UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 – Entry into a Materially Definitive Agreement
On December 20, 2024, Blue Owl Technology Finance Corp. II entered into the Third Amendment to that certain Senior Secured Credit Agreement (the “Third Amendment”), which amends that certain Senior Secured Credit Agreement, dated as of June 9, 2022 (as amended by that certain First Amendment to Senior Secured Credit Agreement, dated as of October 13, 2023, and as further amended by that certain Second Amendment to Senior Secured Credit Agreement, dated as of May 24, 2024). The parties to the Third Amendment include the Company, as Borrower, the subsidiary guarantors party thereto solely with respect to Section 6.8 therein, the lenders party thereto and Truist Bank as Administrative Agent and, solely with respect to Section 6.10 therein, as Collateral Agent. The Third Amendment, among other things, (i) extends the revolver availability period from October 2027 to December 2028, (ii) extends the scheduled maturity date from October 2028 to December 2029, (iii) increases the total facility amount from $1,175,000,000 to $1,275,000,000, (iv) increases the accordion provision to permit increases to a total facility amount of up to $1,900,000,000, (v) reduces the unused fee from 0.375% to 0.350% on all unused commitments, (vi) reduces the applicable margin to (x) if the Gross Borrowing Base is greater than or equal to 1.6 times the Combined Debt Amount, (A) with respect to any ABR Loan, 0.750% per annum, (B) with respect to any Term Benchmark Loan, 1.750% per annum, and (C) with respect to any RFR Loan, 1.750% per annum or (y) if the Gross Borrowing Base is less than 1.6 times the Combined Debt Amount, (A) with respect to any ABR Loan, 0.875% per annum, (B) with respect to any Term Benchmark Loan, 1.875% per annum, and (C) with respect to any RFR Loan, 1.875% per annum, and (vii) resets the minimum shareholders’ equity test.
Item 2.03 – Creation of 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 | Third Amendment to Senior Secured Credit Agreement, dated as of December 20, 2024, between Blue Owl Technology Finance Corp. II, as Borrower, the Lenders party thereto, and Truist Bank, as Administrative Agent. | |
| 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 Technology Finance Corp. II | ||||||
| December 23, 2024 | By: | /s/Jonathan Lamm | ||||
| Name: | Jonathan Lamm | |||||
| Title: | Chief Financial Officer and Chief Operating Officer | |||||