August 12, 2021 - 10-Q: Quarterly report pursuant to Section 13 or 15(d)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the period ended June 30, 2021

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 000-55977

OWL ROCK TECHNOLOGY FINANCE CORP.

(Exact name of Registrant as specified in its Charter)

Maryland		83-1273258
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

399 Park Avenue, 38^th Floor, New York, New York		10022
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 419-3000

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	None	None

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES ☒ NO ☐

Indicate by check mark whether the Registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). YES ☐ NO ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐Emerging growth company ☐Small reporting company ☐

Non-accelerated filer ☒Accelerated filer☐

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. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐ NO ☒

As of August 12, 2021, the registrant had 143,068,612 shares of common stock, $0.01 par value per share, outstanding.

Table of Contents

		Page
PART I	CONSOLIDATED FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements	2
	Consolidated Statements of Assets and Liabilities as of June 30, 2021 (Unaudited) and December 31, 2020	2
	Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2021 and 2020 (Unaudited)	3
	Consolidated Schedules of Investments as of June 30, 2021 (Unaudited) and December 31, 2020
	Consolidated Statements of Changes in Net Assets for the Three and Six Months Ended June 30, 2021 and 2020 (Unaudited)	19
	Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2021 and 2020 (Unaudited)	20
	Notes to Consolidated Financial Statements (Unaudited)	21
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	50
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	83
Item 4.	Controls and Procedures	84

PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	85
Item 1A.	Risk Factors	85
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	89
Item 3.	Defaults Upon Senior Securities	89
Item 4.	Mine Safety Disclosures	89
Item 5.	Other Information	89
Item 6.	Exhibits	91
Signatures		92

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and undue reliance should not be placed thereon. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about Owl Rock Technology Finance Corp. (the “Company,” “we” or “our”), our current and prospective portfolio investments, our industry, our beliefs and opinions, and our assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including without limitation:

•

an economic downturn could impair our portfolio companies’ ability to continue to operate, which could lead to the loss of some or all of our investments in such portfolio companies;

•

an economic downturn could disproportionately impact the companies that we intend to target for investment, potentially causing us to experience a decrease in investment opportunities and diminished demand for capital from these companies;

•

an economic downturn could also impact availability and pricing of our financing and our ability to access the debt capital markets;

•

a contraction of available credit and/or an inability to access the equity markets could impair our lending and investment activities;

•

the impact of the novel strain of coronavirus known as “COVID-19” and related changes in base interest rates and significant market volatility on our business, our portfolio companies, our industry and the global economy;

•

interest rate volatility, including the decommissioning of LIBOR, could adversely affect our results, particularly if we elect to use leverage as part of our investment strategy;

•

currency fluctuations could adversely affect the results of our investments in foreign companies, particularly to the extent that we receive payments denominated in foreign currency rather than U.S. dollars;

•

our future operating results;

•

our business prospects and the prospects of our portfolio companies including our and their ability to achieve our respective objectives as a result of the current COVID-19 pandemic;

•

the impact of interest and inflation rates on our business prospects and the prospects of our portfolio companies;

•

our contractual arrangements and relationships with third parties;

•

the ability of our portfolio companies to achieve their objectives;

•

competition with other entities and our affiliates for investment opportunities;

•

the speculative and illiquid nature of our investments;

•

the use of borrowed money to finance a portion of our investments as well as any estimates regarding potential use of leverage;

•

the adequacy of our financing sources and working capital;

•

the loss of key personnel;

•

the timing of cash flows, if any, from the operations of our portfolio companies;

•

the ability of Owl Rock Technology Advisors LLC (“the Adviser” or “our Adviser”) to locate suitable investments for us and to monitor and administer our investments;

•

the ability of the Adviser to attract and retain highly talented professionals;

•

our ability to qualify for and maintain our tax treatment as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), and as a business development company (“BDC”);

•

the effect of legal, tax and regulatory changes including the Coronavirus Aid, Relief and Economic Security Act signed into law in December 2020 and the American Rescue Plan Act of 2021, signed into law in March 2021; and

•

other risks, uncertainties and other factors previously identified in the reports and other documents we have filed with the Securities and Exchange Commission (“SEC”).

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this report should not be regarded as a representation by us that our plans and objectives will be achieved. These forward-looking statements apply only as of the date of this report. Moreover, we assume no duty and do not undertake to update the forward-looking statements. Because we are an investment company, the forward-looking statements and projections contained in this report are excluded from the safe harbor protection provided by Section 21E of the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”).

PART 1. CONSOLIDATED FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

Owl Rock Technology Finance Corp.

Consolidated Statements of Assets and Liabilities

(Amounts in thousands, except share and per share amounts)

	June 30, 2021 (Unaudited)		December 31, 2020
Assets
Investments at fair value
Non-controlled, non-affiliated investments (amortized cost of $3,958,010 and $2,915,096, respectively)	$	4,085,004	$	2,957,337
Non-controlled, affiliated investments (amortized cost of $202,346 and $100,002, respectively)		211,849		100,000
Total investments at fair value (amortized cost of $4,160,356 and $3,015,098, respectively)		4,296,853		3,057,337
Cash		299,807		82,236
Interest receivable		26,921		17,304
Dividend income receivable		970		375
Subscription receivable		9,652		—
Prepaid expenses and other assets		1,609		611
Total Assets	$	4,635,812	$	3,157,863
Liabilities
Debt (net of unamortized debt issuance costs of $40,600 and $35,079, respectively)	$	2,104,497	$	1,614,118
Management fee payable		10,741		9,335
Distribution payable		33,848		21,107
Incentive fee payable		24,561		6,682
Payables to affiliates		2,054		2,271
Payable for investments purchased		109,750		—
Accrued expenses and other liabilities		14,549		7,471
Total Liabilities	$	2,300,000	$	1,660,984
Commitments and contingencies (Note 7)
Net Assets
Common shares $0.01 par value, 500,000,000 shares authorized; 143,069,918 and 100,586,224 shares issued and outstanding, respectively	$	1,431	$	1,006
Additional paid-in-capital		2,137,461		1,449,943
Total distributable earnings (losses)		196,920		45,930
Total Net Assets	$	2,335,812	$	1,496,879
Total Liabilities and Net Assets	$	4,635,812	$	3,157,863
Net Asset Value Per Share	$	16.33	$	14.88

The accompanying notes are an integral part of these consolidated financial statements.

Owl Rock Technology Finance Corp.

Consolidated Statements of Operations

(Amounts in thousands, except share and per share amounts)

(Unaudited)

	For the Three Months Ended June 30,					For the Six Months Ended June 30,
	2021		2020			2021			2020
Investment Income
Investment income from non-controlled, non-affiliated investments:
Interest income	$	87,432	$	36,512		$	145,568		$	68,959
Payment-in-kind interest income		8,407		3,679			15,971			4,713
Dividend income		29		—			29			—
Other income		664		340			1,155			1,586
Total investment income from non-controlled, non-affiliated investments		96,532		40,531			162,723			75,258
Investment income from non-controlled, affiliated investments:
Dividend income		2,370		—			2,666			—
Total investment income from non-controlled, affiliated investments		2,370		—			2,666			—
Total Investment Income		98,902		40,531			165,389			75,258
Expenses
Interest expense	$	22,347	$	6,149		$	42,304		$	13,783
Management fees		10,741		7,788			21,298			15,198
Incentive fees		16,085		2,424			23,670			4,181
Professional fees		1,750		1,315			3,350			2,400
Directors' fees		274		227			509			450
Other general and administrative		1,111		741			1,755			1,357
Total Expenses		52,308		18,644			92,886			37,369
Net Investment Income (Loss) Before Taxes		46,594		21,887			72,503			37,889
Excise tax expense		2,836		71			3,327			258
Net Investment Income (Loss) After Taxes		43,758		21,816			69,176			37,631
Net Change in Unrealized Gain (Loss)
Non-controlled, non-affiliated investments	$	41,582	$	44,306		$	84,366		$	(11,684	)
Non-controlled, affiliated investments		9,508		—			9,505			—
Translation of assets and liabilities in foreign currencies		2		13			(955	)		3
Total Net Change in Unrealized Gain (Loss)		51,092		44,319			92,916			(11,681	)
Net Realized Gain (Loss):
Non-controlled, non-affiliated investments	$	49,900	$	(1	)	$	49,974		$	(28	)
Foreign currency transactions		10		(2	)		964			(3	)
Total Net Realized Gain (Loss)		49,910		(3	)		50,938			(31	)
Net Increase (Decrease) in Net Assets Resulting from Operations	$	144,760	$	66,132		$	213,030		$	25,919
Earnings (Loss) Per Share - Basic and Diluted	$	1.22	$	0.78		$	1.91		$	0.36
Weighted Average Shares Outstanding - Basic and Diluted		118,956,651		84,960,548			111,369,687			71,286,147

The accompanying notes are an integral part of these consolidated financial statements

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

Company^(1)(19)(23)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
Non-controlled/non-affiliated portfolio company investments
Debt Investments
Aerospace and defense
Peraton Corp.^(4)(5)(13)	Second lien senior secured loan	L + 7.75%	2/1/2029		87,500	$	86,213		$	86,188			3.7	%
					87,500		86,213			86,188			3.7	%
Application Software
Apptio, Inc.^(4)(8)(13)	First lien senior secured loan	L + 7.25%	1/10/2025		59,901		58,912			59,901			2.6	%
Apptio, Inc.^{(4)(8)(13)(15)}	First lien senior secured revolving loan	L + 7.25%	1/10/2025		1,308		1,269			1,308			0.1	%
Certify, Inc.⁽⁴⁾⁽⁵⁾	First lien senior secured loan	L + 5.75%	2/28/2024		57,039		56,603			57,039			2.4	%
Certify, Inc.^(4)(5)(15)	First lien senior secured revolving loan	L + 5.75%	2/28/2024		570		555			570			-	%
Diligent Corporation⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 6.25%	8/4/2025		22,708		22,275			22,424			1.0	%
Diligent Corporation^{(4)(15)(16)(17)}	First lien senior secured delayed draw term loan	L + 6.25%	2/4/2022		-		(94	)		(57	)		-	%
Diligent Corporation^(4)(15)(16)	First lien senior secured revolving loan	L + 6.25%	8/4/2025		-		(31	)		(19	)		-	%
Granicus, Inc.^(4)(5)(13)	First lien senior secured loan	L + 6.25%	1/29/2027		28,734		28,078			28,160			1.2	%
Granicus, Inc.^{(4)(13)(15)(16)(17)}	First lien senior secured delayed draw term loan	L + 6.50%	1/30/2023		-		(18	)		(14	)		-	%
Granicus, Inc.^{(4)(13)(15)(16)(17)}	First lien senior secured delayed draw term loan	L + 6.00%	1/30/2023		-		(54	)		(56	)		-	%
Granicus, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 6.25%	1/29/2027		-		(59	)		(52	)		-	%
GS Acquisitionco, Inc. (dba insightsoftware)⁽⁴⁾⁽⁸⁾	First lien senior secured loan	L + 5.75%	5/24/2024		45,001		44,606			44,664			1.9	%
GS Acquisitionco, Inc. (dba insightsoftware)^{(4)(7)(15)(16)(17)}	First lien senior secured delayed draw term loan	L + 5.75%	4/1/2022		-		(8	)		(4	)		-	%
GS Acquisitionco, Inc. (dba insightsoftware)^(4)(8)(15)	First lien senior secured revolving loan	L + 5.75%	5/24/2024		1,327		1,304			1,306			0.1	%
MessageBird BidCo B.V.^{(4)(7)(13)(22)}	First lien senior secured loan	L + 6.75%	5/5/2027		120,000		117,401			117,324			5.0	%
The Ultimate Software Group, Inc.^(4)(7)(13)	Second lien senior secured loan	L + 6.75%	5/3/2027		2,500		2,478			2,550			0.1	%
Velocity HoldCo III Inc. (dba Velocity EHS)^(4)(7)(13)	First lien senior secured loan	L + 5.75%	4/22/2027		41,667		40,754			40,729			1.7	%
Velocity HoldCo III Inc. (dba Velocity EHS)^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.75%	4/22/2026		-		(54	)		(56	)		-	%
					380,755		373,917			375,717			16.1	%
Banks
AxiomSL Group, Inc.^(4)(7)(13)	First lien senior secured loan	L + 6.50%	12/3/2027		106,726		105,228			106,193			4.5	%
AxiomSL Group, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 6.50%	12/3/2025		-		(169	)		(64	)		-	%
					106,726		105,059			106,129			4.5	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

