[8-K] Blue Owl Technology Finance Corp. Reports Material Event

Rhea-AI Filing Summary

Blue Owl Technology Finance Corp. amended and restated its secured credit facility for subsidiary Athena Funding II LLC, switching to a Term SOFR base and lowering borrowing margins. The applicable margin is now 2.00% during the Reinvestment Period and 2.35% after it, replacing a prior structure tied to a cost of funds (or Term SOFR) plus 2.625% and 3.025%, respectively.

The agreement also extends key dates and expands capacity. The Reinvestment Period moves from October 27, 2026 to October 30, 2028, the maturity date shifts from October 27, 2029 to October 30, 2030, and total commitments increase from $300,000,000 to $500,000,000. MUFG Bank, Ltd. remains Administrative Agent, and State Street Bank and Trust Company serves as Collateral Agent, Collateral Administrator, Custodian, and Document Custodian. An amended Purchase and Sale Agreement supports asset transfers between the company and Athena Funding.

Insights

Credit markets analyst

Lower margins, longer tenor, and a larger facility.

The facility shifts to Term SOFR with margins of 2.00% (reinvestment) and 2.35% (post‑reinvestment), down from cost of funds/Term SOFR plus 2.625% and 3.025%. This directly reduces borrowing spreads and standardizes pricing to a widely used benchmark.

Structural terms extend the Reinvestment Period to October 30, 2028 and the maturity to October 30, 2030, while commitments rise from $300,000,000 to $500,000,000. These changes increase available capacity and lengthen liability duration, subject to lender participation and facility conditions disclosed.

Parties include MUFG as Administrative Agent and State Street in collateral roles. Subsequent disclosures may detail utilization levels and any covenant impacts implied by the amended documentation.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 30, 2025

BLUE OWL TECHNOLOGY FINANCE CORP.

(Exact name of Registrant as Specified in Its Charter)

Maryland		000-55977		83-1273258
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

399 Park Avenue
New York, NY		10022
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (212) 419-3000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		OTF		The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01. Entry into a Material Definitive Agreement

On October 30, 2025 (the “Restatement Date”), Athena Funding II LLC (“Athena Funding II”), a Delaware limited liability company and wholly owned subsidiary of Blue Owl Technology Finance Corp., a Maryland corporation (the “Company” or “us”), entered into Omnibus Amendment No. 2 (the “Second Credit Facility Amendment”). The Second Credit Facility Amendment amended and replaced in its entirety the Loan and Management Agreement (the “Original Secured Credit Facility”), dated November 8, 2022, with an Amended and Restated Credit Agreement (the “Restated Secured Credit Facility”) dated as of the Restatement Date, by and among Athena Funding, as the Borrower, the Lenders party thereto from time to time, MUFG Bank, Ltd. (“MUFG”), as Administrative Agent and State Street Bank and Trust Company, as Collateral Agent, Collateral Administrator, Custodian and Document Custodian. On the Restatement Date, the Company and Athena Funding also entered into an Amended and Restated Purchase and Sale Agreement, providing for the contribution or sale of assets from the Company to Athena Funding.

The Restated Secured Credit Facility amends the Original Secured Credit Facility to change the interest rate charged on borrowings from a cost of funds rate as determined by MUFG periodically (or Term SOFR under certain circumstances) plus an applicable margin of 2.625% during the Reinvestment Period and 3.025% after the end of the Reinvestment Period to a rate based on Term SOFR plus an applicable margin of 2.00% during the Reinvestment Period and 2.35% after the Reinvestment Period. The Restated Secured Credit Facility also amends the Original Secured Credit Facility to (i) extend the Reinvestment Period from October 27, 2026 to October 30, 2028, (ii) extend the maturity date from October 27, 2029 to October 30, 2030 and (iii) increase the commitment from $300,000,000 to $500,000,000.

The description above is only a summary of the material provisions of the Second Credit Facility Amendment and Amended and Restated Purchase Agreement and is qualified in its entirety by reference to a copy of the form of Second Credit Facility Amendment and Amended and Restated Purchase Agreement, which are filed as Exhibit 10.1 to this current report on Form 8-K and are incorporated herein by reference.

Item 2.03. Creation of a 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 Number		Description
10.1		Omnibus Amendment No. 2, dated as of October 30, 2025, by and between Athena Funding II LLC as Borrower, Blue Owl Technology Finance Corp., as Collateral Manager and Transferor, MUFG Bank, LTD., as Administrative Agent, each of the Lenders party thereto, and State Street Bank and Trust Company, as Collateral Custodian, Account Bank, Collateral Administrator and as Collateral Agent.
10.3		Amended and Restated Purchase and Sale Agreement, dated as of October 30, 2025, between Blue Owl Technology Finance Corp., as Seller, and Athena Funding II LLC, as Purchaser.
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 hereunto duly authorized.

				Blue Owl Technology Finance Corp.
November 3, 2025				By:		/s/ Jonathan Lamm
				Name:		Jonathan Lamm
				Title:		Chief Operating Officer and Chief Financial Officer

FAQ

What did OTF change in its secured credit facility?

It moved to Term SOFR pricing with margins of 2.00% during the Reinvestment Period and 2.35% after, extended key dates, and raised commitments.

How much did Blue Owl Technology Finance increase the facility size?

Total commitments rose from $300,000,000 to $500,000,000.

What are the new reinvestment and maturity dates for OTF’s facility?

The Reinvestment Period runs to October 30, 2028, and maturity is October 30, 2030.

What were the prior borrowing margins under the old structure?

Previously, margins were cost of funds (or Term SOFR) plus 2.625% during the Reinvestment Period and 3.025% after.

Who are the key counterparties in the amended facility?

MUFG Bank, Ltd. is Administrative Agent; State Street Bank and Trust Company acts as Collateral Agent, Collateral Administrator, Custodian, and Document Custodian.

What agreement supports asset transfers related to the facility?

An Amended and Restated Purchase and Sale Agreement between the company and Athena Funding II LLC.