Blue Owl Technology Finance Corp美股招股说明书(2026-01-21版)

We are offering $400,000,000 in aggregate principal amount of 6.125% notes due 2031, which we refer to as the Notes. The Notes will mature onJanuary 23, 2031. We will pay interest on the Notes on January 23 and July 23 of each year beginning on July 23, 2026. We may redeem the Notes in whole or in part at any time or from time to time at the redemption price discussed under the caption “Description of theNotes — Optional Redemption” in this prospectus supplement. In addition, holders of the Notes can require us to repurchase the Notes at 100% of theirprincipal amount upon the occurrence of a Change of Control Repurchase Event (as defined herein). The Notes will be issued in minimum denominations of$2,000 and integral multiples of $1,000 in excess thereof. The Notes will be our direct unsecured obligation and rank pari passu, or equal in right of payment, with all outstanding and future unsecuredunsubordinated indebtedness issued by us. As of September 30, 2025, we had approximately $5.0 billion of debt outstanding of which $2.8 billion wasunsecured and unsubordinated indebtedness and $2.3 billion was indebtedness secured by our assets or assets of our subsidiaries, and, therefore, will beeffectively and/or structurally senior to the Notes. We are a specialty finance company focused on making debt and equity investments in technology-related, specifically software, companies basedprimarily in the United States. Our investment objective is to maximize total return by generating current income from debt investments and other incomeproducing securities, and capital appreciation from our equity and equity-linked investments.We invest in senior secured or unsecured loans, subordinatedloans or mezzanine loans, and equity-related securities including common equity, warrants, preferred stock and similar forms of senior equity, which may ormay not be convertible into a portfolio company’s common equity.The debt in which we invest is generally not rated by any rating agency, but if theseinstruments were rated, they would likely receive a rating of below investment grade (that is, below BBB- or Baa3), which is often referred to as “high yield”or “junk.” We invest at least 80% of the value of our total assets in “technology-related” companies. We define technology-related companies as those that(i)operate directly in the technology industry, which includes, but is not limited to, application software, systems software, healthcare technology, informationtechnology, technology services and technology infrastructure, financial technology and internet and digital media, (ii) operate indirectly through their relianceon technology (i.e., utilizing scientific knowledge or technology-enabled techniques, skills, methods, devices or processes as an integral part of their deliveryof goods and/or services) or (iii) seek to grow primarily through technological advancements and innovations. We invest in a broad range of established andhigh growth technology-related companies with a focus on large, established enterprise software companies across a variety of end-markets that arecapitalizing on the large and growing demand for software products and services. We are an externally managed, closed-end management investment company that has elected to be regulated as a business development company(“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). We have elected to be treated, and intend to qualify annually, as aregulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”), for U.S. federal income tax purposes. As a BDCand a RIC, we are required to comply with certain statutory and regulatory requirements. Investing in the Notes involves risks, including the risk of leverage, that are described in “Risk Factors” beginning on pageS-20of thisprospectus supplement and page28of the accompanying prospectus. This prospectus supplement and the accompanying prospectus contain important information you should know before investing in the Notes. Please readthis prospectus supplement and the accompanying prospectus, and the documents incorporated by reference herein and therein before investing and keep it forfuture reference. We also file periodic and current reports, proxy statements and other information about us with the U.S. Securities and ExchangeCommission (the “SEC”). This information is available free of charge by contacting us at 399 Park Avenue, New York, NY 10022, calling us at (212) 419-3000 or visiting our corporate website located atwww.blueowltechnologyfinance.com. Information on our website is not incorporated into or a part of thisprospectus supplement or the accompanying prospectus. The SEC also maintains a website at www.sec.gov that contains this information. THE NOTES ARE NOT DEPOSITS OR OTHER OBLIGATIONS OF A BANK AND ARE NOT INSURED BY THE FEDERAL DEPOSITINSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY. Neither the SEC nor any state securities co