Company^(1)(19)(23)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
Capital Markets
Robinhood Markets, Inc.^(18)(22)(25)	Convertible note	6.00% PIK	N/A		62,500		62,535			76,159			3.3	%
					62,500		62,535			76,159			3.3	%
Commercial Services & Supplies
Dude Solutions Holdings, Inc.⁽⁴⁾⁽⁸⁾	First lien senior secured loan	L + 7.50%	6/13/2025		58,552		57,600			58,112			2.5	%
Dude Solutions Holdings, Inc.⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 7.50%	11/30/2026		14,024		13,615			13,919			0.6	%
Dude Solutions Holdings, Inc.^(4)(15)(16)	First lien senior secured revolving loan	L + 7.50%	6/13/2025		-		(103	)		(52	)		-	%
					72,576		71,112			71,979			3.1	%
Construction & Engineering
Dodge Data & Analytics LLC^(4)(11)(13)	First lien senior secured loan	P + 6.50%	4/14/2026		50,001		49,034			49,001			2.1	%
Dodge Data & Analytics LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.50%	4/14/2026		-		(55	)		(58	)		-	%
					50,001		48,979			48,943			2.1	%
Diversified Consumer Services
Instructure, Inc.^(4)(5)(13)	First lien senior secured loan	L + 5.50%	3/24/2026		105,949		104,483			105,949			4.5	%
Instructure, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.50%	3/24/2026		-		(73	)		-			-	%
Litera Bidco LLC^(4)(5)(13)	First lien senior secured loan	L + 5.75%	5/29/2026		157,487		155,729			157,487			6.7	%
Litera Bidco LLC^{(4)(5)(13)(15)(17)}	First lien senior secured delayed draw term loan	L + 6.00%	10/29/2022		2,887		2,799			2,887			0.1	%
Litera Bidco LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.75%	5/30/2025		-		(73	)		-			-	%
Paysimple, Inc.⁽⁴⁾⁽⁵⁾	First lien senior secured loan	L + 5.50%	8/23/2025		44,507		43,939			44,507			1.9	%
Paysimple, Inc.⁽⁴⁾⁽⁵⁾	First lien senior secured delayed draw term loan	L + 5.50%	8/23/2025		14,485		14,266			14,485			0.6	%
Relativity ODA LLC^(4)(5)(13)	First lien senior secured loan	L + 7.50%	5/12/2027		113,377		111,719			111,676			4.8	%
Relativity ODA LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 6.50%	5/12/2027		-		(165	)		(169	)		-	%
Transact Holdings, Inc.^(4)(5)(13)	First lien senior secured loan	L + 4.75%	4/30/2026		8,843		8,745			8,732			0.4	%
					447,535		441,369			445,554			19.0	%
Diversified Financial Services
Hg Genesis 8 Sumoco Limited^{(4)(8)(13)(22)}	Unsecured facility	G + 6.00% (incl. 6.00% PIK)	8/28/2025		71,683		68,467			72,938			3.1	%
Hg Saturn Luchaco Limited^{(4)(7)(13)(22)}	Unsecured facility	G + 7.50% (incl. 7.50% PIK)	3/30/2026		124,331		123,365			125,263			5.4	%
Smarsh Inc.⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 8.25%	11/20/2025		31,950		31,374			31,631			1.4	%
					227,964		223,206			229,832			9.9	%
Energy Equipment & Services
3ES Innovation Inc. (dba Aucerna)^{(4)(7)(13)(22)}	First lien senior secured loan	L + 6.75%	5/13/2025		72,437		71,715			71,531			3.1	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

Company^(1)(19)(23)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
3ES Innovation Inc. (dba Aucerna)^{(4)(13)(15)(16)(22)}	First lien senior secured revolving loan	L + 6.75%	5/13/2025		-		(37	)		(57	)		-	%
Project Power Buyer, LLC (dba PEC-Veriforce)^(4)(7)(13)	First lien senior secured loan	L + 6.25%	5/14/2026		53,320		52,765			53,187			2.3	%
Project Power Buyer, LLC (dba PEC-Veriforce)^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 6.25%	5/14/2025		-		(30	)		(9	)		-	%
					125,757		124,413			124,652			5.4	%
Health Care Technology
VVC Holdings Corp. (dba Athenahealth, Inc.)^{(4)(7)(13)(14)}	First lien senior secured loan	L + 4.25%	2/11/2026		19,645		19,367			19,688			0.8	%
Definitive Healthcare Holdings, LLC^(4)(7)(13)	First lien senior secured loan	L + 5.25%	7/16/2026		98,378		97,641			98,378			4.2	%
Definitive Healthcare Holdings, LLC^{(4)(7)(13)(15)(17)}	First lien senior secured delayed draw term loan	L + 5.25%	7/16/2021		3,884		3,759			3,884			0.2	%
Definitive Healthcare Holdings, LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.25%	7/16/2024		-		(33	)		-			-	%
Hyland Software, Inc.⁽⁴⁾⁽⁵⁾	Second lien senior secured loan	L + 6.25%	7/7/2025		94,842		94,801			95,155			4.1	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)^{(4)(7)(13)(22)}	First lien senior secured loan	L + 6.25%	2/20/2026		120,720		119,438			119,512			5.1	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)^{(4)(7)(13)(15)(17)(22)}	First lien senior secured delayed draw term loan	L + 6.25%	8/16/2021		5,333		5,238			5,251			0.2	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)^{(4)(7)(13)(15)(22)}	First lien senior secured revolving loan	L + 6.25%	2/20/2026		1,501		1,429			1,426			0.1	%
Interoperability Bidco, Inc.^(4)(8)(13)	First lien senior secured loan	L + 5.75%	6/25/2026		94,570		93,671			92,679			4.0	%
Interoperability Bidco, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.75%	6/25/2024		-		(37	)		(100	)		-	%
Datix Bidco Limited (dba RLDatix)^{(4)(8)(13)(22)}	First lien senior secured loan	L + 5.00%	4/28/2025		10,000		9,794			9,850			0.4	%
Datix Bidco Limited (dba RLDatix)^{(4)(8)(13)(22)}	Second lien senior secured loan	L + 8.50%	4/27/2026		20,000		19,552			19,700			0.8	%
					468,873		464,620			465,423			19.9	%
Hotels, Restaurants & Leisure
MINDBODY, Inc.^(4)(8)(13)	First lien senior secured loan	L + 8.50% (incl. 1.50% PIK)	2/14/2025		68,975		68,527			65,699			2.8	%
MINDBODY, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.00%	2/14/2025		-		(43	)		(339	)		-	%
					68,975		68,484			65,360			2.8	%
Household Durables
BCTO BSI Buyer, Inc. (dba Buildertrend)^(4)(7)(13)	First lien senior secured loan	L + 7.00%	12/23/2026		62,500		61,918			62,187			2.7	%
BCTO BSI Buyer, Inc. (dba Buildertrend)^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.00%	12/23/2026		-		(69	)		(38	)		-	%
					62,500		61,849			62,149			2.7	%
Insurance
Asurion, LLC^{(4)(5)(13)(14)}	Second lien senior secured loan	L + 5.25%	1/31/2028		10,833		10,587			10,910			0.5	%
Integrity Marketing Acquisition, LLC^(4)(8)(13)	First lien senior secured loan	L + 5.50%	8/27/2025		55,419		54,725			55,142			2.4	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

Company^(1)(19)(23)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
Integrity Marketing Acquisition, LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.50%	8/27/2025		-		(39	)		(19	)		-	%
					66,252		65,273			66,033			2.9	%
Internet & Direct Marketing Retail
Walker Edison Furniture Company LLC^(4)(8)(13)	First lien senior secured loan	L + 5.75%	3/31/2027		49,875		49,153			49,376			2.1	%
					49,875		49,153			49,376			2.1	%
IT Services
ConnectWise, LLC^(4)(5)(13)	First lien senior secured loan	L + 5.25%	2/28/2025		126,046		124,999			126,046			5.4	%
ConnectWise, LLC^{(4)(5)(13)(15)}	First lien senior secured revolving loan	L + 5.25%	2/28/2025		869		762			869			-	%
Kaseya Inc.⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 7.00% (incl. 3.00% PIK)	5/2/2025		36,873		36,411			36,873			1.6	%
Kaseya Inc.^(4)(7)(15)	First lien senior secured revolving loan	L + 6.50%	5/2/2025		1,201		1,169			1,201			0.1	%
Kaseya Inc.^{(4)(7)(15)(17)}	First lien senior secured delayed draw term loan	L + 7.00% (incl. 3.00% PIK)	3/4/2022		1,124		1,091			1,124			-	%
BCPE Nucleon (DE) SPV, LP^(4)(8)(13)	First lien senior secured loan	L + 7.00%	9/24/2026		133,333		131,485			132,333			5.7	%
Pluralsight, LLC^(4)(8)(13)	First lien senior secured loan	L + 8.00%	4/6/2027		117,500		116,360			116,090			5.0	%
Pluralsight, LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 8.00%	4/6/2027		-		(96	)		(120	)		-	%
					416,946		412,181			414,416			17.8	%
Life Sciences Tools & Services
Bracket Intermediate Holding Corp.^(4)(7)(13)	First lien senior secured loan	L + 4.25%	9/5/2025		395		370			394			-	%
Bracket Intermediate Holding Corp.^(4)(7)(13)	Second lien senior secured loan	L + 8.13%	9/7/2026		20,000		19,707			19,850			0.8	%
					20,395		20,077			20,244			0.8	%
Professional Services
Gerson Lehrman Group, Inc.^(4)(8)(13)	First lien senior secured loan	L + 4.75%	12/12/2024		45,498		45,160			45,498			1.9	%
Gerson Lehrman Group, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 4.75%	12/12/2024		-		(21	)		-			-	%
Thunder Purchaser, Inc. (dba Vector Solutions)^(4)(7)(13)	First lien senior secured loan	L + 5.75%	6/30/2028		85,185		84,333			84,333			3.6	%
Thunder Purchaser, Inc. (dba Vector Solutions)^{(4)(13)(15)(17)}	First lien senior secured delayed draw term loan	L + 5.75%	6/30/2023		-		-			-			-	%
Thunder Purchaser, Inc. (dba Vector Solutions)^{(4)(11)(13)(15)(16)}	First lien senior secured revolving loan	P + 4.75%	6/30/2027		-		(79	)		(79	)		-	%
					130,683		129,393			129,752			5.5	%
Real Estate Management & Development
Reef Global, Inc. (fka Cheese Acquisition, LLC)^(4)(8)(13)	First lien senior secured loan	L + 6.0% (incl. 1.25% PIK)	11/28/2024		37,326		37,044			35,646			1.5	%
Imperial Parking Canada^(4)(10)(13)	First lien senior secured loan	C + 6.00% (incl. 1.25% PIK)	11/28/2024		7,924		7,397			7,568			0.3	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

