8-K
false 0001812554 0001812554 2024-11-12 2024-11-12

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 12, 2024

 

 

BLUE OWL CREDIT INCOME CORP.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Maryland   814-01369   85-1187564

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

399 Park Avenue

New York, NY

  10022
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (212) 419-3000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

None   None   None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. 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. ☐

 

 

 


Item 1.01.

Entry Into a Material Definitive Agreement

On November 12, 2024 (the “Amendment Date”), Core Income Funding VI LLC (“Core Income Funding VI”), a subsidiary of Blue Owl Credit Income Corp. (the “Company”), entered into Amendment No. 2 (“Amendment No. 2” and the facility as amended, the “Credit Facility”), which amended that certain Credit Agreement, dated as of August 29, 2023 (as amended by Amendment No. 1, dated as of March 1, 2024), by and among Core Income Funding VI, as Borrower, the lenders from time to time parties thereto, The Bank of Nova Scotia, as Administrative Agent, State Street Bank and Trust Company, as Collateral Agent, Collateral Administrator and Custodian and Alter Domus (US) LLC, as Document Custodian. Among other changes, Amendment No. 2 (i) replaced Alter Domus (US) LLC with State Street Bank and Trust Company as Document Custodian, (ii) reduced the Applicable Margin from a range of 1.85% and 2.85% to a range of 1.50% and 2.15% depending on the composition of the collateral, (iii) extended the Reinvestment Period and the Stated Maturity, (iv) modified the Commitment Fee schedule, (v) modified certain restrictions regarding amendments, modifications and waivers of Collateral Loans and (vi) added certain administrative fees and expenses.

Borrowings of Core Income Funding VI are considered the Company’s 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. 2 to the Credit Agreement, dated as of November 12, 2024, among Core Income Funding VI LLC, as Borrower, the Lenders party thereto, The Bank of Nova Scotia, as Administrative Agent, State Street Bank and Trust Company, as Collateral Agent, Collateral Administrator, Custodian and Successor Document Custodian and Alter Domus (US) LLC, as Outgoing Document 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: November 15, 2024     By:  

/s/ Jonathan Lamm

    Name:   Jonathan Lamm
    Title:   Chief Operating Officer and Chief Financial Officer