7,202,074 $1,397,633 $7,053,497 
______________
(1)The amount available reflects any collateral related limitations at the Company level related to each credit facility’s borrowing base.
(2)The carrying value of the Company’s Revolving Credit Facility, SPV Asset Facility II, SPV Asset Facility III, SPV Asset Facility IV, CLO I, CLO II, CLO III, CLO IV, CLO V, CLO VI, 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes and 2028 Notes are presented net of deferred financing costs of $10.7 million, $5.2 million, $1.0 million, $2.7 million, $2.9 million, $3.0 million, $2.0 million, $4.9 million, $2.7 million, $1.8 million, $4.0 million, $4.5 million, $5.5 million, $7.9 million, $19.3 million, $8.8 million and $15.2 million respectively.
(3)Includes the unrealized translation gain (loss) on borrowings denominated in foreign currencies.
(4)Inclusive of change in fair market value of effective hedge.
(5)The amount available is reduced by $52.4 million of outstanding letters of credit.
68

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
December 31, 2021
($ in thousands)Aggregate Principal CommittedOutstanding PrincipalAmount Available(1)Net Carrying Value(2)
Revolving Credit Facility(3)(5)$1,655,000 $892,313 $707,370 $879,943 
SPV Asset Facility II350,000 100,000 250,000 95,668 
SPV Asset Facility III500,000 190,000 310,000 188,979 
SPV Asset Facility IV250,000 155,000 95,000 152,727 
CLO I390,000 390,000 — 386,989 
CLO II260,000 260,000 — 256,942 
CLO III260,000 260,000 — 257,937 
CLO IV292,500 292,500 — 287,342 
CLO V196,000 196,000 — 194,167 
CLO VI260,000 260,000 — 258,093 
2024 Notes(4)400,000 400,000 — 406,481 
2025 Notes425,000 425,000 — 419,674 
July 2025 Notes500,000 500,000 — 493,637 
2026 Notes500,000 500,000 — 491,085 
July 2026 Notes1,000,000 1,000,000 — 978,537 
2027 Notes(4)500,000 500,000 — 497,537 
2028 Notes850,000 850,000 — 833,588 
Total Debt$8,588,500 $7,170,813 $1,362,370 $7,079,326 
______________
(1)The amount available reflects any limitations related to each credit facility’s borrowing base.
(2)The carrying value of the Company’s Revolving Credit Facility, SPV Asset Facility II, SPV Asset Facility III, SPV Asset Facility IV, CLO I, CLO II, CLO III, CLO IV, CLO V, CLO VI, 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes and 2028 Notes are presented net of deferred financing costs of $12.4 million, $4.3 million, $1.0 million, $2.2 million, $3.0 million, $3.1 million, $2.1 million, $5.2 million, $1.8 million, $1.9 million, $5.0 million, $5.3 million, $6.4 million, $8.9 million, $21.5 million, $9.7 million and $16.4 million, respectively.
(3)Includes the unrealized translation gain (loss) on borrowings denominated in foreign currencies.
(4)Inclusive of change in fair market value of effective hedge.
(5)The amount available is reduced by $55.3 million of outstanding letters of credit.
For the three and six months ended June 30, 2022 and 2021 the components of interest expense were as follows:
For the Three Months Ended June 30,For the Six Months Ended June 30,
($ in thousands)2022202120222021
Interest expense$58,185 $46,311 $110,832 $89,448 
Amortization of debt issuance costs8,697 7,204 14,807 12,151 
Net change in unrealized gain (loss) on effective interest rate swaps and hedged items(1)465 930 3,087 922 
Total Interest Expense$67,347 $54,445 $128,726 $102,521 
Average interest rate3.2 %3.0 %3.1 %3.1 %
Average daily borrowings$7,131,423 $6,093,156 $7,141,675 $5,713,867 
______________
(1)Refer to the 2023 Notes, 2024 Notes and 2027 Notes for details on each facility’s interest rate swap.
Credit Facilities
The Company’s credit facilities contain customary covenants, including certain limitations on the incurrence by us of additional indebtedness and on our ability to make distributions to our shareholders, or redeem, repurchase or retire shares of stock, upon the occurrence of certain events, and customary events of default (with customary cure and notice provisions).

69

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Description of Facilities
Revolving Credit Facility
On February 1, 2017, the Company entered into a senior secured revolving credit agreement (and as amended by that certain First Amendment to Senior Secured Revolving Credit Agreement, dated as of July 17, 2017, the First Omnibus Amendment to Senior Secured Revolving Credit Agreement and Guarantee and Security Agreement, dated as of March 29, 2018, the Third Amendment to Senior Secured Revolving Credit Agreement, dated as of June 21, 2018, the Fourth Amendment to Senior Secured Revolving Credit Agreement, dated as of April 2, 2019, the Fifth Amendment to Senior Secured Revolving Credit Agreement, dated as of May 7, 2020, the Sixth Amendment to Senior Secured Revolving Credit Agreement, dated as of September 3, 2020 and the Seventh Amendment to Senior Secured Revolving Credit Agreement, dated as of September 22, 2021, the “Revolving Credit Facility”). The parties to the Revolving Credit Facility include the Company, as Borrower, the lenders from time to time parties thereto (each a “Lender” and collectively, the “Lenders”), the parties in their capacity as issuers of letters of credit (referred to as "Issuing Banks"), and Truist Securities, Inc. and ING Capital LLC as Joint Lead Arrangers and Joint Book Runners, Truist Bank as Administrative Agent and ING Capital LLC as Syndication Agent.
The Revolving Credit Facility is guaranteed by OR Lending LLC, a subsidiary of the Company, and will be guaranteed by certain domestic subsidiaries of the Company that are formed or acquired by the Company in the future (collectively, the “Guarantors”). Proceeds of the Revolving Credit Facility may be used for general corporate purposes, including the funding of portfolio investments.
The maximum principal amount of the Revolving Credit Facility is $1.655 billion, subject to availability under the borrowing base, which is based on the Company’s portfolio investments and other outstanding indebtedness. As amended on September 22, 2021, maximum capacity under the Revolving Credit Facility may be increased to $2.2 billion through the Company’s exercise of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing. The Revolving Credit Facility includes a $50 million limit for swingline loans and is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Company and each Guarantor, subject to certain exceptions.
The availability period under the Revolving Credit Facility will terminate on March 31, 2023, with respect to $60 million of commitments, September 3, 2024, with respect to $15 million of commitments (together, the "Non-Extending Commitments"), and on September 22, 2025, with respect to the remaining commitments (such remaining commitments, the "Extending Commitments") (together, the “Revolving Credit Facility Commitment Termination Date”). The Revolving Credit Facility will mature on April 2, 2024 with respect to $60 million of commitments, September 3, 2025, with respect to $15 million of commitments, and on September 22, 2026, with respect to the remaining commitments (together, the “Revolving Credit Facility Maturity Date”). During the period from the earliest Revolving Credit Facility Commitment Termination Date to the final Revolving Credit Facility Maturity Date, the Company will be obligated to make mandatory prepayments under the Revolving Credit Facility 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 certain other permitted currencies. Amounts drawn under the Revolving Credit Facility with respect to the Extending Commitments will bear interest at either (i) LIBOR plus margin of either 1.875% per annum or, if the borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 1.75% per annum, (ii) an alternative base rate plus margin of either 0.875% per annum or, if the borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 0.75% per annum, or (iii) for amounts drawn under the Revolving Credit Facility in Sterling or Swiss Francs, either the Sterling Overnight Interbank Average Rate ("SONIA") or the Swiss Average Rate Overnight ("SARON"), as applicable, plus margin of either 1.875% per annum or, if the borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 1.75% per annum plus an applicable credit adjustment spread. Amounts drawn under the Revolving Credit Facility with respect to the Non-Extended Commitments will bear interest at either (i) LIBOR plus 2.00% per annum, (ii) an alternative base rate plus 1.00% per annum or (iii) SONIA or SARON, as applicable, plus 2.00% per annum plus an applicable credit adjustment spread. Further, the Revolving Credit Facility builds in a hardwired approach for the replacement of LIBOR loans in U.S. dollars. For LIBOR loans in other permitted currencies, the Revolving Credit Facility includes customary fallback mechanics for the Company and the Administrative Agent to select an alternative benchmark, subject to the negative consent of required Lenders. The Company may elect the currency and rate at the time of drawdown, and loans may be converted from one rate to another at any time at the Company’s option, subject to certain conditions. The Company predominantly borrows utilizing LIBOR rate loans, generally electing one-month upon borrowing, to the extent applicable. The Company also pays a fee of 0.375% on undrawn amounts under the Revolving Credit Facility.
The Revolving Credit Facility includes customary covenants, including certain limitations on the incurrence by the Company of additional indebtedness and on the Company’s ability to make distributions to the Company’s shareholders, or redeem, repurchase or retire shares of stock, upon the occurrence of certain events and certain financial covenants related to asset coverage and liquidity and other maintenance covenants, as well as customary events of default. The agreement requires a minimum asset coverage ratio of 1.50 to 1.00 with respect to the Company’s consolidated assets and its subsidiaries, measured at the last day of any fiscal quarter and a minimum asset coverage ratio of no less than 2.00 to 1.00 with respect to its consolidated assets and its subsidiary guarantors (including certain limitations on the contribution of equity in financing subsidiaries as specified therein) to its secured debt and its subsidiary guarantors (the “Obligor Asset Coverage Ratio”), measured at the last day of each fiscal quarter. The agreement also includes concentration limits in connection with the calculation of the borrowing base, based upon the Obligor Asset Coverage Ratio.
70

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
SPV Asset Facilities
SPV Asset Facility I
On December 21, 2017 (the “SPV Asset Facility I Closing Date”), ORCC Financing LLC (“ORCC Financing”), a Delaware limited liability company and subsidiary of the Company, entered into a Loan and Servicing Agreement (as amended, the “SPV Asset Facility I”), with ORCC Financing as Borrower, the Company as Transferor and Servicer, the lenders from time to time parties thereto (the “SPV Lenders”), Morgan Stanley Asset Funding Inc. as Administrative Agent, State Street Bank and Trust Company as Collateral Agent and Cortland Capital Market Services LLC as Collateral Custodian.
From time to time, the Company sold and contributed certain investments to ORCC Financing pursuant to a Sale and Contribution Agreement by and between the Company and ORCC Financing. No gain or loss was recognized as a result of the contribution. Proceeds from the SPV Asset Facility I were used to finance the origination and acquisition of eligible assets by ORCC Financing, including the purchase of such assets from the Company. The Company retained a residual interest in assets contributed to or acquired by ORCC Financing through its ownership of ORCC Financing. The maximum principal amount of the SPV Asset Facility I was $400 million; the availability of this amount was subject to a borrowing base test, which was based on the value of ORCC Financing’s assets from time to time, and satisfaction of certain conditions, including certain concentration limits.
The SPV Asset Facility I provided for the ability to draw and redraw amounts under the SPV Asset Facility I for a period of up to three years after the SPV Asset Facility I Closing Date (the “SPV Asset Facility I Commitment Termination Date”). The SPV Asset Facility I was terminated on June 2, 2020 (the “SPV Asset Facility I Termination Date”). Prior to the SPV Asset Facility I Termination Date, proceeds received by ORCC Financing from principal and interest, dividends, or fees on assets were required to be used to pay fees, expenses and interest on outstanding borrowings, and the excess may be returned to the Company, subject to certain conditions. On the SPV Asset Facility I Termination Date, ORCC Financing repaid in full all outstanding fees and expenses and all principal and interest on outstanding borrowings.
Amounts drawn bore interest at LIBOR plus a spread of 2.25% until the six-month anniversary of the SPV Asset Facility I Closing Date, increasing to 2.50% thereafter, until the SPV Asset Facility I Commitment Termination Date. The Company predominantly borrowed utilizing LIBOR rate loans, generally electing one-month LIBOR upon borrowing. After a ramp-up period, there was an unused fee of 0.75% per annum on the amount, if any, by which the undrawn amount under the SPV Asset Facility I exceeded 25% of the maximum principal amount of the SPV Asset Facility I. The SPV Asset Facility I contained customary covenants, including certain financial maintenance covenants, limitations on the activities of ORCC Financing, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility I was secured by a perfected first priority security interest in the assets of ORCC Financing and on any payments received by ORCC Financing in respect of those assets. Assets pledged to the SPV Lenders were not available to pay the debts of the Company.
SPV Asset Facility II
On May 22, 2018, ORCC Financing II LLC (“ORCC Financing II”), a Delaware limited liability company and subsidiary of the Company, entered into a Credit Agreement (as amended, the “SPV Asset Facility II”), with ORCC Financing II, as Borrower, the lenders from time to time parties thereto (the “SPV Asset Facility II Lenders”), Natixis, New York Branch, as Administrative Agent, State Street Bank and Trust Company, as Collateral Agent, and Cortland Capital Market Services LLC as Document Custodian. The parties to the SPV Asset Facility II have entered into various amendments, including to admit new lenders, increase or decrease the maximum principal amount available under the facility, extend the availability period and maturity date, change the interest rate and make various other changes. The following describes the terms of SPV Asset Facility II amended through March 25, 2022 (the “SPV Asset Facility II Seventh Amendment Date”).
From time to time, the Company sells and contributes certain investments to ORCC Financing II pursuant to a sale and contribution agreement by and between the Company and ORCC Financing II. No gain or loss will be recognized as a result of the contribution. Proceeds from the SPV Asset Facility II will be used to finance the origination and acquisition of eligible assets by ORCC Financing II, including the purchase of such assets from the Company. The Company retains a residual interest in assets contributed to or acquired by ORCC Financing II through the Company’s ownership of ORCC Financing II. The maximum principal amount of the SPV Asset Facility II as of the SPV Asset Facility II Seventh Amendment Date is $350 million (which includes terms loans of $100 million and revolving commitments of $250 million). The availability of this amount is subject to an overcollateralization ratio test, which is based on the value of ORCC Financing II’s assets from time to time, and satisfaction of certain conditions, including an interest coverage ratio test, certain concentration limits and collateral quality tests.
The SPV Asset Facility II provides for the ability to (1) draw term loans and (2) draw and redraw revolving loans under the SPV Asset Facility II through April 22, 2023, unless the revolving commitments are terminated or converted to term loans sooner as provided in the SPV Asset Facility II (the “SPV Asset Facility II Commitment Termination Date”). Unless otherwise terminated, the SPV Asset Facility II will mature on December 22, 2029 (the “SPV Asset Facility II Stated Maturity”). Prior to the SPV Asset Facility II Stated Maturity, proceeds received by ORCC Financing II from principal and interest, dividends, or fees on assets must be used to pay fees, expenses and interest on outstanding borrowings, and the excess may be returned to the Company, subject to certain conditions. On the SPV Asset Facility II Stated Maturity, ORCC Financing II must pay in full all outstanding fees and expenses and all principal and interest on outstanding borrowings, and the excess may be returned to the Company.
With respect to revolving loans, amounts drawn bear interest at Term SOFR (or, in the case of certain lenders that are commercial paper conduits, the lower of their cost of funds and Term SOFR plus 0.40%) plus a spread that steps up from 2.30% to 2.55% during
71