Company^(1)(19)(23)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
Reef Global, Inc. (fka Cheese Acquisition, LLC)^{(4)(5)(13)(15)}	First lien senior secured revolving loan	L + 4.75%	11/28/2023		3,052		3,038			2,847			0.1	%
REALPAGE, Inc.^(4)(5)(13)	Second lien senior secured loan	L + 6.50%	4/23/2029		52,500		51,729			51,713			2.2	%
					100,802		99,208			97,774			4.1	%
Systems Software
Acquia Inc.⁽⁴⁾⁽⁸⁾	First lien senior secured loan	L + 7.00%	10/31/2025		110,246		109,398			110,246			4.7	%
Acquia Inc.^(4)(8)(15)	First lien senior secured revolving loan	L + 7.00%	10/31/2025		943		858			943			-	%
Barracuda Networks, Inc.^(4)(7)(13)	Second lien senior secured loan	L + 6.75%	10/30/2028		7,500		7,430			7,481			0.3	%
Centrify Corporation^(4)(7)(13)	First lien senior secured loan	L + 6.00%	3/2/2028		80,510		78,564			78,497			3.4	%
Centrify Corporation^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 6.00%	3/2/2027		-		(227	)		(204	)		-	%
Circle Internet Services, Inc.⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 8.00%	5/22/2023		25,000		24,922			25,063			1.1	%
H&F Opportunities LUX III S.À R.L (dba Checkmarx)^(4)(8)(13)	First lien senior secured loan	L + 7.50%	4/16/2026		148,889		145,162			148,889			6.4	%
H&F Opportunities LUX III S.À R.L (dba Checkmarx)^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.50%	4/16/2026		-		(598	)		-			-	%
Forescout Technologies, Inc.^(4)(7)(13)	First lien senior secured loan	L + 9.50% (incl. 9.50% PIK)	8/17/2026		81,447		80,280			81,040			3.5	%
Forescout Technologies, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 8.50%	8/18/2025		-		(120	)		(42	)		-	%
Delta TopCo, Inc. (dba Infoblox, Inc.)^(4)(8)(13)	Second lien senior secured loan	L + 7.25%	12/1/2028		20,000		19,907			20,000			0.9	%
Ivanti Software, Inc.⁽⁴⁾⁽⁷⁾	Second lien senior secured loan	L + 8.50%	12/1/2028		21,000		20,409			20,685			0.9	%
					495,535		485,985			492,598			21.2	%
Thrifts & Mortgage Finance
Blend Labs, Inc.^(4)(13)	First lien senior secured loan	L + 7.50%	6/30/2026		112,500		109,750			109,913			4.7	%
Blend Labs, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.50%	6/30/2026		-		(125	)		(288	)		-	%
					112,500		109,625			109,625			4.7	%
Total non-controlled/non-affiliated portfolio company debt investments				$	3,554,650	$	3,502,651		$	3,537,903			151.6	%

Equity Investments
Aerospace & Defense
Space Exploration Technologies Corp.^(13)(18)(24)	Class A Common Stock	N/A	N/A		16,377		6,891			6,878			0.3	%
Space Exploration Technologies Corp.^(13)(18)(24)	Class C Common Stock	N/A	N/A		5,052		2,122			2,122			0.1	%
							9,013			9,000			0.4	%
Application Software
EShares, Inc. (dba Carta)^(18)(24)	Series E Preferred Stock	N/A	N/A		186,904		2,008			7,504			0.3	%
Diligent Preferred Issuer, Inc. (dba Diligent Corporation)^(13)(18)(24)	Preferred Stock	N/A	N/A		15,000,000		14,630			14,625			0.6	%
MessageBird BidCo B.V.^{(13)(18)(22)(24)}	Warrants	N/A	N/A		19,153		1,174			1,174			0.1	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

Company^(1)(19)(23)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾		Fair Value		Percentage of Net Assets
Nylas, Inc.^(18)(24)	Series C Preferred Stock	N/A	N/A		2,088,467		15,002		15,000		0.6	%
							32,814		38,303		1.6	%
Construction & Engineering
Skyline Holdco B, Inc. (dba Dodge Data & Analytics)^(13)(18)(24)	Series A Preferred Stock	N/A	N/A		3,333,333		5,000		5,000		0.2	%
							5,000		5,000		0.2	%
Consumer Finance
Remitly Global, Inc ^(18)(24)	Series E Preferred Stock	N/A	N/A		1,678,810		10,008		20,043		0.9	%
Remitly Global, Inc ^(18)(24)	Series F Preferred Stock	N/A	N/A		1,093,421		10,000		13,054		0.6	%
							20,008		33,097		1.5	%
Diversified Consumer Services
SLA Eclipse Co-Invest, L.P.^(18)(20)(24)	Series B Preferred Stock	N/A	N/A		1,641,929		15,153		25,680		1.1	%
							15,153		25,680		1.1	%
Hotels, Restaurants & Leisure
Toast, Inc.^(13)(18)(24)	Warrants	N/A	N/A		1,217,038		42,580		42,580		1.8	%
							42,580		42,580		1.8	%
Internet & Direct Marketing Retail
Kajabi Holdings, LLC^(18)(24)	Senior Preferred Class D Units	N/A	N/A		4,126,175		50,018		50,000		2.1	%
Klaviyo, Inc.^(18)(24)	Common Stock	N/A	N/A		1,198,270		40,011		40,000		1.7	%
Poshmark, Inc.^(14)(18)(24)	Common Stock	N/A	N/A		303,529		5,162		14,056		0.6	%
							95,191		104,056		4.4	%
IT Services
Replicated, Inc.^(18)(24)	Series C Preferred Stock	N/A	N/A		1,277,832		20,000		20,000		0.9	%
							20,000		20,000		0.9	%
Professional Services
Thunder Topco L.P. (dba Vector Solutions)^(13)(18)(24)	Common Units	N/A	N/A		7,500,000		7,500		7,500		0.3	%
							7,500		7,500		0.3	%
Systems Software
Algolia, Inc.^(18)(24)	Series C Preferred Stock	N/A	N/A		970,281		10,000		26,181		1.1	%
Circle Internet Services, Inc.^(18)(24)	Series D Preferred Stock	N/A	N/A		2,934,961		15,000		44,403		1.9	%
Circle Internet Services, Inc.^(18)(24)	Series E Preferred Stock	N/A	N/A		821,806		6,917		13,069		0.6	%
Circle Internet Services, Inc.^(18)(24)	Series F Preferred Stock	N/A	N/A		75,876		1,500		1,500		0.1	%
Circle Internet Services, Inc.^(18)(24)	Warrants	N/A	N/A		244,580		-		2,099		0.1	%
Exabeam, Inc.^(13)(18)(24)	Series F Preferred Stock	N/A	N/A		2,051,634		59,880		59,880		2.6	%
Exabeam, Inc.^(13)(18)(24)	Common Stock	N/A	N/A		1,289,034		35,741		35,741		1.5	%
Help SP SCF Investor, LP^(18)(24)	Preferred Stock	N/A	N/A		45,807,447		59,379		59,333		2.5	%
Illumio, Inc.^(18)(24)	Series F Preferred Stock	N/A	N/A		2,483,618		16,683		16,679		0.7	%
							205,100		258,885		11.1	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

Company^(1)(19)(23)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾		Fair Value		Percentage of Net Assets
Thrifts & Mortgage Finance
Blend Labs, Inc.^(13)(18)(24)	Series G Preferred Stock	N/A	N/A		650,861		3,000		3,000		0.1	%
							3,000		3,000		0.1	%
Total non-controlled/non-affiliated portfolio company equity investments						$	455,359	$	547,101		23.4	%
Total non-controlled/non-affiliated portfolio company investments						$	3,958,010	$	4,085,004		175.0	%

Non-controlled/affiliated portfolio company investments
Equity Investments
Application Software
SalesLoft, Inc.^{(13)(18)(21)(24)}	Series E Preferred Stock	N/A	N/A		8,660,919		49,075		54,100		2.3	%
SalesLoft, Inc.^{(13)(18)(21)(24)}	Common Stock	N/A	N/A		181,776		927		1,016		-	%
UserZoom Technologies, Inc.^(13)(18)(21)	Series B Preferred Stock	10.00% PIK	N/A		12,000,769		50,003		54,662		2.3	%
							100,005		109,778		4.6	%
Internet & Direct Marketing Retail
Signifyd Inc.^(18)(21)	Series E Preferred Stock	9.00% PIK	N/A		2,755,121		102,341		102,071		4.4	%
							102,341		102,071		4.4	%
Total non-controlled/affiliated portfolio company equity investments						$	202,346	$	211,849		9.0	%
Total non-controlled/affiliated portfolio company investments						$	202,346	$	211,849		9.0	%
Total Investments						$	4,160,356	$	4,296,853		184.0	%

________________

(1)	Unless otherwise indicated, all investments are considered Level 3 investments and are income producing.

(2)	The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.

(3)

As of June 30, 2021, the net estimated unrealized gain on investments for U.S. federal income tax purposes was $135.2 million based on a tax cost basis of $4.2 billion. As of June 30, 2021, the estimated aggregate gross unrealized loss for U.S. federal income tax purposes was $7.1 million and the estimated aggregate gross unrealized gain for U.S. federal income tax purposes was $142.3 million.

(4)

Loan contains a variable rate structure and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) (which can include one-, two-, three-, six-, or twelve-month LIBOR), British pound sterling LIBOR (“GBPLIBOR” or “G”), or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.

(5)	The interest rate on these loans is subject to 1 month LIBOR, which as of June 30, 2021 was 0.10%.

(6)	The interest rate on these loans is subject to 2 month LIBOR, which as of June 30, 2021 was 0.13%.

(7)	The interest rate on these loans is subject to 3 month LIBOR, which as of June 30, 2021 was 0.15%.

(8)	The interest rate on these loans is subject to 6 month LIBOR, which as of June 30, 2021 was 0.16%.

(9)	The interest rate on these loans is subject to 12 month LIBOR, which as of June 30, 2021 was 0.25%.

(10)	The interest rate on these loans is subject to 6 month Canadian Dollar Offered Rate (“CDOR” or “C”), which as of June 30, 2021 was 0.55%.

(11)	The interest rate on these loans is subject to Prime, which as of June 30, 2021 was 3.25%.

(12)	The interest rate on this loan is subject to 6 month GBPLIBOR, which as of June 30, 2021 was 0.11%.

(13)	Represents co-investment made with the Company’s affiliates in accordance with the terms of the exemptive relief that the Company relies on from the U.S. Securities and Exchange Commission. See Note 3 “Agreements and Related Party Transactions.”

(14)	Level 2 investment.

(15)	Position or portion thereof is an unfunded loan commitment. See Note 7 “Commitments and Contingencies”.

(16)	The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value is the result of the capitalized discount on the loan.

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

(17)	The date disclosed represents the commitment period of the unfunded term loan. Upon expiration of the commitment period, the funded portion of the term loan may be subject to a longer maturity date.

(18)

Security acquired in transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of June 30, 2021, the aggregate fair value of these securities is $835.1 million or 35.8% of the Company’s net assets. The acquisition dates of the restricted securities are as follows:

Portfolio Company	Investment	Acquisition Date
Algolia, Inc.	Series C Preferred Stock	August 30, 2019
Blend Labs, Inc.	Series G Preferred Stock	February 24, 2021
Circle Internet Services, Inc.	Series D Preferred Stock	May 20, 2019
Circle Internet Services, Inc.	Series E Preferred Stock	February 28, 2020
Circle Internet Services, Inc.	Series F Preferred Stock	May 4, 2021
Circle Internet Services, Inc.	Warrants	May 20, 2019
Diligent Preferred Issuer, Inc. (dba Diligent Corporation)	Preferred Stock	April 6, 2021
EShares, Inc. (dba Carta)	Series E Preferred Stock	August 1, 2019
Exabeam, Inc.	Series F Preferred Stock	May 13, 2021
Exabeam, Inc.	Common Stock	June 25, 2021
Help SP SCF Investor, LP	Preferred Stock	April 28, 2021
Illumio, Inc.	Series F Preferred Stock	June 23, 2021
Kajabi Holdings, LLC	Senior Preferred Class D Units	March 24, 2021
Klaviyo, Inc.	Common Stock	May 4, 2021
MessageBird BidCo B.V.	Warrants	May 5, 2021
Nylas, Inc.	Series C Preferred Stock	June 3, 2021
Poshmark, Inc.	Common Stock	February 28, 2019
Remitly Global, Inc.	Series E Preferred Stock	May 30, 2019
Remitly Global, Inc.	Series F Preferred Stock	August 3, 2020
Replicated, Inc.	Series C Preferred Stock	June 30, 2021
Robinhood Markets, Inc.	Convertible note	February 1, 2021
SalesLoft, Inc.	Common Stock	December 24, 2020
SalesLoft, Inc.	Series E Preferred Stock	December 24, 2020
Signifyd Inc.	Series E Preferred Stock	April 8, 2021
Skyline Holdco B, Inc. (dba Dodge Data & Analytics)	Series A Preferred Stock	April 14, 2021
Space Exploration Technologies Corp.	Class A Common Stock	March 25, 2021
Space Exploration Technologies Corp.	Class C Common Stock	March 25, 2021
SLA Eclipse Co-Invest, L.P.	Series B Preferred Stock	September 30, 2019
Thunder Topco L.P. (dba Vector Solutions)	Common Units	June 30, 2021
Toast, Inc.	Warrants	June 21, 2021
UserZoom Technologies, Inc.	Series B Preferred Stock	September 9, 2020

(19)	Unless otherwise indicated, the Company’s portfolio companies are pledged as collateral supporting the amounts outstanding under the Revolving Credit Facility, SPV Asset Facility I and CLO 2020-1. See Note 6 “Debt”.

