NEW
YORK, Dec. 16, 2024 /PRNewswire/ -- Blue Owl
Capital Corporation III (NYSE: OBDE) today announced that its Board
of Directors has declared a special dividend of $0.52 per share. The special dividend will be
payable in cash on or before January 31,
2025 to shareholders of record as of December 31, 2024.
The special dividend will be payable no later than January 31, 2025, or earlier, if the proposed
merger with Blue Owl Capital Corporation (NYSE: OBDC) closes before
that date. The closing of the merger is expected to occur promptly
after the vote at the shareholder meetings, currently scheduled for
January 8, 2025, assuming that the
transaction is approved by OBDE and OBDC shareholders.
The special dividend is equal to OBDE's undistributed taxable
income estimated to be remaining as of the closing of the merger
and includes any unpaid special dividends previously declared in
conjunction with OBDE's listing in January
2024.
Craig W. Packer, Chief Executive
Officer of OBDE said, "As we approach the anticipated close of the
merger with OBDC, we are pleased to announce this special dividend
that reflects the strength of OBDE's performance. We believe this
special dividend, in conjunction with the expected benefits from
the merger, reflects our commitment to delivering shareholder
value."
About Blue Owl Capital Corporation III
Blue Owl Capital Corporation III (NYSE: OBDE) is a specialty
finance company focused on lending to U.S. middle-market companies.
As of September 30, 2024, OBDE had
investments in 185 portfolio companies with an aggregate fair value
of $4.2 billion. OBDE has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. OBDE is externally managed by Blue
Owl Diversified Credit Advisors LLC, an SEC-registered investment
adviser that is an indirect affiliate of Blue Owl Capital Inc.
("Blue Owl") (NYSE: OWL) and part of Blue Owl's Credit
platform.
Forward-Looking Statements
Some of the statements in this press release constitute
forward-looking statements because they relate to future events,
future performance or financial condition of OBDC or OBDE or the
two-step merger (collectively, the "Mergers") of OBDE with and into
OBDC. The forward-looking statements may include statements as to:
future operating results of OBDC and OBDE and distribution
projections; business prospects of OBDC and OBDE and the prospects
of their portfolio companies; and the impact of the investments
that OBDC and OBDE expect to make. In addition, words such as
"anticipate," "believe," "expect," "seek," "plan," "should,"
"estimate," "project" and "intend" indicate forward-looking
statements, although not all forward-looking statements include
these words. The forward-looking statements contained in this press
release involve risks and uncertainties. Certain factors could
cause actual results and conditions to differ materially from those
projected, including the uncertainties associated with (i) the
timing or likelihood of the Mergers closing; (ii) the expected
synergies and savings associated with the Mergers; (iii) the
ability to realize the anticipated benefits of the Mergers,
including the expected accretion to net investment income and the
elimination or reduction of certain expenses and costs due to the
Mergers; (iv) the percentage of OBDC and OBDE shareholders voting
in favor of the proposals submitted for their approval; (v) the
possibility that competing offers or acquisition proposals will be
made; (vi) the possibility that any or all of the various
conditions to the consummation of the Mergers may not be satisfied
or waived; (vii) risks related to diverting management's attention
from ongoing business operations; (viii) the risk that shareholder
litigation in connection with the Mergers may result in significant
costs of defense and liability; (ix) changes in the economy,
financial markets and political environment; (x) the impact of
geo-political conditions, including revolution, insurgency,
terrorism or war, including those arising out of the ongoing war
between Russia and Ukraine and the escalated conflict in the
Middle-East, including the
Israel-Hamas conflict, and general uncertainty surrounding the
financial and political stability of the
United States, the United
Kingdom, the European Union and China, on financial market volatility, global
economic markets, and various markets for commodities globally such
as oil and natural gas; (xi) future changes in law or regulations;
(xii) conditions to OBDC's and OBDE's operating areas, particularly
with respect to business development companies or regulated