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
the period March 25, 2022 to the Reinvestment Period End Date. With respect to term loans, amounts drawn bear interest at Term SOFR (or, in the case of certain lenders that are commercial paper conduits, the lower of their cost of funds and Term SOFR plus 0.40%) plus a spread that steps up from 2.30% to 2.55% during the same period. From March 25, 2022 to the SPV Asset Facility II Commitment Termination Date, there is a commitment fee ranging from 0.50% to 0.625% per annum on the undrawn amount, if any, of the revolving commitments in the SPV Asset Facility II. The SPV Asset Facility II contains customary covenants, including certain financial maintenance covenants, limitations on the activities of ORCC Financing II, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility II is secured by a perfected first priority security interest in the assets of ORCC Financing II and on any payments received by ORCC Financing II in respect of those assets. Assets pledged to the SPV Asset Facility II Lenders will not be available to pay the debts of the Company.
SPV Asset Facility III
On December 14, 2018 (the “SPV Asset Facility III Closing Date”), ORCC Financing III LLC (“ORCC Financing III”), a Delaware limited liability company and newly formed subsidiary of the Company, entered into a Loan Financing and Servicing Agreement (the “SPV Asset Facility III”), with ORCC Financing III, as borrower, the Company, as equity holder and services provider, the lenders from time to time parties thereto (the “SPV Lenders III”), Deutsche Bank AG, New York Branch, as Facility Agent, State Street Bank and Trust Company, as Collateral Agent and Cortland Capital Market Services LLC, as Collateral Custodian. The parties to the SPV Asset Facility III have entered into various amendments, including those relating to the undrawn fee and make-whole fee and definition of “Change of Control.” The following describes the terms of SPV Asset Facility III as amended through May 3, 2022.
From time to time, the Company expects to sell and contribute certain loan assets to ORCC Financing III pursuant to a Sale and Contribution Agreement by and between the Company and ORCC Financing III. No gain or loss will be recognized as a result of the contribution. Proceeds from the SPV Asset Facility III will be used to finance the origination and acquisition of eligible assets by ORCC Financing III, including the purchase of such assets from the Company. The Company retains a residual interest in assets contributed to or acquired by ORCC Financing III through its ownership of ORCC Financing III. The maximum principal amount of the SPV Asset Facility III is $250 million; the availability of this amount is subject to a borrowing base test, which is based on the value of ORCC Financing III’s assets from time to time, and satisfaction of certain conditions, including interest spread and weighted average coupon tests, certain concentration limits and collateral quality tests.
The SPV Asset Facility III provides for the ability to borrow, reborrow, repay and prepay advances under the SPV Asset Facility III until June 14, 2023 unless such period is extended or accelerated under the terms of the SPV Asset Facility III (the “SPV Asset Facility III Revolving Period”). Unless otherwise extended, accelerated or terminated under the terms of the SPV Asset Facility III, the SPV Asset Facility III will mature on the date that is two years after the last day of the SPV Asset Facility III Revolving Period (the “SPV Asset Facility III Stated Maturity”). Prior to the SPV Asset Facility III Stated Maturity, proceeds received by ORCC Financing III from principal and interest, dividends, or fees on assets must be used to pay fees, expenses and interest on outstanding advances, and the excess may be returned to the Company, subject to certain conditions. On the SPV Asset Facility III Stated Maturity, ORCC Financing III must pay in full all outstanding fees and expenses and all principal and interest on outstanding advances, and the excess may be returned to the Company.
Amounts drawn bear interest at term SOFR (or, in the case of certain SPV Lenders III that are commercial paper conduits, the lower of (a) their cost of funds and (b) term SOFR, such term SOFR not to be lower than zero) plus a spread equal to 2.20% per annum, which spread will increase (a) on and after the end of the SPV Asset Facility III Revolving Period by 0.15% per annum if no event of default has occurred and (b) by 2.00% per annum upon the occurrence of an event of default (such spread, the “Applicable Margin”). Term SOFR may be replaced as a base rate under certain circumstances. The Company predominantly borrows utilizing term SOFR rate loans, generally electing one-month SOFR upon borrowing. During the Revolving Period, ORCC Financing III will pay an undrawn fee ranging from 0.25% to 0.50% per annum on the undrawn amount, if any, of the revolving commitments in the SPV Asset Facility III. During the Revolving Period, if the undrawn commitments are in excess of a certain portion (initially 20% and increasing in stages to 75%) of the total commitments under the SPV Asset Facility III, ORCC Financing III will also pay a make-whole fee equal to the Applicable Margin multiplied by such excess undrawn commitment amount, reduced by the undrawn fee payable on such excess. The SPV Asset Facility III contains customary covenants, including certain financial maintenance covenants, limitations on the activities of ORCC Financing III, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility III is secured by a perfected first priority security interest in the assets of ORCC Financing III and on any payments received by ORCC Financing III in respect of those assets. Assets pledged to the SPV Asset Facility III Lenders will not be available to pay the debts of the Company.
SPV Asset Facility IV
On August 2, 2019 (the “SPV Asset Facility IV Closing Date”), ORCC Financing IV LLC (“ORCC Financing IV”), a Delaware limited liability company and newly formed subsidiary of the Company entered into a Credit Agreement (the “SPV Asset Facility IV”), with ORCC Financing IV, as borrower, Société Générale, as initial Lender and as Administrative Agent, State Street Bank and Trust Company, as Collateral Agent, Collateral Administrator and Custodian, and Cortland Capital Market Services LLC as Document Custodian and the lenders from time to time party thereto pursuant to Assignment and Assumption Agreements.
On March 11, 2022, (the “SPV Asset Facility IV Amendment Date”), the parties to the SPV Asset Facility IV amended the SPV Asset Facility IV to extend the reinvestment period from April 1, 2022 until October 3, 2022 and the stated maturity from April 1, 2030 to October 1, 2030. The amendment also changed the applicable interest rate from LIBOR plus an applicable margin of 2.15%
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Notes to Consolidated Financial Statements (Unaudited) - Continued
during the reinvestment period and LIBOR plus an applicable margin of 2.40% after the reinvestment period to term SOFR plus an applicable margin of 2.30% during the reinvestment period and term SOFR plus an applicable margin of 2.55% after the reinvestment period.
From time to time, the Company expects to sell and contribute certain investments to ORCC Financing IV pursuant to a Sale and Contribution Agreement by and between the Company and ORCC Financing IV. No gain or loss will be recognized as a result of the contribution. Proceeds from the SPV Asset Facility IV will be used to finance the origination and acquisition of eligible assets by ORCC Financing IV, including the purchase of such assets from the Company. The Company retains a residual interest in assets contributed to or acquired by ORCC Financing IV through its ownership of ORCC Financing IV. The maximum principal amount of the Credit Facility is $250 million; the availability of this amount is subject to an overcollateralization ratio test, which is based on the value of ORCC Financing IV’s assets from time to time, and satisfaction of certain conditions, including an interest coverage ratio test, certain concentration limits and collateral quality tests.
The SPV Asset Facility IV provides for the ability to (1) draw term loans and (2) draw and redraw revolving loans under the SPV Asset Facility IV until the last day of the reinvestment period unless the revolving commitments are terminated or converted to term loans sooner as provided in the SPV Asset Facility IV (the “Commitment Termination Date”). Unless otherwise terminated, the SPV Asset Facility IV will mature on October 1, 2030 (the “SPV Asset Facility IV Stated Maturity”). Prior to the SPV Asset Facility IV Stated Maturity, proceeds received by ORCC Financing IV from principal and interest, dividends, or fees on assets must be used to pay fees, expenses and interest on outstanding borrowings, and the excess may be returned to the Company, subject to certain conditions. On the SPV Asset Facility IV Stated Maturity, ORCC Financing IV must pay in full all outstanding fees and expenses and all principal and interest on outstanding borrowings, and the excess may be returned to the Company.
From the Closing Date to the Commitment Termination Date, there is a commitment fee ranging from 0.50% to 0.75% per annum on the undrawn amount, if any, of the revolving commitments in the SPV Asset Facility IV. The SPV Asset Facility IV contains customary covenants, including certain financial maintenance covenants, limitations on the activities of ORCC Financing IV, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility IV is secured by a perfected first priority security interest in the assets of ORCC Financing IV and on any payments received by ORCC Financing IV in respect of those assets. Assets pledged to the Lenders will not be available to pay the debts of the Company.
CLOs
CLO I
On May 28, 2019 (the “CLO I Closing Date”), the Company completed a $596 million term debt securitization transaction (the “CLO I Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO I Transaction and the secured loan borrowed in the CLO I Transaction were issued and incurred, as applicable, by the Company’s consolidated subsidiaries Owl Rock CLO I, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO I Issuer”), and Owl Rock CLO I, LLC, a Delaware limited liability company (the “CLO I Co-Issuer” and together with the CLO I Issuer, the “CLO I Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO I Issuer.
In the CLO I Transaction the CLO I Issuers (A) issued the following notes pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO I Indenture”), by and among the CLO I Issuers and State Street Bank and Trust Company: (i) $242 million of AAA(sf) Class A Notes, which bear interest at three-month LIBOR plus 1.80%, (ii) $30 million of AAA(sf) Class A-F Notes, which bear interest at a fixed rate of 4.165%, and (iii) $68 million of AA(sf) Class B Notes, which bear interest at three-month LIBOR plus 2.70% (together, the “CLO I Notes”) and (B) borrowed $50 million under floating rate loans (the “Class A Loans” and together with the CLO I Notes, the “CLO I Debt”), which bear interest at three-month LIBOR plus 1.80%, under a credit agreement (the “CLO I Credit Agreement”), dated as of the CLO I Closing Date, by and among the CLO I Issuers, as borrowers, various financial institutions, as lenders, and State Street Bank and Trust Company, as collateral trustee and loan agent. The Class A Loans may be exchanged by the lenders for Class A Notes at any time, subject to certain conditions under the CLO I Credit Agreement and the CLO I Indenture. The CLO I Debt is scheduled to mature on May 20, 2031. The CLO I Notes were privately placed by Natixis Securities Americas, LLC and SG Americas Securities, LLC.
Concurrently with the issuance of the CLO I Notes and the borrowing under the Class A Loans, the CLO I Issuer issued approximately $206.1 million of subordinated securities in the form of 206,106 preferred shares at an issue price of U.S.$1,000 per share (the “CLO I Preferred Shares”). The CLO I Preferred Shares were issued by the CLO I Issuer as part of its issued share capital and are not secured by the collateral securing the CLO I Debt. The Company owns all of the CLO I Preferred Shares, and as such, these securities are eliminated in consolidation. The Company acts as retention holder in connection with the CLO I Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO I Preferred Shares.
The Adviser serves as collateral manager for the CLO I Issuer under a collateral management agreement dated as of the CLO I Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO I Issuers’ equity or notes owned by the Company.
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Notes to Consolidated Financial Statements (Unaudited) - Continued
The CLO I Debt is secured by all of the assets of the CLO I Issuer, which will consist primarily of middle market loans, participation interests in middle market loans, and related rights and the cash proceeds thereof. As part of the CLO I Transaction, ORCC Financing II LLC and the Company sold and contributed approximately $575 million par amount of middle market loans to the CLO I Issuer on the CLO I Closing Date. Such loans constituted the initial portfolio assets securing the CLO I Debt. The Company and ORCC Financing II LLC each made customary representations, warranties, and covenants to the CLO I Issuer regarding such sales and contributions under a loan sale agreement.
Through May 20, 2023, a portion of the proceeds received by the CLO I Issuer from the loans securing the CLO I Debt may be used by the CLO I Issuer to purchase additional middle market loans under the direction of the Adviser as the collateral manager for the CLO I Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
The CLO I Debt is the secured obligation of the CLO I Issuers, and the CLO I Indenture and the CLO I Credit Agreement include customary covenants and events of default. Assets pledged to holders of the CLO I Debt and the other secured parties under the CLO I Indenture will not be available to pay the debts of the Company.
The CLO I Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The CLO I Notes have not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act as applicable.
CLO II
On December 12, 2019 (the “CLO II Closing Date”), the Company completed a $396.6 million term debt securitization transaction (the “CLO II Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO II Transaction were issued by the Company’s consolidated subsidiaries Owl Rock CLO II, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO II Issuer”), and Owl Rock CLO II, LLC, a Delaware limited liability company (the “CLO II Co-Issuer” and together with the CLO II Issuer, the “CLO II Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO II Issuer.
The CLO II Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the CLO II Closing Date (the “CLO II Indenture”), by and among the CLO II Issuers and State Street Bank and Trust Company: (i) $157 million of AAA(sf) Class A-1L Notes, which bear interest at three-month LIBOR plus 1.75%, (ii) $40 million of AAA(sf) Class A-1F Notes, which bear interest at a fixed rate of 3.44%, (iii) $20 million of AAA(sf) Class A-2 Notes, which bear interest at three-month LIBOR plus 2.20%, (iv) $40 million of AA(sf) Class B-L Notes, which bear interest at three-month LIBOR plus 2.75% and (v) $3 million of AA(sf) Class B-F Notes, which bear interest at a fixed rate of 4.46% (together, the “CLO II Debt”). The CLO II Debt was scheduled to mature on January 20, 2031. The CLO II Debt was privately placed by Deutsche Bank Securities Inc.
The CLO II Debt was redeemed in the CLO II Refinancing, described below.
Concurrently with the issuance of the CLO II Debt, the CLO II Issuer issued approximately $136.6 million of subordinated securities in the form of 136,600 preferred shares at an issue price of U.S.$1,000 per share (the “CLO II Preferred Shares”). The CLO II Preferred Shares were issued by the CLO II Issuer as part of its issued share capital and are not secured by the collateral securing the CLO II Debt. The Company owns all of the CLO II Preferred Shares, and as such, these securities are eliminated in consolidation. The Company acted as retention holder in connection with the CLO II Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such was required to retain a portion of the CLO II Preferred Shares.
The Adviser serves as collateral manager for the CLO II Issuer under a collateral management agreement dated as of the CLO II Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO II Issuers’ equity or notes owned by the Company.
The CLO II Debt was secured by all of the assets of the CLO II Issuer, which will consist primarily of middle market loans, participation interests in middle market loans, and related rights and the cash proceeds thereof. As part of the CLO II Transaction, ORCC Financing III LLC and the Company sold and contributed approximately $400 million par amount of middle market loans to the CLO II Issuer on the CLO II Closing Date. Such loans constituted the initial portfolio assets securing the CLO II Debt. The Company and ORCC Financing III LLC each made customary representations, warranties, and covenants to the CLO II Issuer regarding such sales and contributions under a loan sale agreement.
Through January 20, 2022, a portion of the proceeds received by the CLO II Issuer from the loans securing the CLO II Debt could be used by the CLO II Issuer to purchase additional middle market loans under the direction of the Adviser as the collateral manager for the CLO II Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
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Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
The CLO II Debt was the secured obligation of the CLO II Issuers, and the CLO II Indenture includes customary covenants and events of default. Assets pledged to holders of the CLO II Debt and the other secured parties under the CLO II Indenture were not available to pay the debts of the Company.
The CLO II Debt was offered in reliance on Section 4(a)(2) of the Securities Act. The CLO II Debt has not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act as applicable.
CLO II Refinancing
On April 9, 2021 (the “CLO II Refinancing Date”), the Company completed a $398.1 million term debt securitization refinancing (the “CLO II Refinancing”), also known as a collateralized loan obligation refinancing, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO II Refinancing were issued by the CLO II Issuer and the CLO II Co-Issuer and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO II Issuer.
The CLO II Refinancing was executed by the issuance of the following classes of notes pursuant to the CLO II Indenture, as supplemented by the supplemental indenture dated as of the CLO II Refinancing Date (the “CLO II Refinancing Indenture”), by and among the CLO II Issuers and State Street Bank and Trust Company: (i) $204 million of AAA(sf) Class A-LR Notes, which bear interest at three-month LIBOR plus 1.55%, (ii) $20 million of AAA(sf) Class A-FR Notes, which bear interest at a fixed rate of 2.48% and (iii) $36 million of AA(sf) Class B-R Notes, which bear interest at three-month LIBOR plus 1.90% (together, the “CLO II Refinancing Debt”). The CLO II Refinancing Debt is secured by the middle market loans, participation interests in middle market loans and other assets of the CLO II Issuer. The CLO II Refinancing Debt is scheduled to mature on April 20, 2033. The CLO II Refinancing Debt was privately placed by Deutsche Bank Securities Inc. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO II Refinancing Debt. The proceeds from the CLO II Refinancing were used to redeem in full the classes of notes issued on the CLO II Closing Date.
Concurrently with the issuance of the CLO II Refinancing Debt, the CLO II Issuer issued 1,500 additional shares of CLO II Preferred Shares at an issue price of U.S.$1,000 per share (the “CLO II Refinancing Preferred Shares”) resulting in a total outstanding number of CLO II Preferred Shares of 138,100 ($138.1 million total issue price). The CLO II Refinancing Preferred Shares were issued by the CLO II Issuer as part of its issued share capital and are not secured by the collateral securing the CLO II Refinancing Debt. The Company purchased all of the CLO II Refinancing Preferred Shares. The Company acts as retention holder in connection with the CLO II Refinancing for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO II Preferred Shares. The proceeds from the CLO II Refinancing Preferred Shares were used to pay certain expenses incurred in connection with the CLO II Refinancing.
Through April 20, 2025, a portion of the proceeds received by the CLO II Issuer from the loans securing the CLO II Refinancing Debt may be used by the CLO II Issuer to purchase additional middle market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO II Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
The CLO II Refinancing Debt is the secured obligation of the CLO II Issuers, and the CLO II Refinancing Indenture includes customary covenants and events of default. The CLO II Refinancing Debt has not been registered under the Securities Act, or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
The Adviser serves as collateral manager for the CLO II Issuer under a collateral management agreement dated as of the CLO II Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO II Issuers’ equity or notes owned by the Company.
CLO III
On March 26, 2020 (the “CLO III Closing Date”), the Company completed a $395.31 million term debt securitization transaction (the “CLO III Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO III Transaction were issued by the Company’s consolidated subsidiaries Owl Rock CLO III, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO III Issuer”), and Owl Rock CLO III, LLC, a Delaware limited liability company (the “CLO III Co-Issuer” and together with the CLO III Issuer, the “CLO III Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO III Issuer.
The CLO III Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the CLO III Closing Date (the “CLO III Indenture”), by and among the CLO III Issuers and State Street Bank and Trust Company: (i) $166 million of AAA(sf) Class A-1L Notes, which bear interest at three-month LIBOR
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Notes to Consolidated Financial Statements (Unaudited) - Continued
plus 1.80%, (ii) $40 million of AAA(sf) Class A-1F Notes, which bear interest at a fixed rate of 2.75%, (iii) $20 million of AAA(sf) Class A-2 Notes, which bear interest at three-month LIBOR plus 2.00%, and (iv) $34 million of AA(sf) Class B Notes, which bear interest at three-month LIBOR plus 2.45% (together, the “CLO III Debt”). The CLO III Debt is scheduled to mature on April 20, 2032. The CLO III Debt was privately placed by SG Americas Securities, LLC. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO III Debt.
Concurrently with the issuance of the CLO III Debt, the CLO III Issuer issued approximately $135.31 million of subordinated securities in the form of 135,310 preferred shares at an issue price of U.S.$1,000 per share (the “CLO III Preferred Shares”). The CLO III Preferred Shares were issued by the CLO III Issuer as part of its issued share capital and are not secured by the collateral securing the CLO III Debt. The Company owns all of the CLO III Preferred Shares, and as such, these securities are eliminated in consolidation. The Company acts as retention holder in connection with the CLO III Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO III Preferred Shares.
The Adviser serves as collateral manager for the CLO III Issuer under a collateral management agreement dated as of the CLO III Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO III Issuers’ equity or notes owned by the Company.
The CLO III Debt is secured by all of the assets of the CLO III Issuer, which will consist primarily of middle market loans, participation interests in middle market loans, and related rights and the cash proceeds thereof. As part of the CLO III Transaction, ORCC Financing IV LLC and the Company sold and contributed approximately $400 million par amount of middle market loans to the CLO III Issuer on the CLO III Closing Date. Such loans constituted the initial portfolio assets securing the CLO III Debt. The Company and ORCC Financing IV LLC each made customary representations, warranties, and covenants to the CLO III Issuer regarding such sales and contributions under a loan sale agreement.
Through April 20, 2024, a portion of the proceeds received by the CLO III Issuer from the loans securing the CLO III Debt may be used by the CLO III Issuer to purchase additional middle market loans under the direction of the Adviser as the collateral manager for the CLO III Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
The CLO III Debt is the secured obligation of the CLO III Issuers, and the CLO III Indenture includes customary covenants and events of default. Assets pledged to holders of the CLO III Debt and the other secured parties under the CLO III Indenture will not be available to pay the debts of the Company.
The CLO III Debt was offered in reliance on Section 4(a)(2) of the Securities Act. The CLO III Debt has not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act as applicable.
CLO IV
On May 28, 2020 (the “CLO IV Closing Date”), the Company completed a $438.9 million term debt securitization transaction (the “CLO IV Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO IV Transaction were issued by the Company’s consolidated subsidiaries Owl Rock CLO IV, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO IV Issuer”), and Owl Rock CLO IV, LLC, a Delaware limited liability company (the “CLO IV Co-Issuer” and together with the CLO IV Issuer, the “CLO IV Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO IV Issuer.
The CLO IV Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO IV Indenture”), by and among the CLO IV Issuers and State Street Bank and Trust Company: (i) $236.5 million of AAA(sf) Class A-1 Notes, which bear interest at three-month LIBOR plus 2.62% and (ii) $15.5 million of AAA(sf) Class A-2 Notes, which bear interest at three-month LIBOR plus 3.40% (together, the “CLO IV Secured Notes”). The CLO IV Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the CLO IV Issuer. The CLO IV Secured Notes are scheduled to mature on May 20, 2029. The CLO IV Secured Notes were privately placed by Natixis Securities Americas LLC.
The CLO IV Secured Notes were redeemed in the CLO IV Refinancing, described below.
Concurrently with the issuance of the CLO IV Secured Notes, the CLO IV Issuer issued approximately $186.9 million of subordinated securities in the form of 186,900 preferred shares at an issue price of U.S.$1,000 per share (the “CLO IV Preferred Shares”). The CLO IV Preferred Shares were issued by the CLO IV Issuer as part of its issued share capital and are not secured by the collateral securing the CLO IV Secured Notes. The Company owns all of the outstanding CLO IV Preferred Shares, and as such, these securities are eliminated in consolidation. The Company acted as retention holder in connection with the CLO IV Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure
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to the performance of the securitized assets and as such was required to retain a portion of the CLO IV Preferred Shares while the CLO IV Secured Notes were outstanding.
As part of the CLO IV Transaction, the Company entered into a loan sale agreement with the CLO IV Issuer dated as of the CLO IV Closing Date, which provided for the sale and contribution of approximately $275.07 million par amount of middle market loans from the Company to the CLO IV Issuer on the CLO IV Closing Date and for future sales from the Company to the CLO IV Issuer on an ongoing basis. Such loans constituted part of the initial portfolio of assets securing the CLO IV Secured Notes. The remainder of the initial portfolio assets securing the CLO IV Secured Notes consisted of approximately $174.92 million par amount of middle market loans purchased by the CLO IV Issuer from ORCC Financing II LLC, a wholly-owned subsidiary of the Company, under an additional loan sale agreement executed on the CLO IV Closing Date between the Issuer and ORCC Financing II LLC. The Company and ORCC Financing II LLC each made customary representations, warranties, and covenants to the Issuer under the applicable loan sale agreement.
Through November 20, 2021, a portion of the proceeds received by the CLO IV Issuer from the loans securing the CLO IV Secured Notes could be used by the CLO IV Issuer to purchase additional middle market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO IV Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
The CLO IV Secured Notes were the secured obligation of the CLO IV Issuers, and the CLO IV Indenture includes customary covenants and events of default. The CLO IV Secured Notes have not been registered under the Securities Act, or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration. Assets pledged to the holders of the CLO IV Secured Notes were not available to pay the debts of the Company.
CLO IV Refinancing
On July 9, 2021 (the “CLO IV Refinancing Date”), the Company completed a $440.5 million term debt securitization refinancing (the “CLO IV Refinancing”), also known as a collateralized loan obligation refinancing, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO IV Refinancing were issued by the CLO IV Issuer and the CLO IV Co-Issuer and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO IV Issuer.
The CLO IV Refinancing was executed by the issuance of the following classes of notes pursuant to the CLO IV Indenture as supplemented by the supplemental indenture dated as of the CLO IV Refinancing Date (the “CLO IV Refinancing Indenture”), by and among the CLO IV Issuers and State Street Bank and Trust Company: (i) $252 million of AAA(sf) Class A-1-R Notes, which bear interest at three-month LIBOR plus 1.60% and (ii) $40.5 million of AA(sf) Class A-2-R Notes, which bear interest at a fixed rate of 1.90% (together, the “CLO IV Refinancing Secured Notes”). The CLO IV Refinancing Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the Issuer. The CLO IV Refinancing Secured Notes are scheduled to mature on August 20, 2033. The CLO IV Refinancing Secured Notes were privately placed by Natixis Securities Americas LLC. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO IV Refinancing Secured Notes. The proceeds from the CLO IV Refinancing were used to redeem in full the classes of notes issued on the CLO IV Closing Date, to redeem a portion of the preferred shares of the CLO IV Issuer as described below and to pay expenses incurred in connection with the CLO IV Refinancing.
Concurrently with the issuance of the CLO IV Refinancing Secured Notes, the CLO IV Issuer redeemed 38,900 preferred shares held by the Company at a total redemption price of $38.9 million ($1,000 per preferred share). The Company retains the 148,000 CLO IV Preferred Shares that remain outstanding and that the Company acquired on the CLO IV Closing Date. The CLO IV Preferred Shares were issued by the Issuer as part of its issued share capital and are not secured by the collateral securing the CLO IV Refinancing Secured Notes. The Company acts as retention holder in connection with the CLO IV Refinancing for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the Preferred Shares.
Through August 20, 2025, a portion of the proceeds received by the CLO IV Issuer from the loans securing the CLO IV Refinancing Secured Notes may be used by the Issuer to purchase additional middle market loans under the direction of the Advisor, in its capacity as collateral manager for the CLO IV Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
The CLO IV Refinancing Secured Notes are the secured obligation of the CLO IV Issuers, and the CLO IV Refinancing Indenture includes customary covenants and events of default. The CLO IV Refinancing Secured Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
The Adviser serves as collateral manager for the CLO IV Issuer under a collateral management agreement dated as of the CLO IV Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO IV Issuers’ equity or notes owned by the Company.
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Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
CLO V
On November 20, 2020 (the “CLO V Closing Date”), the Company completed a $345.45 million term debt securitization transaction (the “CLO V Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO V Transaction were issued by the Company’s consolidated subsidiaries Owl Rock CLO V, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO V Issuer”), and Owl Rock CLO V, LLC, a Delaware limited liability company (the “CLO V Co-Issuer” and together with the CLO V Issuer, the “CLO V Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO V Issuer.
The CLO V Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO V Indenture”), by and among the CLO V Issuers and State Street Bank and Trust Company: (i) $182 million of AAA(sf)/AAAsf Class A-1 Notes, which bear interest at three-month LIBOR plus 1.85% and (ii) $14 million of AAA(sf) Class A-2 Notes, which bear interest at three-month LIBOR plus 2.20% (together, the “CLO V Secured Notes”). The CLO V Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the CLO V Issuer. The CLO V Secured Notes are scheduled to mature on November 20, 2029. The CLO V Secured Notes were privately placed by Natixis Securities Americas LLC.
The CLO V Secured Notes were redeemed in the CLO V Refinancing, described below.
Concurrently with the issuance of the CLO V Secured Notes, the CLO V Issuer issued approximately $149.45 million of subordinated securities in the form of 149,450 preferred shares at an issue price of U.S.$1,000 per share (the “CLO V Preferred Shares”). The CLO V Preferred Shares were issued by the CLO V Issuer as part of its issued share capital and are not secured by the collateral securing the CLO V Secured Notes. The Company owns all of the outstanding CLO V Preferred Shares, and as such, these securities are eliminated in consolidation. The Company acted as retention holder in connection with the CLO V Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such was required to retain a portion of the CLO V Preferred Shares while the CLO V Secured Notes were outstanding.
As part of the CLO V Transaction, the Company entered into a loan sale agreement with the CLO V Issuer dated as of the CLO V Closing Date, which provided for the sale and contribution of approximately $201.75 million par amount of middle market loans from the Company to the CLO V Issuer on the CLO V Closing Date and for future sales from the Company to the CLO V Issuer on an ongoing basis. Such loans constituted part of the initial portfolio of assets securing the CLO V Secured Notes. The remainder of the initial portfolio assets securing the CLO V Secured Notes consisted of approximately $84.74 million par amount of middle market loans purchased by the CLO V Issuer from ORCC Financing II LLC, a wholly-owned subsidiary of the Company, under an additional loan sale agreement executed on the CLO V Closing Date between the Issuer and ORCC Financing II LLC. The Company and ORCC Financing II LLC each made customary representations, warranties, and covenants to the Issuer under the applicable loan sale agreement.
Through July 20, 2022, a portion of the proceeds received by the CLO V Issuer from the loans securing the CLO V Secured Notes could be used by the CLO V Issuer to purchase additional middle market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO V Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
The CLO V Secured Notes were the secured obligation of the CLO V Issuers, and the CLO V Indenture includes customary covenants and events of default. The CLO V Secured Notes have not been registered under the Securities Act, or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration. Assets pledged to the holders of the CLO V Secured Notes were not available to pay the debts of the Company.
CLO V Refinancing
On April 20, 2022 (the “CLO V Refinancing Date”), the Company completed a $669.2 million term debt securitization refinancing (the “CLO V Refinancing”), also known as a collateralized loan obligation refinancing, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO V Refinancing were issued by the CLO V Co-Issuer, as Issuer (the “CLO V Refinancing Issuer”), and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO V Refinancing Issuer.
The CLO V Refinancing was executed by the issuance of the following classes of notes pursuant to the CLO V Indenture as supplemented by the supplemental indenture dated as of the CLO V Refinancing Date (the “CLO V Refinancing Indenture”), by and among the CLO V Refinancing Issuer and State Street Bank and Trust Company: (i) $354.4 million of AAA(sf) Class A-1R Notes, which bear interest at the Benchmark, as defined in the CLO V Refinancing Indenture, plus 1.78%, (ii) $30.4 million of AAA(sf) Class A-2R Notes, which bear interest at the Benchmark plus 1.95%, (iii) $49.0 million of AA(sf) Class B-1 Notes, which bear interest at the Benchmark plus 2.20%, (iv) $5.0 million of AA(sf) Class B-2 Notes, which bear interest at 4.25%, (v) $31.5 million of A(sf) Class C-1 Notes, which bear interest at the Benchmark plus 3.15% and (vi) $39.4 million of A(sf) Class C-2 Notes, which bear interest at 5.10% (together, the “CLO V Refinancing Secured Notes”). The CLO V Refinancing Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the Issuer. The CLO V Refinancing Secured Notes are scheduled to mature on April 20, 2034. The CLO V Refinancing Secured Notes were privately placed by Natixis Securities
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Americas LLC. The proceeds from the CLO V Refinancing were used to redeem in full the classes of notes issued on the CLO V Closing Date and to pay expenses incurred in connection with the CLO V Refinancing.
Concurrently with the issuance of the CLO V Refinancing Secured Notes, the CLO V Issuer issued approximately $10.2 million of additional subordinated securities, for a total of $159.6 million of subordinated securities in the form of 159,620 preferred shares at an issue price of U.S.$1,000 per share. The CLO V Preferred Shares are not secured by the collateral securing the CLO V Refinancing Secured Notes. The Company acts as retention holder in connection with the CLO V Refinancing for the purposes of satisfying certain U.S., European Union and United Kingdom regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the Preferred Shares.
On the CLO V Closing Date, the CLO V Issuer entered into a loan sale agreement with Company, which provided for the sale and contribution of approximately $201.8 million par amount of middle market loans from the Company to the CLO V Issuer on the CLO V Closing Date and for future sales from the Company to the CLO V Issuer on an ongoing basis. As part of the CLO V Refinancing, the CLO V Refinancing Issuer, as the successor to the CLO V Issuer, and the Company entered into an amended and restated loan sale agreement with the Company dated as of the CLO V Refinancing Date, pursuant to which the CLO V Refinancing Issuer assumed all ongoing obligations of the CLO V Issuer under the original agreement and the Company sold and contributed approximately $275.67 million par amount middle market loans to the CLO V Refinancing Issuer on the CLO V Refinancing Date and provides for future sales from the Company to the CLO V Refinancing Issuer on an ongoing basis. Such loans constituted part of the portfolio of assets securing the CLO V Refinancing Secured Notes. A portion of the of the portfolio assets securing the CLO V Refinancing Secured Notes consists of middle market loans purchased by the CLO V Issuer from ORCC Financing II LLC, a wholly-owned subsidiary of the Company, under an additional loan sale agreement executed on the CLO V Closing Date between the CLO V Issuer and ORCC Financing II LLC and which the CLO V Refinancing Issuer and ORCC Financing II LLC amended and restated on the CLO V Refinancing Date in connection with the refinancing. The Company and ORCC Financing II LLC each made customary representations, warranties, and covenants to the CLO V Refinancing Issuer under the applicable loan sale agreement.
Through April 20, 2026, a portion of the proceeds received by the CLO V Issuer from the loans securing the CLO V Refinancing Secured Notes may be used by the Issuer to purchase additional middle market loans under the direction of the Advisor, in its capacity as collateral manager for the CLO V Refinancing Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
The CLO V Refinancing Secured Notes are the secured obligation of the CLO V Refinancing Issuer, and the CLO V Refinancing Indenture includes customary covenants and events of default. The CLO V Refinancing Secured Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
The Adviser serves as collateral manager for the CLO V Refinancing Issuer under an amended and restated collateral management agreement dated as of the CLO V Refinancing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO V Refinancing Issuer’s equity or notes owned by the Company.
CLO VI
On May 5, 2021 (the “CLO VI Closing Date”), the Company completed a $397.78 million term debt securitization transaction (the “CLO VI Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO VI Transaction were issued by the Company’s consolidated subsidiaries Owl Rock CLO VI, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO VI Issuer”), and Owl Rock CLO VI, LLC, a Delaware limited liability company (the “CLO VI Co-Issuer” and together with the CLO VI Issuer, the “CLO VI Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO VI Issuer.
The CLO VI Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO VI Indenture”), by and among the CLO VI Issuers and State Street Bank and Trust Company: (i) $ 224 million of AAA(sf) Class A Notes, which bear interest at three-month LIBOR plus 1.45%, (ii) $26 million of AA(sf) Class B-1 Notes, which bear interest at three-month LIBOR plus 1.75% and (iii) $10 million of AA(sf) Class B-F Notes, which bear interest at a fixed rate of 2.83% (together, the “CLO VI Secured Notes”). The CLO VI Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the CLO VI Issuer. The CLO VI Secured Notes are scheduled to mature on June 21, 2032. The CLO VI Secured Notes are privately placed by SG Americas Securities, LLC. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO VI Secured Notes.
Concurrently with the issuance of the CLO VI Secured Notes, the CLO VI Issuer issued approximately $137.78 million of subordinated securities in the form of 137,775 preferred shares at an issue price of U.S.$1,000 per share (the “CLO VI Preferred Shares”). The CLO VI Preferred Shares were issued by the CLO VI Issuer as part of its issued share capital and are not secured by the collateral securing the CLO VI Secured Notes. The Company purchased all of the CLO VI Preferred Shares, and as such, these securities are eliminated in consolidation. The Company acts as retention holder in connection with the CLO VI Transaction for the
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purposes of satisfying certain U.S., United Kingdom and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO VI Preferred Shares.
As part of the CLO VI Transaction, the Company entered into a loan sale agreement with the CLO VI Issuer dated as of the CLO VI Closing Date, which provides for the sale and contribution of approximately $205.6 million par amount of middle market loans from the Company to the CLO VI Issuer on the CLO VI Closing Date and for future sales from the Company to the CLO VI Issuer on an ongoing basis. Such loans constitute part of the initial portfolio of assets securing the CLO VI Secured Notes. The remainder of the initial portfolio assets securing the CLO VI Secured Notes consists of approximately $164.7 million par amount of middle market loans purchased by the CLO VI Issuer from ORCC Financing IV LLC, a wholly-owned subsidiary of the Company, under an additional loan sale agreement executed on the CLO VI Closing Date between the Issuer and ORCC Financing IV LLC. The Company and ORCC Financing IV LLC each made customary representations, warranties, and covenants to the Issuer under the applicable loan sale agreement.
Through June 20, 2024, a portion of the proceeds received by the CLO VI Issuer from the loans securing the CLO VI Secured Notes may be used by the CLO VI Issuer to purchase additional middle market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO VI Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle market loans.
The Secured Notes are the secured obligation of the CLO VI Issuers, and the CLO VI Indenture includes customary covenants and events of default. The CLO VI Secured Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
The Adviser serves as collateral manager for the CLO VI Issuer under a collateral management agreement dated as of the CLO VI Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO VI Issuers’ equity or notes owned by the Company.
Unsecured Notes
2023 Notes
On December 21, 2017, the Company entered into a Note Purchase Agreement governing the issuance of $150 million in aggregate principal amount of unsecured notes (the “2023 Notes”) to institutional investors in a private placement. The issuance of $138.5 million of the 2023 Notes occurred on December 21, 2017, and $11.5 million of the 2023 Notes were issued in January 2018. The 2023 Notes had a fixed interest rate of 4.75% and were due on June 21, 2023. Interest on the 2023 Notes was due and ranked semiannually. This interest rate was subject to increase (up to a maximum interest rate of 5.50%) in the event that, subject to certain exceptions, the 2023 Notes ceased to have an investment grade rating. The Company was obligated to offer to repay the 2023 Notes at par if certain change in control events occur. The 2023 Notes were general unsecured obligations of the Company and ranked pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The Note Purchase Agreement for the 2023 Notes contained customary terms and conditions for unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act and a RIC under the Code, minimum shareholders equity, minimum asset coverage ratio and prohibitions on certain fundamental changes at the Company or any subsidiary guarantor, as well as customary events of default with customary cure and notice, including, without limitation, nonpayment, misrepresentation in a material respect, breach of covenant, cross-default under other indebtedness of the Company or certain significant subsidiaries, certain judgments and orders, and certain events of bankruptcy.
The 2023 Notes were offered in reliance on Section 4(a)(2) of the Securities Act.
In connection with the offering of the 2023 Notes, on December 21, 2017 the Company entered into a centrally cleared interest rate swap. The notional amount of the interest rate swap was $150 million. The Company received fixed rate interest semi-annually at 4.75% and paid variable rate interest monthly based on 1-month LIBOR plus 2.545%. The interest rate swap matured on December 21, 2021, and therefore, for the three and six months ended June 30, 2022, the Company did not make any periodic payments. For the three and six months ended June 30, 2021, the Company made periodic payments of $1.0 million and $2.0 million, respectively. The interest expense related to the 2023 Notes is equally offset by the proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest expense on the Company’s Consolidated Statements of Operations. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of accrued expenses and other liabilities or prepaid expenses and other assets on the Company’s Consolidated Statements of Assets and Liabilities. The change in fair value of the interest rate swap is offset by the change in fair value of the 2023 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations.
On November 23, 2021, we caused notice to be issued to the holders of the 2023 Notes regarding our exercise of the option to redeem in full all $150 million in aggregate principal amount of the 2023 Notes at 100% of their principal amount, plus the accrued and unpaid interest thereon through, but excluding, the redemption date, December 23, 2021. On December 23, 2021, we redeemed in
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full all $150 million in aggregate principal amount of the 2023 Notes at 100% of their principal amount, plus the accrued and unpaid interest thereon through, but excluding, December 23, 2021.
2024 Notes
On April 10, 2019, the Company issued $400 million aggregate principal amount of notes that mature on April 15, 2024 (the “2024 Notes”). The 2024 Notes bear interest at a rate of 5.25% per year, payable semi-annually on April 15 and October 15 of each year, commencing on October 15, 2019. The Company may redeem some or all of the 2024 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2024 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2024 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if the Company redeems any 2024 Notes on or after March 15, 2024 (the date falling one month prior to the maturity date of the 2024 Notes), the redemption price for the 2024 Notes will be equal to 100% of the principal amount of the 2024 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
In connection with the issuance of the 2024 Notes, on April 10, 2019 the Company entered into centrally cleared interest rate swaps. The notional amount of the interest rate swaps is $400 million. The Company will receive fixed rate interest at 5.25% and pay variable rate interest based on one-month LIBOR plus 2.937%. The interest rate swaps mature on April 10, 2024. For the three and six months ended June 30, 2022, the Company made periodic payments of $4.3 million and $4.3 million, respectively. For the three and six months ended June 30, 2021, the Company made periodic payments of $4.3 million and $4.3 million, respectively. The interest expense related to the 2024 Notes is equally offset by the proceeds received from the interest rate swaps. The swap adjusted interest expense is included as a component of interest expense on the Company’s Consolidated Statements of Operations. As of June 30, 2022 and December 31, 2021, the interest rate swap had a fair value of $(6.2) million and $12.0 million, respectively. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of accrued expenses and other liabilities or prepaid expenses and other assets on the Company’s Consolidated Statements of Assets and Liabilities. The change in fair value of the interest rate swap is offset by the change in fair value of the 2024 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations.
2025 Notes
On October 8, 2019, the Company issued $425 million aggregate principal amount of notes that mature on March 30, 2025 (the “2025 Notes”). The 2025 Notes bear interest at a rate of 4.00% per year, payable semi-annually on March 30 and September 30 of each year, commencing on March 30, 2020. The Company may redeem some or all of the 2025 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2025 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2025 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 40 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if the Company redeems any 2025 Notes on or after February 28, 2025 (the date falling one month prior to the maturity date of the 2025 Notes), the redemption price for the 2025 Notes will be equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
July 2025 Notes
On January 22, 2020, the Company issued $500 million aggregate principal amount of notes that mature on July 22, 2025 (the “July 2025 Notes”). The July 2025 Notes bear interest at a rate of 3.75% per year, payable semi-annually on January 22 and July 22, of each year, commencing on July 22, 2020. The Company may redeem some or all of the July 2025 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the July 2025 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the July 2025 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 35 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if the Company redeems any July 2025 Notes on or after June 22, 2025 (the date falling one month prior to the maturity date of the 2025 Notes), the redemption price for the July 2025 Notes will be equal to 100% of the principal amount of the July 2025 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
2026 Notes
On July 23, 2020, the Company issued $500 million aggregate principal amount of notes that mature on January 15, 2026 (the “2026 Notes”). The 2026 Notes bear interest at a rate of 4.25% per year, payable semi-annually on January 15 and July 15 of each year, commencing on January 15, 2021. The Company may redeem some or all of the 2026 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2026 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2026 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if the Company redeems any 2026 Notes on or after December, 15 2025 (the
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date falling one month prior to the maturity date of the 2026 Notes), the redemption price for the 2026 Notes will be equal to 100% of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
July 2026 Notes
On December 8, 2020, the Company issued $1.0 billion aggregate principal amount of notes that mature on July 15, 2026 (the “July 2026 Notes”). The July 2026 Notes bear interest at a rate of 3.40% per year, payable semi-annually on January 15 and July 15 of each year, commencing on July 15, 2021. The Company may redeem some or all of the July 2026 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the July 2026 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the July 2026 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if the Company redeems any July 2026 Notes on or after June 15, 2026 (the date falling one month prior to the maturity date of the July 2026 Notes), the redemption price for the July 2026 Notes will be equal to 100% of the principal amount of the July 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
2027 Notes
On April 26, 2021, the Company issued $500 million aggregate principal amount of notes that mature on January 15, 2027 (the “2027 Notes”). The 2027 Notes bear interest at a rate of 2.625% per year, payable semi-annually on January 15 and July 15, of each year, commencing on July 15, 2021. The Company may redeem some or all of the 2027 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2027 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2027 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 30 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if the Company redeems any 2027 Notes on or after December 15, 2026 (the date falling one month prior to the maturity date of the 2027 Notes), the redemption price for the 2027 Notes will be equal to 100% of the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
In connection with the issuance of the 2027 Notes, on April 26, 2021, the Company entered into centrally cleared interest rate swaps. The notional amount of the interest rate swaps is $500 million. The Company will receive fixed rate interest at 2.625% and pay variable rate interest based on one-month LIBOR plus 1.655%. The interest rate swaps mature on January 15, 2027. For the three months ended June 30, 2022 the Company made no periodic payments and for the six months ended June 30, 2022 the Company made $2.0 million in periodic payments. For the three and six months ended June 30, 2021, the Company did not make periodic payments. The interest expense related to the 2027 Notes is equally offset by the proceeds received from the interest rate swaps. The swap adjusted interest expense is included as a component of interest expense on the Company’s Consolidated Statements of Operations. As of June 30, 2022 and December 31, 2021, the interest rate swap had a fair value of $(42.5) million and $7.6 million, respectively. Depending on the nature of the balance at period end, the fair value of the interest rate swaps is either included as a component of accrued expenses and other liabilities or prepaid expenses and other assets on the Company’s Consolidated Statements of Assets and Liabilities. The change in fair value of the interest rate swaps is offset by the change in fair value of the 2027 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations.
2028 Notes
On June 11, 2021, the Company issued $450 million aggregate principal amount of notes that mature on June 11, 2028 and on August 17, 2021, the Company issued an additional $400 million aggregate principal amount of the Company's 2.875% notes due 2028 (together, the “2028 Notes”). The 2028 Notes bear interest at a rate of 2.875% per year, payable semi-annually on June 11 and December 11, of each year, commencing on December 11, 2021. The Company may redeem some or all of the 2028 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2028 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2028 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 30 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if the Company redeems any 2028 Notes on or after April 11, 2028 (the date falling two months prior to the maturity date of the 2028 Notes), the redemption price for the 2028 Notes will be equal to 100% of the principal amount of the 2028 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
82

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Note 7. Commitments and Contingencies
Portfolio Company Commitments
From time to time, the Company may enter into commitments to fund investments. As of June 30, 2022 and December 31, 2021, the Company had the following outstanding commitments to fund investments in current portfolio companies:

Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
($ in thousands)
3ES Innovation Inc. (dba Aucerna)First lien senior secured revolving loan$2,193 $3,893 
ABB/Con-cise Optical Group LLCFirst lien senior secured revolving loan920 — 
Accela, Inc.First lien senior secured revolving loan— 3,000 
Alera Group, Inc.First lien senior secured delayed draw term loan417 417 
AmSpec Group, Inc. (fka AmSpec Services Inc.)First lien senior secured revolving loan11,882 10,665 
Anaplan INCFirst lien senior secured revolving loan9,722 — 
Apex Group Treasury, LLCSecond lien senior secured delayed draw term loan25,147 25,147 
Apex Service Partners, LLCFirst lien senior secured delayed draw term loan537 — 
Apex Service Partners, LLCFirst lien senior secured revolving loan40 — 
Apptio, Inc.First lien senior secured revolving loan1,667 1,667 
Aramsco, Inc.First lien senior secured revolving loan8,378 8,378 
Ardonagh Midco 3 PLCFirst lien senior secured GBP delayed draw term loan9,897 11,038 
Armstrong Bidco Limited (dba The Access Group)First lien senior secured delayed draw term loan1,232 — 
Ascend Buyer, LLC (dba PPC Flexible Packaging)First lien senior secured revolving loan489 471 
Associations, Inc.First lien senior secured delayed draw term loan59,900 — 
Associations, Inc.First lien senior secured revolving loan32,923 32,923 
AxiomSL Group, Inc.First lien senior secured delayed draw term loan8,331 8,331 
AxiomSL Group, Inc.First lien senior secured revolving loan18,227 18,227 
Bayshore Intermediate #2, L.P. (dba Boomi)First lien senior secured revolving loan6,913 6,913 
BCPE Osprey Buyer, Inc. (dba PartsSource)First lien senior secured delayed draw term loan28,014 28,014 
BCPE Osprey Buyer, Inc. (dba PartsSource)First lien senior secured revolving loan11,855 11,855 
BCTO BSI Buyer, Inc. (dba Buildertrend)First lien senior secured revolving loan1,804 2,339 
Blend Labs, Inc.First lien senior secured revolving loan7,500 7,500 
BP Veraison Buyer, LLC (dba Sun World)First lien senior secured delayed draw term loan29,054 29,054 
BP Veraison Buyer, LLC (dba Sun World)First lien senior secured revolving loan8,716 8,716 
Brightway Holdings, LLCFirst lien senior secured revolving loan3,158 3,158 
Centrify CorporationFirst lien senior secured revolving loan3,409 6,817 
CivicPlus, LLCFirst lien senior secured delayed draw term loan— 6,673 
CivicPlus, LLCFirst lien senior secured revolving loan2,698 1,335 
CSC Mkg Topco LLC (dba Medical Knowledge Group)First lien senior secured revolving loan169 — 
Denali BuyerCo, LLC (dba Summit Companies)First lien senior secured delayed draw term loan7,306 9,849 
Denali BuyerCo, LLC (dba Summit Companies)First lien senior secured revolving loan2,199 3,556 
Diamondback Acquisition, Inc. (dba Sphera)First lien senior secured delayed draw term loan1,080 1,080 
83

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
Dodge Data & Analytics LLCFirst lien senior secured revolving loan— 1,888 
Douglas Products and Packaging Company LLCFirst lien senior secured revolving loan7,722 3,936 
EET Buyer, Inc. (dba e-Emphasys)First lien senior secured revolving loan455 455 
Entertainment Benefits Group, LLCFirst lien senior secured revolving loan133 11,200 
Evolution BuyerCo, Inc. (dba SIAA)First lien senior secured revolving loan10,709 10,709 
Forescout Technologies, Inc.First lien senior secured delayed draw term loan90,278 — 
Forescout Technologies, Inc.First lien senior secured revolving loan2,138 5,345 
Fortis Solutions Group, LLCFirst lien senior secured delayed draw term loan439 1,347 
Fortis Solutions Group, LLCFirst lien senior secured revolving loan431 462 
Fullsteam Operations, LLCFirst lien senior secured delayed draw term loan7,932 — 
Gainsight, Inc.First lien senior secured revolving loan3,357 3,357 
Galls, LLCFirst lien senior secured revolving loan19,590 20,468 
Gaylord Chemical Company, L.L.C.First lien senior secured revolving loan13,202 13,202 
Gerson Lehrman Group, Inc.First lien senior secured revolving loan21,563 21,563 
GI Ranger Intermediate, LLC (dba Rectangle Health)First lien senior secured delayed draw term loan— 614 
GI Ranger Intermediate, LLC (dba Rectangle Health)First lien senior secured revolving loan332 369 
Global Music Rights, LLCFirst lien senior secured revolving loan667 667 
GovBrands Intermediate, Inc.First lien senior secured delayed draw term loan1,111 1,111 
GovBrands Intermediate, Inc.First lien senior secured revolving loan793 793 
Granicus, Inc.First lien senior secured delayed draw term loan1,006 1,006 
Granicus, Inc.First lien senior secured revolving loan1,187 1,187 
Guidehouse Inc.First lien senior secured revolving loan— 351 
H&F Opportunities LUX III S.À R.L (dba Checkmarx)First lien senior secured revolving loan16,250 16,250 
Hercules Borrower, LLC (dba The Vincit Group)First lien senior secured revolving loan18,685 20,916 
HGH Purchaser, Inc. (dba Horizon Services)First lien senior secured delayed draw term loan38,136 49,359 
HGH Purchaser, Inc. (dba Horizon Services)First lien senior secured revolving loan6,189 7,031 
Hissho Sushi Merger Sub, LLCFirst lien senior secured revolving loan53 — 
Hometown Food CompanyFirst lien senior secured revolving loan4,235 4,235 
Ideal Tridon Holdings, Inc.First lien senior secured revolving loan5,727 3,927 
IG Investments Holdings, LLC (dba Insight Global)First lien senior secured revolving loan2,881 1,987 
Indigo Buyer, Inc. (dba Inovar Packaging Group)First lien senior secured delayed draw term loan250 — 
Indigo Buyer, Inc. (dba Inovar Packaging Group)First lien senior secured revolving loan83 — 
Individual Foodservice Holdings, LLCFirst lien senior secured delayed draw term loan— 6,890 
Individual Foodservice Holdings, LLCFirst lien senior secured revolving loan21,567 20,609 
Inovalon Holdings, Inc.First lien senior secured delayed draw term loan18,988 18,988 
Integrity Marketing Acquisition, LLCFirst lien senior secured revolving loan14,832 14,832 
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)First lien senior secured revolving loan1,607 1,607 
Interoperability Bidco, Inc. (dba Lyniate)First lien senior secured revolving loan3,043 4,000 
Kaseya Inc.First lien senior secured delayed draw term loan1,134 — 
84