(20)	Series B Preferred Stock is held indirectly through ownership in SLA Eclipse Co-Invest, L.P.

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of June 30, 2021

(Amounts in thousands, except share amounts)

(Unaudited)

(21)

Under the Investment Company Act of 1940, as amended (the "1940 Act"), the Company is deemed to be an “Affiliated Person” of, as defined in the 1940 Act, this portfolio company, as the Company owns more than 5% of the portfolio company’s outstanding voting securities. Transactions during the three months ended June 30, 2021 in which the Company was an Affiliated Person of the portfolio company are as follows:

Company	Fair Value at December 31, 2020		Gross Additions^(a)		Gross Reductions^(b)		Net Change in Unrealized Gain/(Loss)			Realized Gain/(Loss)		Transfers		Fair Value at June 30, 2021		Other Income		Interest Income
UserZoom Technologies, Inc.	$	50,000	$	1	$	—	$	4,661		$	—	$	—	$	54,662	$	595	$	—
SalesLoft, Inc.		50,000		2		—		5,114			—		—		55,116		—		—
Signifyd Inc.		—		102,341		—		(270	)		—		—		102,071		2,071		—
Total	$	100,000	$	102,344	$	—	$	9,505		$	—	$	—	$	211,849	$	2,666	$	—

(a)	Gross additions include increases in the cost basis of investments resulting from new investments, payment-in-kind interest or dividends, and the amortization of any unearned income or discounts on equity investments, as applicable.

(b)	Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, and the amortization of any premiums on equity investments, as applicable.

(22)

This portfolio company is not a qualifying asset under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of total assets. As of June 30, 2021, non-qualifying assets represented 16.4% of total assets as calculated in accordance with the regulatory requirements.

(23)

Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company.

(24)	Non-income producing investment.

(25)	Contains a fixed-rate structure.

The accompanying notes are an integral part of these consolidated financial statements.

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2020

(Amounts in thousands, except share amounts)

Company^(1)(19)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
Portfolio company debt investments
Buildings and real estate
Reef Global, Inc. (fka Cheese Acquisition, LLC)^(4)(8)(13)	First lien senior secured loan	L + 6.0% (incl. 1.25% PIK)	11/28/2024	$	37,292	$	36,931		$	35,614			2.4	%
Reef Global, Inc. (fka Cheese Acquisition, LLC)^{(4)(5)(13)(15)}	First lien senior secured revolving loan	L + 4.75%	11/28/2023		3,052		3,026			2,847			0.2	%
Imperial Parking Canada^(4)(10)(13)	First lien senior secured loan	C + 6.25% (incl. 1.25% PIK)	11/28/2024		7,708		7,378			7,361			0.5	%
					48,052		47,335			45,822			3.1	%
Business services
Apptio, Inc.^(4)(8)(13)	First lien senior secured loan	L + 7.25%	1/10/2025		59,901		58,794			59,602			4.0	%
Apptio, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.25%	1/10/2025		-		(44	)		(16	)		-	%
Certify, Inc.⁽⁴⁾⁽⁵⁾	First lien senior secured loan	L + 5.75%	2/28/2024		57,039		56,529			56,753			3.8	%
Certify, Inc.^(4)(5)(15)	First lien senior secured revolving loan	L + 5.75%	2/28/2024		570		552			559			-	%
Circle Internet Services, Inc.⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 8.00%	5/22/2023		25,000		24,903			25,000			1.7	%
ConnectWise, LLC^(4)(7)(13)	First lien senior secured loan	L + 5.25%	2/28/2025		126,689		125,512			126,689			8.4	%
ConnectWise, LLC^{(4)(5)(13)(15)}	First lien senior secured revolving loan	L + 5.25%	2/28/2025		3,476		3,354			3,476			0.2	%
Diligent Corporation⁽⁴⁾⁽⁸⁾	First lien senior secured loan	L + 6.25%	8/4/2025		18,813		18,374			18,436			1.2	%
Diligent Corporation^{(4)(15)(16)(17)}	First lien senior secured delayed draw term loan	L + 6.25%	2/4/2022		-		(105	)		(91	)		-	%
Diligent Corporation^(4)(15)(16)	First lien senior secured revolving loan	L + 6.25%	8/4/2025		-		(35	)		(30	)		-	%
Hyland Software, Inc.^(4)(5)(13)	Second lien senior secured loan	L + 7.00%	7/7/2025		32,940		32,547			33,131			2.2	%
GS Acquisitionco, Inc. (dba insightsoftware)⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 5.75%	5/24/2024		40,704		40,303			40,092			2.7	%
GS Acquisitionco, Inc. (dba insightsoftware)^{(4)(8)(15)(17)}	First lien senior secured delayed draw term loan	L + 5.75%	12/2/2021		1,957		1,913			1,910			0.1	%
GS Acquisitionco, Inc. (dba insightsoftware)^(4)(15)(16)	First lien senior secured revolving loan	L + 5.75%	5/24/2024		-		(27	)		(43	)		-	%
Kaseya Traverse Inc.⁽⁴⁾⁽⁸⁾	First lien senior secured loan	L + 7.00% (incl. 3.00% PIK)	5/2/2025		36,336		35,824			36,065			2.4	%
Kaseya Traverse Inc.^(4)(8)(15)	First lien senior secured revolving loan	L + 6.50%	5/2/2025		1,201		1,165			1,182			0.1	%
Kaseya Traverse Inc.^{(4)(15)(16)(17)}	First lien senior secured delayed draw term loan	L + 7.00% (incl. 3.00% PIK)	3/4/2022		-		(29	)		-			-	%
Paysimple, Inc.⁽⁴⁾⁽⁵⁾	First lien senior secured loan	L + 5.50%	8/23/2025		44,734		44,103			43,280			2.9	%
Paysimple, Inc.⁽⁴⁾⁽⁵⁾	First lien senior secured delayed draw term loan	L + 5.50%	8/23/2025		14,558		14,312			14,085			0.9	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2020

(Amounts in thousands, except share amounts)

Company^(1)(19)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
SURF HOLDINGS, LLC (dba Sophos Group plc)^{(4)(7)(13)(22)}	Second lien senior secured loan	L + 8.00%	3/6/2028		50,481		49,322			49,976			3.3	%
					514,399		507,267			510,056			33.9	%
Data and information services
Barracuda Networks, Inc.^(4)(7)(13)	Second lien senior secured loan	L + 6.75%	10/30/2028		7,500		7,426			7,425			0.5	%
Delta TopCo, Inc. (dba Infoblox, Inc.)^(4)(8)(13)	Second lien senior secured loan	L + 7.25%	12/1/2028		20,000		19,902			19,900			1.3	%
Forescout Technologies, Inc.^(4)(7)(13)	First lien senior secured loan	L + 9.50% (incl. 9.50% PIK)	8/17/2026		77,692		76,441			76,721			5.1	%
Forescout Technologies, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 8.50%	8/18/2025		-		(135	)		(104	)		-	%
Granicus, Inc.^(4)(8)(13)	First lien senior secured loan	L + 8.00%	8/21/2026		65,097		63,544			65,749			4.4	%
Granicus, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.00%	8/21/2026		-		(97	)		-			-	%
H&F Opportunities LUX III S.À R.L (dba Checkmarx)^{(4)(8)(13)(22)}	First lien senior secured loan	L + 7.75%	4/16/2026		125,000		121,597			124,687			8.3	%
H&F Opportunities LUX III S.À R.L (dba Checkmarx)^{(4)(13)(15)(16)(22)}	First lien senior secured revolving loan	L + 7.75%	4/16/2026		-		(660	)		(63	)		-	%
Ivanti Software, Inc.⁽⁴⁾⁽⁷⁾	Second lien senior secured loan	L + 8.50%	10/30/2028		21,000		20,379			20,370			1.4	%
Litera Bidco LLC^(4)(5)(13)	First lien senior secured loan	L + 5.25%	5/29/2026		121,053		119,613			120,449			8.0	%
Litera Bidco LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.25%	5/30/2025		-		(80	)		(41	)		-	%
Maverick Bidco Inc.⁽⁴⁾⁽⁸⁾	First lien senior secured loan	L + 6.25%	4/28/2023		29,502		28,690			28,910			1.9	%
Maverick Bidco Inc.^{(4)(15)(16)(17)}	First lien senior secured delayed draw term loan	L + 6.25%	11/6/2021		-		(83	)		(136	)		-	%
					466,844		456,537			463,867			30.9	%
Education
Dude Solutions Holdings, Inc.⁽⁴⁾⁽⁸⁾	First lien senior secured loan	L + 7.50%	6/13/2025		58,699		57,651			57,818			3.9	%
Dude Solutions Holdings, Inc.⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 7.50%	11/30/2026		14,059		13,609			13,848			0.9	%
Dude Solutions Holdings, Inc.^(4)(15)(16)	First lien senior secured revolving loan	L + 7.50%	6/13/2025		-		(115	)		(104	)		-	%
Instructure, Inc. ^(4)(7)(13)	First lien senior secured loan	L + 7.00%	3/24/2026		112,881		111,201			112,881			7.5	%
Instructure, Inc. ^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.00%	3/24/2026		-		(81	)		-			-	%
Lightning Midco, LLC (dba Vector Solutions)^(4)(8)(13)	First lien senior secured loan	L + 5.50%	11/21/2025		103,058		102,301			102,543			6.9	%
Lightning Midco, LLC (dba Vector Solutions)^{(4)(8)(13)(15)}	First lien senior secured revolving loan	L + 5.50%	11/21/2023		3,272		3,214			3,222			0.2	%
					291,969		287,780			290,208			19.4	%
eCommerce and digital marketplaces
Poshmark, Inc.⁽¹⁸⁾	Convertible Note	0%	9/15/2023		50,000		51,653			52,500			3.5	%
					50,000		51,653			52,500			3.5	%
Financial services
AxiomSL Group, Inc.^(4)(7)(13)	First lien senior secured loan	L + 6.50%	12/3/2027		107,263		105,668			105,654			7.1	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2020

(Amounts in thousands, except share amounts)