investment companies; (xiii) an economic downturn, elevated
interest and inflation rates, ongoing supply chain and labor market
disruptions, including those as a result of strikes, work stoppages
or accidents, instability in the U.S. and international banking
systems, and the risk of recession or a shutdown of government
services could impact business prospects of OBDC and OBDE and their
portfolio companies or following the closing of the Mergers, the
combined company; (xiv) the ability of Blue Owl Credit Advisors LLC
to locate suitable investments for the combined company and to
monitor and administer its investments; (xv) the ability of Blue
Owl Credit Advisors LLC to attract and retain highly talented
professionals; and (xvi) other considerations that may be disclosed
from time to time in OBDC's and OBDE's publicly disseminated
documents and filings with the Securities and Exchange Commission
("SEC"). OBDC and OBDE have based the forward-looking statements
included in this press release on information available to them on
the date hereof, and they assume no obligation to update any such
forward-looking statements. Although OBDC and OBDE undertake no
obligation to revise or update any forward-looking statements,
whether as a result of new information, future events or otherwise,
you are advised to consult any additional disclosures that they may
make directly to you or through reports that OBDC and OBDE in the
future may file with the SEC, including the Joint Proxy Statement
and the Registration Statement (each as defined below), annual
reports on Form 10-K, quarterly reports on Form 10-Q and current
reports on Form 8-K.
Additional Information and Where to Find It
In connection with the Mergers, OBDC and OBDE plan to file with
the SEC and mail to their respective shareholders a joint proxy
statement/prospectus (the "Joint Proxy Statement") and OBDC plans
to file with the SEC a registration statement on Form N-14 (the
"Registration Statement") that will include the Joint Proxy
Statement and a prospectus of OBDC. The Joint Proxy Statement and
Registration Statement will each contain important information
about OBDC, OBDE, the Mergers and related matters. This press
release does not constitute an offer to sell or the solicitation of
an offer to buy any securities or a solicitation of any vote or
approval. No offer of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended. SHAREHOLDERS OF OBDC AND OBDE ARE URGED TO
READ THE JOINT PROXY STATEMENT AND THE REGISTRATION STATEMENT AND
OTHER DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC AS
WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS CAREFULLY
AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT OBDC, OBDE, THE MERGERS AND
RELATED MATTERS. Investors and security holders will be able to
obtain the documentation filed with the SEC free of charge at the
SEC's website, http://www.sec.gov and for documents filed by OBDC,
from OBDC's website at
https://www.blueowlcapitalcorporation.com and for documents
filed by OBDE, from OBDE's website at
https://www.blueowlcapitalcorporationiii.com.
Participants in the Solicitation
OBDC, its directors, certain of its executive officers and
certain employees and officers of Blue Owl Credit Advisors LLC and
its affiliates may be deemed to be participants in the solicitation
of proxies in connection with the Merger. Information about
directors and executive officers of OBDC is set forth in its proxy
statement for its 2024 Annual Meeting of Shareholders, which was
filed with the SEC on March 28, 2024.
OBDE, its directors, certain of its executive officers and certain
employees and officers of Blue Owl Diversified Credit Advisors LLC
and its affiliates may be deemed to be participants in the
solicitation of proxies in connection with the Merger.
Information about directors and executive officers of OBDE is set
forth in its proxy statement for its 2024 Annual Meeting of
Shareholders, which was filed with the SEC on March 28, 2024. Information regarding the persons
who may, under the rules of the SEC, be considered participants in
the solicitation of the OBDC and OBDE shareholders in connection
with the Merger will be contained in the Joint Proxy Statement when
such document becomes available. These documents may be obtained
free of charge from the sources indicated above.
Investor Contact:
BDC Investor Relations
Michael Mosticchio
michael.mosticchio@blueowl.com
Media Contact:
Prosek Partners
Josh Clarkson
pro-blueowl@prosek.com
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SOURCE Blue Owl Capital Corporation III