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
Kaseya Inc.First lien senior secured revolving loan1,134 — 
IQN Holding Corp. (dba Beeline)First lien senior secured revolving loan— 22,672 
KPSKY Acquisition, Inc. (dba BluSky)First lien senior secured delayed draw term loan31 256 
Lazer Spot G B Holdings, Inc.First lien senior secured revolving loan20,930 26,833 
Mario Purchaser, LLC (dba Len the Plumber)First lien senior secured delayed draw term loan6,905 — 
Mario Purchaser, LLC (dba Len the Plumber)First lien senior secured revolving loan1,381 — 
Lignetics Investment Corp.First lien senior secured delayed draw term loan3,922 3,922 
Lignetics Investment Corp.First lien senior secured revolving loan392 3,922 
Litera Bidco LLCFirst lien senior secured delayed draw term loan— 5,176 
Litera Bidco LLCFirst lien senior secured revolving loan5,738 5,738 
Medline Borrower, LPFirst lien senior secured revolving loan7,190 7,190 
MHE Intermediate Holdings, LLC (dba OnPoint Group)First lien senior secured delayed draw term loan— 9,850 
MHE Intermediate Holdings, LLC (dba OnPoint Group)First lien senior secured revolving loan15,536 15,536 
Milan Laser Holdings LLCFirst lien senior secured revolving loan2,078 2,078 
MINDBODY, Inc.First lien senior secured revolving loan6,071 6,071 
Ministry Brands Holdings, LLCFirst lien senior secured delayed draw term loan226 226 
Ministry Brands Holdings, LLCFirst lien senior secured revolving loan68 68 
National Dentex Labs LLC (fka Barracuda Dental LLC)First lien senior secured delayed draw term loan3,980 3,980 
National Dentex Labs LLC (fka Barracuda Dental LLC)First lien senior secured revolving loan2,576 6,322 
Natural Partners, LLCFirst lien senior secured revolving loan68 — 
Nelipak Holding CompanyFirst lien senior secured USD revolving loan2,412 4,288 
Nelipak Holding CompanyFirst lien senior secured EUR revolving loan5,791 7,518 
NMI Acquisitionco, Inc. (dba Network Merchants)First lien senior secured delayed draw term loan4,073 4,073 
NMI Acquisitionco, Inc. (dba Network Merchants)First lien senior secured revolving loan1,652 1,652 
Norvax, LLC (dba GoHealth)First lien senior secured revolving loan2,761 2,761 
Notorious Topco, LLC (dba Beauty Industry Group)First lien senior secured delayed draw term loan15,962 15,962 
Notorious Topco, LLC (dba Beauty Industry Group)First lien senior secured revolving loan5,427 7,981 
OB Hospitalist Group, Inc.First lien senior secured revolving loan13,533 13,533 
Ole Smoky Distillery, LLCFirst lien senior secured revolving loan116 — 
Patriot Acquisition TopCo S.A.R.L (dba Corza Health, Inc.) First lien senior secured revolving loan13,538 13,538 
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)First lien senior secured delayed draw term loan— 8,695 
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)First lien senior secured revolving loan6,161 6,161 
Plasma Buyer LLC (dba PathGroup)First lien senior secured delayed draw term loan176 — 
Plasma Buyer LLC (dba PathGroup)First lien senior secured revolving loan76 — 
Pluralsight, LLCFirst lien senior secured revolving loan6,235 6,235 
Project Power Buyer, LLC (dba PEC-Veriforce)First lien senior secured revolving loan3,188 3,188 
PS Operating Company LLC (fka QC Supply, LLC)First lien senior secured revolving loan1,324 2,650 
QAD, Inc.First lien senior secured revolving loan3,429 3,429 
Quva Pharma, Inc.First lien senior secured revolving loan1,920 4,000 
85

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
Reef Global Acquisition LLC (fka Cheese Acquisition, LLC)First lien senior secured revolving loan6,312 5,377 
Refresh Parent Holdings, Inc.First lien senior secured delayed draw term loan— 797 
Refresh Parent Holdings, Inc.First lien senior secured revolving loan— 6,897 
Relativity ODA LLCFirst lien senior secured revolving loan7,333 7,333 
Sara Lee Frozen Bakery, LLC (fka KSLB Holdings, LLC)First lien senior secured revolving loan3,120 8,700 
Securonix, Inc.First lien senior secured revolving loan153 — 
SimpliSafe Holding CorporationFirst lien senior secured delayed draw term loan772 — 
Smarsh Inc.First lien senior secured delayed draw term loan190 — 
Smarsh Inc.First lien senior secured revolving loan48 — 
Sonny's Enterprises LLCFirst lien senior secured revolving loan12,835 15,402 
Swipe Acquisition Corporation (dba PLI)First lien senior secured delayed draw term loan6,228 10,230 
Swipe Acquisition Corporation (dba PLI)Letter of Credit7,118 7,118 
SWK BUYER, Inc. (dba Stonewall Kitchen)First lien senior secured delayed draw term loan175 — 
SWK BUYER, Inc. (dba Stonewall Kitchen)First lien senior secured revolving loan25 — 
Tahoe Finco, LLCFirst lien senior secured revolving loan9,244 9,244 
Tamarack Intermediate, L.L.C. (dba Verisk 3E)First lien senior secured revolving loan141 — 
TC Holdings, LLC (dba TrialCard)First lien senior secured revolving loan— 7,685 
TEMPO BUYER CORP. (dba Global Claims Services)First lien senior secured delayed draw term loan308 308 
TEMPO BUYER CORP. (dba Global Claims Services)First lien senior secured revolving loan148 154 
The Shade Store, LLCFirst lien senior secured revolving loan455 909 
THG Acquisition, LLC (dba Hilb)First lien senior secured revolving loan8,608 8,608 
Thunder Purchaser, Inc. (dba Vector Solutions)First lien senior secured delayed draw term loan10,966 10,965 
Thunder Purchaser, Inc. (dba Vector Solutions)First lien senior secured revolving loan2,522 3,838 
Troon Golf, L.L.C.First lien senior secured revolving loan21,622 21,621 
Ultimate Baked Goods Midco, LLCFirst lien senior secured revolving loan3,978 4,724 
Unified Women's Healthcare, LPFirst lien senior secured delayed draw term loan55 — 
Unified Women's Healthcare, LPFirst lien senior secured revolving loan88 — 
USRP Holdings, Inc. (dba U.S. Retirement and Benefits Partners)First lien senior secured revolving loan4,239 4,168 
Valence Surface Technologies LLCFirst lien senior secured revolving loan49 49 
Velocity HoldCo III Inc. (dba VelocityEHS)First lien senior secured revolving loan1,340 1,340 
When I Work, Inc.First lien senior secured revolving loan925 925 
Wingspire Capital Holdings LLCLLC Interest70,265 51,962 
WU Holdco, Inc. (dba Weiman Products, LLC)First lien senior secured delayed draw term loan— 14,829 
WU Holdco, Inc. (dba Weiman Products, LLC)First lien senior secured revolving loan8,835 13,444 
Total Unfunded Portfolio Company Commitments$996,579 $963,808 

As of June 30, 2022, the Company believed they had adequate financial resources to satisfy the unfunded portfolio company commitments.
86

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
Other Commitments and Contingencies
On November 3, 2020, the Board approved a repurchase program (the “Repurchase Plan”) under which the Company may repurchase up to $100 million of the Company’s outstanding common stock. Under the program, purchases may be made at management’s discretion from time to time in open-market transactions, in accordance with all applicable securities laws and regulations. Unless extended by the Board, the repurchase program will terminate 12-months from the date it was approved. On November 2, 2021, the Board approved an extension to the Repurchase Plan and, unless further extended by the Board, will terminate 12-months from that date. As of June 30, 2022, Goldman, Sachs & Co., as agent, has repurchased 944,076 shares of the Company’s common stock pursuant to the Repurchase Plan for approximately $12.6 million.
From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. At June 30, 2022, management was not aware of any material pending or threatened litigation that would require accounting recognition or financial statement disclosure.
Note 8. Net Assets
Equity Issuances
The Company has the authority to issue 500,000,000 common shares at $0.01 per share par value.
There were no sales of the Company’s common stock during the six months ended June 30, 2022 and 2021.
Distributions
The following table reflects the distributions declared on shares of the Company’s common stock during the six months ended June 30, 2022:
June 30, 2022
Date DeclaredRecord DatePayment DateDistribution per Share
May 4, 2022June 30, 2022August 15, 2022$0.31 
February 23, 2022March 31, 2022May 13, 20220.31
The following table reflects the distributions declared on shares of the Company’s common stock during the six months ended June 30, 2021:
June 30, 2021
Date DeclaredRecord DatePayment DateDistribution per Share
May 5, 2021June 30, 2021August 13, 2021$0.31 
February 23, 2021March 31, 2021May 14, 20210.31
Dividend Reinvestment
With respect to distributions, the Company has adopted an “opt out” dividend reinvestment plan for common shareholders. As a result, in the event of a declared distribution, each shareholder that has not “opted out” of the dividend reinvestment plan will have their dividends or distributions automatically reinvested in additional shares of the Company’s common stock rather than receiving cash distributions. If newly issued shares are used to implement the dividend reinvestment plan, the number of shares to be issued to a shareholder will be determined by dividing the total dollar amount of the cash dividend or distribution payable to a shareholder by the market price per share of our common stock at the close of regular trading on the New York Stock Exchange on the payment date of a distribution, or if no sale is reported for such day, the average of the reported bid and ask prices. However, if the market price per share on the payment date of a cash dividend or distribution exceeds the most recently computed net asset value per share, we will issue shares at the greater of (i) the most recently computed net asset value per share and (ii) 95% of the current market price per share (or such lesser discount to the current market price per share that still exceeded the most recently computed net asset value per share). If shares are purchased in the open market to implement the dividend reinvestment plan, the number of shares to be issued to a shareholder shall be determined by dividing the dollar amount of the cash dividend payable to such shareholder by the weighted average price per share for all shares purchased by the plan administrator in the open market in connection with the dividend. Shareholders who receive distributions in the form of shares of common stock will be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions.
87

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
The following table reflects the shares distributed pursuant to the dividend reinvestment plan during the six months ended June 30, 2022:
Date DeclaredRecord DatePayment DateShares
February 23, 2022March 31, 2022May 15, 2022830,764 (1)
November 2, 2021December 31, 2021January 31, 2022814,084
(1)Shares purchased in the open market in order to satisfy dividends reinvested under our dividend reinvestment program.

The following table reflects the common stock issued pursuant to the dividend reinvestment plan during the six months ended June 30, 2021:
Date DeclaredRecord DatePayment DateShares
February 23, 2021March 31, 2021May 14, 2021815,703 
November 4, 2020December 31, 2020January 19, 20211,435,099 

Stock Repurchase Plans
On November 3, 2020, the Board approved the Repurchase Plan under which the Company may repurchase up to $100 million of the Company’s outstanding common stock. Under the program, purchases may be made at management’s discretion from time to time in open-market transactions, in accordance with all applicable securities laws and regulations. Unless extended by the Board, the repurchase program will terminate 12-months from the date it was approved. On November 2, 2021, the Board approved an extension to the Repurchase Plan and, unless further extended by the Board, will terminate 12-months from that date. As of June 30, 2022, Goldman Sachs & Co., as agent, has repurchased 944,076 shares of the Company’s common stock pursuant to the Repurchase Plan for approximately $12.6 million.
The following provides information regarding purchases of the Company’s common stock by Goldman Sachs & Co., as agent, pursuant to the Repurchase Plan. For the period ended June 30, 2021, there were no repurchases under the Repurchase Plan. For the period ended June 30, 2022, repurchases under the Repurchase Plan were as follows:
Period
($ in millions, except share and per share amounts)
Total Number
of Shares
Repurchased
Average Price Paid per ShareApproximate
Dollar Value of
Shares that have been
Purchased Under
the Plans
Approximate
Dollar Value
of Shares that
May Yet Be
Purchased Under
the Plan
January 1, 2022 - January 31, 2022— $— $— $97.4 
February 1, 2022 - February 28, 2022— $— $— $97.4 
March 1, 2022 - March 31, 2022— $— $— $97.4 
April 1, 2022 - April 30, 2022— $— $— $97.4 
May 1, 2022 - May 31, 2022757,926 $13.21 $10.0 $87.4 
June 1, 2022 - June 30, 2022— $— $— $87.4 
Total757,926 $10.0 
Note 9. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per common share for the three and six months ended June 30, 2022 and 2021:
Three Months Ended June 30,Six Months Ended June 30,
($ in thousands, except per share amounts)2022202120222021
Increase (decrease) in net assets resulting from operations$(34,946)$150,180 $9,039 $308,025 
Weighted average shares of common stock outstanding—basic and diluted394,184,560 391,832,048 394,246,724 391,475,389 
Earnings per common share-basic and diluted$(0.09)$0.38 $0.02 $0.79 
Note 10. Income Taxes
The Company has elected to be treated as a RIC under Subchapter M of the Code, and intends to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify for tax treatment as a RIC, the Company must, among other
88

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
things, distribute to its shareholders in each taxable year generally at least 90% of the Company’s investment company taxable income, as defined by the Code, and net tax-exempt income for that taxable year. To maintain tax treatment as a RIC, the Company, among other things, intends to make the requisite distributions to its shareholders, which generally relieves the Company from corporate-level U.S. federal income taxes.
Depending on the level of taxable income earned in a tax year, the Company can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, the Company will accrue excise tax on estimated excess taxable income.
For the three and six months ended June 30, 2022, the Company recorded U.S. federal income tax expense/(benefit) of $1.6 million and $2.4 million, respectively, including no U.S. federal excise tax expense/(benefit). For the three and six months ended June 30, 2021, the Company recorded U.S. federal income tax expense/(benefit) of $0.2 million and $1.3 million, respectively, including U.S. federal excise tax expense/(benefit) of $(0.2) million and $21.6 thousand, respectively.
Taxable Subsidiaries
Certain of the Company’s consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes. For the three and six months ended June 30, 2022, the Company recorded a net tax expense of approximately $1.6 million and $2.4 million for taxable subsidiaries, respectively. For the three and six months ended June 30, 2021, the Company recorded a net tax expense of approximately $0.4 million and $1.3 million for taxable subsidiaries, respectively.
The Company recorded a net deferred tax liability of $11.8 million and $12.0 million as of June 30, 2022 and December 31, 2021, respectively, for taxable subsidiaries, which is significantly related to GAAP to tax outside basis differences in the taxable subsidiaries' investment in certain partnership interests.
Note 11. Financial Highlights
The following are the financial highlights for a common share outstanding during the six months ended June 30, 2022 and 2021:
For the Six Months Ended June 30,
($ in thousands, except share and per share amounts)20222021
Per share data:
Net asset value, beginning of period$15.08 $14.74 
Net investment income(1)0.63 0.57 
Net realized and unrealized gain (loss)(0.61)0.21 
Total from operations0.02 0.78 
Repurchase of common shares(2)— — 
Distributions declared from earnings(2)(0.62)(0.62)
Total increase (decrease) in net assets(0.60)0.16 
Net asset value, end of period14.48 14.90 
Shares outstanding, end of period393,823,013 392,217,490 
Per share market value at end of period12.33 14.27 
Total Return, based on market value(3)(8.7)%17.6 %
Total Return, based on net asset value(4)0.4 %5.3 %
Ratios / Supplemental Data(5)
Ratio of total expenses to average net assets(6)9.9 %8.6 %
Ratio of net investment income to average net assets8.5 %7.7 %
Net assets, end of period5,704,446 5,842,264 
Weighted-average shares outstanding394,246,724 391,475,389 
Total capital commitments, end of periodN/AN/A
Ratio of total contributed capital to total committed capital, end of periodN/AN/A
Portfolio turnover rate7.6 %12.6 %
_______________
(1)The per share data was derived using the weighted average shares outstanding during the period.
(2)The per share data was derived using actual shares outstanding at the date of the relevant transaction.
89

Owl Rock Capital Corporation
Notes to Consolidated Financial Statements (Unaudited) - Continued
(3)Total return based on market value is calculated as the change in market value per share during the respective periods, taking into account dividends and distributions, if any, reinvested in accordance with the Company’s dividend reinvestment plan.
(4)Total return is calculated as the change in net asset value (“NAV”) per share during the period, plus distributions per share (assuming dividends and distributions, if any, are reinvested in accordance with the Company’s dividend reinvestment plan), if any, divided by the beginning NAV per share.
(5)Does not include expenses of investment companies in which the Company invests.
(6)The ratios reflect an annualized amount.
Note 12. Subsequent Events
In preparing these financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date of issuance. There are no subsequent events to disclose except for the following:
On July 26, 2022, the Company and Nationwide Life Insurance Company (“Nationwide”) increased their capital commitments in ORCC Senior Loan Fund LLC to an aggregate of $571.5 million. The Company increased its contribution pro rata from $325.1 million to $500.1 million. Nationwide increased its contribution pro rata from $46.4 million to $71.4 million. The Company's economic ownership interest remains 87.5%, and Nationwide's economic ownership interest remains 12.5%.
On July 26, 2022, the Company completed a $350.47 million term debt securitization transaction (the “CLO Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO Transaction and the secured loan borrowed in the CLO Transaction were issued and incurred, as applicable, by the Company’s consolidated subsidiary Owl Rock CLO VII, LLC, a limited liability organized under the laws of the State of Delaware (the “Issuer”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the Issuer.
On August 2, 2022 the Board declared a distribution of $0.31 per share for shareholders of record on September 30, 2022 payable on or before November 15, 2022.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The information contained in this section should be read in conjunction with “ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS”. This discussion contains forward-looking statements, which relate to future events or the future performance or financial condition of Owl Rock Capital Corporation and involves numerous risks and uncertainties, including, but not limited to, those described in our Form 10-K for the fiscal year December 31, 2021 and in “ITEM 1A. RISK FACTORS.” This discussion also should be read in conjunction with the “Cautionary Statement Regarding Forward Looking Statements” set forth on page 1 of this Quarterly Report on Form 10-Q. Actual results could differ materially from those implied or expressed in any forward-looking statements.
Overview
Owl Rock Capital Corporation (the “Company”, “we”, “us” or “our”) is a Maryland corporation formed on October 15, 2015. We were formed primarily to originate and make loans to, and make debt and equity investments in, U.S. middle market companies. We invest in senior secured or unsecured loans, subordinated loans or mezzanine loans and, to a lesser extent, equity and equity-related securities including warrants, preferred stock and similar forms of senior equity, which may or may not be convertible into a portfolio company’s common equity. Our investment objective is to generate current income, and to a lesser extent, capital appreciation by targeting investment opportunities with favorable risk-adjusted returns.
We are managed by Owl Rock Capital Advisors LLC (“the Adviser” or “our Adviser”). The Adviser is registered with the U.S. Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended (the "Advisers Act"), an indirect subsidiary of Blue Owl Capital Inc. ("Blue Owl") (NYSE: OWL) and part of Owl Rock, a division of Blue Owl focused on direct lending. Subject to the overall supervision of our board of directors (“the Board” or “our Board”), the Adviser manages our day-to-day operations, and provides investment advisory and management services to us. The Adviser or its affiliates may engage in certain origination activities and receive attendant arrangement, structuring or similar fees. The Adviser is responsible for managing our business and activities, including sourcing investment opportunities, conducting research, performing diligence on potential investments, structuring our investments, and monitoring our portfolio companies on an ongoing basis through a team of investment professionals.
On July 22, 2019, we closed our initial public offering (“IPO”), issuing 10 million shares of our common stock at a public offering price of $15.30 per share, and on August 2, 2019, the underwriters exercised their option to purchase an additional 1.5 million shares of common stock at a purchase price of $15.30 per share. Net of underwriting fees and offering costs, we received total cash proceeds of $164.0 million. Our common stock began trading on the New York Stock Exchange (“NYSE”) under the symbol “ORCC” on July 18, 2019. In connection with the IPO, on July 22, 2019, we entered into a stock repurchase plan (the “Company 10b5-1 Plan”), to acquire up to $150 million in the aggregate of our common stock at prices below its net asset value per share over a specified period, in accordance with the guidelines specified in Rule 10b-18 and Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Under the Company 10b5-1 Plan, we acquired 12,515,624 shares for approximately $150 million. The Company 10b5-1 Plan commenced on August 19, 2019 and was exhausted on August 4, 2020.
The Adviser also serves as investment adviser to Owl Rock Capital Corporation II and Owl Rock Core Income Corp.
Blue Owl consists of three divisions: (1) Owl Rock, which focuses on direct lending, (2) Dyal, which focuses on providing capital to institutional alternative asset managers and (3) Oak Street, which focuses on real estate strategies. Owl Rock is comprised of the Adviser, Owl Rock Technology Advisors LLC (“ORTA”), Owl Rock Technology Advisors II LLC ("ORTA II"), Owl Rock Capital Private Fund Advisors LLC (“ORPFA”) and Owl Rock Diversified Advisors LLC (“ORDA” and together with the Adviser, ORTA, ORTA II, ORPFA and ORDA, the "Owl Rock Advisers"), which also are investment advisers. As of June 30, 2022, the Adviser and its affiliates had $56.8 billion of assets under management across the Owl Rock division of Blue Owl.
The management of our investment portfolio is the responsibility of the Adviser and the Investment Committee. We consider these individuals to be our portfolio managers. The Investment Team, is led by Douglas I. Ostrover, Marc S. Lipschultz and Craig W. Packer and is supported by certain members of the Adviser's senior executive team and the Investment Committee. The Investment Team, under the Investment Committee's supervision, sources investment opportunities, conducts research, performs due diligence on potential investments, structures our investments and will monitor our portfolio companies on an ongoing basis. The Investment Committee is comprised of Douglas I. Ostrover, Marc S. Lipschultz, Craig W. Packer, Alexis Maged and Jeff Walwyn. The Investment Committee meets regularly to consider our investments, direct our strategic initiatives and supervise the actions taken by the Adviser on our behalf. In addition, the Investment Committee reviews and determines whether to make prospective investments (including approving parameters or guidelines pursuant to which investments in broadly syndicated loans may be bought and sold), structures financings and monitors the performance of the investment portfolio. Each investment opportunity requires the approval of a majority of the Investment Committee. Follow-on investments in existing portfolio companies may require the Investment Committee's approval beyond that obtained when the initial investment in the portfolio company was made. In addition, temporary investments, such as those in cash equivalents, U.S. government securities and other high quality debt investments that mature in one year or less, may require approval by the Investment Committee. The compensation packages of certain Investment Committee members from the Adviser include various combinations of discretionary bonuses and variable incentive compensation based primarily on performance for services provided and may include shares of Blue Owl.
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We may be prohibited under the 1940 Act from participating in certain transactions with our affiliates without the prior approval of our directors who are not interested persons and, in some cases, the prior approval of the SEC. We, our Adviser and certain affiliates have been granted an order for exemptive relief (the “Order”) by the SEC to permit us to co-invest with other funds managed by our Adviser or certain of its affiliates, in a manner consistent with our investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. Pursuant to the Order, we generally are permitted to co-invest with certain of our affiliates if a “required majority” (as defined in Section 57(o) of the 1940 Act) of our independent directors make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the transactions, including the consideration to be paid, are reasonable and fair to us and our shareholders and do not involve overreaching by us or our shareholders on the part of any person concerned, (2) the transaction is consistent with the interests of our shareholders and is consistent with our investment objective and strategies, (3) the investment by our affiliates would not disadvantage us, and our participation would not be on a basis different from or less advantageous than that on which our affiliates are investing and (4) the proposed investment by us would not benefit our Adviser or its affiliates or any affiliated person of any of them (other than the parties to the transaction), except to the extent permitted by the exemptive relief and applicable law, including the limitations set forth in Section 57(k) of the 1940 Act.
In addition, pursuant to an exemptive order issued by the SEC on April 8, 2020 and applicable to all BDCs through December 31, 2020 (the “Temporary Relief), we were permitted, subject to the satisfaction of certain conditions, to co-invest in reliance on the Order in our existing portfolio companies with certain affiliates that are private funds if such private funds did not have an investment in such existing portfolio company. Without the Temporary Relief, such private funds would not be able to participate in such co-investments with us unless the private funds had previously acquired securities of the portfolio company in a co-investment transaction with us completed in reliance on the Order. Although the Temporary Relief expired on December 31, 2020, the SEC's Division of Investment Management had indicated that until March 31, 2022, it would not recommend enforcement action, to the extent that any BDC with an existing co-investment order continues to engage in certain transactions described in the Temporary Relief, pursuant to the same terms and conditions described therein. The Temporary Relief is no longer effective; however, we have filed an application to amend our existing Order to permit us to continue to co-invest in our existing portfolio companies with certain affiliates that are private funds if such private funds did not have an investment in such existing portfolio company. There can be no assurance if and when we will receive the amended exemptive order.
The Owl Rock Advisers’ investment allocation policy seeks to ensure equitable allocation of investment opportunities over time between us and other funds managed by our Adviser or its affiliates. As a result of the Order, there could be significant overlap in our investment portfolio and the investment portfolio of the Owl Rock Clients and/or other funds managed by the Adviser or its affiliates that could avail themselves of the exemptive relief and that have an investment objective similar to ours.
On April 27, 2016, we formed a wholly-owned subsidiary, OR Lending LLC, a Delaware limited liability company, which holds a California finance lenders license. OR Lending LLC makes loans to borrowers headquartered in California. From time to time we may form wholly-owned subsidiaries to facilitate our normal course of business.
Certain consolidated subsidiaries of ours are subject to U.S. federal and state corporate-level income taxes.
We have elected to be regulated as a BDC under the 1940 Act and as a regulated investment company (“RIC”) for tax purposes under the Internal Revenue Code of 1986, as amended (the “Code”). As a result, we are required to comply with various statutory and regulatory requirements, such as:
the requirement to invest at least 70% of our assets in “qualifying assets”, as such term is defined in the 1940 Act;
source of income limitations;
asset diversification requirements; and
the requirement to distribute (or be treated as distributing) in each taxable year at least 90% of our investment company taxable income and tax-exempt interest for that taxable year.
COVID-19 and Economic Developments
In March 2020, the outbreak of COVID -19 was recognized as a pandemic by the World Health Organization. We have and continue to assess the impact of COVID-19 on our portfolio companies and our operations. We cannot predict the full impact of the COVID-19 pandemic, including its duration in the United States and worldwide, the effectiveness of governmental responses designed to mitigate strain to businesses and the economy and the magnitude of the economic impact of the outbreak. The COVID-19 pandemic and preventative measures taken to contain or mitigate its spread have caused, and may in the future cause, business shutdowns and cancellations of events and travel. In addition, while economic activity has improved from the beginning of the COVID-19 pandemic, we continue to observe supply chain interruptions, labor difficulties, commodity inflation, rising interest rates, economic sanctions as a result of the ongoing conflict between Russia and Ukraine and elements of geopolitical, economic and financial market instability both globally and in the United States. In the event that the U.S. economy enters into a protracted recession, it is possible that the results of some of the middle-market companies similar to those in which we invest could experience deterioration. While we are not seeing signs of an overall, broad deterioration in our portfolio company results at this time, there can be no assurance that the performance of certain of our portfolio companies will not be negatively impacted by economic conditions, which could have a negative impact on our future results.
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The Adviser has implemented a policy that encourages a return to in-office work but allows for flexibility to work from home based on current conditions. We have built our portfolio management team to include workout experts and continue to closely monitor our portfolio companies; however, we are unable to predict the duration of any business and supply-chain disruptions or labor difficulties, the extent to which COVID-19 or economic conditions will negatively affect our portfolio companies’ operating results or the impact that such disruptions may have on our results of operations and financial condition.
Our Investment Framework
We are a Maryland corporation organized primarily to originate and make loans to, and make debt and equity investments in, U.S. middle market companies. Our investment objective is to generate current income, and to a lesser extent, capital appreciation by targeting investment opportunities with favorable risk-adjusted returns. Since our Adviser and its affiliates began investment activities in April 2016 through June 30, 2022, our Adviser and its affiliates have originated $63.7 billion aggregate principal amount of investments, of which $60.1 billion of aggregate principal amount of investments prior to any subsequent exits or repayments, was retained by either us or a corporation or fund advised by our Adviser or its affiliates. We seek to generate current income primarily in U.S. middle market companies through direct originations of senior secured loans or originations of unsecured loans, subordinated loans or mezzanine loans, broadly syndicated loans and, to a lesser extent, investments in equity and equity-related securities including warrants, preferred stock and similar forms of senior equity. Our equity investments are typically not control-oriented investments and we may structure such equity investments to include provisions protecting our rights as a minority-interest holder.
We define “middle market companies” generally to mean companies with earnings before interest expense, income tax expense, depreciation and amortization, or “EBITDA,” between $10 million and $250 million annually and/or annual revenue of $50 million to $2.5 billion at the time of investment, although we may on occasion invest in smaller or larger companies if an opportunity presents itself. We generally seek to invest in companies with a loan-to-value ratio of 50% or below.
We expect that generally our portfolio composition will be majority debt or income producing securities, which may include “covenant-lite” loans (as defined below), with a lesser allocation to equity or equity-linked opportunities, which we may hold directly or through special purpose vehicles. In addition, we may invest a portion of our portfolio in opportunistic investments and broadly syndicated loans, which will not be our primary focus, but will be intended to enhance returns to our shareholders and from time to time, we may evaluate and enter into strategic portfolio transactions which may result in additional portfolio companies which we are considered to control. These investments may include high-yield bonds and broadly-syndicated loans, including publicly traded debt instruments, which are typically originated and structured by banks on behalf of large corporate borrowers with employee counts, revenues, EBITDAs and enterprise values larger than the middle market characteristics described above. In addition, we generally do not intend to invest more than 20% of our total assets in companies whose principal place of business is outside the United States, although we do not generally intend to invest in companies whose principal place of business is in an emerging market. Our portfolio composition may fluctuate from time to time based on market conditions and interest rates.
Covenants are contractual restrictions that lenders place on companies to limit the corporate actions a company may pursue. Generally, the loans in which we expect to invest will have financial maintenance covenants, which are used to proactively address materially adverse changes in a portfolio company’s financial performance. However, to a lesser extent, we may invest in “covenant-lite” loans. We use the term “covenant-lite” to refer generally to loans that do not have a complete set of financial maintenance covenants. Generally, “covenant-lite” loans provide borrower companies more freedom to negatively impact lenders because their covenants are incurrence-based, which means they are only tested and can only be breached following an affirmative action of the borrower, rather than by a deterioration in the borrower’s financial condition. Accordingly, to the extent we invest in “covenant-lite” loans, we may have fewer rights against a borrower and may have a greater risk of loss on such investments as compared to investments in or exposure to loans with financial maintenance covenants.
We target portfolio companies where we can structure larger transactions. As of June 30, 2022, our average debt investment size in each of our portfolio companies was approximately $71.8 million based on fair value. As of June 30, 2022, our portfolio companies, excluding the investment in ORCC SLF and certain investments that fall outside of our typical borrower profile and represent 83.1% of our total debt portfolio based on fair value, had weighted average annual revenue of $699 million, weighted average annual EBITDA of $151 million and an average interest coverage of 2.7x.
The companies in which we invest use our capital to support their growth, acquisitions, market or product expansion, refinancings and/or recapitalizations. The debt in which we invest typically is not rated by any rating agency, but if these instruments were rated, they would likely receive a rating of below investment grade (that is, below BBB- or Baa3), which is often referred to as “high yield” or “junk”.
A majority of our new investments are indexed to SOFR; however we have material contracts that are indexed to USD-LIBOR and are monitoring this activity, evaluating the related risks and our exposure, and adding alternative language to contracts, where necessary. Certain contracts have an orderly market transition already in process. However, it is not possible to predict the effect of any of these developments, and any future initiatives to regulate, reform or change the manner of administration of LIBOR could result in adverse consequences to the rate of interest payable and receivable on, market value of and market liquidity for LIBOR-based financial instruments.
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Key Components of Our Results of Operations
Investments
We focus primarily on the direct origination of loans to middle market companies domiciled in the United States.
Our level of investment activity (both the number of investments and the size of each investment) can and will vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle market companies, the level of merger and acquisition activity for such companies, the general economic environment and the competitive environment for the types of investments we make.
In addition, as part of our risk strategy on investments, we may reduce the levels of certain investments through partial sales or syndication to additional lenders.
Revenues
We generate revenues primarily in the form of interest income from the investments we hold. In addition, we generate income from dividends on either direct equity investments or equity interests obtained in connection with originating loans, such as options, warrants or conversion rights. Our debt investments typically have a term of three to ten years. As of June 30, 2022, 98.8% of our debt investments based on fair value bear interest at a floating rate, subject to interest rate floors, in certain cases. Interest on our debt investments is generally payable either monthly or quarterly.
Our investment portfolio consists primarily of floating rate loans, and our credit facilities bear interest at floating rates. Macro trends in base interest rates like London Interbank Offered Rate (“LIBOR”), the Secured Overnight Financing Rate ("SOFR") and any alternative reference rates may affect our net investment income over the long term. However, because we generally originate loans to a small number of portfolio companies each quarter, and those investments vary in size, our results in any given period, including the interest rate on investments that were sold or repaid in a period compared to the interest rate of new investments made during that period, often are idiosyncratic, and reflect the characteristics of the particular portfolio companies that we invested in or exited during the period and not necessarily any trends in our business or macro trends.
Loan origination fees, original issue discount and market discount or premium are capitalized, and we accrete or amortize such amounts under U.S. generally accepted accounting principles ("U.S. GAAP") as interest income using the effective yield method for term instruments and the straight-line method for revolving or delayed draw instruments. Repayments of our debt investments can reduce interest income from period to period. The frequency or volume of these repayments may fluctuate significantly. We record prepayment premiums on loans as interest income. We may also generate revenue in the form of commitment, loan origination, structuring, or due diligence fees, fees for providing managerial assistance to our portfolio companies and possibly consulting fees.
Dividend income on equity investments is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded companies.
Our portfolio activity also reflects the proceeds from sales of investments. We recognize realized gains or losses on investments based on the difference between the net proceeds from the disposition and the amortized cost basis of the investment without regard to unrealized gains or losses previously recognized. We record current period changes in fair value of investments that are measured at fair value as a component of the net change in unrealized gains (losses) on investments in the consolidated statement of operations.
Expenses
Our primary operating expenses include the payment of the management fee and, since the expiration of the incentive fee waiver on October 18, 2020, the incentive fee, expenses reimbursable under the Administration Agreement and Investment Advisory Agreement, legal and professional fees, interest and other debt expenses and other operating expenses. The management fee and incentive fee compensate our Adviser for work in identifying, evaluating, negotiating, closing, monitoring and realizing our investments.
Except as specifically provided below, all investment professionals and staff of the Adviser, when and to the extent engaged in providing investment advisory and management services to us, the base compensation, bonus and benefits, and the routine overhead expenses of such personnel allocable to such services, are provided and paid for by the Adviser. We bear our allocable portion of the compensation paid by the Adviser (or its affiliates) to our Chief Compliance Officer and Chief Financial Officer and their respective staffs (based on a percentage of time such individuals devote, on an estimated basis, to our business affairs). We bear all other costs and expenses of our operations, administration and transactions, including, but not limited to (i) investment advisory fees, including management fees and incentive fees, to the Adviser, pursuant to the Investment Advisory Agreement; (ii) our allocable portion of overhead and other expenses incurred by the Adviser in performing its administrative obligations under the Administration Agreement; and (iii) all other costs and expenses of its operations and transactions including, without limitation, those relating to:
the cost of our organization and offerings;
the cost of calculating our net asset value, including the cost of any third-party valuation services;
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the cost of effecting any sales and repurchases of our common stock and other securities;
fees and expenses payable under any dealer manager agreements, if any;
debt service and other costs of borrowings or other financing arrangements;
costs of hedging;
expenses, including travel expense, incurred by the Adviser, or members of the investment team, or payable to third parties, performing due diligence on prospective portfolio companies and, if necessary, enforcing our rights;
transfer agent and custodial fees;
fees and expenses associated with marketing efforts;
federal and state registration fees, any stock exchange listing fees and fees payable to rating agencies;
federal, state and local taxes;
independent directors’ fees and expenses including certain travel expenses;
costs of preparing financial statements and maintaining books and records and filing reports or other documents with the SEC (or other regulatory bodies) and other reporting and compliance costs, including registration and listing fees, and the compensation of professionals responsible for the preparation of the foregoing;
the costs of any reports, proxy statements or other notices to our shareholders (including printing and mailing costs), the costs of any shareholder or director meetings and the compensation of investor relations personnel responsible for the preparation of the foregoing and related matters;
commissions and other compensation payable to brokers or dealers;
research and market data;
fidelity bond, directors’ and officers’ errors and omissions liability insurance and other insurance premiums;
direct costs and expenses of administration, including printing, mailing, long distance telephone and staff;
fees and expenses associated with independent audits, outside legal and consulting costs;
costs of winding up;
costs incurred in connection with the formation or maintenance of entities or vehicles to hold our assets for tax or other purposes;
extraordinary expenses (such as litigation or indemnification); and
costs associated with reporting and compliance obligations under the 1940 Act and applicable federal and state securities laws.
We expect, but cannot assure, that our general and administrative expenses will increase in dollar terms during periods of asset growth, but will decline as a percentage of total assets during such periods.
Leverage
The amount of leverage we use in any period depends on a variety of factors, including cash available for investing, the cost of financing and general economic and market conditions. Generally, our total borrowings are limited so that we cannot incur additional borrowings, including through the issuance of additional debt securities, if such additional indebtedness would cause our asset coverage ratio to fall below 200% or 150%, if certain requirements are met. This means that generally, $1 for every $1 of investor equity (or, if certain conditions are met, we can borrow up to $2 for every $1 of investor equity). In any period, our interest expense will depend largely on the extent of our borrowing, and we expect interest expense will increase as we increase our debt outstanding. In addition, we may dedicate assets to financing facilities. On June 8, 2020, we received shareholder approval for the application of the modified asset coverage requirements set forth in Section 61(a)(2) of the 1940 Act, as amended by the Small Business Credit Availability Act. As a result, effective on June 9, 2020, our asset coverage requirement applicable to senior securities was reduced from 200% to 150%. Our current target leverage ratio is 0.90x-1.25x.
Market Trends
We believe the middle-market lending environment provides opportunities for us to meet our goal of making investments that generate attractive risk-adjusted returns.
Limited Availability of Capital for Middle-Market Companies. We believe that regulatory and structural changes in the market have reduced the amount of capital available to U.S. middle-market companies. In particular, we believe there are currently fewer
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providers of capital to middle market companies. We believe that many commercial and investment banks have, in recent years, de-emphasized their service and product offerings to middle-market businesses in favor of lending to large corporate clients and managing capital markets transactions. In addition, these lenders may be constrained in their ability to underwrite and hold bank loans and high yield securities for middle-market issuers as they seek to meet existing and future regulatory capital requirements. We also believe that there is a lack of market participants that are willing to hold meaningful amounts of certain middle-market loans. As a result, we believe our ability to minimize syndication risk for a company seeking financing by being able to hold its loans without having to syndicate them, coupled with reduced capacity of traditional lenders to serve the middle-market, present an attractive opportunity to invest in middle-market companies.
Capital Markets Have Been Unable to Fill the Void in U.S. Middle Market Finance Left by Banks. While underwritten bond and syndicated loan markets have been robust in recent years, middle market companies are less able to access these markets for reasons including the following:
High Yield Market – Middle market companies generally are not issuing debt in an amount large enough to be an attractively sized bond. High yield bonds are generally purchased by institutional investors who, among other things, are focused on the liquidity characteristics of the bond being issued. For example, mutual funds and exchange traded funds (“ETFs”) are significant buyers of underwritten bonds. However, mutual funds and ETFs generally require the ability to liquidate their investments quickly in order to fund investor redemptions and/or comply with regulatory requirements. Accordingly, the existence of an active secondary market for bonds is an important consideration in these entities’ initial investment decision. Because there is typically little or no active secondary market for the debt of U.S. middle market companies, mutual funds and ETFs generally do not provide debt capital to U.S. middle market companies. We believe this is likely to be a persistent problem and creates an advantage for those like us who have a more stable capital base and have the ability to invest in illiquid assets.
Syndicated Loan Market – While the syndicated loan market is modestly more accommodating to middle market issuers, as with bonds, loan issue size and liquidity are key drivers of institutional appetite and, correspondingly, underwriters’ willingness to underwrite the loans. Loans arranged through a bank are done either on a “best efforts” basis or are underwritten with terms plus provisions that permit the underwriters to change certain terms, including pricing, structure, yield and tenor, otherwise known as “flex”, to successfully syndicate the loan, in the event the terms initially marketed are insufficiently attractive to investors. Furthermore, banks are generally reluctant to underwrite middle market loans because the arrangement fees they may earn on the placement of the debt generally are not sufficient to meet the banks’ return hurdles. Loans provided by companies such as ours provide certainty to issuers in that we can commit to a given amount of debt on specific terms, at stated coupons and with agreed upon fees. As we are the ultimate holder of the loans, we do not require market “flex” or other arrangements that banks may require when acting on an agency basis.
Robust Demand for Debt Capital. We believe U.S. middle market companies will continue to require access to debt capital to refinance existing debt, support growth and finance acquisitions. In addition, we believe the large amount of uninvested capital held by funds of private equity firms broadly, estimated by Preqin Ltd., an alternative assets industry data and research company, to be $1.7 trillion as of January 2022, will continue to drive deal activity. We expect that private equity sponsors will continue to pursue acquisitions and leverage their equity investments with secured loans provided by companies such as us.
The Middle Market is a Large Addressable Market. According to GE Capital’s National Center for the Middle Market 4th quarter 2021 Middle Market Indicator, there are approximately 200,000 U.S. middle market companies, which have approximately 48 million aggregate employees. Moreover, the U.S. middle market accounts for one-third of private sector gross domestic product (“GDP”). GE defines U.S. middle market companies as those between $10 million and $1 billion in annual revenue, which we believe has significant overlap with our definition of U.S. middle market companies.
Attractive Investment Dynamics. An imbalance between the supply of, and demand for, middle market debt capital creates attractive pricing dynamics. We believe the directly negotiated nature of middle market financings also generally provides more favorable terms to the lender, including stronger covenant and reporting packages, better call protection, and lender-protective change of control provisions. Additionally, we believe BDC managers’ expertise in credit selection and ability to manage through credit cycles has generally resulted in BDCs experiencing lower loss rates than U.S. commercial banks through credit cycles. Further, we believe that historical middle market default rates have been lower, and recovery rates have been higher, as compared to the larger market capitalization, broadly distributed market, leading to lower cumulative losses. Lastly, we believe that in the current environment, lenders with available capital may be able to take advantage of attractive investment opportunities as the economy reopens and may be able to achieve improved economic spreads and documentation terms.
Conservative Capital Structures. Following the credit crisis, which we define broadly as occurring between mid-2007 and mid-2009, lenders have generally required borrowers to maintain more equity as a percentage of their total capitalization, specifically to protect lenders during economic downturns. With more conservative capital structures, U.S. middle market companies have exhibited higher levels of cash flows available to service their debt. In addition, U.S. middle market companies often are characterized by simpler capital structures than larger borrowers, which facilitates a streamlined underwriting process and, when necessary, restructuring process.
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Attractive Opportunities in Investments in Loans. We invest in senior secured or unsecured loans, subordinated loans or mezzanine loans and, to a lesser extent, equity and equity-related securities. We believe that opportunities in senior secured loans are significant because of the floating rate structure of most senior secured debt issuances and because of the strong defensive characteristics of these types of investments. We believe that debt issues with floating interest rates offer a superior return profile as compared with fixed-rate investments, since floating rate structures are generally less susceptible to declines in value experienced by fixed-rate securities in a rising interest rate environment. Senior secured debt also provides strong defensive characteristics. Senior secured debt has priority in payment among an issuer’s security holders whereby holders are due to receive payment before junior creditors and equity holders. Further, these investments are secured by the issuer’s assets, which may provide protection in the event of a default.
Portfolio and Investment Activity
As of June 30, 2022, based on fair value, our portfolio consisted of 73.1% first lien senior secured debt investments (of which 63% we consider to be unitranche debt investments (including “last out” portions of such loans)), 14.5% second lien senior secured debt investments, 2.1% unsecured debt investments, 2.3% preferred equity investments, 5.8% common equity investments and 2.2% investment funds and vehicles.
As of June 30, 2022, our weighted average total yield of the portfolio at fair value and amortized cost was 8.7% and 8.7%, respectively, and our weighted average yield of accruing debt and income producing securities at fair value and amortized cost was 8.9% and 8.8%, respectively(1). As of June 30, 2022, the weighted average spread of total debt investments was 6.6%
As of June 30, 2022, we had investments in 168 portfolio companies with an aggregate fair value of $12.6 billion. As of June 30, 2022 we had net leverage of 1.20x debt-to-equity.
We expect the pace of our originations to vary with the pace of repayments. In periods with lower repayment volume, the pace of our originations is expected to slow. Currently, rapidly rising interest rates, reduced refinancing activity and market uncertainty has led to a decline in merger and acquisitions activity which in turn has led to decreased repayments and originations over the quarter. Although the pace of originations has slowed, we continue to focus on investing in recession resistant industries that we are familiar with, including service oriented sectors such as software, insurance, and healthcare, and the credit quality of our portfolio remains consistent. In addition, Owl Rock continues to have the opportunity to invest in large unitranche transactions in excess of $1 billion in size which gives us the ability to structure the terms and spreads of such deals. We also continue to invest in our specialty financing portfolio companies, including Wingspire and, subsequent to quarter end, the Senior Loan Fund and an aircraft and rail car leasing platform. These companies may use our capital to support acquisitions which could continue to lead to increased dividend income.
We are continuing to monitor the effect that market volatility, including as a result of a rising interest rate environment may have on our portfolio companies and our investment activities. We believe that the rapid rise in interest rates will meaningfully benefit our net investment income in the third quarter as we begin to see the impact of interest rates exceeding our interest rate floors.
______________
(1)Refer to footnote (1) of our weighted average yields and interest rates table for more information on our calculation of weighted average yields.
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Our investment activity for the three months ended June 30, 2022 and 2021 is presented below (information presented herein is at par value unless otherwise indicated).
Three Months Ended June 30,
($ in thousands)20222021
New investment commitments
Gross originations$824,641 $1,623,008 
Less: Sell downs(221,256)(44,875)
Total new investment commitments$603,385 $1,578,133 
Principal amount of investments funded:
First-lien senior secured debt investments$242,916 $816,633 
Second-lien senior secured debt investments883 360,595 
Unsecured debt investments20,462 — 
Preferred equity investments42,665 152,964 
Common equity investments15,120 15,182 
Investment funds and vehicles19,250 60,251 
Total principal amount of investments funded$341,296 $1,405,625 
Principal amount of investments sold or repaid:
First-lien senior secured debt investments$(488,251)$(558,122)
Second-lien senior secured debt investments— (179,705)
Unsecured debt investments— — 
Preferred equity investments— — 
Common equity investments— (4,827)
Investment funds and vehicles— — 
Total principal amount of investments sold or repaid$(488,251)$(742,654)
Number of new investment commitments in new portfolio companies(1)16 16 
Average new investment commitment amount$15,432 $75,769 
Weighted average term for new debt investment commitments (in years)5.9 6.4 
Percentage of new debt investment commitments at
   floating rates
100.0 %100.0 %
Percentage of new debt investment commitments at
   fixed rates
— %— %
Weighted average interest rate of new debt investment
   commitments(2)(3)
9.5 %7.6 %
Weighted average spread over applicable base rate of new floating rate debt investment commitments7.2 %6.7 %
______________
(1)Number of new investment commitments represents commitments to a particular portfolio company.
(2)For the three months ended June 30, 2021, assumes each floating rate commitment is subject to the greater of the interest rate floor (if applicable) or 3-month LIBOR, which was 0.15% as of June 30, 2021.
(3)For the three months ended June 30, 2022, assumes each floating rate commitment is subject to the greater of the interest rate floor (if applicable) or 3-month SOFR, which was 2.12% as of June 30, 2022.
As of June 30, 2022 and December 31, 2021, our investments consisted of the following:
June 30, 2022December 31, 2021
($ in thousands)Amortized CostFair ValueAmortized CostFair Value
First-lien senior secured debt investments(3)$9,384,740 $9,243,181 $9,548,096 $9,539,774 
Second-lien senior secured debt investments1,902,686 1,825,467 1,919,453 1,921,447 
Unsecured debt investments295,406 269,752 197,198 196,485 
Preferred equity investments311,756 296,766 256,630 260,869 
Common equity investments(1)628,464 731,108 477,462 576,004 
Investment funds and vehicles(2)313,589 281,852 249,714 247,061 
Total Investments$12,836,641 $12,648,126 $12,648,553 $12,741,640 
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______________
(1)Includes investment in Wingspire.
(2)Includes investment in ORCC SLF.
(3)63% and 55% of which we consider unitranche loans as of June 30, 2022 and December 31, 2021, respectively.
The table below describes investments by industry composition based on fair value as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
Advertising and media1.1 %0.9 %
Aerospace and defense2.8 2.9 
Automotive1.4 1.5 
Buildings and real estate5.0 5.4 
Business services2.9 3.3 
Chemicals2.3 2.3 
Consumer products4.0 4.0 
Containers and packaging1.3 1.3 
Distribution4.6 4.4 
Education1.0 1.0 
Financial services(1)9.9 8.4 
Food and beverage7.1 6.2 
Healthcare equipment and services4.1 4.2 
Healthcare providers and services4.4 7.1 
Healthcare technology4.8 4.6 
Household products2.1 1.8 
Human resource support services1.5 1.6 
Infrastructure and environmental services1.4 1.5 
Insurance8.8 8.8 
Internet software and services11.9 11.3 
Investment funds and vehicles(2)2.2 1.9 
Leisure and entertainment2.2 2.2 
Manufacturing5.7 5.7 
Oil and gas0.9 0.9 
Professional services2.7 3.0 
Specialty retail2.1 2.0 
Transportation1.8 1.8 
Total100.0 %100.0 %
______________
(1)Includes investment in Wingspire.
(2)Includes investment in ORCC SLF.
The table below describes investments by geographic composition based on fair value as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
United States:
Midwest18.7 %17.0 %
Northeast19.5 19.7 
South34.9 38.2 
West20.1 18.6 
International6.8 6.5 
Total100.0 %100.0 %