Company^(1)(19)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
AxiomSL Group, Inc.^{(4)(7)(13)(15)(16)}	First lien senior secured revolving loan	L + 6.50%	12/3/2025		-		(188	)		(191	)		-	%
Hg Genesis 8 Sumoco Limited^{(4)(12)(13)(22)}	Unsecured Facility	G+ 7.50% (incl. 7.50% PIK)	8/28/2025		68,347		65,713			69,373			4.6	%
Smarsh Inc.⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 8.25%	11/20/2025		31,950		31,323			31,311			2.1	%
Transact Holdings, Inc.^(4)(5)(13)	First lien senior secured loan	L + 4.75%	4/30/2026		8,888		8,781			8,688			0.6	%
					216,448		211,297			214,835			14.4	%
Food and beverage
DoorDash, Inc.⁽¹⁸⁾	Convertible Note	10.00% PIK	3/1/2025		108,048		106,934			109,129			7.3	%
Toast, Inc.⁽¹⁸⁾	Convertible Note	8.50% (incl. 4.25% PIK)	6/15/2027		153,382		152,154			157,600			10.4	%
					261,430		259,088			266,729			17.7	%
Healthcare technology
VVC Holdings Corp. (dba Athenahealth, Inc.)^{(4)(5)(13)(14)}	First lien senior secured loan	L + 4.50%	2/11/2026		19,694		19,388			19,641			1.3	%
Bracket Intermediate Holding Corp.^(4)(7)(13)	First lien senior secured loan	L + 4.25%	9/5/2025		397		369			390			-	%
Bracket Intermediate Holding Corp.^(4)(7)(13)	Second lien senior secured loan	L + 8.13%	9/7/2026		20,000		19,686			19,500			1.3	%
Datix Bidco Limited (dba RLDatix)^{(4)(8)(13)(22)}	First lien senior secured loan	L + 5.00%	4/19/2025		10,000		9,767			9,800			0.7	%
Datix Bidco Limited (dba RLDatix)^{(4)(8)(13)(22)}	Second lien senior secured loan	L + 8.50%	4/19/2026		20,000		19,516			19,600			1.3	%
Definitive Healthcare Holdings, LLC^(4)(7)(13)	First lien senior secured loan	L + 5.50%	7/16/2026		98,867		98,066			97,878			6.5	%
Definitive Healthcare Holdings, LLC^{(4)(7)(13)(15)}	First lien senior secured delayed draw term loan	L + 5.50%	7/16/2021		3,903		3,766			3,864			0.3	%
Definitive Healthcare Holdings, LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.50%	7/16/2024		-		(38	)		(54	)		-	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)^{(4)(7)(13)(22)}	First lien senior secured loan	L + 6.25%	2/20/2026		87,452		86,472			86,141			5.8	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)^{(4)(7)(13)(17)(22)}	First lien senior secured delayed draw term loan	L + 6.25%	2/20/2026		3,017		2,984			2,971			0.2	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)^{(4)(7)(13)(15)(22)}	First lien senior secured revolving loan	L + 6.25%	2/20/2026		1,501		1,421			1,388			0.1	%
Interoperability Bidco, Inc.^(4)(7)(13)	First lien senior secured loan	L + 5.75%	6/25/2026		95,052		94,075			91,963			6.1	%
Interoperability Bidco, Inc.^{(4)(13)(15)(16)(17)}	First lien senior secured delayed draw term loan	L + 5.75%	6/25/2021		-		(10	)		(213	)		-	%
Interoperability Bidco, Inc.^(4)(7)(13)	First lien senior secured revolving loan	L + 5.75%	6/25/2024		5,000		4,957			4,838			0.3	%
Project Ruby Ultimate Parent Corp.^(4)(5)(13)	First lien senior secured loan	L + 4.25%	2/9/2024		11,737		11,562			11,561			0.8	%
Project Ruby Ultimate Parent Corp.^(4)(5)(13)	Second lien senior secured loan	L + 8.25%	2/9/2025		12,800		12,545			12,544			0.8	%
					389,420		384,526			381,812			25.5	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2020

(Amounts in thousands, except share amounts)

Company^(1)(19)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾			Fair Value			Percentage of Net Assets
Human resource support services
The Ultimate Software Group, Inc.^(4)(7)(13)	Second lien senior secured loan	L + 6.75%	5/3/2027		2,500		2,477			2,550			0.2	%
					2,500		2,477			2,550			0.2	%
Insurance
Asurion, LLC^{(4)(5)(13)(14)}	Second lien senior secured loan	L + 6.50%	8/4/2025		23,186		22,466			23,332			1.6	%
Integrity Marketing Acquisition, LLC^(4)(8)(13)	First lien senior secured loan	L + 5.75%	8/27/2025		55,701		54,926			54,866			3.7	%
Integrity Marketing Acquisition, LLC^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 5.75%	8/27/2025		-		(43	)		(56	)		-	%
					78,887		77,349			78,142			5.3	%
Internet and digital media
Acquia Inc.⁽⁴⁾⁽⁸⁾	First lien senior secured loan	L + 7.00%	10/31/2025		110,246		109,317			109,694			7.3	%
Acquia Inc.^(4)(15)(16)	First lien senior secured revolving loan	L + 7.00%	10/31/2025		-		(95	)		(59	)		-	%
					110,246		109,222			109,635			7.3	%
Leisure and entertainment
Airbnb, Inc.⁽⁴⁾⁽⁷⁾	First lien senior secured loan	L + 7.50%	4/17/2025		24,875		24,320			26,865			1.8	%
MINDBODY, Inc.^(4)(8)(13)	First lien senior secured loan	L + 8.50% (incl. 1.50% PIK)	2/14/2025		68,455		67,955			62,979			4.2	%
MINDBODY, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.00%	2/14/2025		-		(49	)		(572	)		-	%
					93,330		92,226			89,272			6.0	%
Manufacturing
BCTO BSI Buyer, Inc. (dba Buildertrend)^(4)(7)(13)	First lien senior secured loan	L + 7.00%	12/23/2026		62,500		61,877			61,875			4.1	%
BCTO BSI Buyer, Inc. (dba Buildertrend)^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 7.00%	12/23/2026		-		(75	)		(75	)		-	%
					62,500		61,802			61,800			4.1	%
Oil and gas
3ES Innovation Inc. (dba Aucerna)^{(4)(7)(13)(22)}	First lien senior secured loan	L + 5.75%	5/13/2025		46,739		46,289			45,337			3.0	%
3ES Innovation Inc. (dba Aucerna)^{(4)(13)(15)(16)(22)}	First lien senior secured revolving loan	L + 5.75%	5/13/2025		-		(42	)		(137	)		-	%
Project Power Buyer, LLC (dba PEC-Veriforce)^(4)(7)(13)	First lien senior secured loan	L + 6.25%	5/14/2026		53,591		52,987			53,055			3.5	%
Project Power Buyer, LLC (dba PEC-Veriforce)^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 6.25%	5/14/2025		-		(34	)		(38	)		-	%
					100,330		99,200			98,217			6.5	%
Professional services
Gerson Lehrman Group, Inc.^(4)(7)(13)	First lien senior secured loan	L + 4.75%	12/12/2024		45,731		45,348			45,731			3.1	%
Gerson Lehrman Group, Inc.^{(4)(13)(15)(16)}	First lien senior secured revolving loan	L + 4.25%	12/12/2024		-		(24	)		-			-	%
					45,731		45,324			45,731			3.1	%
Technology infrastructure
BCPE Nucleon (DE) SPV, LP^(4)(7)(13)	First lien senior secured loan	L + 7.00%	9/24/2026		150,000		147,765			147,750			9.9	%
					150,000		147,765			147,750			9.9	%
Total portfolio company debt investments				$	2,882,086	$	2,840,848		$	2,858,926			190.8	%

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2020

(Amounts in thousands, except share amounts)

Company^(1)(19)	Investment	Interest	Maturity Date	Par / Units		Amortized Cost⁽²⁾⁽³⁾		Fair Value		Percentage of Net Assets
Portfolio company equity investments
Business services
Circle Internet Services, Inc.⁽¹⁸⁾	Series D Preferred Stock				2,934,961	$	15,000	$	26,415		1.8	%
Circle Internet Services, Inc.⁽¹⁸⁾	Series E Preferred Stock				821,806		6,917		7,396		0.5	%
Circle Internet Services, Inc.⁽¹⁸⁾	Warrants				244,580		-		1,188		0.1	%
SLA Eclipse Co-Invest, L.P.^(18)(20)	Series B Preferred Stock				1,641,929		15,153		16,950		1.1	%
					5,643,276		37,070		51,949		3.5	%
eCommerce and digital marketplaces
Poshmark, Inc.⁽¹⁸⁾	Common Stock				303,529		5,162		6,829		0.5	%
					303,529		5,162		6,829		0.5	%
Financial services
eShares, Inc. (dba Carta)⁽¹⁸⁾	Series E Preferred Stock				186,904		2,008		3,106		0.2	%
Remitly Global, Inc ⁽¹⁸⁾	Series E Preferred Stock				1,678,810		10,008		13,689		0.9	%
Remitly Global, Inc ⁽¹⁸⁾	Series F Preferred Stock				1,093,421		10,000		10,000		0.7	%
					2,959,135		22,016		26,795		1.8	%
Technology infrastructure
Algolia, Inc.⁽¹⁸⁾	Series C Preferred Stock				970,281		10,000		12,838		0.9	%
SalesLoft, Inc.^(13)(18)(21)	Series E Preferred Stock				8,660,919		49,073		49,073		3.3	%
SalesLoft, Inc.^(13)(18)(21)	Common Stock				181,776		927		927		0.1	%
UserZoom Technologies, Inc.^(13)(18)(21)	Series B Preferred Stock				12,000,769		50,002		50,000		3.3	%
					21,813,745		110,002		112,838		7.6	%
Total portfolio company equity investments						$	174,250	$	198,411		13.4	%
Total Investments						$	3,015,098	$	3,057,337		204.2	%

________________

(1)	Unless otherwise indicated, all investments are considered Level 3 investments.

(2)	The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.

(3)

As of December 31, 2020, the net estimated unrealized gain on investments for U.S. federal income tax purposes was $41.0 million based on a tax cost basis of $3.0 billion. As of December 31, 2020, the estimated aggregate gross unrealized loss for U.S. federal income tax purposes was $12.8 million and the estimated aggregate gross unrealized gain for U.S. federal income tax purposes was $53.8 million.

(4)

Loan contains a variable rate structure and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) (which can include one-, two-, three-, six-, or twelve-month LIBOR), British Pound Sterling LIBOR (“GBPLIBOR” or “G”), or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.

(5)	The interest rate on these loans is subject to 1 month LIBOR, which as of December 31, 2020 was 0.14%.

(6)	The interest rate on these loans is subject to 2 month LIBOR, which as of December 31, 2020 was 0.19%.

(7)	The interest rate on these loans is subject to 3 month LIBOR, which as of December 31, 2020 was 0.24%.

(8)	The interest rate on these loans is subject to 6 month LIBOR, which as of December 31, 2020 was 0.26%.

(9)	The interest rate on these loans is subject to 12 month LIBOR, which as of December 31, 2020 was 0.34%.

(10)	The interest rate on these loans is subject to 6 month Canadian Dollar Offered Rate (“CDOR” or “C”), which as of December 31, 2020 was 0.62%.

(11)	The interest rate on these loans is subject to Prime, which as of December 31, 2020 was 3.25%.

(12)	The interest rate on this loan is subject to 6 month GBPLIBOR, which as of December 31, 2020 was 0.03%.

(13)	Represents co-investment made with the Company’s affiliates in accordance with the terms of the exemptive relief that the Company relies on from the U.S. Securities and Exchange Commission. See Note 3 “Agreements and Related Party Transactions.”

Owl Rock Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2020

(Amounts in thousands, except share amounts)

(14)	Level 2 investment.

(15)	Position or portion thereof is an unfunded loan commitment. See Note 7 “Commitments and Contingencies”.

(16)	The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value is the result of the capitalized discount on the loan.

(17)	The date disclosed represents the commitment period of the unfunded term loan. Upon expiration of the commitment period, the funded portion of the term loan may be subject to a longer maturity date.

