Blue Owl Capital Corporation (OBDC) Earnings Call Transcript & Summary

Welcome to the 2020 Annual Meeting for Owl Rock Capital Corp. Our host for today's call is Craig Packer. [Operator Instructions] I'll now turn the call over to your host. Mr. Packer, you may begin, sir.

Good morning. I am Craig Packer, Chief Executive Officer and a Director of Owl Rock Capital Corporation. I also will be serving as Chairman for this annual meeting. Due to concerns regarding COVID-19, we are holding this meeting virtually via webcast. The principal business of this annual meeting is to: one, elect 2 directors; two, ratify the selection of KPMG LLP; and three, vote to allow Owl Rock Capital Corporation to increase this leverage by approving the application to the company of the minimum asset coverage ratio of 150% pursuant to Section 61(a)(2) of the Investment Company Act of 1940, as amended, to become effective the date after the annual meeting, which would permit the company to double the maximum amount of leverage that is currently committed -- that it is currently permitted to incur. After the formal meeting has been adjourned, we will provide time for general questions and answers. If you would like to submit a question, you may do so at any time during the meeting by typing it into the Ask a Question text box and clicking submit. I should mention that a representative from KPMG is available at the meeting today. I have here an affidavit sworn to by Neena Reddy as the Secretary of the company and duly signed, stating that the notice was mailed in accordance with the company's bylaws. Christopher Woods, a representative of American Election Services, has been appointed to serve as inspector of election. Mr. Woods, will you please present your report so that we can determine whether a quorum is present.

Mr. Chairman, as of the April 13, 2020, record date, there were 388,437,705 shares of the company's common stock outstanding and entitled to vote at this annual meeting of stockholders. Each stockholder is entitled to one vote for each share of such common stock. The proxy committee, which is composed of Alan Kirshenbaum and Neena Reddy, is acting as proxy and representative of the holders of record of 304,679,208 shares of common stock of Owl Rock Capital Corporation. There are 304,679,208 shares present in person, by proxy or by attorney and, accordingly, a quorum is present.

Thank you, Mr. Woods. On the basis of the report of the secretary and the inspector of election, proper notice has been given and a quorum is present. Accordingly, this meeting has been properly convened. The polls for voting on all matters are hereby open at this time, 8:33 a.m. on June 8, 2020. Shareholders may vote online during the meeting. And if you intend to vote online, we encourage you to do so at this time. The polls for each proposal will close 1 minute after we present the proposal for consideration. You may vote your shares by clicking on the Vote Here button on your screen. If you previously voted by proxy, you do not need to vote today, unless you would like to change your vote. The first proposal we will consider is the election of Brian Finn and Eric Kaye to serve as directors of the company until the 2023 Annual Meeting of Stockholders or until each director's successor is duly elected and qualified. Messrs. Finn and Kaye are currently directors of Owl Rock Capital Corporation. Information concerning the background of each nominee, his service with Owl Rock Capital Corporation and other matters which may be of interest is contained in the proxy statement. If you intend to vote online and have not already done so, please take this opportunity to vote now on the election of the directors as described in the proxy statement. As noted, you may vote your shares by clicking on the Vote Here button on your screen. [Voting]

Okay. Voting on proposal 1 has concluded. At this time, I'll ask Mr. Woods to please report on the preliminary voting results based on proxies received just prior to the meeting.

Currently, we have recorded 175,004,848 votes for; 35,109,682 votes against and 4,770,050 votes abstained from the election of Brian Finn. Also, we have recorded 174,998,893 votes for; 35,115,636 votes against and 4,770,051 votes abstained from the election of Eric Kaye.

The motion is passed. Each nominee has been duly elected to serve until the 2023 Annual Meeting of Stockholders or until his successor is duly elected and qualified. The second proposal we will consider is the ratification of the selection of KPMG LLP to serve as Owl Rock Capital Corporation's independent registered public accounting firm for the fiscal year ended -- ending December 31, 2020. If you intend to vote online and have not already done so, please take this opportunity to vote now on ratification of KPMG LLP as the company's independent registered public accounting firm as described in the proxy statement. As noted, you may vote your shares by clicking on the Vote Here button on your screen. [Voting]

Voting on proposal 2 has concluded. At this time, I will ask Mr. Woods to please report on the preliminary voting results based on proxies received just prior to the meeting.

Currently, we have recorded 298,963,836 votes for; 802,661 votes against and 4,912,711 votes abstaining from the ratification of the selection of KPMG LLP as the company's independent registered accounting firm for the fiscal year ending... [Technical Difficulty]

Operator, Mr. Woods, I think, just cut out. I don't know if you can hear me.

Let me now give the results on the auditors again. Currently, we have recorded 298,963,836 votes for; 802,661 votes against and 4,912,711 votes abstaining from the ratification of the selection of KPMG LLP as the company's independent registered accounting firm for the fiscal year ending December 31, 2020.

The motion is passed. KPMG LLP has been ratified as the company's independent registered accounting firm for the fiscal year ending December 31, 2020. The third proposal we will consider is the proposal to allow Owl Rock Capital Corporation to reduce its asset coverage ratio to 150%, pursuant to Section 61(a)(2) of the Investment Company Act of 1940, as amended, to become effective the date after the annual meeting. If you intend to vote online and have not already done so, please take this opportunity to vote now on the proposal to allow the company to reduce its asset coverage ratio as described in the proxy statement. As noted, you may vote your shares by clicking on the Vote Here button on your screen. [Voting]

Voting on proposal 3 has concluded. At this time, I will ask Mr. Woods to please report on the preliminary voting results based on proxies received just prior to the meeting.

Currently, we have recorded 211,825,500 votes for; 2,791,590 votes against and 267,490 votes abstaining from the proposal to allow the company to reduce its asset coverage ratio to 150% pursuant to Section 61(a)(2) of the Investment Company Act of 1940.

Motion is passed. The reduced asset coverage ratio has been approved. The final voting results for each proposal will be reported in a filing with the Securities and Exchange Commission on Form 8-K. Ms. Reddy, will you please safeguard on the notice of annual meeting of stockholders and proof of mailing thereof; two, the proxies voted at this meeting, including the ballot cast for the number of shares represented by the proxy committee; and three, the oath and certificate and report of the inspector of election and maintain them among the records of Owl Rock Capital Corporation? There being no further business, we will now adjourn the meeting at 8:43 a.m. We will now have a brief question-and-answer period. We will take stockholders' questions that have been entered today on the web portal. Only questions that are germane to the meeting will be addressed. Our Investor Relations team will follow up regarding any questions that we do not address now. A representative from KPMG LLP is available to answer questions. There being no further questions, thank you for attending today's meeting.

That concludes the meeting. Thank you for attending and have a pleasant day.