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The weighted average yields and interest rates of our investments at fair value as of June 30, 2022 and December 31, 2021 were as follows:
June 30, 2022December 31, 2021
Weighted average total yield of portfolio(1)8.7 %7.7 %
Weighted average total yield of debt and income producing securities(1)8.9 %7.9 %
Weighted average interest rate of debt securities8.3 %7.4 %
Weighted average spread over base rate of all floating rate investments6.6 %6.5 %
______________
(1)For non-stated rate income producing investments, computed based on (a) the dividend or interest income earned for the respective trailing twelve months ended on the measurement date, divided by (b) the ending fair value. In instances where historical dividend or interest income data is not available or not representative for the trailing twelve months ended, the dividend or interest income is annualized.
The weighted average yield of our accruing debt and income producing securities is not the same as a return on investment for our shareholders but, rather, relates to our investment portfolio and is calculated before the payment of all of our and our subsidiaries’ fees and expenses. The weighted average yield was computed using the effective interest rates as of each respective date, including accretion of original issue discount and loan origination fees, but excluding investments on non-accrual status, if any. There can be no assurance that the weighted average yield will remain at its current level.
Our Adviser monitors our portfolio companies on an ongoing basis. It monitors the financial trends of each portfolio company to determine if they are meeting their respective business plans and to assess the appropriate course of action with respect to each portfolio company. Our Adviser has several methods of evaluating and monitoring the performance and fair value of our investments, which may include the following:
assessment of success of the portfolio company in adhering to its business plan and compliance with covenants;
periodic and regular contact with portfolio company management and, if appropriate, the financial or strategic sponsor, to discuss financial position, requirements and accomplishments;
comparisons to other companies in the portfolio company’s industry; and
review of monthly or quarterly financial statements and financial projections for portfolio companies.
As part of the monitoring process, our Adviser employs an investment rating system to categorize our investments. In addition to various risk management and monitoring tools, our Adviser rates the credit risk of all investments on a scale of 1 to 5. This system is intended primarily to reflect the underlying risk of a portfolio investment relative to our initial cost basis in respect of such portfolio investment (i.e., at the time of origination or acquisition), although it may also take into account the performance of the portfolio company’s business, the collateral coverage of the investment and other relevant factors. The rating system is as follows:
Investment RatingDescription
1
Investments rated 1 involve the least amount of risk to our initial cost basis. The borrower is performing above expectations, and the trends and risk factors for this investment since origination or acquisition are generally favorable;
2
Investments rated 2 involve an acceptable level of risk that is similar to the risk at the time of origination or acquisition. The borrower is generally performing as expected and the risk factors are neutral to favorable. All investments or acquired investments in new portfolio companies are initially assessed a rating of 2;
3
Investments rated 3 involve a borrower performing below expectations and indicates that the loan’s risk has increased somewhat since origination or acquisition;
4
Investments rated 4 involve a borrower performing materially below expectations and indicates that the loan’s risk has increased materially since origination or acquisition. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 120 days past due); and
5Investments rated 5 involve a borrower performing substantially below expectations and indicates that the loan’s risk has increased substantially since origination or acquisition. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. Loans rated 5 are not anticipated to be repaid in full and we will reduce the fair market value of the loan to the amount we anticipate will be recovered.
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Our Adviser rates the investments in our portfolio at least quarterly and it is possible that the rating of a portfolio investment may be reduced or increased over time. For investments rated 3, 4 or 5, our Adviser enhances its level of scrutiny over the monitoring of such portfolio company.
The following table shows the composition of our portfolio on the 1 to 5 rating scale as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
Investment RatingInvestments
at Fair Value
Percentage of
Total Portfolio
Investments
at Fair Value
Percentage of
Total Portfolio
($ in thousands)
1$1,520,023 12.0 %$1,486,521 11.7 %
29,799,096 77.5 9,989,520 78.4 
31,246,500 9.8 1,249,149 9.8 
471,493 0.6 16,450 0.1 
511,014 0.1 — — 
Total$12,648,126 100 %$12,741,640 100.0 %
The following table shows the amortized cost of our performing and non-accrual debt investments as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
($ in thousands)Amortized CostPercentageAmortized CostPercentage
Performing$11,555,468 99.8 %$11,637,373 99.8 %
Non-accrual27,361 0.2 27,374 0.2 
Total$11,582,829 100.0 %$11,664,747 100.0 %
Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.
ORCC Senior Loan Fund (fka Sebago Lake LLC)
ORCC Senior Loan Fund (fka Sebago Lake LLC), a Delaware limited liability company, was formed as a joint venture between us and The Regents of the University of California (“Regents”) and commenced operations on June 20, 2017. ORCC SLF’s principal purpose is to make investments, primarily in senior secured loans that are made to middle-market companies or in broadly syndicated loans. Through June 30, 2021, both we and Regents (the “Initial Members”) had a 50% economic ownership in ORCC SLF. Each of the Initial Members initially agreed to contribute up to $100 million to ORCC SLF. On July 26, 2018, each of the Initial Members increased their contribution to ORCC SLF up to an aggregate of $125 million. Effective as of June 30, 2021, capital commitments to ORCC SLF were increased to an aggregate of $371.5 million. In connection with this change, we increased our economic ownership interest to 87.5% from 50.0% and Regents transferred its remaining economic interest of 12.5% to Nationwide Life Insurance Company (“Nationwide” and together with us, the “Members” and each a “Member”). ORCC SLF is managed by the Members, each of which have equal voting rights. Investment decisions must be approved by each of the Members. Except under certain circumstances, contributions to ORCC SLF cannot be redeemed.
We have determined that ORCC SLF is an investment company under Accounting Standards Codification (“ASC”) 946, however, in accordance with such guidance, we will generally not consolidate our investment in a company other than a wholly owned investment company subsidiary or a controlled operating company whose business consists of providing services to us. Accordingly, we do not consolidate our non-controlling interest in ORCC SLF.
As of June 30, 2022 and December 31, 2021, ORCC SLF had total investments in senior secured debt at fair value of $997.3 million and $790.3 million, respectively. The determination of fair value is in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 820, Fair Value Measurements (“ASC 820”), as amended; however, such fair value is
101


not included in our Board’s valuation process. The following table is a summary of ORCC SLF’s portfolio as well as a listing of the portfolio investments in ORCC SLF’s portfolio as of June 30, 2022 and December 31, 2021:
($ in thousands)June 30, 2022December 31, 2021
Total senior secured debt investments(1)$1,044,304 $798,420 
Weighted average spread over base rate(1)4.01 %4.14 %
Number of portfolio companies52 38 
Largest funded investment to a single borrower(1)40,483 40,693 
_______________
(1)At par.

ORCC Senior Loan Fund's Portfolio as of June 30, 2022
($ in thousands)
(Unaudited)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Debt Investments
Aerospace and defense
Applied Composites Holdings, LLC (fka AC&A Enterprises Holdings, LLC)(7)First lien senior secured loan L + 6.00%1/21/202534,291 34,100 33,310 10.3 %
Applied Composites Holdings, LLC (fka AC&A Enterprises Holdings, LLC)(7)(13)First lien senior secured revolving loan L + 5.50%1/21/20253,000 2,995 2,913 0.9 %
Bleriot US Bidco Inc.(7)(9)First lien senior secured loan L + 4.00%10/30/202625,497 25,401 24,689 7.7 %
Dynasty Acquisition Co., Inc. (dba StandardAero Limited)(7)First lien senior secured loan L + 3.50%4/6/202638,900 38,790 37,223 11.6 %
101,688 101,286 98,135 30.5 %
Automotive
Holley, Inc.(7)(9)First lien senior secured loan L + 3.75%11/17/202823,615 23,461 22,238 6.9 %
Holley, Inc.(7)(9)(10)(11)(12)First lien senior secured delayed draw term loan L + 3.75%5/18/2022(501)(501)(501)(0.2)%
Mavis Tire Express Services Topco Corp. (9)(14)First lien senior secured loanS + 4.00%5/4/20282,941 2,920 2,713 0.8 %
PAI Holdco, Inc.(7)(9)First lien senior secured loan L + 3.50%10/28/20279,937 9,807 9,440 2.9 %
35,992 35,687 33,890 10.4 %
Buildings and Real estate
CoreLogic Inc. (6)(9)First lien senior secured loan L + 3.50%6/2/202812,420 11,543 10,296 3.2 %
Wrench Group, LLC.(7)First lien senior secured loan L + 4.00%4/30/202632,175 32,049 31,773 9.9 %
44,595 43,592 42,069 13.1 
Business Services
Capstone Acquisition Holdings, Inc. (6)First lien senior secured loan L + 4.75%11/12/20274,979 4,937 4,941 1.5 %
Capstone Acquisition Holdings, Inc. (6)(10)(12)First lien senior secured delayed draw term loan L + 4.75%5/12/2022313 306 303 0.1 %
CoolSys, Inc.(6)First lien senior secured loan L + 4.75%8/11/202814,002 13,879 12,602 3.9 %
CoolSys, Inc.(10)(11)(12)(13)First lien senior secured delayed draw term loan L + 4.75%8/11/2023— (21)(243)(0.1)%
ConnectWise, LLC(7)(9)First lien senior secured loan L + 3.50%9/29/202816,915 16,838 15,448 4.8 %
LABL, Inc.(6)First lien senior secured loan L + 5.00%10/29/20287,960 7,852 7,748 2.4 %
Packers Holdings, LLC(6)(9)First lien senior secured loan L + 3.25%3/9/202821,171 20,751 19,332 6.0 %
Vistage International, Inc.(6)First lien senior secured loan L + 4.00%2/10/202529,761 29,663 29,760 9.2 %
95,101 94,205 89,891 27.8 %
Chemicals
102


ORCC Senior Loan Fund's Portfolio as of June 30, 2022
($ in thousands)
(Unaudited)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Aruba Investments Holdings LLC (dba Angus Chemical Company)(6)First lien senior secured loan L + 4.00%11/24/202715,955 15,576 14,838 4.6 %
Consumer Products
Olaplex, Inc.(15)First lien senior secured loanS + 3.75%2/23/202914,963 14,927 14,663 4.6 %
Containers and Packaging
BW Holding, Inc.(15)First lien senior secured loanS + 4.00%12/14/202811,215 10,983 10,906 3.4 %
BW Holding, Inc.(10)(12)(15)First lien senior secured delayed draw term loanS + 4.00%12/17/20231,043 1,033 1,014 0.3 %
Five Star Lower Holding LLC (14)First lien senior secured loanS + 4.25%5/5/202921,875 21,577 21,547 6.7 %
Ring Container Technologies Group, LLC (dba Ring Container Technologies)(7)(9)First lien senior secured loan L + 3.75%8/12/202824,875 24,820 23,569 7.3 %
Valcour Packaging, LLC(8)First lien senior secured loan L + 3.75%10/4/20286,983 6,961 6,955 2.2 %
65,991 65,374 63,991 19.9 %
Distribution
BCPE Empire Holdings, Inc. (dba Imperial-Dade) (14)First lien senior secured loan L + 4.63%6/11/202624,938 24,068 24,065 7.5 %
Dealer Tire, LLC(6)(9)First lien senior secured loan L + 4.25%12/12/202536,075 35,946 34,437 10.7 %
SRS Distribution, Inc.(7)(9)First lien senior secured loan L + 3.50%6/2/20289,925 9,861 9,136 2.8 %
70,938 69,875 67,638 21.0 %
Education
Spring Education Group, Inc. (fka SSH Group Holdings, Inc.)(7)First lien senior secured loan L + 4.25%7/30/202533,687 33,638 33,416 10.4 %
Sophia, L.P. (14)First lien senior secured loan L + 4.25%10/7/202720,000 19,806 19,800 6.1 %
53,687 53,444 53,216 16.5 %
Food and beverage
Balrog Acquisition, Inc. (dba Bakemark)(7)First lien senior secured loan L + 4.00%9/5/202824,875 24,642 23,569 7.3 %
Dessert Holdings(7)First lien senior secured loan L + 4.00%6/9/202822,049 21,909 20,230 6.3 %
Dessert Holdings(10)(11)(12)First lien senior secured delayed draw term loan L + 4.00%6/9/2023— — (313)(0.1)%
Eagle Parent Corp.(15)First lien senior secured loanS + 4.25%4/2/20297,481 7,300 7,157 2.2 %
Sovos Brands Intermediate, Inc.(8)(9)First lien senior secured loan L + 3.50%6/8/202820,724 20,679 19,520 6.1 %
Naked Juice LLC (dba Tropicana)(9)(15)First lien senior secured loanS + 3.25%1/24/20292,000 1,995 1,858 0.6 %
77,129 76,525 72,021 22.4 %
Healthcare equipment and services
Cadence, Inc.(8)First lien senior secured loan L + 5.00%5/21/202526,576 26,273 25,629 8.0 %
Cadence, Inc.(8)(10)(13)First lien senior secured revolving loan L + 5.00%5/21/20243,670 3,630 3,408 1.1 %
Confluent Medical Technologies, Inc.(15)First lien senior secured loanS + 3.75%2/16/20294,988 4,964 4,850 1.5 %
Packaging Coordinators Midco, Inc.(7)(9)First lien senior secured loan L + 3.75%11/30/20274,962 4,951 4,679 1.5 %
Medline Intermediate, LP(6)(9)First lien senior secured loan L + 3.25%10/23/202824,938 24,826 23,087 7.2 %
65,134 64,644 61,653 19.3 %
Healthcare providers and services
Confluent Health, LLC(6)First lien senior secured loan L + 4.00%11/30/202820,524 20,429 19,959 6.2 %
Confluent Health, LLC(6)(10)(12)(13)First lien senior secured delayed draw term loan L + 4.00%11/30/2023863 843 239 0.1 %
103


ORCC Senior Loan Fund's Portfolio as of June 30, 2022
($ in thousands)
(Unaudited)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Phoenix Newco, Inc. (dba Parexel)(6)(9)First lien senior secured loan L + 3.25%11/15/202827,431 27,304 25,703 8.0 %
Physician Partners, LLC(14)First lien senior secured loanS + 4.00%12/26/20289,975 9,880 9,426 2.9 %
58,793 58,456 55,327 17.2 %
Healthcare technology
Athenahealth, Inc.(9)(14)First lien senior secured loanS + 3.50%2/15/202917,101 17,020 15,701 4.9 %
Athenahealth, Inc.(9)(10)(11)(12)(13)First lien senior secured delayed draw term loan L + 3.50%8/15/2023— — (223)(0.1)%
Help/Systems Holdings, Inc.(9)(14)First lien senior secured loanS + 4.00%11/19/202614,924 14,849 13,946 4.3 %
Imprivata, Inc.(14)First lien senior secured loanS + 4.25% 12/1/202720,000 19,401 19,420 6.0 %
PointClickCare Technologies Inc.(15)First lien senior secured loanS + 4..00%12/29/20279,975 9,832 9,676 3.0 %
62,000 61,102 58,520 18.1 %
Infrastructure and environmental services
CHA Holding, Inc.(7)First lien senior secured loan L + 4.50%4/10/202540,483 40,292 39,891 12.4 %
Insurance
AmeriLife Holdings LLC (6)(9)First lien senior secured loan L + 4.00%3/18/202711,919 11,845 11,379 3.5 %
Integro Parent Inc.(7)First lien senior secured loan L + 2.50%10/31/202235,615 35,602 34,713 10.8 %
Integro Parent Inc.(7)(10)(13)First lien senior secured revolving loan L + 2.50%4/30/20221,665 1,665 1,665 0.5 %
49,199 49,112 47,757 14.8 %
Internet software and services
DCert Buyer, Inc. (dba DigiCert)(6)(9)First lien senior secured loan L + 4.00%10/16/202622,106 22,030 21,071 6.5 %
Trader Interactive, LLC (fka Dominion Web Solutions, LLC)(6)First lien senior secured loan L + 3.75%7/28/202823,659 23,557 23,540 7.3 %
45,765 45,587 44,611 13.8 %
Manufacturing
Engineered Machinery Holdings (dba Duravant)(7)(9)First lien senior secured loan L + 3.75%5/19/202834,825 34,671 32,628 10.1 %
Pro Mach Group, Inc.(6)(9)First lien senior secured loan L + 4.00%8/31/202823,695 23,590 22,302 6.9 %
Pro Mach Group, Inc.(9)(10)(11)(12)First lien senior secured delayed draw term loan L + 4.00%8/31/2023— (2)(64)— %
Gloves Buyer, Inc. (dba Protective Industrial Products)(6)First lien senior secured loan L + 4.00%12/29/202714,912 14,730 14,633 4.5 %
73,432 72,989 69,499 21.5 %
Professional Services
Apex Group Treasury, LLC(7)First lien senior secured loan L + 3.75%7/27/202832,850 32,742 31,208 9.7 %
Sovos Compliance, LLC(6)(9)First lien senior secured loan L + 4.50%8/11/202821,854 21,723 20,531 6.4 %
Sovos Compliance, LLC(6)(9)(10)(12)First lien senior secured delayed draw term loan L + 4.50%8/12/20233,793 3,767 3,563 1.1 %
58,497 58,232 55,302 17.2 %
Telecommunications
Park Place Technologies, LLC (9)(14)First lien senior secured loanS + 5.00%11/10/202714,962 14,479 14,338 4.5 %
Total Debt Investments1,044,304 1,035,384 997,250 309.6 %
Total Investments1,044,304 1,035,384 997,250 309.6 %
_______________
(1)Certain portfolio company investments are subject to contractual restrictions on sales.
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(2)Unless otherwise indicated, ORCC SLF’s investments are pledged as collateral supporting the amounts outstanding under ORCC SLF’s credit facility.
(3)The amortized cost represents the original cost adjusted for the amortization or accretion of premiums or discounts, as applicable, on debt investments using the effective interest method.
(4)Unless otherwise indicated, all investments are considered Level 3 investments.
(5)Unless otherwise indicated, loan contains a variable rate structure and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) (which can include one-, two-, three- or six-month LIBOR) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.
(6)The interest rate on these loans is subject to 1 month LIBOR, which as of June 30, 2022 was 1.79%.
(7)The interest rate on these loans is subject to 3 month LIBOR, which as of June 30, 2022 was 2.29%.
(8)The interest rate on these loans is subject to 6 month LIBOR, which as of June 30, 2022 was 2.94%.
(9)Level 2 investment.
(10)Position or portion thereof is an unfunded loan commitment.
(11)The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value is the result of the capitalized discount on the loan.
(12)The date disclosed represents the commitment period of the unfunded term loan. Upon expiration of the commitment period, the funded portion of the term loan may be subject to a longer maturity date.
(13)Investment is not pledged as collateral under ORCC SLF’s credit facility
(14)The interest rate on these loans is subject to 1 month SOFR, which as of June 30, 2022 was 1.69%.
(15)The interest rate on these loans is subject to 3 month SOFR, which as of June 30, 2022 was 2.12%.
ORCC Senior Loan Fund's Portfolio as of December 31, 2021
($ in thousands)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Debt Investments
Aerospace and defense
Applied Composites Holdings, LLC (fka AC&A Enterprises Holdings, LLC)(8)First lien senior secured loan L + 5.50%12/21/2023$34,470 $34,219 $33,961 12.0 %
Applied Composites Holdings, LLC (fka AC&A Enterprises Holdings, LLC)(8)(14)First lien senior secured revolving loan L + 5.50%12/21/20223,000 2,989 2,956 1.0 %
Bleriot US Bidco Inc.(8)(10)First lien senior secured loan L + 4.00%10/30/202624,627 24,522 24,585 8.7 %
Dynasty Acquisition Co., Inc. (dba StandardAero Limited)(8)First lien senior secured loan L + 3.50%4/6/202639,100 38,976 36,796 13.0 %
101,197 100,706 98,298 34.7 %
Automotive
Holley, Inc.(8)(10)First lien senior secured loan L + 3.75%11/17/202817,100 17,016 17,032 6.0 %
Holley, Inc.(8)(10)(11)(13)First lien senior secured delayed draw term loan L + 3.75%5/18/2022855 855 844 0.3 %
PAI Holdco, Inc.(8)(10)(14)First lien senior secured loan L + 3.75%10/28/20274,987 4,975 4,975 1.9 %
22,942 22,846 22,851 8.2 %
Buildings and Real estate
Wrench Group, LLC.(8)First lien senior secured loan L + 4.00%4/30/202632,341 32,198 32,179 11.4 %
Business Services
CoolSys, Inc.(8)First lien senior secured loan L + 4.75%8/11/202816,955 16,793 16,785 5.9 %
CoolSys, Inc.(11)(12)(13)(14)First lien senior secured delayed draw term loan L + 4.75%8/11/2023— (29)(30)— %
ConnectWise, LLC(8)First lien senior secured loan L + 3.50%9/29/202817,000 16,918 16,879 6.0 %
LABL, Inc.(8)First lien senior secured loan L + 5.00%10/29/20288,000 7,883 7,879 2.8 %
Packers Holdings, LLC(9)(10)First lien senior secured loan L + 3.25%3/9/20289,951 9,808 9,879 3.5 %
Vistage International, Inc.(8)First lien senior secured loan L + 4.00%2/10/202529,922 29,807 29,919 10.6 %
81,828 81,180 81,311 28.8 %
Chemicals
Aruba Investments Holdings LLC (dba Angus Chemical Company)(9)(14)First lien senior secured loan L + 4.00%11/24/2027998 998 998 0.4 %
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ORCC Senior Loan Fund's Portfolio as of December 31, 2021
($ in thousands)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
Containers and Packaging
BW Holding, Inc.(8)(14)First lien senior secured loan L + 4.00%12/14/20283,954 3,914 3,914 1.4 %
BW Holding, Inc.(11)(12)(13)(14)First lien senior secured delayed draw term loan L + 4.00%12/17/2023— (5)(5)— %
Ring Container Technologies Group, LLC (dba Ring Container Technologies)(6)(10)First lien senior secured loan L + 3.75%8/12/202825,000 24,940 25,025 8.9 %
Valcour Packaging, LLC(7)First lien senior secured loan L + 3.75%10/4/20287,000 6,976 6,965 2.5 %
35,954 35,825 35,899 12.8 %
Distribution
Dealer Tire, LLC(6)(10)First lien senior secured loan L + 4.25%12/12/202536,260 36,114 36,206 12.8 %
SRS Distribution, Inc.(9)(10)First lien senior secured loan L + 3.75%6/2/20289,975 9,906 9,943 3.5 %
46,235 46,020 46,149 16.3 %
Education
Spring Education Group, Inc. (fka SSH Group Holdings, Inc.)(8)First lien senior secured loan L + 4.25%7/30/202533,862 33,805 33,003 11.7 %
Food and beverage
Balrog Acquisition, Inc. (dba Bakemark)(9)First lien senior secured loan L + 4.00%9/5/202825,000 24,749 24,938 8.8 %
Dessert Holdings(8)First lien senior secured loan L + 4.00%6/9/202820,160 20,019 20,001 7.1 %
Dessert Holdings(11)(12)(13)First lien senior secured delayed draw term loan L + 4.00%6/9/2023— — (2)— %
Sovos Brands Intermediate, Inc.(8)(10)First lien senior secured loan L + 3.75%6/8/202820,724 20,676 20,693 7.3 %
65,884 65,444 65,630 23.2 %
Healthcare equipment and services
Cadence, Inc.(6)First lien senior secured loan L + 5.00%5/21/202526,714 26,363 26,195 9.3 %
Cadence, Inc.(6)(11)(14)First lien senior secured revolving loan L + 5.00%5/21/20242,055 2,004 1,912 0.7 %
Medline Borrower, LP(6)(10)First lien senior secured loan L + 3.25%10/23/202825,000 24,882 24,990 8.9 %
Packaging Coordinators Midco, Inc.(8)(10)(14)First lien senior secured loan L + 3.75%11/30/20274,987 4,975 4,983 1.8 %
58,756 58,224 58,080 20.7 %
Healthcare providers and services
Confluent Health, LLC(6)First lien senior secured loan L + 4.00%11/30/202820,575 20,473 20,472 7.3 %
Confluent Health, LLC(11)(12)(13)(14)First lien senior secured delayed draw term loan L + 4.00%11/30/2023— (22)(22)— %
Phoenix Newco, Inc. (dba Parexel)(6)(10)(14)First lien senior secured loan L + 3.50%11/15/202827,500 27,363 27,489 9.7 %
Unified Women's Healthcare, LP(6)First lien senior secured loan L + 4.25%12/20/202719,950 19,857 19,863 7.0 %
68,025 67,671 67,802 24.0 %
Healthcare technology
VVC Holdings Corp. (dba Athenahealth, Inc.)(8)(10)First lien senior secured loan L + 4.25%2/11/202617,179 16,961 17,162 6.1 %
Infrastructure and environmental services
CHA Holding, Inc.(8)First lien senior secured loan L + 4.50%4/10/202540,693 40,471 40,171 14.2 %
Insurance
AmeriLife Holdings LLC(6)(10)(14)First lien senior secured loan L + 4.00%3/18/20277,980 7,940 7,946 2.8 %
Integro Parent Inc.(9)First lien senior secured loan L + 5.75%10/31/202229,615 29,584 28,422 10.1 %
Integro Parent Inc.(8)(11)(14)First lien senior secured revolving loan L + 4.50%4/30/20226,000 6,000 5,764 2.0 %
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ORCC Senior Loan Fund's Portfolio as of December 31, 2021
($ in thousands)