(18)

Security acquired in transaction exempt from registration under the Securities Act of 1933 and may be deemed to be “restricted securities” under the Securities Act. As of December 31, 2020, the aggregate fair value of these securities is $517.6 million or 34.6% of the Company’s net assets. The acquisition dates of the restricted securities are as follows:

Portfolio Company	Investment	Acquisition Date
Algolia, Inc.	Series C Preferred Stock	August 30, 2019
Circle Internet Services, Inc.	Series D Preferred Stock	May 20, 2019
Circle Internet Services, Inc.	Series E Preferred Stock	February 28, 2020
Circle Internet Services, Inc.	Warrants	May 20, 2019
DoorDash, Inc.	Convertible Note	February 19, 2020
eShares, Inc. (dba Carta)	Series E Preferred Stock	August 1, 2019
Poshmark, Inc.	Convertible Note	September 15, 2020
Poshmark, Inc.	Common Stock	February 28, 2019
Remitly Global, Inc.	Series E Preferred Stock	May 30, 2019
Remitly Global, Inc.	Series F Preferred Stock	August 3, 2020
SalesLoft, Inc.	Common Stock	December 24, 2020
SalesLoft, Inc.	Series E Preferred Stock	December 24, 2020
SLA Eclipse Co-Invest, L.P.	Series B Preferred Stock	September 30, 2019
Toast, Inc.	Convertible Note	June 19, 2020
UserZoom Technologies, Inc.	Series B Preferred Stock	September 9, 2020

(19)	Unless otherwise indicated, the Company’s portfolio companies are pledged as collateral supporting the amounts outstanding under the Revolving Credit Facility, SPV Asset Facility I and CLO 2020-1. See Note 6 “Debt”.

(20)	Series B Preferred Stock is held indirectly through ownership in SLA Eclipse Co-Invest, L.P.

(21)

Under the 1940 Act, the Company is deemed to be an “Affiliated Person” of, as defined in the 1940 Act, this portfolio company, as the Company owns more than 5% of the portfolio company’s outstanding voting securities. Transactions during the year ended December 31, 2020 in which the Company was an Affiliated Person of the portfolio company are as follows:

Company	Fair Value at December 31, 2019		Gross Additions^(a)		Gross Reductions^(b)		Net Change in Unrealized Gain/(Loss)			Realized Gain/(Loss)		Transfers		Fair Value at December 31, 2020		Other Income		Interest Income
UserZoom Technologies, Inc.	$	—	$	50,002	$	—	$	(2	)	$	—	$	—	$	50,000	$	375	$	—
SalesLoft, Inc.		—		50,000		—		—			—		—		50,000		—		—
Total	$	—	$	100,002	$	—	$	(2	)	$	—	$	—	$	100,000	$	375	$	—

(a)	Gross additions include increases in the cost basis of investments resulting from new investments, payment-in-kind interest or dividends, and the amortization of any unearned income or discounts on debt investments, as applicable.

(b)	Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, and the amortization of any premiums on debt investments, as applicable.

(22)

This portfolio company is not a qualifying asset under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of total assets. As of December 31, 2020, non-qualifying assets represented 12.8% of total assets as calculated in accordance with the regulatory requirements.

The accompanying notes are an integral part of these consolidated financial statements.

Owl Rock Technology Finance Corp.

Consolidated Statements of Changes in Net Assets

(Amounts in thousands)

(Unaudited)

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2021			2020			2021			2020
Increase (Decrease) in Net Assets Resulting from Operations
Net investment income (loss)	$	43,758		$	21,816		$	69,176		$	37,631
Net change in unrealized gain (loss)		51,092			44,319			92,916			(11,681	)
Realized gain (loss)		49,910			(3	)		50,938			(31	)
Net Increase (Decrease) in Net Assets Resulting from Operations		144,760			66,132			213,030			25,919
Distributions
Distributions declared from earnings		(33,848	)		(19,675	)		(62,040	)		(34,106	)
Net Decrease in Net Assets Resulting from Shareholders' Distributions		(33,848	)		(19,675	)		(62,040	)		(34,106	)
Capital Share Transactions
Issuance of common shares		425,000			424,840			674,991			636,226
Reinvestment of distributions		7,383			4,067			12,952			7,412
Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions		432,383			428,907			687,943			643,638
Total Increase/(Decrease) in Net Assets		543,295			475,364			838,933			635,451
Net Assets, at beginning of period		1,792,517			937,259			1,496,879			777,172
Net Assets, at end of period	$	2,335,812		$	1,412,623		$	2,335,812		$	1,412,623

The accompanying notes are an integral part of these consolidated financial statements.

Owl Rock Technology Finance Corp.

Consolidated Statements of Cash Flows

(Amounts in thousands)

(Unaudited)

	For the Six Months Ended June 30,
	2021			2020
Cash Flows from Operating Activities
Net Increase (Decrease) in Net Assets Resulting from Operations	$	213,030		$	25,919
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:
Purchases of investments, net		(1,837,028	)		(863,674	)
Proceeds from investments and investment repayments, net		767,982			177,676
Net amortization of discount on investments		(13,215	)		(3,688	)
Net change in unrealized (gain) loss on investments		(93,871	)		11,684
Net change in unrealized (gains) losses on translation of assets and liabilities in foreign currencies		955			(3	)
Net realized (gain) loss on investments		(49,974	)		28
Net realized (gain) loss on foreign currency transactions relating to investments		(5	)		3
Paid-in-kind interest		(10,946	)		(4,168	)
Paid-in-kind dividend		(2,071	)		—
Amortization of debt issuance costs		4,109			1,583
Amortization of offering costs		201			159
Changes in operating assets and liabilities:
(Increase) decrease in interest receivable		(9,617	)		(5,117	)
(Increase) decrease in dividend income receivable		(595	)		—
(Increase) decrease in prepaid expenses and other assets		(1,126	)		47
Increase (decrease) in management fee payable		1,406			977
Increase (decrease) in incentive fee payable		17,879			1,045
Increase (decrease) in payables to affiliates		(217	)		(88	)
Increase (decrease) in payable for investments purchased		109,750			5,252
Increase (decrease) in accrued expenses and other liabilities		7,078			962
Net cash used in operating activities		(896,275	)		(651,403	)
Cash Flows from Financing Activities
Borrowings on debt		1,732,557			1,131,850
Payments on debt		(1,238,000	)		(1,011,500	)
Debt issuance costs		(9,630	)		(389	)
Proceeds from issuance of common shares (net of change in subscriptions receivable)		665,339			636,226
Offering costs paid		(73	)		(202	)
Distributions paid		(36,347	)		(18,795	)
Net cash provided by financing activities		1,113,846			737,190
Net increase (decrease) in cash		217,571			85,787
Cash, beginning of period		82,236			142,363
Cash, end of period	$	299,807		$	228,150

Supplemental and Non-Cash Information
Interest paid during the period	$	33,200		$	11,161
Distributions declared during the period	$	62,040		$	34,106
Reinvestment of distributions during the period	$	12,952		$	7,412
Distribution payable	$	33,848		$	19,675
Subscription receivable	$	9,652		$	—
Taxes, including excise tax, paid during the period	$	324		$	108

The accompanying notes are an integral part of these consolidated financial statements.

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited)

Note 1. Organization

Owl Rock Technology Finance Corp. (the “Company”) is a Maryland corporation formed on July 12, 2018. The Company was formed primarily to originate and make debt and equity investments in technology-related companies based primarily in the United States. The Company intends to originate and invest in senior secured or unsecured loans, subordinated loans or mezzanine loans, and equity-related securities including common equity, warrants, preferred stock and similar forms of senior equity, which may or may not be convertible into a portfolio company’s common equity. The Company’s investment objective is to maximize total return by generating current income from its debt investments and other income producing securities, and capital appreciation from its equity and equity-linked investments. The Company intends to invest in a broad range of established and high growth technology companies that are capitalizing on the large and growing demand for technology products and services. These companies use technology extensively to improve business processes, applications and opportunities or seek to grow through technological developments and innovations. These companies operate in technology-related industries or sectors which include, but are not limited to, application software, systems software, healthcare information technology, technology services and infrastructure, financial technology and internet and digital media. Within each industry or sector, the Company intends to invest in companies that are developing or offering goods and services to businesses and consumers which utilize scientific knowledge, including techniques, skills, methods, devices and processes, to solve problems. The Company refers to all of these companies as “technology-related” companies and intends, under normal circumstances, to invest at least 80% of the value of its total assets in such businesses.

The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for tax purposes, the Company is treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Because the Company has elected to be regulated as a BDC and qualifies as a RIC under the Code, the Company’s portfolio is subject to diversification and other requirements.

On September 24, 2018, the Company formed a wholly-owned subsidiary, OR Tech Lending LLC, a Delaware limited liability company. From time to time the Company may form wholly-owned subsidiaries to facilitate the normal course of business.

Owl Rock Technology Advisors LLC (the “Adviser”) serves as the Company’s investment adviser, an indirect subsidiary of Blue Owl Capital, Inc. ("Blue Owl") (NYSE: OWL) and part of Owl Rock, a division of Blue Owl focused on direct lending. The Adviser is registered with the Securities and Exchange Commission (“SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Subject to the overall supervision of the Company’s board of directors (the “Board”), the Adviser manages the day-to-day operations of, and provides investment advisory and management services to, the Company.

Through August 1, 2021, the Company conducted private offerings (each, a “Private Offering”) of its common shares to accredited investors in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended, (the “Securities Act”). At the closing of each Private Offering, each investor made a capital commitment (a “Capital Commitment”) to purchase shares of the Company’s common stock pursuant to a subscription agreement entered into with the Company. Until the earlier of an Exchange Listing (as defined below) or the end of the Commitment Period (as defined below), investors are required to fund drawdowns to purchase shares of the Company’s common stock up to the amount of their respective Capital Commitment on an as-needed basis each time the Company delivers a drawdown notice to its investors. The initial closing of the Private Offering occurred on August 10, 2018 (the “Initial Closing”). Prior to the listing of our common stock on a national securities exchange (an “Exchange Listing”), the Adviser may, in its sole discretion, permit one or more additional closings (“Subsequent Closings”) as additional Capital Commitments are obtained (the conclusion of all Subsequent Closings, if any, the “Final Closing”). The “Commitment Period” will continue until the earlier of the (i) five year anniversary of the Final Closing and (ii) the seven year anniversary of the Initial Closing. If the Company has not consummated an Exchange Listing by the end of the Commitment Period, subject to extension of two additional one-year periods, in the sole discretion of the Board, the Board (subject to any necessary shareholder approvals and applicable requirements of the 1940 Act) will use its commercially reasonable efforts to wind down and/or liquidate and dissolve the Company in an orderly manner.

On August 10, 2018, the Company commenced its loan origination and investment activities contemporaneously with the initial drawdown from investors in the Private Offering. In September 2018, the Company made its first portfolio company investment.

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

Note 2. Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies. In the opinion of management, all adjustments considered necessary for the fair presentation of the consolidated financial statements have been included. The Company was initially capitalized on August 7, 2018 and commenced operations on August 10, 2018. The Company’s fiscal year ends on December 31.

The Company reclassified the industry groupings of its portfolio companies as of June 30, 2021, presented in the accompanying consolidated financial statements to align with the Global Industry Classification Standards (“GICS”), where applicable. These reclassifications had no impact on prior periods' net earnings or stockholders' equity.

Use of Estimates

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual amounts could differ from those estimates and such differences could be material.

Cash

Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company deposits its cash with highly-rated banking corporations and, at times, may exceed the insured limits under applicable law.

Investments at Fair Value

Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds received and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.

Investments for which market quotations are readily available are typically valued at the bid price of those market quotations. To validate market quotations, the Company utilizes a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. Debt and equity securities that are not publicly traded or whose market prices are not readily available, as is the case for substantially all of the Company’s investments, are valued at fair value as determined in good faith by the Board, based on, among other things, the input of the Adviser, the Company’s audit committee and independent third-party valuation firm(s) engaged at the direction of the Board.

As part of the valuation process, the Board takes into account relevant factors in determining the fair value of the Company’s investments, including: the estimated enterprise value of a portfolio company (i.e., the total fair value of the portfolio company’s debt and equity), the nature and realizable value of any collateral, the portfolio company’s ability to make payments based on its earnings and cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase or sale transaction, public offering or subsequent equity sale occurs, the Board considers whether the pricing indicated by the external event corroborates its valuation.

