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 August 9, 2024 (the “Amendment Date”), Core Income Funding II LLC (“Core Income Funding II”), a subsidiary of Blue Owl Core Income Corp. (the “Company”), entered into (i) a Joinder Agreement with Deutsche Bank AG, London Branch and (ii) Amendment No. 8 (the “Amendment” and the facility as amended, the “Secured Credit Facility”), which amended that certain Loan Financing and Servicing Agreement, dated as of October 5, 2021 (such agreement, the “Original LFSA” and the Original LFSA as amended by Amendment No. 1, dated as of October 27, 2021, Amendment No. 2, dated as of December 20, 2021, Amendment No. 3, dated as of February 18, 2022, Amendment No. 4, dated as of April 11, 2022, Amendment No. 5, dated as of May 3, 2022 and the Joinder Agreement of Webster Bank, N.A, dated as of July 11, 2022, and Amendment No. 6, dated as of August 1, 2022 and Amendment No. 7, dated as of March 7, 2024), by and among Core Income Funding II, as borrower, the Company, as equityholder and services provider, the lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as Facility Agent, State Street Bank and Trust Company, as Collateral Agent and Alter Domus (US) LLC, as Collateral Custodian. Among other changes, the Amendment: (i) replaced Alter Domus (US) LLC with State Street Bank and Trust Company as Collateral Custodian, (ii) decreased the Facility Amount from $1,800,000,000 to $1,500,000,000, (iii) added an additional agent and lender, (iv) amended the Applicable Margin to 2.15%, (v) extended the Revolving Period to October 5, 2026 and the Facility Termination Date to October 5, 2028, (vi) added the ability to draw in CAD, Euro and GBP, (vii) amended the Reduction Fee schedule and certain facility fees and expenses and (viii) amended the Undrawn Fees to be paid during the Revolving Period.
Borrowings of Core Income Funding II are considered our borrowings for purposes of complying with the asset coverage requirements under the 1940 Act.
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 Number |
Description | |
| 10.1 | Amendment No. 8 to the Loan Financing and Servicing Agreement, dated as of August 9, 2024, among Core Income Funding II, as Borrower, Blue Owl Credit Income Corp., as Equityholder and Services Provider, the Lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as Facility Agent, the other parties thereto, State Street Bank and Trust Company, as Collateral Agent and Alter Domus (US) LLC, as Collateral Custodian. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Blue Owl Credit Income Corp. | ||||||
| August 15, 2024 | By: | /s/ Bryan Cole | ||||
| Name: | Bryan Cole | |||||
| Title: | Chief Operating Officer and Chief Financial Officer | |||||