Company(1)(2)(4)(5)
InvestmentInterestMaturity DatePar / UnitsAmortized Cost(3)Fair ValuePercentage of Members' Equity
43,595 43,524 42,132 14.9 %
Internet software and services
DCert Buyer, Inc. (dba DigiCert)(6)(10)First lien senior secured loan L + 4.00%10/16/202622,219 22,135 22,161 7.8 %
Trader Interactive, LLC (fka Dominion Web Solutions, LLC)(9)(14)First lien senior secured loan L + 4.00%7/28/202825,000 24,886 24,875 8.8 %
47,219 47,021 47,036 16.6 %
Manufacturing
Engineered Machinery Holdings (dba Duravant)(8)(10)First lien senior secured loan L + 3.75%5/19/202835,000 34,834 34,864 12.3 %
Pro Mach Group, Inc.(8)(10)First lien senior secured loan L + 4.00%8/31/202822,207 22,100 22,262 7.9 %
Pro Mach Group, Inc.(10)(11)(13)(14)First lien senior secured delayed draw term loan L + 4.00%8/31/2023— — — — %
Gloves Buyer, Inc. (dba Protective Industrial Products)(6)(14)First lien senior secured loan L + 4.00%12/29/20277,500 7,463 7,463 2.6 %
64,707 64,397 64,589 22.8 %
Professional Services
Apex Group Treasury, LLC(8)First lien senior secured loan L + 3.75%7/27/202819,950 19,900 19,900 7.0 %
Sovos Compliance, LLC(6)(10)First lien senior secured loan L + 4.50%8/11/202817,055 17,011 17,087 6.1 %
Sovos Compliance, LLC(10)(11)(13)First lien senior secured delayed draw term loan L + 4.50%8/12/2023— — — — %
37,005 36,911 36,987 13.1 %
Total Debt Investments798,420 794,202 790,277 279.9 %
Total Investments$798,420 $794,202 $790,277 279.9 %
_______________
(1)Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Unless otherwise indicated, ORCC SLF’s investments are pledged as collateral supporting the amounts outstanding under ORCC SLF’s credit facility.
(3)The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(4)Unless otherwise indicated, all investments are considered Level 3 investments.
(5)Unless otherwise indicated, loan contains a variable rate structure, and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) (which can include one-, two-, three- or six-month LIBOR) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.
(6)The interest rate on these loans is subject to 1 month LIBOR, which as of December 31, 2021 was 0.10%.
(7)The interest rate on these loans is subject to 2 month LIBOR, which as of December 31, 2021 was 0.15%.
(8)The interest rate on these loans is subject to 3 month LIBOR, which as of December 31, 2021 was 0.21%.
(9)The interest rate on these loans is subject to 6 month LIBOR, which as of December 31, 2021 was 0.34%.
(10)Level 2 investment.
(11)Position or portion thereof is an unfunded loan commitment.
(12)The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value is the result of the capitalized discount on the loan.
(13)The date disclosed represents the commitment period of the unfunded term loan. Upon expiration of the commitment period, the funded portion of the term loan may be subject to a longer maturity date.
(14)Investment is not pledged as collateral under ORCC SLF’s credit facility.
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Below is selected balance sheet information for ORCC SLF as of June 30, 2022 and December 31, 2021:
($ in thousands)June 30, 2022
(Unaudited)
December 31, 2021
Assets
Investments at fair value (amortized cost of $1,035,384 and $794,202, respectively)$997,250 $790,277 
Cash33,280 60,723 
Interest receivable2,349 1,319 
Prepaid expenses and other assets1,279 111 
Total Assets$1,034,158 $852,430 
Liabilities
Debt (net of unamortized debt issuance costs of $6,436 and $5,368, respectively)$688,946 $469,514 
Distributions payable8,597 4,518 
Payable for investments purchased10,126 91,986 
Accrued expenses and other liabilities4,372 4,056 
Total Liabilities$712,041 $570,074 
Members' Equity
Members' Equity322,117 282,356 
Members' Equity322,117 282,356 
Total Liabilities and Members' Equity$1,034,158 $852,430 
Below is selected statement of operations information for ORCC SLF for the three and six months ended June 30, 2022 and 2021:
Three Months Ended June 30,Six Months Ended June 30,
($ in thousands)2022202120222021
Investment Income
Interest income$12,730 $7,474 $22,742 $14,840 
Other income1,009 47 1,221 195 
Total Investment Income13,739 7,521 23,963 15,035 
Expenses— — — — 
Interest expense4,816 2,361 7,546 4,864 
Professional fees198 200 476 389 
Total Expenses5,014 2,561 8,022 5,253 
Net Investment Income Before Taxes8,725 4,960 15,941 9,782 
Tax expense (benefit)(722)180 (621)387 
Net Investment Income After Taxes$9,447 $4,780 $16,562 $9,395 
Net Realized and Change in Unrealized Gain (Loss) on Investments— — — — 
Net change in unrealized gain (loss) on investments(29,977)325 (34,209)1,448 
Net realized gain on investments— 20 137 
Total Net Realized and Change in Unrealized Gain (Loss) on Investments(29,976)325 (34,189)1,585 
Net Increase in Members' Equity Resulting from Operations$(20,529)$5,105 $(17,627)$10,980 
On August 9, 2017, Sebago Lake Financing LLC and SL Lending LLC, wholly-owned subsidiaries of ORCC SLF, entered into a credit facility with Goldman Sachs Bank USA. Goldman Sachs Bank USA serves as the sole lead arranger, syndication agent and administrative agent, and State Street Bank and Trust Company serves as the collateral administrator and agent. The credit facility includes a maximum borrowing capacity of $500 million. On June 22, 2021, Sebago Lake Financing LLC and SL Lending LLC entered into an amendment with Goldman Sachs Bank USA to extend the reinvestment period on the credit facility to October 6, 2021, and again on September 20, 2021, extended the reinvestment period on the credit facility to December 6, 2021. As of June 30, 2022, there was $480.9 million outstanding under the credit facility. On March 1, 2022, SLF Financing I LLC, a wholly-owned subsidiary of ORCC SLF, entered into a credit facility with Natixis, New York Branch which serves as the administrative agent and the initial
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lender, and State Street Bank and Trust Company which serves as the collateral agent, collateral administrator and custodian. The credit facility includes a maximum borrowing capacity of $300 million. The re-investment period on the credit facility ends on March 1, 2024 and the maturity date of the credit facility is March 1, 2032. As of June 30, 2022, there was $214.5 million outstanding under the credit facility.
For the three and six months ended June 30, 2022 and 2021, the components of interest expense were as follows:
For the Three Months Ended June 30,For the Six Months Ended June 30,
($ in thousands)2022202120222021
Interest expense$4,468 $1,952 $6,883 $4,049 
Amortization of debt issuance costs348 409 663 815 
Total Interest Expense4,816 2,361 7,546 4,864 
Average interest rate2.8%2.4%2.4%2.4%
Average daily borrowings$633,932 $325,179 $565,648 $337,202 

Results of Operations
The following table represents the operating results for the three and six months ended June 30, 2022 and 2021:
Three Months Ended June 30,Six Months Ended June 30,
($ in millions)2022202120222021
Total Investment Income$273.3 $249.0 $537.4 $470.6 
Less: Net operating expenses146.6 129.7 287.5 247.5 
Net Investment Income (Loss) Before Taxes$126.7 $119.3 $249.9 $223.1 
Less: Income tax expense (benefit), including excise tax expense (benefit)1.6 0.2 2.4 1.3 
Net Investment Income (Loss) After Taxes$125.1 $119.1 $247.5 $221.8 
Net change in unrealized gain (loss)(159.8)58.9 (242.0)111.7 
Net realized gain (loss)(0.2)(27.8)3.5 (25.5)
Net Increase (Decrease) in Net Assets Resulting from Operations$(34.9)$150.2 $9.0 $308.0 
Net increase (decrease) in net assets resulting from operations can vary from period to period as a result of various factors, including the level of new investment commitments, expenses, the recognition of realized gains and losses and changes in unrealized appreciation and depreciation on the investment portfolio. For the period ended June 30, 2022, our net asset value per share decreased slightly, primarily driven by market spreads widening.
Investment Income
Investment income for the three and six months ended June 30, 2022 and 2021:
For the Three Months Ended June 30,
For the Six Months Ended June 30,
($ in millions)2022202120222021
Interest income from investments$208.0 $226.6 $418.3 $428.2 
Payment-in-kind interest income from investments26.7 8.1 49.2 18.8 
Dividend Income from investments32.9 9.7 60.2 15.7 
Other income5.7 4.6 9.7 7.9 
Total investment income$273.3 $249.0 $537.4 $470.6 
For the three months ended June 30, 2022 and 2021
Investment income increased to $273.3 million for the three months ended June 30, 2022 from $249.0 million for the same period in prior year primarily due to an increase in our debt investment portfolio and dividend income. Our debt investment portfolio, at par, increased from $11.4 billion as of June 30, 2021, to $11.7 billion as of June 30, 2022. In addition to portfolio growth, dividend income increased due to a $9.0 million dividend and a one-time $6.7 million dividend earned from Wingspire Capital and New PLI Holdings, LLC, respectively, for the three months ended June 30, 2022 that were not earned in the same period in prior year, and an increase in our dividend income from ORCC SLF to $7.5 million for the three months ended June 30, 2022 compared to $4.0 million
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in the same period the prior year. Included in interest income are other fees such as prepayment fees and accelerated amortization of upfront fees from unscheduled paydowns. Period over period, income generated from these fees decreased from $15.3 million to $3.3 million, for the three months ended June 30, 2021 and 2022, respectively. Payment-in-kind income represented 11.7% of investment income for the three months ended June 30, 2022 and less than 5% of investment income for the three months ended June 30, 2021. Other income increased period-over-period due to an increase in incremental fee income, which are fees that are generally available to us as a result of closing investments and generally paid at the time of closing. We expect that investment income will vary based on a variety of factors including the pace of our originations and repayments. Based on current market conditions, we expect repayments, and in turn, originations, to remain modest.
For the six months ended June 30, 2022 and 2021
Investment income increased to $537.4 million for the six months ended June 30, 2022 from $470.6 million for the same period in prior year primarily due to an increase in our debt investment portfolio and dividend income. Our debt investment portfolio, at par, increased from $11.4 billion as of June 30, 2021, to $11.7 billion as of June 30, 2022. In addition to portfolio growth, dividend income increased due to an $18.5 million dividend and a one-time $6.7 million dividend earned from Wingspire Capital and New PLI Holdings, LLC, respectively, for the six months ended June 30, 2022 that were not earned in the same period in prior year, and an increase in our dividend income from ORCC SLF to $13.7 million for the six months ended June 30, 2022 compared to $6.3 million in the same period the prior year. Also included in interest income are other fees such as prepayment fees and accelerated amortization of upfront fees from unscheduled paydowns. Period over period, fee income generated from unscheduled paydown activity decreased from $21.7 million to $9.5 million for the six months ended June 30, 2021 and 2022, respectively. This change is due to a decrease in unscheduled paydown activity. For the six months ended June 30, 2022 and 2021, payment-in-kind income represented 11.1% and less than 5% of investment income, respectively. Other income increased period-over-period due to an increase in incremental fee income, which are fees that are generally available to us as a result of closing investments and normally paid at the time of closing. We expect that investment income will vary based on a variety of factors including the pace of our originations and repayments. Based on current market conditions, we expect repayments, and in turn, originations, to remain modest.
Expenses
Expenses for the three and six months ended June 30, 2022 and 2021:
Three Months Ended June 30,Six Months Ended June 30,
($ in millions)2022202120222021
Interest expense$67.4 $54.4 $128.7 $102.5 
Management fee46.9 44.0 94.3 86.1 
Performance based incentive fees26.5 25.3 52.5 47.1 
Professional fees3.4 3.3 7.2 7.1 
Directors' fees0.3 0.3 0.5 0.5 
Other general and administrative2.1 2.4 4.3 4.2 
Total operating expenses$146.6 $129.7 $287.5 $247.5 
Under the terms of the Administration Agreement, we reimburse the Adviser for services performed for us. In addition, pursuant to the terms of the Administration Agreement, the Adviser may delegate its obligations under the Administration Agreement to an affiliate or to a third party and we reimburse the Adviser for any services performed for us by such affiliate or third party.
For the three months ended June 30, 2022 and 2021
Total expenses increased to $146.6 million for the three months ended June 30, 2022 from $129.7 million for the same period in the prior year primarily due to an increase in interest expense and management and incentive fees. The increase in interest expense of $12.9 million was primarily driven by an increase in the average daily borrowings from $6.1 billion to $7.1 billion period over period as well as an increase in the average interest rate from 3.1% to 3.2%. Management fees and incentive fees increased primarily due to an increase in dividend income and our debt investment portfolio, which at par, increased from $11.4 billion as of June 30, 2021 to $11.7 billion as of June 30, 2022. As a percentage of total assets, professional fees, directors’ fees, and other general and administrative expenses remained relatively consistent period over period.
For the six months ended June 30, 2022 and 2021
Total expenses increased to $287.6 million for the six months ended June 30, 2022 from $247.5 million for the same period in the prior year primarily due to an increase in interest expense and management and incentive fees. The increase in interest expense of $26.2 million was primarily driven by an increase in the average daily borrowings from $5.7 billion to $7.1 billion period over period while the average interest rate stayed relatively consistent. Management fees and incentive fees increased primarily due to an increase in dividend income and our debt investment portfolio, which at par, increased from $11.4 billion as of June 30, 2021 to $11.7 billion as of June 30, 2022. As a percentage of total assets, professional fees, directors’ fees and other general and administrative expenses remained relatively consistent period over period.
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Income Taxes, Including Excise Taxes
We have elected to be treated as a RIC under Subchapter M of the Code, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify for tax treatment as a RIC, we must, among other things, distribute to our shareholders in each taxable year generally at least 90% of our investment company taxable income, as defined by the Code, and net tax-exempt income for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intend to make the requisite distributions to our shareholders, which generally relieves us from corporate-level U.S. federal income taxes.
Depending on the level of taxable income earned in a tax year, we can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, we will accrue excise tax on estimated excess taxable income.
For the three and six months ended June 30, 2022, we recorded U.S. federal income tax expense/(benefit) of $1.6 million and $2.4 million, respectively, including no U.S. federal excise tax expense/(benefit). For the three and six months ended June 30, 2021, we recorded U.S. federal income tax expense/(benefit) of $0.2 million and $1.3 million, respectively, including U.S. federal excise tax expense/(benefit) of $(0.2) million and $21.6 thousand, respectively.
Certain of our consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes. For the three and six months ended June 30, 2022, we recorded a net tax expense of approximately $1.6 million and $2.4 million for taxable subsidiaries, respectively. For the three and six months ended June 30, 2021, we recorded a net tax expense of approximately $0.4 million and $1.3 million for taxable subsidiaries, respectively. The income tax expense for our taxable consolidated subsidiaries will vary depending on the level of investment income earnings and realized gains from the exits of investments held by such taxable subsidiaries during the respective periods.
Net Unrealized Gains (Losses)
We fair value our portfolio investments quarterly and any changes in fair value are recorded as unrealized gains or losses. During the three and six months ended June 30, 2022 and 2021, net unrealized gains (losses) were comprised of the following:
Three Months Ended June 30,Six Months Ended June 30,
($ in millions)2022202120222021
Net change in unrealized gain (loss) on investments$(156.6)$60.9 $(238.3)$118.8 
Income tax (provision) benefit— (1.6)— (4.2)
Net change in translation of assets and liabilities in foreign currencies(3.2)(0.4)(3.7)(2.9)
Net change in unrealized gain (loss)$(159.8)$58.9 $(242.0)$111.7 

For the three months ended June 30, 2022 and 2021

For the three months ended June 30, 2022, the net unrealized loss was primarily driven by a decrease in the fair value of our debt investments as compared to March 31, 2022. As of June 30, 2022, the fair value of our debt investments as a percentage of principal was 96.6%, as compared to 97.7% as of March 31, 2022. The primary driver of our portfolio’s unrealized loss was due to current market conditions, including public market volatility, and credit spreads widening across the broader markets. The ten largest
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contributors to the change in net unrealized gain (loss) on investments during the three months ended June 30, 2022 consisted of the following:
Portfolio Company
($ in millions)
Net Change in Unrealized
Gain (Loss)
 Swipe Acquisition Corporation (dba PLI)(1)$16.8 
 Remaining Portfolio Companies (67.3)
 Walker Edison Furniture Company LLC (6.0)
 Packaging Coordinators Midco, Inc. (6.6)
 H-Food Holdings, LLC (7.7)
 Metis HoldCo, Inc. (dba Mavis Tire Express Services) (8.7)
 Nutraceutical International Corporation (9.0)
 Valence Surface Technologies LLC (11.8)
 Cornerstone OnDemand, Inc. (13.0)
 Conair Holdings, LLC (17.8)
 ORCC Senior Loan Fund LLC (fka Sebago Lake LLC)(1)(25.5)
Total$(156.6)
_______________
(1)Portfolio company is a controlled, affiliated investment.
For the three months ended June 30, 2021, the net unrealized gain was primarily driven by an increase in the fair value of our debt investments as compared to March 31, 2021. As of June 30, 2021, the fair value of our debt investments as a percentage of principal was 98.1%, as compared to 97.8% as of March 31, 2021. The ten largest contributors to the change in net unrealized gain (loss) on investments during the three months ended June 30, 2021 consisted of the following:
Portfolio Company
($ in millions)
Net Change in Unrealized
Gain (Loss)
CIBT Global, Inc.$32.0 
Windows Entities6.1 
Innovative Water Care Global Corporation5.5 
Packaging Coordinators Midco, Inc.4.4 
Hg Saturn Luchaco Limited2.5 
Manna Development Group, LLC2.2 
Remaining Portfolio Companies24.4 
Norvax, LLC (dba GoHealth)(5.5)
QC Supply, LLC(4.7)
Caiman Merger Sub LLC (dba City Brewing)(3.2)
Metis HoldCo, Inc. (dba Mavis Tire Express Services)(2.8)
Total$60.9 
For the six months ended June 30, 2022 and 2021
For the six months ended June 30, 2022, the net unrealized loss was primarily driven by a decrease in the fair value of our debt investments as compared to December 31, 2021. As of June 30, 2022, the fair value of our debt investments as a percentage of principal was 96.6%, as compared to 98.2% as of December 31, 2021. The primary driver of our portfolio’s unrealized loss was due to current market conditions, including public market volatility, and credit spreads widening across the broader market. The ten largest
112


contributors to the change in net unrealized gain (loss) on investments during the six months ended June 30, 2022 consisted of the following:
Portfolio Company
($ in millions)
Net Change in Unrealized
Gain (Loss)
 Swipe Acquisition Corporation (dba PLI)(1)$16.8 
 Remaining Portfolio Companies (123.4)
 Walker Edison Furniture Company LLC (9.4)
 Packaging Coordinators Midco, Inc. (10.3)
 Nutraceutical International Corporation (10.8)
 Metis HoldCo, Inc. (dba Mavis Tire Express Services) (11.2)
 H-Food Holdings, LLC (12.9)
 Cornerstone OnDemand, Inc. (14.2)
 Valence Surface Technologies LLC (14.6)
 Conair Holdings, LLC (19.2)
 ORCC Senior Loan Fund LLC (fka Sebago Lake LLC)(1)(29.1)
Total$(238.3)
_______________
(1)Portfolio company is a controlled, affiliated investment.
For the six months ended June 30, 2021, the net unrealized gain was primarily driven by an increase in the fair value of our debt investments as compared to December 31, 2020. As of June 30, 2021, the fair value of our debt investments as a percentage of principal was 98.1%, as compared to 97.3% as of December 31, 2020. The ten largest contributors to the change in net unrealized gain (loss) on investments during the six months ended June 30, 2021 consisted of the following:
Portfolio Company
($ in millions)
Net Change in Unrealized
Gain (Loss)
CIBT Global, Inc.$24.9 
Windows Entities16.1 
Innovative Water Care Global Corporation12.6 
Blackhawk Network Holdings, Inc.5.5 
Packaging Coordinators Midco, Inc.5.2 
ABB/Con-cise Optical Group LLC5.0 
H-Food Holdings, LLC4.8 
Remaining Portfolio Companies61.0 
Norvax, LLC (dba GoHealth)(7.6)
QC Supply, LLC(4.8)
Galls, LLC(3.9)
Total$118.8 
Net Realized Gains (Losses)
The realized gains and losses on fully exited and partially exited portfolio companies during the three and six months ended June 30, 2022 and 2021 were comprised of the following:
For the Three Months Ended June 30,
For the Six Months Ended June 30,
($ in millions)2022202120222021
Net realized gain (loss) on investments$— $(27.8)$4.6 $(26.7)
Net realized gain (loss) on foreign currency transactions(0.2)— (1.1)1.2 
Net realized gain (loss)$(0.2)$(27.8)$3.5 $(25.5)
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Realized Gross Internal Rate of Return
Since we began investing in 2016 through June 30, 2022, our exited investments have resulted in an aggregate cash flow realized gross internal rate of return to us of over 10.3% (based on total capital invested of $7.9 billion and total proceeds from these exited investments of $9.4 billion). Over sixty percent of these exited investments resulted in an aggregate cash flow realized gross internal rate of return (“IRR”) to us of 10% or greater.
IRR, is a measure of our discounted cash flows (inflows and outflows). Specifically, IRR is the discount rate at which the net present value of all cash flows is equal to zero. That is, IRR is the discount rate at which the present value of total capital invested in each of our investments is equal to the present value of all realized returns from that investment. Our IRR calculations are unaudited.
Capital invested, with respect to an investment, represents the aggregate cost basis allocable to the realized or unrealized portion of the investment, net of any upfront fees paid at closing for the term loan portion of the investment.
Realized returns, with respect to an investment, represents the total cash received with respect to each investment, including all amortization payments, interest, dividends, prepayment fees, upfront fees (except upfront fees paid at closing for the term loan portion of an investment), administrative fees, agent fees, amendment fees, accrued interest, and other fees and proceeds.
Gross IRR, with respect to an investment, is calculated based on the dates that we invested capital and dates we received distributions, regardless of when we made distributions to our shareholders. Initial investments are assumed to occur at time zero.
Gross IRR reflects historical results relating to our past performance and is not necessarily indicative of our future results. In addition, gross IRR does not reflect the effect of management fees, expenses, incentive fees or taxes borne, or to be borne, by us or our shareholders, and would be lower if it did.
Aggregate cash flow realized gross IRR on our exited investments reflects only invested and realized cash amounts as described above, and does not reflect any unrealized gains or losses in our portfolio.
Financial Condition, Liquidity and Capital Resources
Our liquidity and capital resources are generated primarily from cash flows from interest, dividends and fees earned from our investments and principal repayments, our credit facilities, debt securitization transactions, and other secured and unsecured debt. We may also generate cash flow from operations, future borrowings and future offerings of securities including public and/or private issuances of debt and/or equity securities through both registered offerings off of our shelf registration statement and private offerings. The primary uses of our cash are (i) investments in portfolio companies and other investments and to comply with certain portfolio diversification requirements, (ii) the cost of operations (including paying or reimbursing our Adviser), (iii) debt service, repayment and other financing costs of any borrowings and (iv) cash distributions to the holders of our shares.
We may from time to time enter into additional debt facilities, increase the size of our existing credit facilities, enter into additional debt securitization transactions, or issue additional debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. In accordance with the 1940 Act, with certain limited exceptions, we are only allowed to incur borrowings, issue debt securities or issue preferred stock, if immediately after the borrowing or issuance, the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 150%. Our current target ratio is 0.90x-1.25x.
As of June 30, 2022 and December 31, 2021, our asset coverage ratio was 179% and 182%, respectively. We seek to carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage. Further, we maintain sufficient borrowing capacity within the 150% asset coverage limitation to cover any outstanding unfunded commitments we are required to fund.
Cash and restricted cash as of June 30, 2022, taken together with our available debt, is expected to be sufficient for our investing activities and to conduct our operations in the near term. As of June 30, 2022, we had $1.4 billion available under our credit facilities.
Our long-term cash needs will include principal payments on outstanding indebtedness and funding of additional portfolio investments. Funding for long-term cash needs will come from unused net proceeds from financing activities. We believe that our liquidity and sources of capital are adequate to satisfy our short and long-term cash requirements. We cannot, however, be certain that these sources of funds will be available at a time and upon terms acceptable to us in sufficient amounts in the future.
As of June 30, 2022, we had $343.3 million in cash and restricted cash. During the six months ended June 30, 2022, $74.7 million in cash was provided by operating activities, primarily as a result of sell downs and repayments of $1,285.7 million and other operating activity of $165.5 million partially offset by funding portfolio investments of $1,376.5 million.. Lastly, cash used in financing activities was $178.6 million during the period, which was primarily the result of distributions paid of $232.4 million.
Equity
Equity Issuances
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There were no sales of our common stock during the three and six months ended June 30, 2022 and 2021.
Distributions
The following table reflects the distributions declared on shares of our common stock during the six months ended June 30, 2022:
June 30, 2022
Date DeclaredRecord DatePayment DateDistribution per Share
May 4, 2022June 30, 2022August 15, 2022$0.31 
February 23, 2022March 31, 2022May 13, 20220.31
During certain periods, our distributions may exceed our earnings. As a result, it is possible that a portion of the distributions we make may represent a return of capital. A return of capital generally is a return of a shareholder’s investment rather than a return of earnings or gains derived from our investment activities. Each year, a statement on Form 1099-DIV identifying the tax character of the distributions will be mailed to our shareholders. The tax character of the distributions are not determined until our taxable year end.
The following table reflects the distributions declared on shares of our common stock during the six months ended June 30, 2021:
June 30, 2021
Date DeclaredRecord DatePayment DateDistribution per Share
May 5, 2021June 30, 2021August 13, 2021$0.31 
February 23, 2021March 31, 2021May 14, 20210.31
Dividend Reinvestment
Pursuant to our second amended and restated dividend reinvestment plan, we will reinvest all cash distributions declared by the Board on behalf of our shareholders who do not elect to receive their distribution in cash as provided below. As a result, if the Board authorizes, and we declare, a cash dividend or other distribution, then our shareholders who have not opted out of our dividend reinvestment plan will have their cash distributions automatically reinvested in additional shares of our common stock as described below, rather than receiving the cash dividend or other distribution. Any fractional share otherwise issuable to a participant in the dividend reinvestment plan will instead be paid in cash.
If newly issued shares are used to implement the dividend reinvestment plan, the number of shares to be issued to a shareholder will be determined by dividing the total dollar amount of the cash dividend or distribution payable to a shareholder by the market price per share of our common stock at the close of regular trading on the New York Stock Exchange on the payment date of a distribution, or if no sale is reported for such day, the average of the reported bid and ask prices. However, if the market price per share on the payment date of a cash dividend or distribution exceeds the most recently computed net asset value per share, we will issue shares at the greater of (i) the most recently computed net asset value per share and (ii) 95% of the current market price per share (or such lesser discount to the current market price per share that still exceeded the most recently computed net asset value per share). For example, if the most recently computed net asset value per share is $15.00 and the market price on the payment date of a cash dividend is $16.00 per share, we will issue shares at $15.20 per share (95% of the current market price). If the most recently computed net asset value per share is $15.00 and the market price on the payment date of a cash dividend is $15.50 per share, we will issue shares at $15.00 per share, as net asset value is greater than 95% ($14.73 per share) of the current market price. Pursuant to our second amended and restated dividend reinvestment plan, if shares are purchased in the open market to implement the dividend reinvestment plan, the number of shares to be issued to a shareholder shall be determined by dividing the dollar amount of the cash dividend payable to such shareholder by the weighted average price per share for all shares purchased by the plan administrator in the open market in connection with the dividend. Shareholders who receive distributions in the form of shares of common stock will be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions.
The following table reflects the shares distributed pursuant to the dividend reinvestment plan during the six months ended June 30, 2022:
Date DeclaredRecord DatePayment DateShares
February 23, 2022March 31, 2022May 15, 2022830,764 (1)
November 2, 2021December 31, 2021January 31, 2022814,084
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(1)Shares purchased in the open market in order to satisfy dividends reinvested under our dividend reinvestment program.
The following table reflects the common stock issued pursuant to the dividend reinvestment plan during the six months ended June 30, 2021:
Date DeclaredRecord DatePayment DateShares
February 23, 2021March 31, 2021May 14, 2021815,703 
November 4, 2020December 31, 2020January 19, 20211,435,099 

Stock Repurchase Plans
    On November 3, 2020, the Board approved a repurchase program (the “Repurchase Plan”) under which we may repurchase up to $100 million of our outstanding common stock and on November 2, 2021, the Board extended the Repurchase Plan. Under the program, purchases may be made at management’s discretion from time to time in open-market transactions, in accordance with all applicable securities laws and regulations. Unless extended by the Board, the repurchase program will terminate 12-months from the date it was approved. On November 2, 2021, the Board approved an extension to the Repurchase Plan and, unless further extended by the Board, will terminate 12-months from that date. As of June 30, 2022, Goldman, Sachs & Co., as agent, has repurchased 944,076 shares of our common stock pursuant to the Repurchase Plan for approximately $12.6 million.
The following provides information regarding purchases of the our common stock by Goldman Sachs & Co., as agent, pursuant to the Repurchase Plan. For the period ended June 30, 2021, there were no repurchases under the Repurchase Plan. For the period ended June 30, 2022, repurchases under the Repurchase Plan were as follows:
Period
($ in millions, except share and per share amounts)
Total Number
of Shares
Repurchased
Average Price Paid per ShareApproximate
Dollar Value of
Shares that have been
Purchased Under
the Plans
Approximate
Dollar Value
of Shares that
May Yet Be
Purchased Under
the Plan
January 1, 2022 - January 31, 2022— $— $— $97.4 
February 1, 2022 - February 28, 2022— $— $— $97.4 
March 1, 2022 - March 31, 2022— $— $— $97.4 
April 1, 2022 - April 30, 2022— $— $— $97.4 
May 1, 2022 - May 31, 2022757,926 $13.21 $10.0 $87.4 
June 1, 2022 - June 30, 2022— $— $— $87.4 
Total757,926 $10.0 
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Debt
Aggregate Borrowings
Debt obligations consisted of the following as of June 30, 2022 and December 31, 2021:
June 30, 2022
($ in thousands)Aggregate Principal CommittedOutstanding PrincipalAmount Available(1)Net Carrying Value(2)
Revolving Credit Facility(3)(5)$1,655,000 $604,949 $997,633 $594,223 
SPV Asset Facility II350,000 100,000 250,000 94,837 
SPV Asset Facility III250,000 250,000 — 249,042 
SPV Asset Facility IV250,000 100,000 150,000 97,306 
CLO I390,000 390,000 — 387,150 
CLO II260,000 260,000 — 257,037 
CLO III260,000 260,000 — 258,029 
CLO IV292,500 292,500 — 287,554 
CLO V509,625 509,625 — 506,902 
CLO VI260,000 260,000 — 258,163 
2024 Notes(4)400,000 400,000 — 389,996 
2025 Notes425,000 425,000 — 420,447 
July 2025 Notes500,000 500,000 — 494,478 
2026 Notes500,000 500,000 — 492,115 
July 2026 Notes1,000,000 1,000,000 — 980,743 
2027 Notes(4)500,000 500,000 — 450,718 
2028 Notes850,000 850,000 — 834,757 
Total Debt$8,652,125 $7,202,074 $1,397,633 $7,053,497 

(1)The amount available reflects any collateral related limitations at the Company level related to each credit facility’s borrowing base.
(2)The carrying value of our Revolving Credit Facility, SPV Asset Facility II, SPV Asset Facility III, SPV Asset Facility IV, CLO I, CLO II, CLO III, CLO IV, CLO V, CLO VI, 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes and 2028 Notes are presented net of deferred financing costs of $10.7 million, $5.2 million, $1.0 million, $2.7 million, $2.9 million, $3.0 million, $2.0 million, $4.9 million, $2.7 million, $1.8 million, $4.0 million, $4.5 million, $5.5 million, $7.9 million, $19.3 million, $8.8 million and $15.2 million respectively.
(3)Includes the unrealized translation gain (loss) on borrowings denominated in foreign currencies.
(4)Inclusive of change in fair market value of effective hedge.
(5)The amount available is reduced by $52.4 million of outstanding letters of credit.

