UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry Into a Material Definitive Agreement |
On July 30, 2024, Core Income Funding III LLC (“ORCIC III Financing”), a wholly owned subsidiary of Blue Owl Credit Income Corp., a Maryland corporation (the “Company” or “us”), entered into Amendment No. 2 (the “Second Credit Facility Amendment”) to its senior secured revolving credit facility (the “Secured Credit Facility”), dated March 24, 2022, by and among Blue Owl Credit Advisors LLC, as servicer, the lenders from time to time parties thereto, Bank of America, N.A., as administrative agent, State Street Bank and Trust Company (“State Street”), as collateral agent, Alter Domus (US) LLC (“Alter Domus”) as collateral custodian and Bank of America, N.A., as sole lead arranger and sole book manager.
The Second Credit Facility Amendment amends the Secured Credit Facility to increase the financing limit under the Secured Credit Facility from $1,000,000,000 to $1,500,000,000, which $1,500,000,000 commitment is separated into an “Original Tranche” of the $1,000,000,000 commitment in place prior to the Second Credit Facility Amendment and the “Increase Tranche” of the $500,000,000 incremental increase in commitment effected on the date of the Second Credit Facility Amendment. The Second Credit Facility Amendment also amends the Secured Credit Facility to change the range of applicable margin from a range of 1.75% to 2.60% (prior to the Second Credit Facility Amendment) to a range of (i) 1.75% to 2.60% for borrowings under the Secured Credit Facility allocated to the Original Tranche and (ii) 1.60% to 2.40% for borrowings under the Secured Credit Facility allocated to Increase Tranche, in each case, depending on the composition of the collateral. The Second Credit Facility Amendment also amends the Secured Credit Facility to (i) extend the availability period from November 21, 2026 to July 30, 2027, (ii) extend the maturity date from November 21, 2028 to July 30, 2029, (iii) replace Alter Domus as collateral custodian with State Street and (iv) provide for ORCIC III Financing to pay unused fees subject to minimum utilization during the availability period.
The description above is only a summary of the material provisions of the Second Credit Facility Amendment and is qualified in its entirety by reference to a copy of the form of Second Credit Facility Amendment, which is filed as Exhibit 10.1 to this current report on Form 8-K and is incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation |
The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit |
Description | |
| 10.1 | Second Amendment to Credit Agreement, dated as of July 30, 2024, among Core Income Funding III LLC, as Borrower, Blue Owl Credit Advisors LLC, as Servicer, the Lenders from time to time parties thereto, Bank of America, N.A., as Administrative Agent, State Street Bank and Trust Company, as Successor Collateral Custodian, and Alter Domus (US) LLC as Resigning Collateral Custodian. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURE
Pursuant to the requirements 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 hereunto duly authorized.
| BLUE OWL CREDIT INCOME CORP. | ||||||
| Dated: August 1, 2024 | By: | /s/ Bryan Cole | ||||
| Name: | Bryan Cole | |||||
| Title: | Chief Operating Officer and Chief Financial Officer | |||||