Blue Owl Capital Corp美股招股说明书(2025-05-12版)

Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined ifthis prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.Per NoteTotalPublic offering price(1)%$Sales load (underwriting discounts and commissions) paid by us%$Proceeds to us, before expenses(2)%$__________________(1)The public offering price set forth above does not include accrued interest, if any. Interest on the Notes must be paid by the purchaser if the Notes are deliveredafter, 2025.(2)We estimate that we will incur offering expenses of approximately $.Delivery of the Notes offered hereby in book-entry form only through the Depository Trust Company for the accounts of itsparticipants, including Euroclear Bank S.A./N.V., as operator of the Euroclear System, and Clearstream Banking S.A., on orabout, 2025.Joint Book-Running ManagersWells FargoSecuritiesMorgan StanleyMUFGRBC CapitalMarketsSMBC NikkoThe date of this prospectus supplement is May, 2025.Prospectus SupplementTABLE OF CONTENTSABOUT THIS PROSPECTUS SUPPLEMENTS-1PROSPECTUS SUPPLEMENT SUMMARYS-2SPECIFIC TERMS OF THE NOTES AND THE OFFERINGS-17RISK FACTORSS-21SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSS-26USE OF PROCEEDSS-28CAPITALIZATIONS-29SENIOR SECURITIESS-30CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONSS-31DESCRIPTION OF THE NOTESS-37UNDERWRITINGS-52LEGAL MATTERSS-60INCORPORATION OF CERTAIN INFORMATION BY REFERENCES-61ProspectusTABLE OF CONTENTSPROSPECTUS SUMMARY1THE OFFERING SUMMARY19FEES AND EXPENSES26FINANCIAL HIGHLIGHTS28 RISK FACTORS29SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS30USE OF PROCEEDS32PRICE RANGE OF COMMON STOCK AND DISTRIBUTIONS33MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS37THE COMPANY38SENIOR SECURITIES39PORTFOLIO COMPANIES40MANAGEMENT74MANAGEMENT AND OTHER AGREEMENTS75RELATED-PARTY TRANSACTIONS AND CERTAIN RELATIONSHIPS76CONTROL PERSONS AND PRINCIPAL SHAREHOLDERS77DETERMINATION OF NET ASSET VALUE78DIVIDEND REINVESTMENT PLAN79CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS80DESCRIPTION OF OUR SECURITIES89DESCRIPTION OF OUR CAPITAL STOCK90DESCRIPTION OF OUR PREFERRED STOCK98DESCRIPTION OF OUR SUBSCRIPTION RIGHTS99DESCRIPTION OF OUR WARRANTS101DESCRIPTION OF OUR DEBT SECURITIES103iDESCRIPTION OF OUR UNITS119REGULATION120CUSTODIAN, TRANSFER AND DIVIDEND PAYING AGENT AND REGISTRAR121BROKERAGE ALLOCATION AND OTHER PRACTICES122PLAN OF DISTRIBUTION123LEGAL MATTERS125INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM125AVAILABLE INFORMATION125INCORPORATION OF CERTAIN INFORMATION BY REFERENCE126iiABOUT THIS PROSPECTUS SUPPLEMENTNeither we nor the underwriters have authorized anyone to give you any information other than theinformation in this prospectus supplement, the accompanying prospectus, any free writing prospectus, or anyinformation that we have incorporated by reference herein or therein and we and the underwriters take noresponsibility for any other information that others may give you. We are not making an offer to sell thesesecurities in any jurisdiction where the offer or sale is not permitted. You should assume that the informationappearing in this prospectus supplement and the accompanying prospectus is accurate only as of the date ontheir respective front covers. Our business, financial condition, results of operations and prospects may have changed since that date. We will update these documents to reflect material changes only as required by law.This prospectus supplement supersedes the accompanying prospectus to the extent it contains informationdifferent from or additional to the information in that prospectus.This document is in two parts. The first part is this prospectus supplement, which describes the terms of thisoffering and also adds to and updates information contained in the accompanying prospectus. The second part is theaccompanying prospectus, which gives more general information and disclosure. To the extent the informationcontained in this prospectus supplement differs from the information contained in the accompanying prospectus, theinformation in this prospectus supplement shall control. This prospectus supplement and the accompanyingprospectus, together with any documents incorporated by reference herein and therein, include all materialinformation relating to the applicable offering. Please carefully read this prospectus supplement and theaccompanying prospectus, together with any documents incorporated by reference herein and therein, any exhibitsand the additional information described under the headings “Incorporation of Certain Information By Reference,”“Prospectus Summary” and “Risk Factors” in this prospectus supplement and the accompanying prospectus,“Available Information” in the accompanying prospectus and the documents incorporated herein and therein beforeyou make an investment decision.This prospectus supplement includes summaries of certain provisions contained in some of th