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December 31, 2021
($ in thousands)Aggregate Principal CommittedOutstanding PrincipalAmount Available(1)Net Carrying Value(2)
Revolving Credit Facility(3)(5)$1,655,000 $892,313 $707,370 $879,943 
SPV Asset Facility II350,000 100,000 250,000 95,668 
SPV Asset Facility III500,000 190,000 310,000 188,979 
SPV Asset Facility IV250,000 155,000 95,000 152,727 
CLO I390,000 390,000 — 386,989 
CLO II260,000 260,000 — 256,942 
CLO III260,000 260,000 — 257,937 
CLO IV292,500 292,500 — 287,342 
CLO V196,000 196,000 — 194,167 
CLO VI260,000 260,000 — 258,093 
2024 Notes(4)400,000 400,000 — 406,481 
2025 Notes425,000 425,000 — 419,674 
July 2025 Notes500,000 500,000 — 493,637 
2026 Notes500,000 500,000 — 491,085 
July 2026 Notes1,000,000 1,000,000 — 978,537 
2027 Notes(4)500,000 500,000 — 497,537 
2028 Notes850,000 850,000 — 833,588 
Total Debt$8,588,500 $7,170,813 $1,362,370 $7,079,326 
_______________
(1)The amount available reflects any limitations related to each credit facility’s borrowing base.
(2)The carrying value of our Revolving Credit Facility, SPV Asset Facility II, SPV Asset Facility III, SPV Asset Facility IV, CLO I, CLO II, CLO III, CLO IV, CLO V, CLO VI, 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes and 2028 Notes are presented net of deferred financing costs of $12.4 million, $4.3 million, $1.0 million, $2.2 million, $3.0 million, $3.1 million, $2.1 million, $5.2 million, $1.8 million, $1.9 million, $5.0 million, $5.3 million, $6.4 million, $8.9 million, $21.5 million, $9.7 million and $16.4 million respectively.
(3)Includes the unrealized translation gain (loss) on borrowings denominated in foreign currencies.
(4)Inclusive of change in fair market value of effective hedge.
(5)The amount available is reduced by $55.3 million of outstanding letters of credit.
For the three and six months ended June 30, 2022 and 2021 the components of interest expense were as follows:
For the Three Months Ended June 30,For the Six Months Ended June 30,
($ in thousands)2022202120222021
Interest expense$58,185 $46,311 $110,832 $89,448 
Amortization of debt issuance costs8,697 7,204 14,807 12,151 
Net change in unrealized gain (loss) on effective interest rate swaps and hedged items(1)465 930 3,087 922 
Total Interest Expense$67,347 $54,445 $128,726 $102,521 
Average interest rate3.2 %3.0 %3.1 %3.1 %
Average daily borrowings$7,131,423 $6,093,156 $7,141,675 $5,713,867 
_______________
(1)Refer to “ITEM 1. – FINANCIAL STATEMENTS – Notes to Consolidated Financial Statements – Note 6. Debt – 2023 Notes, 2024 Notes and 2027 Notes” for details on each facility’s interest rate swap.

Senior Securities

Information about our senior securities is shown in the following table as of June 30, 2022 and the fiscal years ended December 31, 2021, 2020, 2019, 2018, 2017 and 2016.

118


Class and PeriodTotal Amount Outstanding Exclusive of Treasury Securities(1)
($ in millions)
Asset Coverage per Unit(2)Involuntary Liquidating Preference per Unit(3)Average Market Value per Unit(4)
Revolving Credit Facility
June 30, 2022 (unaudited)$604.9 $1,791 — N/A
December 31, 2021$892.3 $1,820 — N/A
December 31, 2020$252.5 $2,060 — N/A
December 31, 2019$480.9 $2,926 — N/A
December 31, 2018$308.6 $2,254 — N/A
December 31, 2017$ $2,580 — N/A
SPV Asset Facility I(6)
December 31, 2020$ $ — N/A
December 31, 2019$300.0 $2,926 — N/A
December 31, 2018$400.0 $2,254 — N/A
December 31, 2017$400.0 $2,580 — N/A
SPV Asset Facility II
June 30, 2022 (unaudited)$100.0 $1,791 — N/A
December 31, 2021$100.0 $1,820 — N/A
December 31, 2020$100.0 $2,060 — N/A
December 31, 2019$350.0 $2,926 — N/A
December 31, 2018$550.0 $2,254 — N/A
SPV Asset Facility III
June 30, 2022 (unaudited)$250.0 $1,791 — N/A
December 31, 2021$190.0 $1,820 — N/A
December 31, 2020$375.0 $2,060 — N/A
December 31, 2019$255.0 $2,926 — N/A
December 31, 2018$300.0 $2,254 — N/A
SPV Asset Facility IV
June 30, 2022 (unaudited)$100.0 $1,791 — N/A
December 31, 2021$155.0 $1,820 — N/A
December 31, 2020$295.0 $2,060 — N/A
December 31, 2019$60.3 $2,926 — N/A
CLO I
June 30, 2022 (unaudited)$390.0 $1,791 — N/A
December 31, 2021$390.0 $1,820 — N/A
December 31, 2020$390.0 $2,060 — N/A
December 31, 2019$390.0 $2,926 — N/A
CLO II
June 30, 2022 (unaudited)$260.0 $1,791 — N/A
December 31, 2021$260.0 $1,820 — N/A
December 31, 2020$260.0 $2,060 — N/A
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Class and PeriodTotal Amount Outstanding Exclusive of Treasury Securities(1)
($ in millions)
Asset Coverage per Unit(2)Involuntary Liquidating Preference per Unit(3)Average Market Value per Unit(4)
December 31, 2019$260.0 $2,926 — N/A
CLO III
June 30, 2022 (unaudited)$260.0 $1,791 — N/A
December 31, 2021$260.0 $1,820 — N/A
December 31, 2020$260.0 $2,060 — N/A
CLO IV
June 30, 2022 (unaudited)$292.5 $1,791 — N/A
December 31, 2021$292.5 $1,820 — N/A
December 31, 2020$252.0 $2,060 — N/A
CLO V
June 30, 2022 (unaudited)$509.6 $1,791 — N/A
December 31, 2021$196.0 $1,820 — N/A
December 31, 2020$196.0 $2,060 — N/A
CLO VI
June 30, 2022 (unaudited)$260.0 $1,791 — N/A
December 31, 2021$260.0 $1,820 — N/A
Subscription Credit Facility(5)
December 31, 2019$ $ — N/A
December 31, 2018$883.0 $2,254 — N/A
December 31, 2017$393.5 $2,580 — N/A
December 31, 2016$495.0 $2,375 — N/A
2023 Notes(7)
December 31, 2021$ $ — N/A
December 31, 2020$150.0 $2,060 — N/A
December 31, 2019$150.0 $2,926 — N/A
December 31, 2018$150.0 $2,254 — N/A
December 31, 2017$138.5 $2,580 — N/A
2024 Notes
June 30, 2022 (unaudited)$400.0 $1,791 — $1,011.1 
December 31, 2021$400.0 $1,820 — $1,089.7 
December 31, 2020$400.0 $2,060 — $1,037.1 
December 31, 2019$400.0 $2,926 — $1,039.3 
2025 Notes
June 30, 2022 (unaudited)$425.0 $1,791 — $969.0 
December 31, 2021$425.0 $1,820 — $1,057.3 
December 31, 2020$425.0 $2,060 — $984.2 
December 31, 2019$425.0 $2,926 — $997.9 
July 2025 Notes
June 30, 2022 (unaudited)$500.0 $1,791 — $956.3 
120


Class and PeriodTotal Amount Outstanding Exclusive of Treasury Securities(1)
($ in millions)
Asset Coverage per Unit(2)Involuntary Liquidating Preference per Unit(3)Average Market Value per Unit(4)
December 31, 2021$500.0 $1,820 — $1,049.9 
December 31, 2020$500.0 $2,060 — $971.1 
2026 Notes
June 30, 2022 (unaudited)$500.0 $1,791 — $960.2 
December 31, 2021$500.0 $1,820 — $1,068.7 
December 31, 2020$500.0 $2,060 — $1,018.5 
July 2026 Notes
June 30, 2022 (unaudited)$1,000.0 $1,791 — $914.4 
December 31, 2021$1,000.0 $1,820 — $1,032.8 
December 31, 2020$1,000.0 $2,060 — $1,005.0 
2027 Notes
June 30, 2022 (unaudited)$500.0 $1,791 — $870.2 
December 31, 2021$500.0 $1,820 — $997.4 
2028 Notes
June 30, 2022 (unaudited)$850.0 $1,791 — $840.0 
December 31, 2021$850.0 $1,820 — $994.3 
________________
(1)Total amount of each class of senior securities outstanding at the end of the period presented.
(2)Asset coverage per unit is the ratio of the carrying value of our total assets, less all liabilities excluding indebtedness represented by senior securities in this table, to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness and is calculated on a consolidated basis.
(3)The amount to which such class of senior security would be entitled upon our involuntary liquidation in preference to any security junior to it. The “—" in this column indicates information that the SEC expressly does not require to be disclosed for certain types of senior securities.
(4)Not applicable, except for with respect to the 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes and 2028 Notes as other senior securities are not registered for public trading on a stock exchange. The average market value per unit for each of the 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes and 2028 Notes is based on the average daily prices of such notes and is expressed per $1,000 of indebtedness.
(5)Facility was terminated in 2019.
(6)Facility was terminated in 2020.
(7)On November 23, 2021, we caused notice to be issued to the holders of the 2023 Notes regarding our exercise of the option to redeem in full all $150 million in aggregate principal amount of the 2023 Notes at 100% of their principal amount, plus the accrued and unpaid interest thereon through, but excluding, the redemption date, December 23, 2021. On December 23, 2021, we redeemed in full all $150 million in aggregate principal amount of the 2023 Notes at 100% of their principal amount, plus the accrued and unpaid interest thereon through, but excluding, December 23, 2021.

Credit Facilities
Our credit facilities contain customary covenants, including certain limitations on the incurrence by us of additional indebtedness and on our ability to make distributions to our shareholders, or redeem, repurchase or retire shares of stock, upon the occurrence of certain events, and customary events of default (with customary cure and notice provisions).
Revolving Credit Facility
On February 1, 2017, we entered into a senior secured revolving credit agreement (and as amended by that certain First Amendment to Senior Secured Revolving Credit Agreement, dated as of July 17, 2017, the First Omnibus Amendment to Senior Secured Revolving Credit Agreement and Guarantee and Security Agreement, dated as of March 29, 2018, the Third Amendment to Senior Secured Revolving Credit Agreement, dated as of June 21, 2018, the Fourth Amendment to Senior Secured Revolving Credit
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Agreement, dated as of April 2, 2019, the Fifth Amendment to Senior Secured Revolving Credit Agreement, dated as of May 7, 2020, the Sixth Amendment to Senior Secured Revolving Credit Agreement, dated as of September 3, 2020 and the Seventh Amendment to Senior Secured Revolving Credit Agreement, dated as of September 22, 2021, the “Revolving Credit Facility”). The parties to the Revolving Credit Facility include us, as Borrower, the lenders from time to time parties thereto (each a “Lender” and collectively, the “Lenders”), the parties in their capacity as issuers of letters of credit (referred to as "Issuing Banks"), and Truist Securities, Inc. and ING Capital LLC as Joint Lead Arrangers and Joint Book Runners, Truist Bank as Administrative Agent and ING Capital LLC as Syndication Agent.
The Revolving Credit Facility is guaranteed by OR Lending LLC, our subsidiary, and will be guaranteed by certain domestic subsidiaries of ours that are formed or acquired by us in the future (collectively, the “Guarantors”). Proceeds of the Revolving Credit Facility may be used for general corporate purposes, including the funding of portfolio investments.
The maximum principal amount of the Revolving Credit Facility is $1.655 billion, subject to availability under the borrowing base, which is based on our portfolio investments and other outstanding indebtedness. As amended on September 22, 2021, maximum capacity under the Revolving Credit Facility may be increased to $2.2 billion through our exercise of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing. The Revolving Credit Facility includes a $50 million limit for swingline loans and is secured by a perfected first-priority interest in substantially all of the portfolio investments held by us and each Guarantor, subject to certain exceptions.
The availability period under the Revolving Credit Facility will terminate on March 31, 2023, with respect to $60 million of commitments, September 3, 2024, with respect to $15 million of commitments (together, the "Non-Extending Commitments"), and on September 22, 2025, with respect to the remaining commitments (such remaining commitments, the "Extending Commitments") (together, the “Revolving Credit Facility Commitment Termination Date”). The Revolving Credit Facility will mature on April 2, 2024 with respect to $60 million of commitments, September 3, 2025, with respect to $15 million of commitments, and on September 22, 2026, with respect to the remaining commitments (together, the “Revolving Credit Facility Maturity Date”). During the period from the earliest Revolving Credit Facility Commitment Termination Date to the final Revolving Credit Facility Maturity Date, we will be obligated to make mandatory prepayments under the Revolving Credit Facility out of the proceeds of certain asset sales and other recovery events and equity and debt issuances.
We borrow amounts in U.S. dollars or certain other permitted currencies. Amounts drawn under the Revolving Credit Facility with respect to the Extending Commitments will bear interest at either (i) LIBOR plus margin of either 1.875% per annum or, if the borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 1.75% per annum, (ii) an alternative base rate plus margin of either 0.875% per annum or, if the borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 0.75% per annum, or (iii) for amounts drawn under the Revolving Credit Facility in Sterling or Swiss Francs, either the Sterling Overnight Interbank Average Rate ("SONIA") or the Swiss Average Rate Overnight ("SARON"), as applicable, plus margin of either 1.875% per annum or, if the borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 1.75% per annum plus an applicable credit adjustment spread. Amounts drawn under the Revolving Credit Facility with respect to the Non-Extended Commitments will bear interest at either (i) LIBOR plus 2.00% per annum, (ii) an alternative base rate plus 1.00% per annum or (iii) SONIA or SARON, as applicable, plus 2.00% per annum plus an applicable credit adjustment spread. Further, the Revolving Credit Facility builds in a hardwired approach for the replacement of LIBOR loans in U.S. dollars. For LIBOR loans in other permitted currencies, the Revolving Credit Facility includes customary fallback mechanics for us and the Administrative Agent to select an alternative benchmark, subject to the negative consent of required Lenders. We may elect the currency and rate at the time of drawdown, and loans may be converted from one rate to another at any time at our option, subject to certain conditions. We predominantly borrow utilizing LIBOR rate loans, generally electing one-month upon borrowing, to the extent applicable. We also pay a fee of 0.375% on undrawn amounts under the Revolving Credit Facility.
The Revolving Credit Facility includes customary covenants, including certain limitations on the incurrence by us of additional indebtedness and on our ability to make distributions to our shareholders, or redeem, repurchase or retire shares of stock, upon the occurrence of certain events and certain financial covenants related to asset coverage and liquidity and other maintenance covenants, as well as customary events of default. The agreement requires a minimum asset coverage ratio of 1.50 to 1.00 with respect to our consolidated assets and our subsidiaries, measured at the last day of any fiscal quarter and a minimum asset coverage ratio of no less than 2.00 to 1.00 with respect to our consolidated assets and our subsidiary guarantors (including certain limitations on the contribution of equity in financing subsidiaries as specified therein) to our secured debt and our subsidiary guarantors (the “Obligor Asset Coverage Ratio”), measured at the last day of each fiscal quarter. The agreement also includes concentration limits in connection with the calculation of the borrowing base, based upon the Obligor Asset Coverage Ratio. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.”
SPV Asset Facilities
Certain of our wholly owned subsidiaries are parties to credit facilities (the “SPV Asset Facilities”). Pursuant to the SPV Asset Facilities, we sell and contribute certain investments to these wholly owned subsidiaries pursuant to sale and contribution agreements by and between us and the wholly owned subsidiaries. No gain or loss is recognized as a result of these contributions. Proceeds from the SPV Asset Facilities are used to finance the origination and acquisition of eligible assets by the wholly owned subsidiary,
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including the purchase of such assets from us. We retain a residual interest in assets contributed to or acquired to the wholly owned subsidiary through our ownership of the wholly owned subsidiary.
The SPV Asset Facilities are secured by a perfected first priority security interest in the assets of these wholly owned subsidiaries and on any payments received by such wholly owned subsidiaries in respect of those assets. Assets pledged to lenders under the SPV Asset Facilities will not be available to pay our debts.
The SPV Asset Facilities contain customary covenants, including certain limitations on the incurrence by us of additional indebtedness and on our ability to make distributions to our shareholders, or redeem, repurchase or retire shares of stock, upon the occurrence of certain events, and customary events of default (with customary cure and notice provisions).
SPV Asset Facility I
On December 21, 2017 (the “SPV Asset Facility I Closing Date”), ORCC Financing LLC (“ORCC Financing”), a Delaware limited liability company and our subsidiary, entered into a Loan and Servicing Agreement (as amended, the “SPV Asset Facility I”), with ORCC Financing as Borrower, us as Transferor and Servicer, the lenders from time to time parties thereto (the “SPV Lenders”), Morgan Stanley Asset Funding Inc. as Administrative Agent, State Street Bank and Trust Company as Collateral Agent and Cortland Capital Market Services LLC as Collateral Custodian.
From time to time, we sold and contributed certain investments to ORCC Financing pursuant to a Sale and Contribution Agreement by and between us and ORCC Financing. No gain or loss was recognized as a result of the contribution. Proceeds from the SPV Asset Facility I were used to finance the origination and acquisition of eligible assets by ORCC Financing, including the purchase of such assets from us. We retained a residual interest in assets contributed to or acquired by ORCC Financing through its ownership of ORCC Financing. The maximum principal amount of the SPV Asset Facility I was $400 million; the availability of this amount was subject to a borrowing base test, which was based on the value of ORCC Financing’s assets from time to time, and satisfaction of certain conditions, including certain concentration limits.
The SPV Asset Facility I provided for the ability to draw and redraw amounts under the SPV Asset Facility I for a period of up to three years after the SPV Asset Facility I Closing Date (the “SPV Asset Facility I Commitment Termination Date”). The SPV Asset Facility I was terminated on June 2, 2020 (the “SPV Asset Facility I Termination Date”). Prior to the SPV Asset Facility I Termination Date, proceeds received by ORCC Financing from principal and interest, dividends, or fees on assets were required to be used to pay fees, expenses and interest on outstanding borrowings, and the excess may be returned to us, subject to certain conditions. On the SPV Asset Facility I Termination Date, ORCC Financing repaid in full all outstanding fees and expenses and all principal and interest on outstanding borrowings.
Amounts drawn bore interest at LIBOR plus a spread of 2.25% until the six-month anniversary of the SPV Asset Facility I Closing Date, increasing to 2.50% thereafter, until the SPV Asset Facility I Commitment Termination Date. We predominantly borrowed utilizing LIBOR rate loans, generally electing one-month LIBOR upon borrowing. After a ramp-up period, there was an unused fee of 0.75% per annum on the amount, if any, by which the undrawn amount under the SPV Asset Facility I exceeded 25% of the maximum principal amount of the SPV Asset Facility I. The SPV Asset Facility I contained customary covenants, including certain financial maintenance covenants, limitations on the activities of ORCC Financing, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility I was secured by a perfected first priority security interest in the assets of ORCC Financing and on any payments received by ORCC Financing in respect of those assets. Assets pledged to the SPV Lenders were not available to pay our debts. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.”
SPV Asset Facility II
On May 22, 2018, our subsidiary, ORCC Financing II LLC (“ORCC Financing II”), a Delaware limited liability company and our subsidiary, entered into a Credit Agreement (as amended, the “SPV Asset Facility II”), with ORCC Financing II, as Borrower, the lenders from time to time parties thereto (the “SPV Asset Facility II Lenders”), Natixis, New York Branch, as Administrative Agent, State Street Bank and Trust Company, as Collateral Agent, and Cortland Capital Market Services LLC as Document Custodian. The parties to the SPV Asset Facility II have entered into various amendments, including to admit new lenders, increase or decrease the maximum principal amount available under the facility, extend the availability period and maturity date, change the interest rate and make various other changes. The following describes the terms of SPV Asset Facility II amended through March 25, 2022 (the “SPV Asset Facility II Seventh Amendment Date”).
From time to time, we sell and contribute certain investments to ORCC Financing II pursuant to a sale and contribution agreement by and between us and ORCC Financing II. No gain or loss will be recognized as a result of the contribution. Proceeds from the SPV Asset Facility II will be used to finance the origination and acquisition of eligible assets by ORCC Financing II, including the purchase of such assets. We retain a residual interest in assets contributed to or acquired by ORCC Financing II through our ownership of ORCC Financing II. The maximum principal amount of the SPV Asset Facility II as of the SPV Asset Facility II Seventh Amendment Date is $350 million (which includes terms loans of $100 million and revolving commitments of $250 million;) the availability of this amount is subject to an overcollateralization ratio test, which is based on the value of ORCC Financing II’s
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assets from time to time, and satisfaction of certain conditions, including an interest coverage ratio test, certain concentration limits and collateral quality tests.
The SPV Asset Facility II provides for the ability to (1) draw term loans and (2) draw and redraw revolving loans under the SPV Asset Facility II through April 22, 2023, unless the revolving commitments are terminated or converted to term loans sooner as provided in the SPV Asset Facility II (the “SPV Asset Facility II Commitment Termination Date”). Unless otherwise terminated, the SPV Asset Facility II will mature on December 22, 2029 (the "SPV Asset Facility II Stated Maturity”). Prior to the SPV Asset Facility II Stated Maturity, proceeds received by ORCC Financing II from principal and interest, dividends, or fees on assets must be used to pay fees, expenses and interest on outstanding borrowings, and the excess may be returned to us, subject to certain conditions. On the SPV Asset Facility II Stated Maturity, ORCC Financing II must pay in full all outstanding fees and expenses and all principal and interest on outstanding borrowings, and the excess may be returned to us.
With respect to revolving loans, amounts drawn bear interest at Term SOFR (or, in the case of certain lenders that are commercial paper conduits, the lower of their cost of funds and Term SOFR plus 0.40%) plus a spread that steps up from 2.30% to 2.55% during the period March 25, 2022, to the Reinvestment Period End Date. With respect to term loans, amounts drawn bear interest at Term SOFR (or, in the case of certain lenders that are commercial paper conduits, the lower of their cost of funds and Term SOFR plus 0.40%) plus a spread that steps up from 2.30% to 2.55% during the same period. From March 25, 2022 to the SPV Asset Facility II Commitment Termination Date, there is a commitment fee ranging from 0.50% to 0.625% per annum on the undrawn amount, if any, of the revolving commitments in the SPV Asset Facility II. The SPV Asset Facility II contains customary covenants, including certain financial maintenance covenants, limitations on the activities of ORCC Financing II, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility II is secured by a perfected first priority security interest in the assets of ORCC Financing II and on any payments received by ORCC Financing II in respect of those assets. Assets pledged to the SPV Asset Facility II Lenders will not be available to pay our debts. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.”
SPV Asset Facility III
On December 14, 2018 (the “SPV Asset Facility III Closing Date”), ORCC Financing III LLC (“ORCC Financing III”), a Delaware limited liability company and our newly formed subsidiary, entered into a Loan Financing and Servicing Agreement (the “SPV Asset Facility III”), with ORCC Financing III, as borrower, ourselves, as equity holder and services provider, the lenders from time to time parties thereto (the “SPV Lenders III”), Deutsche Bank AG, New York Branch, as Facility Agent, State Street Bank and Trust Company, as Collateral Agent and Cortland Capital Market Services LLC, as Collateral Custodian. The parties to the SPV Asset Facility III have entered into various amendments, including those relating to the undrawn fee and make-whole fee and definition of “Change of Control.” The following describes the terms of SPV Asset Facility III as amended through May 3, 2022.
From time to time, we expect to sell and contribute certain loan assets to ORCC Financing III pursuant to a Sale and Contribution Agreement by and between the Company and ORCC Financing III. No gain or loss will be recognized as a result of the contribution. Proceeds from the SPV Asset Facility III will be used to finance the origination and acquisition of eligible assets by ORCC Financing III, including the purchase of such assets us. We retain a residual interest in assets contributed to or acquired by ORCC Financing III through its ownership of ORCC Financing III. The maximum principal amount of the SPV Asset Facility III is $250 million; the availability of this amount is subject to a borrowing base test, which is based on the value of ORCC Financing III’s assets from time to time, and satisfaction of certain conditions, including interest spread and weighted average coupon tests, certain concentration limits and collateral quality tests.
The SPV Asset Facility III provides for the ability to borrow, reborrow, repay and prepay advances under the SPV Asset Facility III until June 14, 2023 unless such period is extended or accelerated under the terms of the SPV Asset Facility III (the “SPV Asset Facility III Revolving Period”). Unless otherwise extended, accelerated or terminated under the terms of the SPV Asset Facility III, the SPV Asset Facility III will mature on the date that is two years after the last day of the SPV Asset Facility III Revolving Period (the “SPV Asset Facility III Stated Maturity”). Prior to the SPV Asset Facility III Stated Maturity, proceeds received by ORCC Financing III from principal and interest, dividends, or fees on assets must be used to pay fees, expenses and interest on outstanding advances, and the excess may be returned to us, subject to certain conditions. On the SPV Asset Facility III Stated Maturity, ORCC Financing III must pay in full all outstanding fees and expenses and all principal and interest on outstanding advances, and the excess may be returned to us.
Amounts drawn bear interest at term SOFR (or, in the case of certain SPV Lenders III that are commercial paper conduits, the lower of (a) their cost of funds and (b) term SOFR, such term SOFR not to be lower than zero) plus a spread equal to 2.20% per annum, which spread will increase (a) on and after the end of the SPV Asset Facility III Revolving Period by 0.15% per annum if no event of default has occurred and (b) by 2.00% per annum upon the occurrence of an event of default (such spread, the “Applicable Margin”) term SOFR may be replaced as a base rate under certain circumstances. We predominantly borrow utilizing SOFR rate loans, generally electing one-month SOFR upon borrowing. During the Revolving Period, ORCC Financing III will pay an undrawn fee ranging from 0.25% to 0.50% per annum on the undrawn amount, if any, of the revolving commitments in the SPV Asset Facility III. During the Revolving Period, if the undrawn commitments are in excess of a certain portion (initially 20% and increasing in stages to 75%) of the total commitments under the SPV Asset Facility III, ORCC Financing III will also pay a make-whole fee equal to the Applicable Margin multiplied by such excess undrawn commitment amount, reduced by the undrawn fee payable on such excess. The SPV Asset Facility III contains customary covenants, including certain financial maintenance covenants, limitations on the activities of ORCC Financing III, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility III is secured by a perfected first priority security interest in the assets of ORCC Financing III and on any payments
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received by ORCC Financing III in respect of those assets. Assets pledged to the SPV Asset Facility III Lenders will not be available to pay our debts. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.”
SPV Asset Facility IV
On August 2, 2019 (the “SPV Asset Facility IV Closing Date”), ORCC Financing IV LLC (“ORCC Financing IV”), a Delaware limited liability company and our newly formed subsidiary, entered into a Credit Agreement (the “SPV Asset Facility IV”), with ORCC Financing IV, as borrower, Société Générale, as initial Lender and as Administrative Agent, State Street Bank and Trust Company, as Collateral Agent, Collateral Administrator and Custodian, and Cortland Capital Market Services LLC as Document Custodian and the lenders from time to time party thereto pursuant to Assignment and Assumption Agreements.
On March 11, 2022 (the “SPV Asset Facility IV Amendment Date”), the parties to the SPV Asset Facility IV amended the SPV Asset Facility IV to extend the reinvestment period from April 1, 2022 until October 3, 2022 and the stated maturity from April 1, 2030 to October 1, 2030. The amendment also changed the applicable interest rate from LIBOR plus an applicable margin of 2.15% during the reinvestment period and LIBOR plus an applicable margin of 2.40% after the reinvestment period to term SOFR plus an applicable margin of 2.30% during the reinvestment period and term SOFR plus an applicable margin of 2.55% after the reinvestment period.
From time to time, we expect to sell and contribute certain investments to ORCC Financing IV pursuant to a Sale and Contribution Agreement by and between us and ORCC Financing IV. No gain or loss will be recognized as a result of the contribution. Proceeds from the SPV Asset Facility IV will be used to finance the origination and acquisition of eligible assets by ORCC Financing IV, including the purchase of such assets from us. We retain a residual interest in assets contributed to or acquired by ORCC Financing IV through our ownership of ORCC Financing IV. The maximum principal amount of the Credit Facility is $250 million; the availability of this amount is subject to an overcollateralization ratio test, which is based on the value of ORCC Financing IV’s assets from time to time, and satisfaction of certain conditions, including an interest coverage ratio test, certain concentration limits and collateral quality tests.
The SPV Asset Facility IV provides for the ability to (1) draw term loans and (2) draw and redraw revolving loans under the SPV Asset Facility IV until the last day of the reinvestment period unless the revolving commitments are terminated or converted to term loans sooner as provided in the SPV Asset Facility IV (the “Commitment Termination Date”). Unless otherwise terminated, the SPV Asset Facility IV will mature on October 1, 2030 (the “SPV Asset Facility IV Stated Maturity”). Prior to the SPV Asset Facility IV Stated Maturity, proceeds received by ORCC Financing IV from principal and interest, dividends, or fees on assets must be used to pay fees, expenses and interest on outstanding borrowings, and the excess may be returned to us, subject to certain conditions. On the SPV Asset Facility IV Stated Maturity, ORCC Financing IV must pay in full all outstanding fees and expenses and all principal and interest on outstanding borrowings, and the excess may be returned to us.
From the Closing Date to the Commitment Termination Date, there is a commitment fee ranging from 0.50% to 0.75% per annum on the undrawn amount, if any, of the revolving commitments in the SPV Asset Facility IV. The SPV Asset Facility IV contains customary covenants, including certain financial maintenance covenants, limitations on the activities of ORCC Financing IV, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility IV is secured by a perfected first priority security interest in the assets of ORCC Financing IV and on any payments received by ORCC Financing IV in respect of those assets. Assets pledged to the Lenders will not be available to pay our debts. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.”
CLOs
CLO I
On May 28, 2019 (the “CLO I Closing Date”), we completed a $596 million term debt securitization transaction (the “CLO I Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by us. The secured notes and preferred shares issued in the CLO I Transaction and the secured loan borrowed in the CLO I Transaction were issued and incurred, as applicable, by our consolidated subsidiaries Owl Rock CLO I, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO I Issuer”), and Owl Rock CLO I, LLC, a Delaware limited liability company (the “CLO I Co-Issuer” and together with the CLO I Issuer, the “CLO I Issuers”) ”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO I Issuer.
In the CLO I Transaction the CLO I Issuers (A) issued the following notes pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO I Indenture”), by and among the CLO I Issuers and State Street Bank and Trust Company: (i) $242 million of AAA(sf) Class A Notes, which bear interest at three-month LIBOR plus 1.80%, (ii) $30 million of AAA(sf) Class A-F Notes, which bear interest at a fixed rate of 4.165%, and (iii) $68 million of AA(sf) Class B Notes, which bear interest at three-month LIBOR plus 2.70% (together, the “CLO I Notes”) and (B) borrowed $50 million under floating rate loans (the “Class A Loans” and together with the CLO I Notes, the “CLO I Debt”), which bear interest at three-month LIBOR plus 1.80%, under a credit agreement (the “CLO I Credit Agreement”), dated as of the CLO I Closing Date, by and among the CLO I Issuers, as borrowers, various financial institutions, as lenders, and State Street Bank and Trust Company, as collateral trustee and loan agent. The Class A Loans may be exchanged by the lenders for Class A Notes at any time, subject to certain conditions under the CLO I Credit Agreement and the CLO
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I Indenture. The CLO I Debt is scheduled to mature on May 20, 2031. The CLO I Notes were privately placed by Natixis Securities Americas, LLC and SG Americas Securities, LLC.
Concurrently with the issuance of the CLO I Notes and the borrowing under the Class A Loans, the CLO I Issuer issued approximately $206.1 million of subordinated securities in the form of 206,106 preferred shares at an issue price of U.S.$1,000 per share (the “CLO I Preferred Shares”). The CLO I Preferred Shares were issued by the CLO I Issuer as part of its issued share capital and are not secured by the collateral securing the CLO I Debt. We own all of the CLO I Preferred Shares, and as such, these securities are eliminated in consolidation. We act as retention holder in connection with the CLO I Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO I Preferred Shares.
The Adviser serves as collateral manager for the CLO I Issuer under a collateral management agreement dated as of the CLO I Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO I Issuers’ equity or notes that we own.
The CLO I Debt is secured by all of the assets of the CLO I Issuer, which will consist primarily of middle market loans, participation interests in middle market loans, and related rights and the cash proceeds thereof. As part of the CLO I Transaction, we and ORCC Financing II LLC sold and contributed approximately $575 million par amount of middle market loans to the CLO I Issuer on the CLO I Closing Date. Such loans constituted the initial portfolio assets securing the CLO I Debt. We and ORCC Financing II LLC each made customary representations, warranties, and covenants to the CLO I Issuer regarding such sales and contributions under a loan sale agreement.
Through May 20, 2023, a portion of the proceeds received by the CLO I Issuer from the loans securing the CLO I Debt may be used by the CLO I Issuer to purchase additional middle market loans under the direction of the Adviser as the collateral manager for the CLO I Issuer and in accordance with our investing strategy and ability to originate eligible middle market loans.
The CLO I Debt is the secured obligation of the CLO I Issuers, and the CLO I Indenture and the CLO I Credit Agreement include customary covenants and events of default. Assets pledged to holders of the CLO I Debt and the other secured parties under the CLO I Indenture will not be available to pay our debts.
The CLO I Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The CLO I Notes have not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act as applicable. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
CLO II
On December 12, 2019 (the “CLO II Closing Date”), we completed a $396.6 million term debt securitization transaction (the “CLO II Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by us. The secured notes and preferred shares issued in the CLO II Transaction were issued by our consolidated subsidiaries Owl Rock CLO II, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO II Issuer”), and Owl Rock CLO II, LLC, a Delaware limited liability company (the “CLO II Co-Issuer” and together with the CLO II Issuer, the “CLO II Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO II Issuer.
The CLO II Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the CLO II Closing Date (the “CLO II Indenture”), by and among the CLO II Issuers and State Street Bank and Trust Company: (i) $157 million of AAA(sf) Class A-1L Notes, which bear interest at three-month LIBOR plus 1.75%, (ii) $40 million of AAA(sf) Class A-1F Notes, which bear interest at a fixed rate of 3.44%, (iii) $20 million of AAA(sf) Class A-2 Notes, which bear interest at three-month LIBOR plus 2.20%, (iv) $40 million of AA(sf) Class B-L Notes, which bear interest at three-month LIBOR plus 2.75% and (v) $3 million of AA(sf) Class B-F Notes, which bear interest at a fixed rate of 4.46% (together, the “CLO II Debt”). The CLO II Debt was scheduled to mature on January 20, 2031. The CLO II Debt was privately placed by Deutsche Bank Securities Inc.
The CLO II Debt was redeemed in the CLO II Refinancing, described below.
Concurrently with the issuance of the CLO II Debt, the CLO II Issuer issued approximately $136.6 million of subordinated securities in the form of 136,600 preferred shares at an issue price of U.S.$1,000 per share (the “CLO II Preferred Shares”). The CLO II Preferred Shares were issued by the CLO II Issuer as part of its issued share capital and are not secured by the collateral securing the CLO II Debt. We purchased all of the CLO II Preferred Shares, and as such, these securities are eliminated in consolidation. We acted as retention holder in connection with the CLO II Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such was required to retain a portion of the CLO II Preferred Shares.
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The Adviser serves as collateral manager for the CLO II Issuer under a collateral management agreement dated as of the CLO II Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO II Issuers’ equity or notes that we own.
The CLO II Debt was secured by all of the assets of the CLO II Issuer, which will consist primarily of middle market loans, participation interests in middle market loans, and related rights and the cash proceeds thereof. As part of the CLO II Transaction, we and ORCC Financing III LLC sold and contributed approximately $400 million par amount of middle market loans to the CLO II Issuer on the CLO II Closing Date. Such loans constituted the initial portfolio assets securing the CLO II Debt. We and ORCC Financing III LLC each made customary representations, warranties, and covenants to the CLO II Issuer regarding such sales and contributions under a loan sale agreement.
Through January 20, 2022, a portion of the proceeds received by the CLO II Issuer from the loans securing the CLO II Debt could be used by the CLO II Issuer to purchase additional middle market loans under the direction of the Adviser as the collateral manager for the CLO II Issuer and in accordance with the our investing strategy and ability to originate eligible middle market loans.
The CLO II Debt was the secured obligation of the CLO II Issuers, and the CLO II Indenture includes customary covenants and events of default. Assets pledged to holders of the CLO II Debt and the other secured parties under the CLO II Indenture were not available to pay our debts.
The CLO II Debt was offered in reliance on Section 4(a)(2) of the Securities Act. The CLO II Debt not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act as applicable.
CLO II Refinancing
On April 9, 2021 (the “CLO II Refinancing Date”), we completed a $398.1 million term debt securitization refinancing (the “CLO II Refinancing”), also known as a collateralized loan obligation refinancing, which is a form of secured financing incurred by us. The secured notes and preferred shares issued in the CLO II Refinancing were issued by the CLO II Issuer and the CLO II Co-Issuer and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO II Issuer.
The CLO II Refinancing was executed by the issuance of the following classes of notes pursuant to the CLO II Indenture, as supplemented by the supplemental indenture dated as of the CLO II Refinancing Date (the “CLO II Refinancing Indenture”), by and among the CLO II Issuers and State Street Bank and Trust Company: (i) $204 million of AAA(sf) Class A-LR Notes, which bear interest at three-month LIBOR plus 1.55%, (ii) $20 million of AAA(sf) Class A-FR Notes, which bear interest at a fixed rate of 2.48% and (iii) $36 million of AA(sf) Class B-R Notes, which bear interest at three-month LIBOR plus 1.90% (together, the “CLO II Refinancing Debt”). The CLO II Refinancing Debt is secured by the middle market loans, participation interests in middle market loans and other assets of the CLO II Issuer. The CLO II Refinancing Debt is scheduled to mature on April 20, 2033. The CLO II Refinancing Debt was privately placed by Deutsche Bank Securities Inc. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO II Refinancing Debt. The proceeds from the CLO II Refinancing were used to redeem in full the classes of notes issued on the CLO II Closing Date.
Concurrently with the issuance of the CLO II Refinancing Debt, the CLO II Issuer issued 1,500 additional shares of CLO II Preferred Shares at an issue price of U.S.$1,000 per share (the “CLO II Refinancing Preferred Shares”) resulting in a total outstanding number of CLO II Preferred Shares of 138,100 ($138.1 million total issue price). The CLO II Refinancing Preferred Shares were issued by the CLO II Issuer as part of its issued share capital and are not secured by the collateral securing the CLO II Refinancing Debt. We purchased all of the CLO II Refinancing Preferred Shares. We act as retention holder in connection with the CLO II Refinancing for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO II Preferred Shares. The proceeds from the CLO II Refinancing Preferred Shares were used to pay certain expenses incurred in connection with the CLO II Refinancing.
Through April 20, 2025, a portion of the proceeds received by the CLO II Issuer from the loans securing the CLO II Refinancing Debt may be used by the CLO II Issuer to purchase additional middle market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO II Issuer and in accordance with our investing strategy and ability to originate eligible middle market loans.
The CLO II Refinancing Debt is the secured obligation of the CLO II Issuers, and the CLO II Refinancing Indenture includes customary covenants and events of default. The CLO II Refinancing Debt has not been registered under the Securities Act, or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
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The Adviser serves as collateral manager for the CLO II Issuer under a collateral management agreement dated as of the CLO II Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO II Issuers’ equity or notes that we own. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
CLO III
On March 26, 2020 (the “CLO III Closing Date”), we completed a $395.31 million term debt securitization transaction (the “CLO III Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by us. The secured notes and preferred shares issued in the CLO III Transaction were issued by our consolidated subsidiaries Owl Rock CLO III, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO III Issuer”), and Owl Rock CLO III, LLC, a Delaware limited liability company (the “CLO III Co-Issuer” and together with the CLO III Issuer, the “CLO III Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO III Issuer.
The CLO III Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the CLO III Closing Date (the “CLO III Indenture”), by and among the CLO III Issuers and State Street Bank and Trust Company: (i) $166 million of AAA(sf) Class A-1L Notes, which bear interest at three-month LIBOR plus 1.80%, (ii) $40 million of AAA(sf) Class A-1F Notes, which bear interest at a fixed rate of 2.75%, (iii) $20 million of AAA(sf) Class A-2 Notes, which bear interest at three-month LIBOR plus 2.00%, and (iv) $34 million of AA(sf) Class B Notes, which bear interest at three-month LIBOR plus 2.45% (together, the “CLO III Debt”). The CLO III Debt is scheduled to mature on April 20, 2032. The CLO III Debt was privately placed by SG Americas Securities, LLC. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO III Debt.
Concurrently with the issuance of the CLO III Debt, the CLO III Issuer issued approximately $135.31 million of subordinated securities in the form of 135,310 preferred shares at an issue price of U.S.$1,000 per share (the “CLO III Preferred Shares”). The CLO III Preferred Shares were issued by the CLO III Issuer as part of its issued share capital and are not secured by the collateral securing the CLO III Debt. We own all of the CLO III Preferred Shares, and as such, these securities are eliminated in consolidation. We act as retention holder in connection with the CLO III Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO III Preferred Shares.
The Adviser serves as collateral manager for the CLO III Issuer under a collateral management agreement dated as of the CLO III Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO III Issuers’ equity or notes that we own.
The CLO III Debt is secured by all of the assets of the CLO III Issuer, which will consist primarily of middle market loans, participation interests in middle market loans, and related rights and the cash proceeds thereof. As part of the CLO III Transaction, we and ORCC Financing IV LLC sold and contributed approximately $400 million par amount of middle market loans to the CLO III Issuer on the CLO III Closing Date. Such loans constituted the initial portfolio assets securing the CLO III Debt. Us and ORCC Financing IV LLC each made customary representations, warranties, and covenants to the CLO III Issuer regarding such sales and contributions under a loan sale agreement.
Through April 20, 2024, a portion of the proceeds received by the CLO III Issuer from the loans securing the CLO III Debt may be used by the CLO III Issuer to purchase additional middle market loans under the direction of the Adviser as the collateral manager for the CLO III Issuer and in accordance with our investing strategy and ability to originate eligible middle market loans.
The CLO III Debt is the secured obligation of the CLO III Issuers, and the CLO III Indenture includes customary covenants and events of default. Assets pledged to holders of the CLO III Debt and the other secured parties under the CLO III Indenture will not be available to pay our debts.
The CLO III Debt was offered in reliance on Section 4(a)(2) of the Securities Act. The CLO III Debt has not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act as applicable. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
CLO IV
On May 28, 2020 (the “CLO IV Closing Date”), we completed a $438.9 million term debt securitization transaction (the “CLO IV Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by us. The
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secured notes and preferred shares issued in the CLO IV Transaction were issued by our consolidated subsidiaries Owl Rock CLO IV, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO IV Issuer”), and Owl Rock CLO IV, LLC, a Delaware limited liability company (the “CLO IV Co-Issuer” and together with the CLO IV Issuer, the “CLO IV Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO IV Issuer.
The CLO IV Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO IV Indenture”), by and among the CLO IV Issuers and State Street Bank and Trust Company: (i) $236.5 million of AAA(sf) Class A-1 Notes, which bear interest at three-month LIBOR plus 2.62% and (ii) $15.5 million of AAA(sf) Class A-2 Notes, which bear interest at three-month LIBOR plus 3.40% (together, the “CLO IV Secured Notes”). The CLO IV Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the CLO IV Issuer. The CLO IV Secured Notes are scheduled to mature on May 20, 2029. The CLO IV Secured Notes were privately placed by Natixis Securities Americas LLC.
The CLO IV Secured Notes were redeemed in the CLO IV Refinancing, described below.
Concurrently with the issuance of the CLO IV Secured Notes, the CLO IV Issuer issued approximately $186.9 million of subordinated securities in the form of 186,900 preferred shares at an issue price of U.S.$1,000 per share (the “CLO IV Preferred Shares”). The CLO IV Preferred Shares were issued by the CLO IV Issuer as part of its issued share capital and are not secured by the collateral securing the CLO IV Secured Notes. We own all of the outstanding CLO IV Preferred Shares, and as such, these securities are eliminated in consolidation. We acted as retention holder in connection with the CLO IV Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such was required to retain a portion of the CLO IV Preferred Shares while the CLO IV Secured Notes were outstanding.
As part of the CLO IV Transaction, we entered into a loan sale agreement with the CLO IV Issuer dated as of the CLO IV Closing Date, which provided for the sale and contribution of approximately $275.07 million par amount of middle market loans to the CLO IV Issuer on the CLO IV Closing Date and for future sales to the CLO IV Issuer on an ongoing basis. Such loans constituted part of the initial portfolio of assets securing the CLO IV Secured Notes. The remainder of the initial portfolio assets securing the CLO IV Secured Notes consisted of approximately $174.92 million par amount of middle market loans purchased by the CLO IV Issuer from ORCC Financing II LLC, our wholly-owned subsidiary, under an additional loan sale agreement executed on the CLO IV Closing Date between the Issuer and ORCC Financing II LLC. We and ORCC Financing II LLC each made customary representations, warranties, and covenants to the Issuer under the applicable loan sale agreement.
Through November 20, 2021, a portion of the proceeds received by the CLO IV Issuer from the loans securing the CLO IV Secured Notes could be used by the CLO IV Issuer to purchase additional middle market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO IV Issuer and in accordance with our investing strategy and ability to originate eligible middle market loans.
The CLO IV Secured Notes were the secured obligation of the CLO IV Issuers, and the CLO IV Indenture includes customary covenants and events of default. The CLO IV Secured Notes have not been registered under the Securities Act, or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration. Assets pledged to the holders of the CLO IV Secured Notes were not available to pay our debts.
CLO IV Refinancing
On July 9, 2021 (the “CLO IV Refinancing Date”), we completed a $440.5 million term debt securitization refinancing (the “CLO IV Refinancing”), also known as a collateralized loan obligation refinancing, which is a form of secured financing incurred by us. The secured notes and preferred shares issued in the CLO IV Refinancing were issued by the CLO IV Issuer and the CLO IV Co-Issuer and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO IV Issuer.
The CLO IV Refinancing was executed by the issuance of the following classes of notes pursuant to the CLO IV Indenture as supplemented by the supplemental indenture dated as of the CLO IV Refinancing Date (the “CLO IV Refinancing Indenture”), by and among the CLO IV Issuers and State Street Bank and Trust Company: (i) $252 million of AAA(sf) Class A-1-R Notes, which bear interest at three-month LIBOR plus 1.60% and (ii) $40.5 million of AA(sf) Class A-2-R Notes, which bear interest at a fixed rate of 1.90% (together, the “CLO IV Refinancing Secured Notes”). The CLO IV Refinancing Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the Issuer. The CLO IV Refinancing Secured Notes are scheduled to mature on August 20, 2033. The CLO IV Refinancing Secured Notes were privately placed by Natixis Securities Americas LLC. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO IV Refinancing Secured Notes. The proceeds from the CLO IV Refinancing were used to redeem in full the classes of notes issued on the CLO IV Closing Date, to redeem a portion of the preferred shares of the CLO IV Issuer as described below and to pay expenses incurred in connection with the CLO IV Refinancing.
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Concurrently with the issuance of the CLO IV Refinancing Secured Notes, the CLO IV Issuer redeemed 38,900 preferred shares we held at a total redemption price of $38.9 million ($1,000 per preferred share). We retain the 148,000 CLO IV Preferred Shares that remain outstanding and that we acquired on the CLO IV Closing Date. The CLO IV Preferred Shares were issued by the Issuer as part of its issued share capital and are not secured by the collateral securing the CLO IV Refinancing Secured Notes. We act as retention holder in connection with the CLO IV Refinancing for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the Preferred Shares.
Through August 20, 2025, a portion of the proceeds received by the CLO IV Issuer from the loans securing the CLO IV Refinancing Secured Notes may be used by the Issuer to purchase additional middle market loans under the direction of the Advisor, in its capacity as collateral manager for the CLO IV Issuer and in accordance with our investing strategy and ability to originate eligible middle market loans.
The CLO IV Refinancing Secured Notes are the secured obligation of the CLO IV Issuers, and the CLO IV Refinancing Indenture includes customary covenants and events of default. The CLO IV Refinancing Secured Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
The Adviser serves as collateral manager for the CLO IV Issuer under a collateral management agreement dated as of the CLO IV Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO IV Issuers’ equity or notes we own. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
CLO V
On November 20, 2020 (the “CLO V Closing Date”), we completed a $345.45 million term debt securitization transaction (the “CLO V Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by us. The secured notes and preferred shares issued in the CLO V Transaction were issued by our consolidated subsidiaries Owl Rock CLO V, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO V Issuer”), and Owl Rock CLO V, LLC, a Delaware limited liability company (the “CLO V Co-Issuer” and together with the CLO V Issuer, the “CLO V Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO V Issuer.
The CLO V Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO V Indenture”), by and among the CLO V Issuers and State Street Bank and Trust Company: (i) $182 million of AAA(sf)/AAAsf Class A-1 Notes, which bear interest at three-month LIBOR plus 1.85% and (ii) $14 million of AAA(sf) Class A-2 Notes, which bear interest at three-month LIBOR plus 2.20% (together, the “CLO V Secured Notes”). The CLO V Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the CLO V Issuer. The CLO V Secured Notes are scheduled to mature on November 20, 2029. The CLO V Secured Notes were privately placed by Natixis Securities Americas LLC.
The CLO V Secured Notes were redeemed in the CLO V refinancing, described below.
Concurrently with the issuance of the CLO V Secured Notes, the CLO V Issuer issued approximately $149.45 million of subordinated securities in the form of 149,450 preferred shares at an issue price of U.S.$1,000 per share (the “CLO V Preferred Shares”). The CLO V Preferred Shares were issued by the CLO V Issuer as part of its issued share capital and are not secured by the collateral securing the CLO V Secured Notes. We own all of the outstanding CLO V Preferred Shares, and as such, these securities are eliminated in consolidation. We acted as retention holder in connection with the CLO V Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such was required to retain a portion of the CLO V Preferred Shares, while the CLO V Secured Notes were outstanding.
As part of the CLO V Transaction, we entered into a loan sale agreement with the CLO V Issuer dated as of the CLO V Closing Date, which provided for the sale and contribution of approximately $201.75 million par amount of middle market loans to the CLO V Issuer on the CLO V Closing Date and for future sales to the CLO V Issuer on an ongoing basis. Such loans constituted part of the initial portfolio of assets securing the CLO V Secured Notes. The remainder of the initial portfolio assets securing the CLO V Secured Notes consisted of approximately $84.74 million par amount of middle market loans purchased by the CLO V Issuer from ORCC Financing II LLC, our wholly-owned subsidiary, under an additional loan sale agreement executed on the CLO V Closing Date between the Issuer and ORCC Financing II LLC. We and ORCC Financing II LLC each made customary representations, warranties, and covenants to the Issuer under the applicable loan sale agreement.
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Through July 20, 2022, a portion of the proceeds received by the CLO V Issuer from the loans securing the CLO V Secured Notes could be used by the CLO V Issuer to purchase additional middle market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO V Issuer and in accordance with our investing strategy and ability to originate eligible middle market loans.
The CLO V Secured Notes were the secured obligation of the CLO V Issuers, and the CLO V Indenture includes customary covenants and events of default. The CLO V Secured Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
CLO V Refinancing