The Board undertakes a multi-step valuation process, which includes, among other procedures, the following:

•

With respect to investments for which market quotations are readily available, those investments will typically be valued at the bid price of those market quotations;

•

With respect to investments for which market quotations are not readily available, the valuation process begins with the independent valuation firm(s) providing a preliminary valuation of each investment to the Adviser’s valuation committee;

•

Preliminary valuation conclusions are documented and discussed with the Adviser’s valuation committee. Agreed upon valuation recommendations are presented to the Audit Committee;

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

•

The Audit Committee reviews the valuation recommendations and recommends values for each investment to the Board; and

•

The Board reviews the recommended valuations and determines the fair value of each investment.

The Company conducts this valuation process on a quarterly basis.

The Company applies Financial Accounting Standards Board Accounting Standards Codification 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC 820, these levels are summarized below:

•

Level 1 – Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

•

Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

•

Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfer occurs. In addition to using the above inputs in investment valuations, the Company applies the valuation policy approved by its Board that is consistent with ASC 820. Consistent with the valuation policy, the Company evaluates the source of the inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (such as broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, the Company, or the independent valuation firm(s), reviews pricing support provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material.

In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected herein.

Rule 2a-5 under the 1940 Act was recently adopted by the SEC and establishes requirements for determining fair value in good faith for purposes of the 1940 Act. The Company intends to comply with the new rule’s requirements on or before the compliance date in September 2022.

Foreign Currency

Foreign currency amounts are translated into U.S. dollars on the following basis:

•

cash, fair value of investments, outstanding debt, other assets and liabilities: at the spot exchange rate on the last business day of the period; and

•

purchases and sales of investments, borrowings and repayments of such borrowings, income and expenses: at the rates of exchange prevailing on the respective dates of such transactions.

The Company includes net changes in fair values on investments held resulting from foreign exchange rate fluctuations with the change in unrealized gains (losses) on translation of assets and liabilities in foreign currencies on the Consolidated Statements of Operations. The Company’s current approach to hedging the foreign currency exposure in its non-U.S. dollar denominated investments is primarily to borrow the par amount in local currency under the Company’s Revolving Credit Facility to fund these

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

investments. Fluctuations arising from the translation of foreign currency borrowings are included with the net change in unrealized gains (losses) on translation of assets and liabilities in foreign currencies on the Consolidated Statements of Operations.

Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. dollar.

Interest and Dividend Income Recognition

Interest income is recorded on the accrual basis and includes amortization of discounts or premiums. Certain investments may have contractual payment-in-kind (“PIK”) interest or dividends. PIK interest represents accrued interest that is added to the principal amount of the investment on the respective interest payment dates rather than being paid in cash and generally becomes due at maturity. Discounts and premiums to par value on securities purchased are amortized into interest income over the contractual life of the respective security using the effective yield method. The amortized cost of investments represents the original cost adjusted for the amortization of discounts or premiums, if any. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period.

Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. If at any point the Company believes PIK interest is not expected to be realized, the investment generating PIK interest will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest or dividends are generally reversed through interest income. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of June 30, 2021, no investments are on non-accrual status.

Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies.

Other Income

From time to time, the Company may receive fees for services provided to portfolio companies. These fees are generally only available to the Company as a result of closing investments, are generally paid at the closing of the investments, are generally non-recurring and are recognized as revenue when earned upon closing of the investment. The services that the Adviser provides vary by investment, but can include closing, work, diligence or other similar fees and fees for providing managerial assistance to the Company’s portfolio companies.

Organization Expenses

Costs associated with the organization of the Company are expensed as incurred. These expenses consist primarily of legal fees and other costs of organizing the Company.

Offering Expenses

Costs associated with the offering of common shares of the Company are capitalized as deferred offering expenses and are included in prepaid expenses and other assets in the Consolidated Statements of Assets and Liabilities and are amortized over a twelve-month period from incurrence. Expenses for any additional offerings are deferred and amortized as incurred. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s share offerings, the preparation of the Company’s registration statement, and registration fees.

Debt Issuance Costs

The Company records origination and other expenses related to its debt obligations as debt issuance costs. These expenses are deferred and amortized utilizing the effective yield method, over the life of the related debt instrument. Debt issuance costs are presented on the Consolidated Statements of Assets and Liabilities as a direct deduction from the debt liability. In circumstances in which there is not an associated debt liability amount recorded in the consolidated financial statements when the debt issuance costs are incurred, such debt issuance costs will be reported on the Consolidated Statements of Assets and Liabilities as an asset until the debt liability is recorded.

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

Reimbursement of Transaction-Related Expenses

The Company may receive reimbursement for certain transaction-related expenses in pursuing investments. Transaction-related expenses, which are generally expected to be reimbursed by the Company’s portfolio companies, are typically deferred until the transaction is consummated and are recorded in prepaid expenses and other assets on the date incurred. The costs of successfully completed investments not otherwise reimbursed are borne by the Company and are included as a component of the investment’s cost basis.

Cash advances received in respect of transaction-related expenses are recorded as cash with an offset to accrued expenses and other liabilities. Accrued expenses and other liabilities are relieved as reimbursable expenses are incurred.

Income Taxes

The Company has elected to be treated as a BDC under the 1940 Act. The Company has elected to be treated as a RIC under the Code beginning with its taxable year ending December 31, 2018 and intends to continue to qualify as a RIC. So long as the Company maintains its tax treatment as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its shareholders as dividends. Instead, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s investors and will not be reflected in the consolidated financial statements of the Company.

To qualify as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Company must distribute to its shareholders, for each taxable year, at least 90% of its “investment company taxable income” for that year, which is generally its ordinary income plus the excess of its realized net short-term capital gains over its realized net long-term capital losses. In order for the Company not to be subject to U.S. federal excise taxes, it must distribute annually an amount at least equal to the sum of (i) 98% of its net ordinary income (taking into account certain deferrals and elections) for the calendar year, (ii) 98.2% of its capital gains in excess of capital losses for the one-year period ending on October 31 of the calendar year and (iii) any net ordinary income and capital gains in excess of capital losses for preceding years that were not distributed during such years. The Company, at its discretion, may carry forward taxable income in excess of calendar year dividends and pay a 4% nondeductible U.S. federal excise tax on this income.

The Company evaluates tax positions taken or expected to be taken in the course of preparing its financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. There were no material uncertain tax positions through December 31, 2020. The 2018 through 2019 tax years remain subject to examination by U.S. federal, state and local tax authorities.

Distributions to Common Shareholders

Distributions to common shareholders are recorded on the record date. The amount to be distributed is determined by the Board and is generally based upon the earnings estimated by the Adviser. Net realized long-term capital gains, if any, would be generally distributed at least annually, although the Company may decide to retain such capital gains for investment.

The Company has adopted a dividend reinvestment plan that provides for reinvestment of any cash distributions on behalf of shareholders, unless a shareholder elects to receive cash. As a result, if the Board authorizes and declares a cash distribution, then the shareholders who have not “opted out” of the dividend reinvestment plan will have their cash distribution automatically reinvested in additional shares of the Company’s common stock, rather than receiving the cash distribution. The Company expects to use newly issued shares to implement the dividend reinvestment plan.

Consolidation

As provided under Regulation S-X and ASC Topic 946 - Financial Services - Investment Companies, the Company will generally not consolidate its investment in a company other than a wholly-owned investment company or controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the accounts of the Company's wholly-owned subsidiaries in its consolidated financial statements. All significant intercompany balances and transactions have been eliminated in consolidation.

New Accounting Pronouncements

In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848),” which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform. In January 2021, the FASB issued ASU No. 2021-01, “Reference Rate Reform (Topic 848),” which expanded the scope of Topic 848 to include derivative instruments impacted by discounting transition. ASU 2020-04 and ASU 2021-01 are effective for all entities through December 31, 2022. ASU No. 2021-01 provides increased clarity as the Company continues to evaluate the transition of reference rates and is currently evaluating the impact of adopting ASU No. 2020-04 and 2021-01 on the consolidated financial statements.

Other than the aforementioned guidance, the Company’s management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying consolidated financial statements.

Note 3. Agreements and Related Party Transactions

Administration Agreement

The Company has entered into an amended and restated Administration Agreement (the “Administration Agreement”) with the Adviser. Under the terms of the Administration Agreement, the Adviser performs, or oversees the performance of, required administrative services, which include providing office space, equipment and office services, maintaining financial records, preparing reports to shareholders and reports filed with the SEC, and managing the payment of expenses and the performance of administrative and professional services rendered by others.

The Administration Agreement also provides that the Company reimburses the Adviser for certain organization costs incurred prior to the commencement of the Company’s operations, and for certain offering costs.

The Company reimburses the Adviser for services performed for it pursuant to the terms of the Administration Agreement. In addition, pursuant to the terms of the Administration Agreement, the Adviser may delegate its obligations under the Administration Agreement to an affiliate or to a third party and the Company will reimburse the Adviser for any services performed for it by such affiliate or third party.

Unless earlier terminated as described below the amended and restated administration agreement will remain in effect from year to year if approved annually by a majority of the Board or by the holders of a majority of the Company’s outstanding voting securities and, in each case, a majority of the independent directors. The Administration Agreement may be terminated at any time, without the payment of any penalty, on 60 days’ written notice, by the vote of a majority of the outstanding voting securities of the Company (as defined in the 1940 Act), or by the vote of a majority of the Board or by the Adviser.

No person who is an officer, director, or employee of the Adviser or its affiliates and who serves as a director of the Company receives any compensation from the Company for his or her services as a director. However, the Company reimburses the Adviser (or its affiliates) for an allocable portion of the compensation paid by the Adviser or its affiliates to the Company’s officers who provide operational and administrative services, as well as their respective staffs and other professionals who provide services to the Company, who assist with the preparation, coordination and administration of the foregoing or provide other “back office” or “middle office”, financial or operational services to the Company (based on the percentage of time those individuals devote, on an estimated basis, to the business and affairs of the Company). Directors who are not affiliated with the Adviser receive compensation for their services and reimbursement of expenses incurred to attend meetings.

For the three months ended June 30, 2021 and 2020, the Company incurred expenses of approximately $0.7 million and $0.6 million, respectively, for costs and expenses reimbursable to the Adviser under the terms of the Administration Agreement. For the six months ended June 30, 2021 and 2020, the Company incurred expenses of approximately $1.1 million and $1.1 million, respectively, for costs and expenses reimbursable to the Adviser under the terms of the Administration Agreement.

As of June 30, 2021 and December 31, 2020, amounts reimbursable to the Adviser pursuant to the Administration Agreement were $2.1 million and $2.3 million, respectively.

Investment Advisory Agreement

The Company has entered into an amended and restated Investment Advisory Agreement (the “Investment Advisory Agreement”) with the Adviser. Under the terms of the Investment Advisory Agreement, the Adviser is responsible for managing the Company’s business and activities, including sourcing investment opportunities, conducting research, performing diligence on potential investments, structuring its investments, and monitoring its portfolio companies on an ongoing basis through a team of investment professionals.

The Adviser’s services under the Investment Advisory Agreement are not exclusive, and it is free to furnish similar services to other entities so long as its services to the Company are not impaired.

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

Unless earlier terminated as described below, the amended and restated investment advisory agreement will remain in effect from year-to-year if approved annually by a majority of the Board or by the holders of a majority of our outstanding voting securities and, in each case, by a majority of independent directors.

The Investment Advisory Agreement will automatically terminate within the meaning of the 1940 Act and related SEC guidance and interpretations in the event of its assignment. In accordance with the 1940 Act, without payment of any penalty, the Investment Advisory Agreement may be terminated by the vote of the outstanding voting securities of the Company (as defined in the 1940 Act), or by the vote of a majority of the Board. In addition, without payment of any penalty, the Adviser may generally terminate the Investment Advisory Agreement upon 60 days’ written notice.

