Owl Rock Capital Corp II has filed a Form N-2 for an initial public offering of up to 150 million of its common shares at an initial offering price of $9.47 per share.
The shares will be offered on a best-efforts, continuous basis through the company’s dealer manager, Owl Rock Capital Securities LLC.
The offering has a proposed maximum aggregate offering price of $1.42 billion, estimated solely for the purpose of determining the registration fee. Each individual investor has to purchase a minimum of $5,000 in common shares.
The company plans to use the net proceeds from the offeringto invest in cash, cash-equivalents, U.S. government securities, money marketfunds and high-quality debt instruments maturing in one year or less. Thecompany may also use a portion of the net proceeds for working capital andgeneral corporate purposes.
Owl Rock Capital Corp. II is a newly formed, externally managed company that has elected to be regulated as a business development company. The company intends to generate current income and capital appreciation by focusing primarily on originating and making loans to and making debt and equity investments in U.S. middle market companies with annual EBITDA between $10 million and $250 million or annual revenue of $50 million to$2.5 billion.
The company will solicit subscriptions until it meets its minimum offering requirement of raising gross proceeds of $2.5 million from the offering or in separate private placement transactions within one year. The company can satisfy the requirement through a private placement of common shares to its adviser Owl RockCapital Advisors LLC, and purchases of common shares by its directors, officers and other affiliated persons and entities.
If the company fails to meet the minimum offering requirement by one year from the date of the prospectus, it will return all funds in the escrow account, including interest, and will stop the offering.
Goldman Sachs & Co. LLC, BofA Merrill Lynch, RBC Capital Markets,
SunTrust Robinson Humphrey, and Wells Fargo Securities are acting as
joint book-running managers for the offering. Credit Suisse, Deutsche
Bank Securities, JMP Securities, Keefe, Bruyette & Woods, A
Stifel Company, Morgan Stanley, and SOCIETE GENERALE are also acting
as joint book-running managers for the offering. ING, Janney Montgomery
Scott, Ladenburg Thalmann and MUFG are acting as co-managers for the
offering.