On April 20, 2022 (the “CLO V Refinancing Date”), we completed a $669.2 million term debt securitization refinancing (the “CLO V Refinancing”), also known as a collateralized loan obligation refinancing, which is a form of secured financing incurred by us. The secured notes and preferred shares issued in the CLO V Refinancing were issued by the CLO V Co-Issuer, as Issuer (the “CLO V Refinancing Issuer”), and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO V Refinancing Issuer.

The CLO V Refinancing was executed by the issuance of the following classes of notes pursuant to the CLO V Indenture as supplemented by the supplemental indenture dated as of the CLO V Refinancing Date (the “CLO V Refinancing Indenture”), by and among the CLO V Refinancing Issuer and State Street Bank and Trust Company: (i) $354.4 million of AAA(sf) Class A-1R Notes, which bear interest at the Benchmark, as defined in the CLO V Refinancing Indenture, plus 1.78%, (ii) $30.4 million of AAA(sf) Class A-2R Notes, which bear interest at the Benchmark plus 1.95%, (iii) $49.0 million of AA(sf) Class B-1 Notes, which bear interest at the Benchmark plus 2.20%, (iv) $5.0 million of AA(sf) Class B-2 Notes, which bear interest at 4.25%, (v) $31.5 million of A(sf) Class C-1 Notes, which bear interest at the Benchmark plus 3.15% and (vi) $39.4 million of A(sf) Class C-2 Notes, which bear interest at 5.10% (together, the “CLO V Refinancing Secured Notes”). The CLO V Refinancing Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the Issuer. The CLO V Refinancing Secured Notes are scheduled to mature on April 20, 2034. The CLO V Refinancing Secured Notes were privately placed by Natixis Securities Americas LLC. The proceeds from the CLO V Refinancing were used to redeem in full the classes of notes issued on the CLO V Closing Date and to pay expenses incurred in connection with the CLO V Refinancing.

Concurrently with the issuance of the CLO V Refinancing Secured Notes, the CLO V Issuer issued approximately $10.2 million of additional subordinated securities, for a total of $159.6 million of subordinated securities in the form of 159,620 preferred shares at an issue price of U.S.$1,000 per share. The CLO V Preferred Shares are not secured by the collateral securing the CLO V Refinancing Secured Notes. We act as retention holder in connection with the CLO V Refinancing for the purposes of satisfying certain U.S., European Union and United Kingdom regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the Preferred Shares.
On the CLO V Closing Date, the CLO V Issuer entered into a loan sale agreement with us, which provided for the sale and contribution of approximately $201.8 million par amount of middle market loans from us to the CLO V Issuer on the CLO V Closing Date and for future sales from us to the CLO V Issuer on an ongoing basis. As part of the CLO V Refinancing, we and the CLO V Refinancing Issuer, as the successor to the CLO V Issuer, entered into an amended and restated loan sale agreement with us dated as of the CLO V Refinancing Date, pursuant to which the CLO V Refinancing Issuer assumed all ongoing obligations of the CLO V Issuer under the original agreement and we sold and contributed approximately $275.67 million par amount middle market loans to the CLO V Refinancing Issuer on the CLO V Refinancing Date and provides for future sales from us to the CLO V Refinancing Issuer on an ongoing basis. Such loans constituted part of the portfolio of assets securing the CLO V Refinancing Secured Notes. A portion of the of the portfolio assets securing the CLO V Refinancing Secured Notes consists of middle market loans purchased by the CLO V Issuer from ORCC Financing II LLC, a wholly-owned subsidiary of ours, under an additional loan sale agreement executed on the CLO V Closing Date between the CLO V Issuer and ORCC Financing II LLC and which the CLO V Refinancing Issuer and ORCC Financing II LLC amended and restated on the CLO V Refinancing Date in connection with the refinancing. We and ORCC Financing II LLC each made customary representations, warranties, and covenants to the CLO V Refinancing Issuer under the applicable loan sale agreement.
Through April 20, 2026, a portion of the proceeds received by the CLO V Issuer from the loans securing the CLO V Refinancing Secured Notes may be used by the Issuer to purchase additional middle market loans under the direction of the Advisor, in its capacity as collateral manager for the CLO V Refinancing Issuer and in accordance with our investing strategy and ability to originate eligible middle market loans.
The CLO V Refinancing Secured Notes are the secured obligation of the CLO V Refinancing Issuer, and the CLO V Refinancing Indenture includes customary covenants and events of default. The CLO V Refinancing Secured Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
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The Adviser serves as collateral manager for the CLO V Refinancing Issuer under an amended and restated collateral management agreement dated as of the CLO V Refinancing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO V Refinancing Issuer’s equity or notes owned by us. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
CLO VI
On May 5, 2021 (the “CLO VI Closing Date”), we completed a $397.78 million term debt securitization transaction (the “CLO VI Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by us. The secured notes and preferred shares issued in the CLO VI Transaction were issued by our consolidated subsidiaries Owl Rock CLO VI, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “CLO VI Issuer”), and Owl Rock CLO VI, LLC, a Delaware limited liability company (the “CLO VI Co-Issuer” and together with the CLO VI Issuer, the “CLO VI Issuers”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the CLO VI Issuer.
The CLO VI Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO VI Indenture”), by and among the CLO VI Issuers and State Street Bank and Trust Company: (i) $ 224 million of AAA(sf) Class A Notes, which bear interest at three-month LIBOR plus 1.45%, (ii) $26 million of AA(sf) Class B-1 Notes, which bear interest at three-month LIBOR plus 1.75% and (iii) $10 million of AA(sf) Class B-F Notes, which bear interest at a fixed rate of 2.83% (together, the “CLO VI Secured Notes”). The CLO VI Secured Notes are secured by the middle market loans, participation interests in middle market loans and other assets of the CLO VI Issuer. The CLO VI Secured Notes are scheduled to mature on June 21, 2032. The CLO VI Secured Notes are privately placed by SG Americas Securities, LLC. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO VI Secured Notes.
Concurrently with the issuance of the CLO VI Secured Notes, the CLO VI Issuer issued approximately $137.78 million of subordinated securities in the form of 137,775 preferred shares at an issue price of U.S.$1,000 per share (the “CLO VI Preferred Shares”). The CLO VI Preferred Shares were issued by the CLO VI Issuer as part of its issued share capital and are not secured by the collateral securing the CLO VI Secured Notes. We purchased all of the CLO VI Preferred Shares, and as such, these securities are eliminated in consolidation. We will act as retention holder in connection with the CLO VI Transaction for the purposes of satisfying certain U.S., United Kingdom and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO VI Preferred Shares.
As part of the CLO VI Transaction, we entered into a loan sale agreement with the CLO VI Issuer dated as of the CLO VI Closing Date, which provides for the sale and contribution of approximately $205.6 million par amount of middle market loans from us to the CLO VI Issuer on the CLO VI Closing Date and for future sales from us to the CLO VI Issuer on an ongoing basis. Such loans constitute part of the initial portfolio of assets securing the CLO VI Secured Notes. The remainder of the initial portfolio assets securing the CLO VI Secured Notes consists of approximately $164.7 million par amount of middle market loans purchased by the CLO VI Issuer from ORCC Financing IV LLC, our wholly-owned subsidiary of ours, under an additional loan sale agreement executed on the CLO VI Closing Date between the Issuer and ORCC Financing IV LLC. We and ORCC Financing IV LLC each made customary representations, warranties, and covenants to the Issuer under the applicable loan sale agreement.
Through June 20, 2024, a portion of the proceeds received by the CLO VI Issuer from the loans securing the CLO VI Secured Notes may be used by the CLO VI Issuer to purchase additional middle market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO VI Issuer and in accordance with our investing strategy and ability to originate eligible middle market loans.
The Secured Notes are the secured obligation of the CLO VI Issuers, and the CLO VI Indenture includes customary covenants and events of default. The CLO VI Secured Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.
The Adviser serves as collateral manager for the CLO VI Issuer under a collateral management agreement dated as of the CLO VI Closing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement will be offset by the amount of the collateral management fee attributable to the CLO VI Issuers’ equity or notes that we own. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
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Unsecured Notes
2023 Notes
On December 21, 2017, we entered into a Note Purchase Agreement governing the issuance of $150 million in aggregate principal amount of unsecured notes (the “2023 Notes”) to institutional investors in a private placement. The issuance of $138.5 million of the 2023 Notes occurred on December 21, 2017, and $11.5 million of the 2023 Notes were issued in January 2018. The 2023 Notes had a fixed interest rate of 4.75% and were due on June 21, 2023. Interest on the 2023 Notes was due and ranked semiannually. This interest rate was subject to increase (up to a maximum interest rate of 5.50%) in the event that, subject to certain exceptions, the 2023 Notes ceased to have an investment grade rating. We were obligated to offer to repay the 2023 Notes at par if certain change in control events occur. The 2023 Notes were our general unsecured obligations and ranked pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The Note Purchase Agreement for the 2023 Notes contained customary terms and conditions for unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of our status as a BDC within the meaning of the 1940 Act and a RIC under the Code, minimum shareholders equity, minimum asset coverage ratio and prohibitions on certain fundamental changes at us or any subsidiary guarantor, as well as customary events of default with customary cure and notice, including, without limitation, nonpayment, misrepresentation in a material respect, breach of covenant, cross-default under other indebtedness of us or certain significant subsidiaries, certain judgments and orders, and certain events of bankruptcy.
The 2023 Notes were offered in reliance on Section 4(a)(2) of the Securities Act.
In connection with the offering of the 2023 Notes, on December 21, 2017 we entered into a centrally cleared interest rate swap. The notional amount of the interest rate swap was $150 million. We received fixed rate interest semi-annually at 4.75% and paid variable rate interest monthly based on 1-month LIBOR plus 2.545%. The interest rate swap matured on December 21, 2021, and therefore, for the three and six months ended June 30, 2022, we did not make any periodic payments. For the three and six months ended June 30, 2021, we made periodic payments of $1.0 million and $2.0 million, respectively. The interest expense related to the 2023 Notes was equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest expense in our Consolidated Statements of Operations. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of accrued expenses and other liabilities or prepaid expenses and other assets on our Consolidated Statements of Assets and Liabilities. The change in fair value of the interest rate swap is offset by the change in fair value of the 2023 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations.
On November 23, 2021, we caused notice to be issued to the holders of the 2023 Notes regarding our exercise of the option to redeem in full all $150 million in aggregate principal amount of the 2023 Notes at 100% of their principal amount, plus the accrued and unpaid interest thereon through, but excluding, the redemption date, December 23, 2021. On December 23, 2021, we redeemed in full all $150 million in aggregate principal amount of the 2023 Notes at 100% of their principal amount, plus the accrued and unpaid interest thereon through, but excluding, December 23, 2021. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
2024 Notes
On April 10, 2019, we issued $400 million aggregate principal amount of notes that mature on April 15, 2024 (the “2024 Notes”). The 2024 Notes bear interest at a rate of 5.25% per year, payable semi-annually on April 15 and October 15 of each year, commencing on October 15, 2019. We may redeem some or all of the 2024 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2024 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2024 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if we redeem any 2024 Notes on or after March 15, 2024 (the date falling one month prior to the maturity date of the 2024 Notes), the redemption price for the 2024 Notes will be equal to 100% of the principal amount of the 2024 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
In connection with the issuance of the 2024 Notes, on April 10, 2019 we entered into centrally cleared interest rate swaps. The notional amount of the interest rate swaps is $400 million. We will receive fixed rate interest at 5.25% and pay variable rate interest based on one-month LIBOR plus 2.937%. The interest rate swaps mature on April 10, 2024. For the three and six months ended June 30, 2022, we made periodic payments of $4.3 million and $4.3 million, respectively. For the three and six months ended June 30, 2021, we made periodic payments of $4.3 million and $4.3 million, respectively. The interest expense related to the 2024 Notes is equally offset by the proceeds received from the interest rate swaps. The swap adjusted interest expense is included as a component of interest expense on our Consolidated Statements of Operations. As of June 30, 2022 and December 31, 2021, the interest rate swap had a fair value of $(6.2) million and $12.0 million, respectively. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of accrued expenses and other liabilities or prepaid expenses and other assets on our Consolidated Statements of Assets and Liabilities. The change in fair value of the interest rate swap is offset by the change in fair value of the 2024 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
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2025 Notes
On October 8, 2019, we issued $425 million aggregate principal amount of notes that mature on March 30, 2025 (the “2025 Notes”). The 2025 Notes bear interest at a rate of 4.00% per year, payable semi-annually on March 30 and September 30 of each year, commencing on March 30, 2020. We may redeem some or all of the 2025 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2025 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2025 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 40 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if we redeem any 2025 Notes on or after February 28, 2025 (the date falling one month prior to the maturity date of the 2025 Notes), the redemption price for the 2025 Notes will be equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
July 2025 Notes
On January 22, 2020, we issued $500 million aggregate principal amount of notes that mature on July 22, 2025 (the “July 2025 Notes”). The July 2025 Notes bear interest at a rate of 3.75% per year, payable semi-annually on January 22 and July 22, of each year, commencing on July 22, 2020. We may redeem some or all of the July 2025 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the July 2025 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the July 2025 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 35 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if we redeem any July 2025 Notes on or after June 22, 2025 (the date falling one month prior to the maturity date of the 2025 Notes), the redemption price for the July 2025 Notes will be equal to 100% of the principal amount of the July 2025 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
2026 Notes
On July 23, 2020, we issued $500 million aggregate principal amount of notes that mature on January 15, 2026 (the “2026 Notes”). The 2026 Notes bear interest at a rate of 4.25% per year, payable semi-annually on January 15 and July 15 of each year, commencing on January 15, 2021. We may redeem some or all of the 2026 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2026 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2026 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if we redeem any 2026 Notes on or after December, 15 2025 (the date falling one month prior to the maturity date of the 2026 Notes), the redemption price for the 2026 Notes will be equal to 100% of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
July 2026 Notes
On December 8, 2020, we issued $1.0 billion aggregate principal amount of notes that mature on July 15, 2026 (the “July 2026 Notes”). The July 2026 Notes bear interest at a rate of 3.40% per year, payable semi-annually on January 15 and July 15 of each year, commencing on July 15, 2021. We may redeem some or all of the July 2026 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the July 2026 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the July 2026 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if we redeem any July 2026 Notes on or after June 15, 2026 (the date falling one month prior to the maturity date of the July 2026 Notes), the redemption price for the July 2026 Notes will be equal to 100% of the principal amount of the July 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt."
2027 Notes
On April 26, 2021, we issued $500 million aggregate principal amount of notes that mature on January 15, 2027 (the “2027 Notes”). The 2027 Notes bear interest at a rate of 2.625% per year, payable semi-annually on January 15 and July 15, of each year, commencing on July 15, 2021. We may redeem some or all of the 2027 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2027 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2027 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve
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30-day months) using the applicable Treasury Rate plus 30 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if we redeem any 2027 Notes on or after December 15, 2026 (the date falling one month prior to the maturity date of the 2027 Notes), the redemption price for the 2027 Notes will be equal to 100% of the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
In connection with the issuance of the 2027 Notes, on April 26, 2021 we entered into centrally cleared interest rate swaps. The notional amount of the interest rate swaps is $500 million. We will receive fixed rate interest at 2.625% and pay variable rate interest based on one-month LIBOR plus 1.655%. The interest rate swaps mature on January 15, 2027. For the three months ended June 30, 2022 we made no periodic payments and for the six months ended June 30, 2022 we made $2.0 million in periodic payments. For the three and six months ended June 30, 2021, we did not make periodic payments. The interest expense related to the 2027 Notes is equally offset by the proceeds received from the interest rate swaps. The swap adjusted interest expense is included as a component of interest expense on our Consolidated Statements of Operations. As of June 30, 2022 and December 31, 2021, the interest rate swap had a fair value of $(42.5) million and $7.6 million, respectively. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of accrued expenses and other liabilities or prepaid expenses and other assets on our Consolidated Statements of Assets and Liabilities. The change in fair value of the interest rate swap is offset by the change in fair value of the 2027 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
2028 Notes
On June 11, 2021, we issued $450 million aggregate principal amount of notes that mature on June 11, 2028 and on August 17, 2021, we issued an additional $400 million aggregate principal amount of our 2.875% notes due 2028 (together, the “2028 Notes”). The 2028 Notes bear interest at a rate of 2.875% per year, payable semi-annually on June 11 and December 11, of each year, commencing on December 11, 2021. We may redeem some or all of the 2028 Notes at any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2028 Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the date of redemption) on the 2028 Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 30 basis points, plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that if we redeem any 2028 Notes on or after April 11, 2028 (the date falling two months prior to the maturity date of the 2028 Notes), the redemption price for the 2028 Notes will be equal to 100% of the principal amount of the 2028 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption. For further details, see “ITEM 1. – Notes to Consolidated Financial Statements – Note 6. Debt.
Off-Balance Sheet Arrangements
Portfolio Company Commitments
From time to time, we may enter into commitments to fund investments. As of June 30, 2022 and December 31, 2021, we had the following outstanding commitments to fund investments in current portfolio companies:
Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
($ in thousands)
3ES Innovation Inc. (dba Aucerna)First lien senior secured revolving loan$2,193 $3,893 
ABB/Con-cise Optical Group LLCFirst lien senior secured revolving loan920 — 
Accela, Inc.First lien senior secured revolving loan— 3,000 
Alera Group, Inc.First lien senior secured delayed draw term loan417 417 
AmSpec Group, Inc. (fka AmSpec Services Inc.)First lien senior secured revolving loan11,882 10,665 
Anaplan INCFirst lien senior secured revolving loan9,722 — 
Apex Group Treasury, LLCSecond lien senior secured delayed draw term loan25,147 25,147 
Apex Service Partners, LLCFirst lien senior secured delayed draw term loan537 — 
Apex Service Partners, LLCFirst lien senior secured revolving loan40 — 
Apptio, Inc.First lien senior secured revolving loan1,667 1,667 
Aramsco, Inc.First lien senior secured revolving loan8,378 8,378 
Ardonagh Midco 3 PLCFirst lien senior secured GBP delayed draw term loan9,897 11,038 
Armstrong Bidco Limited (dba The Access Group)First lien senior secured delayed draw term loan1,232 — 
Ascend Buyer, LLC (dba PPC Flexible Packaging)First lien senior secured revolving loan489 471 
Associations, Inc.First lien senior secured delayed draw term loan59,900 — 
135


Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
Associations, Inc.First lien senior secured revolving loan32,923 32,923 
AxiomSL Group, Inc.First lien senior secured delayed draw term loan8,331 8,331 
AxiomSL Group, Inc.First lien senior secured revolving loan18,227 18,227 
Bayshore Intermediate #2, L.P. (dba Boomi)First lien senior secured revolving loan6,913 6,913 
BCPE Osprey Buyer, Inc. (dba PartsSource)First lien senior secured delayed draw term loan28,014 28,014 
BCPE Osprey Buyer, Inc. (dba PartsSource)First lien senior secured revolving loan11,855 11,855 
BCTO BSI Buyer, Inc. (dba Buildertrend)First lien senior secured revolving loan1,804 2,339 
Blend Labs, Inc.First lien senior secured revolving loan7,500 7,500 
BP Veraison Buyer, LLC (dba Sun World)First lien senior secured delayed draw term loan29,054 29,054 
BP Veraison Buyer, LLC (dba Sun World)First lien senior secured revolving loan8,716 8,716 
Brightway Holdings, LLCFirst lien senior secured revolving loan3,158 3,158 
Centrify CorporationFirst lien senior secured revolving loan3,409 6,817 
CivicPlus, LLCFirst lien senior secured delayed draw term loan— 6,673 
CivicPlus, LLCFirst lien senior secured revolving loan2,698 1,335 
CSC Mkg Topco LLC (dba Medical Knowledge Group)First lien senior secured revolving loan169 — 
Denali BuyerCo, LLC (dba Summit Companies)First lien senior secured delayed draw term loan7,306 9,849 
Denali BuyerCo, LLC (dba Summit Companies)First lien senior secured revolving loan2,199 3,556 
Diamondback Acquisition, Inc. (dba Sphera)First lien senior secured delayed draw term loan1,080 1,080 
Dodge Data & Analytics LLCFirst lien senior secured revolving loan— 1,888 
Douglas Products and Packaging Company LLCFirst lien senior secured revolving loan7,722 3,936 
EET Buyer, Inc. (dba e-Emphasys)First lien senior secured revolving loan455 455 
Entertainment Benefits Group, LLCFirst lien senior secured revolving loan133 11,200 
Evolution BuyerCo, Inc. (dba SIAA)First lien senior secured revolving loan10,709 10,709 
Forescout Technologies, Inc.First lien senior secured delayed draw term loan90,278 — 
Forescout Technologies, Inc.First lien senior secured revolving loan2,138 5,345 
Fortis Solutions Group, LLCFirst lien senior secured delayed draw term loan439 1,347 
Fortis Solutions Group, LLCFirst lien senior secured revolving loan431 462 
Fullsteam Operations, LLCFirst lien senior secured delayed draw term loan7,932 — 
Gainsight, Inc.First lien senior secured revolving loan3,357 3,357 
Galls, LLCFirst lien senior secured revolving loan19,590 20,468 
Gaylord Chemical Company, L.L.C.First lien senior secured revolving loan13,202 13,202 
Gerson Lehrman Group, Inc.First lien senior secured revolving loan21,563 21,563 
GI Ranger Intermediate, LLC (dba Rectangle Health)First lien senior secured delayed draw term loan— 614 
GI Ranger Intermediate, LLC (dba Rectangle Health)First lien senior secured revolving loan332 369 
Global Music Rights, LLCFirst lien senior secured revolving loan667 667 
GovBrands Intermediate, Inc.First lien senior secured delayed draw term loan1,111 1,111 
GovBrands Intermediate, Inc.First lien senior secured revolving loan793 793 
Granicus, Inc.First lien senior secured delayed draw term loan1,006 1,006 
Granicus, Inc.First lien senior secured revolving loan1,187 1,187 
Guidehouse Inc.First lien senior secured revolving loan— 351 
136


Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
H&F Opportunities LUX III S.À R.L (dba Checkmarx)First lien senior secured revolving loan16,250 16,250 
Hercules Borrower, LLC (dba The Vincit Group)First lien senior secured revolving loan18,685 20,916 
HGH Purchaser, Inc. (dba Horizon Services)First lien senior secured delayed draw term loan38,136 49,359 
HGH Purchaser, Inc. (dba Horizon Services)First lien senior secured revolving loan6,189 7,031 
Hissho Sushi Merger Sub, LLCFirst lien senior secured revolving loan53 — 
Hometown Food CompanyFirst lien senior secured revolving loan4,235 4,235 
Ideal Tridon Holdings, Inc.First lien senior secured revolving loan5,727 3,927 
IG Investments Holdings, LLC (dba Insight Global)First lien senior secured revolving loan2,881 1,987 
Indigo Buyer, Inc. (dba Inovar Packaging Group)First lien senior secured delayed draw term loan250 — 
Indigo Buyer, Inc. (dba Inovar Packaging Group)First lien senior secured revolving loan83 — 
Individual Foodservice Holdings, LLCFirst lien senior secured delayed draw term loan— 6,890 
Individual Foodservice Holdings, LLCFirst lien senior secured revolving loan21,567 20,609 
Inovalon Holdings, Inc.First lien senior secured delayed draw term loan18,988 18,988 
Integrity Marketing Acquisition, LLCFirst lien senior secured revolving loan14,832 14,832 
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)First lien senior secured revolving loan1,607 1,607 
Interoperability Bidco, Inc. (dba Lyniate)First lien senior secured revolving loan3,043 4,000 
Kaseya Inc.First lien senior secured delayed draw term loan1,134 — 
Kaseya Inc.First lien senior secured revolving loan1,134 — 
IQN Holding Corp. (dba Beeline)First lien senior secured revolving loan— 22,672 
KPSKY Acquisition, Inc. (dba BluSky)First lien senior secured delayed draw term loan31 256 
Lazer Spot G B Holdings, Inc.First lien senior secured revolving loan20,930 26,833 
Mario Purchaser, LLC (dba Len the Plumber)First lien senior secured delayed draw term loan6,905 — 
Mario Purchaser, LLC (dba Len the Plumber)First lien senior secured revolving loan1,381 — 
Lignetics Investment Corp.First lien senior secured delayed draw term loan3,922 3,922 
Lignetics Investment Corp.First lien senior secured revolving loan392 3,922 
Litera Bidco LLCFirst lien senior secured delayed draw term loan— 5,176 
Litera Bidco LLCFirst lien senior secured revolving loan5,738 5,738 
Medline Borrower, LPFirst lien senior secured revolving loan7,190 7,190 
MHE Intermediate Holdings, LLC (dba OnPoint Group)First lien senior secured delayed draw term loan— 9,850 
MHE Intermediate Holdings, LLC (dba OnPoint Group)First lien senior secured revolving loan15,536 15,536 
Milan Laser Holdings LLCFirst lien senior secured revolving loan2,078 2,078 
MINDBODY, Inc.First lien senior secured revolving loan6,071 6,071 
Ministry Brands Holdings, LLCFirst lien senior secured delayed draw term loan226 226 
Ministry Brands Holdings, LLCFirst lien senior secured revolving loan68 68 
National Dentex Labs LLC (fka Barracuda Dental LLC)First lien senior secured delayed draw term loan3,980 3,980 
National Dentex Labs LLC (fka Barracuda Dental LLC)First lien senior secured revolving loan2,576 6,322 
Natural Partners, LLCFirst lien senior secured revolving loan68 — 
Nelipak Holding CompanyFirst lien senior secured USD revolving loan2,412 4,288 
Nelipak Holding CompanyFirst lien senior secured EUR revolving loan5,791 7,518 
137


Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
NMI Acquisitionco, Inc. (dba Network Merchants)First lien senior secured delayed draw term loan4,073 4,073 
NMI Acquisitionco, Inc. (dba Network Merchants)First lien senior secured revolving loan1,652 1,652 
Norvax, LLC (dba GoHealth)First lien senior secured revolving loan2,761 2,761 
Notorious Topco, LLC (dba Beauty Industry Group)First lien senior secured delayed draw term loan15,962 15,962 
Notorious Topco, LLC (dba Beauty Industry Group)First lien senior secured revolving loan5,427 7,981 
OB Hospitalist Group, Inc.First lien senior secured revolving loan13,533 13,533 
Ole Smoky Distillery, LLCFirst lien senior secured revolving loan116 — 
Patriot Acquisition TopCo S.A.R.L (dba Corza Health, Inc.) First lien senior secured revolving loan13,538 13,538 
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)First lien senior secured delayed draw term loan— 8,695 
Peter C. Foy & Associates Insurance Services, LLC (dba PCF Insurance Services)First lien senior secured revolving loan6,161 6,161 
Plasma Buyer LLC (dba PathGroup)First lien senior secured delayed draw term loan176 — 
Plasma Buyer LLC (dba PathGroup)First lien senior secured revolving loan76 — 
Pluralsight, LLCFirst lien senior secured revolving loan6,235 6,235 
Project Power Buyer, LLC (dba PEC-Veriforce)First lien senior secured revolving loan3,188 3,188 
PS Operating Company LLC (fka QC Supply, LLC)First lien senior secured revolving loan1,324 2,650 
QAD, Inc.First lien senior secured revolving loan3,429 3,429 
Quva Pharma, Inc.First lien senior secured revolving loan1,920 4,000 
Reef Global Acquisition LLC (fka Cheese Acquisition, LLC)First lien senior secured revolving loan6,312 5,377 
Refresh Parent Holdings, Inc.First lien senior secured delayed draw term loan— 797 
Refresh Parent Holdings, Inc.First lien senior secured revolving loan— 6,897 
Relativity ODA LLCFirst lien senior secured revolving loan7,333 7,333 
Sara Lee Frozen Bakery, LLC (fka KSLB Holdings, LLC)First lien senior secured revolving loan3,120 8,700 
Securonix, Inc.First lien senior secured revolving loan153 — 
SimpliSafe Holding CorporationFirst lien senior secured delayed draw term loan772 — 
Smarsh Inc.First lien senior secured delayed draw term loan190 — 
Smarsh Inc.First lien senior secured revolving loan48 — 
Sonny's Enterprises LLCFirst lien senior secured revolving loan12,835 15,402 
Swipe Acquisition Corporation (dba PLI)First lien senior secured delayed draw term loan6,228 10,230 
Swipe Acquisition Corporation (dba PLI)Letter of Credit7,118 7,118 
SWK BUYER, Inc. (dba Stonewall Kitchen)First lien senior secured delayed draw term loan175 — 
SWK BUYER, Inc. (dba Stonewall Kitchen)First lien senior secured revolving loan25 — 
Tahoe Finco, LLCFirst lien senior secured revolving loan9,244 9,244 
Tamarack Intermediate, L.L.C. (dba Verisk 3E)First lien senior secured revolving loan141 — 
TC Holdings, LLC (dba TrialCard)First lien senior secured revolving loan— 7,685 
TEMPO BUYER CORP. (dba Global Claims Services)First lien senior secured delayed draw term loan308 308 
TEMPO BUYER CORP. (dba Global Claims Services)First lien senior secured revolving loan148 154 
The Shade Store, LLCFirst lien senior secured revolving loan455 909 
THG Acquisition, LLC (dba Hilb)First lien senior secured revolving loan8,608 8,608 
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Portfolio CompanyInvestmentJune 30, 2022December 31, 2021
Thunder Purchaser, Inc. (dba Vector Solutions)First lien senior secured delayed draw term loan10,966 10,965 
Thunder Purchaser, Inc. (dba Vector Solutions)First lien senior secured revolving loan2,522 3,838 
Troon Golf, L.L.C.First lien senior secured revolving loan21,622 21,621 
Ultimate Baked Goods Midco, LLCFirst lien senior secured revolving loan3,978 4,724 
Unified Women's Healthcare, LPFirst lien senior secured delayed draw term loan55 — 
Unified Women's Healthcare, LPFirst lien senior secured revolving loan88 — 
USRP Holdings, Inc. (dba U.S. Retirement and Benefits Partners)First lien senior secured revolving loan4,239 4,168 
Valence Surface Technologies LLCFirst lien senior secured revolving loan49 49 
Velocity HoldCo III Inc. (dba VelocityEHS)First lien senior secured revolving loan1,340 1,340 
When I Work, Inc.First lien senior secured revolving loan925 925 
Wingspire Capital Holdings LLCLLC Interest70,265 51,962 
WU Holdco, Inc. (dba Weiman Products, LLC)First lien senior secured delayed draw term loan— 14,829 
WU Holdco, Inc. (dba Weiman Products, LLC)First lien senior secured revolving loan8,835 13,444 
Total Unfunded Portfolio Company Commitments$996,579 $963,808 

We seek to carefully consider our unfunded portfolio company commitments for the purpose of planning our ongoing financial leverage. Further, we consider any outstanding unfunded portfolio company commitments we are required to fund within the 150% asset coverage limitation. As of June 30, 2022, we believed we had adequate financial resources to satisfy the unfunded portfolio company commitments.
Other Commitments and Contingencies
On November 3, 2020, our Board approved a repurchase program under which we may repurchase up to $100 million of our outstanding common stock. Under the program, purchases may be made at management’s discretion from time to time in open-market transactions, in accordance with all applicable securities laws and regulations. Unless extended by the Board, the repurchase program will terminate 12-months from the date it was approved. On November 2, 2021, the Board approved an extension to the Repurchase Plan and, unless further extended by the Board, will terminate 12-months from that date. As of June 30, 2022, Goldman, Sachs & Co., as agent, has repurchased 944,076 shares of our common stock pursuant to the Repurchase Plan for approximately $12.6 million.
From time to time, we may become a party to certain legal proceedings incidental to the normal course of its business. At June 30, 2022, we were not aware of any material pending or threatened litigation that would require accounting recognition or financial statement disclosure.
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Contractual Obligations
A summary of our contractual payment obligations under our credit facilities as of June 30, 2022, is as follows:
Payments Due by Period
($ in millions)TotalLess than 1 year1-3 years3-5 yearsAfter 5 years
Revolving Credit Facility$1,655.0 $— $— 1,655.0 — 
SPV Asset Facility II350.0 — — — 350.0 
SPV Asset Facility III250.0 — 250.0 — — 
SPV Asset Facility IV250.0 — — — 250.0 
CLO I390.0 — — — 390.0 
CLO II260.0 — — — 260.0 
CLO III260.0 — — — 260.0 
CLO IV292.5 — — — 292.5 
CLO V509.6 — — — 509.6 
CLO VI260.0 — — — 260.0 
2024 Notes400.0 — 400.0 — — 
2025 Notes425.0 — 425.0 — — 
July 2025 Notes500.0 — — 500.0 — 
2026 Notes500.0 — — 500.0 — 
July 2026 Notes1,000.0 — — 1,000.0 — 
2027 Notes500.0 — — 500.0 — 
2028 Notes850.0 — — — 850.0 
Total Contractual Obligations$8,652.1 $— $1,075.0 $4,155.0 $3,422.1 
Related-Party Transactions
We have entered into a number of business relationships with affiliated or related parties, including the following:
the Investment Advisory Agreement;
the Administration Agreement; and
the License Agreement.
In addition to the aforementioned agreements, we, our Adviser and certain of our Adviser’s affiliates have been granted exemptive relief by the SEC to co-invest with other funds managed by the Adviser or its affiliates, in a manner consistent with our investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. See “ITEM 1. – Notes to Consolidated Financial Statements – Note 3. Agreements and Related Party Transactions” for further details.
We invest through Wingspire and, together with Nationwide, through ORCC SLF, controlled affiliated investments as defined in the 1940 Act. See “ITEM 1. – Notes to Consolidated Financial Statements – Note 3. Agreements and Related Party Transactions” for further details.
Critical Accounting Policies
The preparation of the consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ. Our critical accounting policies should be read in connection with our risk factors as described in “ITEM 1A. RISK FACTORS.
Investments at Fair Value
Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.
Investments for which market quotations are readily available are typically valued at the bid price of those market quotations. To validate market quotations, we utilize a number of factors to determine if the quotations are representative of fair value, including
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the source and number of the quotations. Debt and equity securities that are not publicly traded or whose market prices are not readily available, as is the case for substantially all of our investments, are valued at fair value as determined in good faith by our Board, based on, among other things, the input of the Adviser, our audit committee and independent third-party valuation firm(s) engaged at the direction of the Board.
As part of the valuation process, the Board takes into account relevant factors in determining the fair value of our investments, including: the estimated enterprise value of a portfolio company (i.e., the total fair value of the portfolio company’s debt and equity), the nature and realizable value of any collateral, the portfolio company’s ability to make payments based on its earnings and cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Board considers whether the pricing indicated by the external event corroborates its valuation.
The Board undertakes a multi-step valuation process, which includes, among other procedures, the following:
With respect to investments for which market quotations are readily available, those investments will typically be valued at the bid price of those market quotations;
With respect to investments for which market quotations are not readily available, the valuation process begins with the independent valuation firm(s) providing a preliminary valuation of each investment to the Adviser’s valuation committee;
Preliminary valuation conclusions are documented and discussed with the Adviser’s valuation committee. Agreed upon valuation recommendations are presented to the Audit Committee;
The Audit Committee reviews the valuation recommendations and recommends values for each investment to the Board; and
The Board reviews the recommended valuations and determines the fair value of each investment.
We conduct this valuation process on a quarterly basis.
We apply ASC 820, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, we consider its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC 820, these levels are summarized below:
Level 1 – Valuations based on quoted prices in active markets for identical assets or liabilities that we have the ability to access.
Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
Transfers between levels, if any, are recognized at the beginning of the period in which the transfer occurred. In addition to using the above inputs in investment valuations, we apply the valuation policy approved by our Board that is consistent with ASC 820. Consistent with the valuation policy, we evaluate the source of the inputs, including any markets in which our investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), we subject those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, we, or the independent valuation firm(s), review pricing support provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If we were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material.
In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected herein.
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Rule 2a-5 under the 1940 Act was recently adopted by the SEC and establishes requirements for determining fair value in good faith for purposes of the 1940 Act. We are evaluating the impact of adopting Rule 2a-5 on the consolidated financial statements and intend to comply with the new rule’s requirements on or before the compliance date in September 2022.
Interest and Dividend Income Recognition
Interest income is recorded on the accrual basis and includes amortization or accretion of discounts or premiums. Certain investments may have contractual payment-in-kind (“PIK”) interest or dividends. PIK interest or dividends represent accrued interest or dividends that are added to the principal amount of the investment on the respective interest or dividend payment dates rather than being paid in cash and generally becomes due at maturity or at the occurrence of a liquidation event. Discounts to par value on securities purchased are amortized into interest income over the contractual life of the respective security using the effective yield method. Premiums to par value on securities purchased are amortized to first call date. The amortized cost of investments represents the original cost adjusted for the amortization or accretion of discounts or premiums, if any. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period.
Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. If at any point we believe PIK interest is not expected to be realized, the investment generating PIK interest will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest or dividends are generally reversed through interest income. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.
Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies.
Distributions
We have elected to be treated for U.S. federal income tax purposes, and qualify annually thereafter, as a RIC under Subchapter M of the Code. To obtain and maintain our tax treatment as a RIC, we must distribute (or be deemed to distribute) in each taxable year distributions for tax purposes equal to at least 90 percent of the sum of our:
investment company taxable income (which is generally our ordinary income plus the excess of realized short-term capital gains over realized net long-term capital losses), determined without regard to the deduction for dividends paid, for such taxable year; and
net tax-exempt interest income (which is the excess of our gross tax-exempt interest income over certain disallowed deductions) for such taxable year.
As a RIC, we (but not our shareholders) generally will not be subject to U.S. federal tax on investment company taxable income and net capital gains that we distribute to our shareholders.
We intend to distribute annually all or substantially all of such income. To the extent that we retain our net capital gains or any investment company taxable income, we generally will be subject to corporate-level U.S. federal income tax. We can be expected to carry forward our net capital gains or any investment company taxable income in excess of current year dividend distributions, and pay the U.S. federal excise tax as described below.
Amounts not distributed on a timely basis in accordance with a calendar year distribution requirement are subject to a nondeductible 4% U.S. federal excise tax payable by us. We may be subject to a nondeductible 4% U.S. federal excise tax if we do not distribute (or are treated as distributing) during each calendar year an amount at least equal to the sum of:
98% of our net ordinary income excluding certain ordinary gains or losses for that calendar year;
98.2% of our capital gain net income, adjusted for certain ordinary gains and losses, recognized for the twelve-month period ending on October 31 of that calendar year; and
100% of any income or gains recognized, but not distributed, in preceding years.
While we intend to distribute any income and capital gains in the manner necessary to minimize imposition of the 4% U.S. federal excise tax, sufficient amounts of our taxable income and capital gains may not be distributed and as a result, in such cases, the excise tax will be imposed. In such an event, we will be liable for this tax only on the amount by which we do not meet the foregoing distribution requirement.
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We intend to pay quarterly distributions to our shareholders out of assets legally available for distribution. All distributions will be paid at the discretion of our Board and will depend on our earnings, financial condition, maintenance of our tax treatment as a RIC, compliance with applicable BDC regulations and such other factors as our Board may deem relevant from time to time.
To the extent our current taxable earnings for a year fall below the total amount of our distributions for that year, a portion of those distributions may be deemed a return of capital to our shareholders for U.S. federal income tax purposes. Thus, the source of a distribution to our shareholders may be the original capital invested by the shareholder rather than our income or gains. Shareholders should read written disclosure carefully and should not assume that the source of any distribution is our ordinary income or gains.
We have adopted an “opt out” dividend reinvestment plan for our common shareholders. As a result, if we declare a cash dividend or other distribution, each shareholder that has not “opted out” of our dividend reinvestment plan will have their dividends or distributions automatically reinvested in additional shares of our common stock rather than receiving cash distributions. Shareholders who receive distributions in the form of shares of common stock will be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions.
Income Taxes
We have elected to be treated as a BDC under the 1940 Act. We have also elected to be treated as a RIC under the Code beginning with the taxable year ending December 31, 2016 and intend to continue to qualify as a RIC. So long as we maintain our tax treatment as a RIC, we generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that we distribute at least annually to our shareholders as distributions. Rather, any tax liability related to income earned and distributed by us represents obligations of our investors and will not be reflected in our consolidated financial statements.
To qualify as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, we must distribute to our shareholders, for each taxable year, at least 90% of our “investment company taxable income” for that year, which is generally our ordinary income plus the excess of our realized net short-term capital gains over our realized net long-term capital losses. In order for us to not be subject to U.S. federal excise taxes, we must distribute annually an amount at least equal to the sum of (i) 98% of our net ordinary income (taking into account certain deferrals and elections) for the calendar year, (ii) 98.2% of our capital gains in excess of capital losses for the one-year period ending on October 31 of the calendar year and (iii) any net ordinary income and capital gains in excess of capital losses for preceding years that were not distributed during such years. We, at our discretion, may carry forward taxable income in excess of calendar year dividends and pay a 4% nondeductible U.S. excise tax on this income.
Certain consolidated subsidiaries of ours are subject to U.S. federal and state corporate-level income taxes.
We evaluate tax positions taken or expected to be taken in the course of preparing our consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. There were no material uncertain tax positions through December 31, 2021. The 2018 through 2020 tax years remain subject to examination by the IRS, and generally years 2017 through 2020 remain subject to examination by state and local tax authorities.
Recent Developments
On July 26, 2022, we and Nationwide Life Insurance Company (“Nationwide”) increased our capital commitments in ORCC Senior Loan Fund LLC to an aggregate of $571.5 million. We increased our contribution pro rata from $325.1 million to $500.1 million. Nationwide increased its contribution pro rata from $46.4 million to $71.4 million. Our economic ownership interest remains 87.5%, and Nationwide's economic ownership interest remains 12.5%.
On July 26, 2022, we completed a $350.47 million term debt securitization transaction (the “CLO Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO Transaction and the secured loan borrowed in the CLO Transaction were issued and incurred, as applicable, by our consolidated subsidiary Owl Rock CLO VII, LLC, a limited liability organized under the laws of the State of Delaware (the “Issuer”) and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the Issuer.
On August 2, 2022 the Board declared a distribution of $0.31 per share for shareholders of record on September 30, 2022 payable on or before November 15, 2022.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk.
We are subject to financial market risks, including valuation risk and interest rate risk.
Valuation Risk
We have invested, and plan to continue to invest, primarily in illiquid debt and equity securities of private companies. Most of our investments will not have a readily available market price, and we value these investments at fair value as determined in good faith by our Board, based on, among other things, the input of the Adviser, our Audit Committee and independent third-party valuation firm(s) engaged at the direction of the Board, and in accordance with our valuation policy. There is no single standard for determining fair value. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.
Interest Rate Risk
Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We intend to fund portions of our investments with borrowings, and at such time, our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, we cannot assure you that a significant change in market interest rates will not have a material adverse effect on our net investment income.
In a prolonged low interest rate environment, the difference between the total interest income earned on interest earning assets and the total interest expense incurred on interest bearing liabilities may be compressed, reducing our net income and potentially adversely affecting our operating results. Conversely, in a rising interest rate environment, such difference could potentially increase thereby increasing our net income as indicated per the table below.
As of June 30, 2022, 98.8% of our debt investments based on fair value were floating rates. Additionally, the weighted average LIBOR floor, based on fair value, of our debt investments was 0.8% and the majority of our debt investments have a floor of 1.0%. The Revolving Credit Facility, SPV Asset Facility II, SPV Asset Facility III, and SPV Asset Facility IV bear interest at variable interest rates with no interest rate floor. The 2024 Notes, 2025 Notes, July 2025 Notes, 2026 Notes, July 2026 Notes, 2027 Notes, and 2028 Notes bear interests at fixed rates. The 2024 Notes and 2027 Notes are hedged against interest rate swaps instruments. CLO I, CLO II, CLO III, CLO IV, CLO V, and CLO VI bear interest at both fixed and variable rates.
Based on our Consolidated Statements of Assets and Liabilities as of June 30, 2022, the following table shows the annualized impact on net income of hypothetical base rate changes in interest rates on our debt investments (considering interest rate floors for floating rate instruments) assuming each floating rate investment is subject to 3-month reference rate election and there are no changes in our investment and borrowing structure:
($ in millions)Interest IncomeInterest Expense(1)Net Income(2)
Up 300 basis points$347,459 $113,481 $233,978 
Up 200 basis points231,639 75,654 155,986 
Up 100 basis points115,820 37,827 77,993 
Up 50 basis points57,910 18,913 38,996 
Down 50 basis points(57,910)(18,913)(38,996)
Down 100 basis points(115,815)(37,827)(77,988)
_____________
(1)Includes the impact of our interest rate swaps as a result of interest rate changes.
(2)Excludes the impact of income based fees. See Note 3 of our consolidated financial statements for more information on the income based fees.
We may in the future hedge against interest rate fluctuations by using hedging instruments such as additional interest rate swaps, futures, options, and forward contracts. While hedging activities may mitigate our exposure to adverse fluctuations in interest rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements, may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio investments.
Currency Risk
From time to time, we may make investments that are denominated in a foreign currency. These investments are translated into U.S. dollars at each balance sheet date, exposing us to movements in foreign exchange rates. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us. We may seek to utilize instruments such as, but not limited to, forward contracts to seek to hedge against fluctuations in the relative values of our portfolio positions from changes in currency exchange rates. We also have the ability to borrow in certain foreign currencies under our credit facilities. Instead of entering into a foreign currency forward contract in connection with loans or other investments we have made that are denominated in a foreign currency, we may borrow in that currency to establish a natural hedge against our loan or investment. To
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the extent the loan or investment is based on a floating rate other than a rate under which we can borrow under our credit facilities, we may seek to utilize interest rate derivatives to hedge our exposure to changes in the associated rate.
Inflation and Supply Chain Risk
Economic activity has continued to accelerate across sectors and regions. Nevertheless, due to global supply chain issues, geopolitical events, a rise in energy prices and strong consumer demand as economies continue to reopen, inflation is showing signs of acceleration in the U.S. and globally. Inflation is likely to continue in the near to medium-term, particularly in the U.S., with the possibility that monetary policy may tighten in response. Persistent inflationary pressures could affect our portfolio companies profit margins.
Item 4. Controls and Procedures
(a)Evaluation of Disclosure Controls and Procedures
In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q and determined that our disclosure controls and procedures are effective as of the end of the period covered by the Quarterly Report on Form 10-Q.
(a)Changes in Internal Controls Over Financial Reporting
There have been no changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II OTHER INFORMATION
Item 1. Legal Proceedings
Neither we nor the Adviser are currently subject to any material legal proceedings, nor, to our knowledge, are any material legal proceeding threatened against us. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Our business is also subject to extensive regulation, which may result in regulatory proceedings against us. While the outcome of any such future legal or regulatory proceedings cannot be predicted with certainty, we do not expect that any such future proceedings will have a material effect upon our financial condition or results of operations.
Item 1A. Risk Factors
In addition to the other information set forth in this report, you should carefully consider the risk factors discussed in Part I, “ITEM 1A. RISK FACTORS” in our Annual Report on Form 10 K for the fiscal year ended December 31, 2021 and in our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2022, which could materially affect our business, financial condition and/or operating results. The risks described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and in our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2022 are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Other than the shares issued pursuant to our dividend reinvestment plan, we did not sell any unregistered equity securities, except as previously disclosed in certain 8-Ks filed with the SEC.
In May 2022, pursuant to our dividend reinvestment plan, we purchased 830,764 shares of our common stock in the open market, at a weighted average price of $13.36 per share, for distribution to to stockholders of record as of March 31, 2022 that did not opt out of our dividend reinvestment plan in order to satisfy the reinvestment portion of our dividends.
The following provides information regarding purchases of the Company’s common stock by Goldman Sachs & Co., as agent, pursuant to the Repurchase Plan. For the period ended June 30, 2022, repurchases under the Repurchase Plan were as follows:
Period
($ in millions, except share and per share amounts)
Total Number
of Shares
Repurchased
Average Price Paid per ShareApproximate
Dollar Value of
Shares that have been
Purchased Under
the Plans
Approximate
Dollar Value
of Shares that
May Yet Be
Purchased Under
the Plan
January 1, 2022 - January 31, 2022— $— $— $97.4 
February 1, 2022 - February 28, 2022— $— $— $97.4 
March 1, 2022 - March 31, 2022— $— $— $97.4 
April 1, 2022 - April 30, 2022— $— $— $97.4 
May 1, 2022 - May 31, 2022757,926 $13.21 $10.0 $87.4 
June 1, 2022 - June 30, 2022— $— $— $87.4 
Total757,926 $10.0 
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
None.
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Item 6. Exhibits, Financial Statement Schedules
Exhibit NumberDescription of Exhibits
3.1
3.2
10.1
10.2
31.1*
31.2*
32.1**
32.2**
________________
* Filed herein.
** Furnished herein.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
Owl Rock Capital Corporation
Date: August 3, 2022
By:
/s/ Craig W. Packer
Craig W. Packer
Chief Executive Officer
Owl Rock Capital Corporation
Date: August 3, 2022
By:
/s/ Jonathan Lamm
Jonathan Lamm
Chief Operating Officer and Chief Financial Officer
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