From time to time, the Adviser may pay amounts owed by the Company to third-party providers of goods or services, including the Board, and the Company will subsequently reimburse the Adviser for such amounts paid on its behalf. Amounts payable to the Adviser are settled in the normal course of business without formal payment terms.

Under the terms of the Investment Advisory Agreement, the Company will pay the Adviser a base management fee and may also pay to it certain incentive fees. The cost of both the management fee and the incentive fee will ultimately be borne by the Company’s shareholders.

The management fee (“Management Fee”) is payable quarterly in arrears. Prior to the future quotation or listing of the Company’s securities on a national securities exchange (an “Exchange Listing”) or the future quotation or listing of its securities on any other public trading market, the Management Fee is payable at an annual rate of 0.90% of the Company’s (i) average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, at the end of the two most recently completed calendar quarters; provided, however, that no Management Fee will be charged on the value of gross assets (excluding cash and cash- equivalents but including assets purchased with borrowed amounts) that is below an asset coverage ratio of 200% calculated in accordance with Sections 18 and 61 of the 1940 Act; plus (ii) the average of any remaining unfunded Capital Commitments at the end of the two most recently completed calendar quarters. Following an Exchange Listing, the Management Fee is payable at an annual rate of (x) 1.50% of the Company’s average gross assets (excluding cash and cash equivalents but including assets purchased with borrowed amounts) that is above an asset coverage ratio of 200% calculated in accordance with Sections 18 and 61 of the 1940 Act and (y) 1.00% of the Company’s average gross assets (excluding cash and cash equivalents but including assets purchased with borrowed amounts) that is below an asset coverage ratio of 200% calculated in accordance with Sections 18 and 61 of the 1940 Act, in each case, at the end of the two most recently completed calendar quarters payable quarterly in arrears. The Management Fee will be appropriately prorated and adjusted (based on the actual number of days elapsed relative to the total number of days in such calendar quarter) for any share issuances or repurchases during the relevant calendar quarters. The Management Fee for any partial month or quarter, as the case may be, will be appropriately prorated and adjusted (based on the actual number of days elapsed relative to the total number of days in such calendar quarter). For purposes of the Investment Advisory Agreement, gross assets means the Company’s total assets determined on a consolidated basis in accordance with generally accepted accounting principles in the United States, excluding cash and cash equivalents, but including assets purchased with borrowed amounts.

For the three months ended June 30, 2021 and 2020, management fees were $10.7 million and $7.8 million, respectively. For the six months ended June 30, 2021 and 2020, management fees were $21.3 million and $15.2 million, respectively.

Pursuant to the Investment Advisory Agreement, the Adviser is entitled to an incentive fee (“Incentive Fee”), which consists of two components that are independent of each other, with the result that one component may be payable even if the other is not.

The portion of the Incentive Fee based on income is determined and paid quarterly in arrears commencing with the first calendar quarter following the initial closing date, and equals (i) prior to an Exchange Listing, 100% of the pre- Incentive Fee net investment income in excess of a 1.5% quarterly “hurdle rate”, until the Adviser has received 10% of the total pre-Incentive Fee net investment income for that calendar quarter and, for pre-Incentive Fee net investment income in excess of 1.67% quarterly, 10% of all remaining pre- Incentive Fee net investment income for that calendar quarter, and (ii) subsequent to an Exchange Listing, 100% of the pre- Incentive Fee net investment income in excess of a 1.5% quarterly “hurdle rate,” until the Adviser has received 17.5% of the total pre-Incentive Fee net investment income for that calendar quarter and, for pre-Incentive Fee net investment income in excess of 1.82% quarterly, 17.5% of all remaining pre-Incentive Fee net investment income for that calendar quarter. The 100% “catch-up” provision for pre-Incentive Fee net investment income in excess of the 1.5% “hurdle rate” is intended to provide the Adviser with an Incentive Fee of (i) prior to an Exchange Listing, 10% on all pre- Incentive Fee net investment income when that amount equals 1.67% in a calendar quarter (6.67% annualized), and (ii) subsequent to an Exchange Listing, 17.5% on all pre-Incentive Fee net investment income when that amount equals 1.82% in a calendar quarter (7.27% annualized), which, in each case, is the rate at which catch-up is achieved. Once the “hurdle rate” is reached and catch-up is achieved, (i) prior to an Exchange Listing, 10% of any pre-Incentive Fee net investment income in excess of 1.67% in any calendar quarter is payable to the Adviser, and (ii) subsequent to an Exchange Listing, 17.5% of any pre-Incentive Fee net investment income in excess of 1.82% in any calendar quarter is payable to the Adviser.

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

For the three months ended June 30, 2021 and 2020, the Company incurred incentive fees based on net investment income of $6.0 million and $2.4 million, respectively. For the six months ended June 30, 2021 and 2020, the Company incurred incentive fees based on net investment income of $9.3 million and $4.2 million, respectively.

The second component of the Incentive Fee, the “Capital Gains Incentive Fee,” payable at the end of each calendar year in arrears, equals, (i) prior to an Exchange Listing, 10% of cumulative realized capital gains from the initial closing date to the end of each calendar year, less cumulative realized capital losses and unrealized capital depreciation from the initial closing date to the end of each calendar year, and (ii) subsequent to an Exchange Listing, 17.5% of cumulative realized capital gains from the Listing Date to the end of each calendar year, less cumulative realized capital losses and unrealized capital depreciation from the Listing Date to the end of each calendar year. Each year, the fee paid for the Capital Gains Incentive Fee is net of the aggregate amount of any previously paid Capital Gains Incentive Fee for prior periods. While the Investment Advisory Agreement neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, as required by U.S. GAAP, the Company accrues capital gains incentive fees on unrealized gains. This accrual reflects the incentive fees that would be payable to the Adviser if the Company's entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized. The fees that are payable under the Investment Advisory Agreement for any partial period will be appropriately prorated. For the sole purpose of calculating the Capital Gains Incentive Fee, the cost basis as of the initial closing date for all of the Company’s investments made prior to the initial closing date will be equal to the fair value of such investments as of the last day of the calendar quarter in which the initial closing date occurs; provided, however, that in no event will the Capital Gains Fee payable pursuant to the Investment Advisory Agreement be in excess of the amount permitted by the Advisers Act, including Section 205 thereof.

For the three and six months ended June 30, 2021, the Company incurred performance based incentive fees based on capital gains of $10.1 million and $14.4 million, respectively, of which $5.5 million and $9.8 million, respectively, were related to unrealized gains. The Company did not incur performance based incentive fees based on capital gains for the three and six months ended June 30, 2020.

Dealer Manager Agreement

On November 6, 2018, the Company and the Adviser entered into a dealer manager agreement (the “Dealer Manager Agreement”) with Blue Owl Securities LLC (formerly, Owl Rock Capital Securities LLC) (“Blue Owl Securities”), pursuant to which Blue Owl Securities and certain participating broker-dealers will solicit Capital Commitments in the Private Offerings. In addition, the Company has entered into a placement agent agreement (the “Placement Agent Agreement”) with Blue Owl Securities pursuant to which employees of Blue Owl Securities may conduct placement activities.

Blue Owl Securities, an affiliate of Blue Owl, is registered as a broker-dealer with the SEC and is a member of the Financial Industry Regulatory Authority. Fees paid pursuant to these agreements will be paid by the Adviser.

Affiliated Transactions

The Company may be prohibited under the 1940 Act from participating in certain transactions with its affiliates without prior approval of the directors who are not interested persons, and in some cases, the prior approval of the SEC. The Company relies on exemptive relief that has been granted by the SEC to Owl Rock Capital Advisors LLC (“ORCA”) and certain of its affiliates to permit the Company to co-invest with other funds managed by the Adviser or its affiliates, in a manner consistent with the Company’s investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. Pursuant to such exemptive relief, the Company generally is permitted to co-invest with certain of its affiliates if a “required majority” (as defined in Section 57(o) of the 1940 Act) of the Board make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the transaction, including the consideration to be paid, are reasonable and fair to the Company and its shareholders and do not involve overreaching of the Company or its shareholders on the part of any person concerned, (2) the transaction is consistent with the interests of the Company’s shareholders and is consistent with its investment objective and strategies, (3) the investment by its affiliates would not disadvantage the Company, and the Company’s participation would not be on a basis different from or less advantageous than that on which its affiliates are investing and (4) the proposed investment by the Company would not benefit the Adviser or its affiliates or any affiliated person of any of them (other than the parties to the transactions) except to the extent permitted by the exemptive relief and applicable law, including the limitations set forth in Section 57(k) of the 1940 Act.

In addition, pursuant to an exemptive order issued by the SEC on April 8, 2020 and applicable to all BDCs, through December 31, 2020, the Company was permitted, subject to the satisfaction of certain conditions, to complete follow-on investments in its existing portfolio companies with certain private funds managed by the Adviser or its affiliates and covered by the Company’s exemptive relief, even if such private funds have not previously invested in such existing portfolio company. Without this order, private funds would generally not be able to participate in such follow-on investments with the Company unless the private funds had previously acquired securities of the portfolio company in a co-investment transaction with the Company. Although the conditional

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

exemptive order has expired, the SEC’s Division of Investment Management has indicated that until March 31, 2022, it will not recommend enforcement action, to the extent that any BDC with an existing co-investment order continues to engage in certain transactions described in the conditional exemptive order, pursuant to the same terms and conditions described therein. The Adviser is affiliated with ORCA, Owl Rock Private Fund Advisors LLC (“ORPFA”) and Owl Rock Diversified Advisors LLC (“ORDA”) together with ORCA, ORPFA and the Adviser, the “Owl Rock Advisers”, which are also investment advisers. The Owl Rock Advisers are indirect affiliates of Blue Owl and comprise "Owl Rock," a division of Blue Owl focused on direct lending. The Owl Rock Advisers' investment allocation policy seeks to ensure equitable allocation of investment opportunities between the Company, Owl Rock Capital Corporation, Owl Rock Capital Corporation II, Owl Rock Core Income Corp., which are BDCs advised by ORCA, Owl Rock Capital Corporation III, a BDC advised by ORDA, and/or other funds managed by the Adviser or its affiliates, (collectively, the “Owl Rock Clients”). As a result of exemptive relief, there could be significant overlap in the Company’s investment portfolio and investment portfolios of the Owl Rock Clients and/or other funds established by the Adviser or its affiliates that could avail themselves of the exemptive relief and that have investment objective similar to ours.

License Agreement

The Company has entered into a license agreement (the “License Agreement”) pursuant to which an affiliate of Blue Owl has granted the Company a non-exclusive license to use the name “Owl Rock.” Under the License Agreement, the Company has a right to use the Owl Rock name for so long as the Adviser or one of its affiliates remains the Company’s investment adviser. Other than with respect to this limited license, the Company will have no legal right to the “Owl Rock” name or logo.

Note 4. Investments

Under the 1940 Act, the Company is required to separately identify non-controlled investments where it owns 5% or more of a portfolio company’s outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company as investments in “affiliated” companies. In addition, under the 1940 Act, the Company is required to separately identify investments where it owns more than 25% of a portfolio company’s outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company as investments in “controlled” companies. Under the 1940 Act, "non-affiliated investments" are defined as investments that are neither controlled investments nor affiliated investments. Detailed information with respect to the Company’s non-controlled, non-affiliated; non-controlled, affiliated; and controlled affiliated investments is contained in the accompanying consolidated financial statements, including the consolidated schedule of investments. The information in the tables below is presented on an aggregate portfolio basis, without regard to whether they are non-controlled non-affiliated, non-controlled affiliated or controlled affiliated investments.

Investments at fair value and amortized cost consisted of the following as of June 30, 2021 and December 31, 2020:

	June 30, 2021
($ in thousands)	Amortized Cost		Fair Value
First-lien senior secured debt investments	$	2,915,471	$	2,929,311
Second-lien senior secured debt investments		332,813		334,232
Unsecured debt investments		254,367		274,360
Preferred equity investments⁽¹⁾		515,597		607,883
Common equity investments⁽¹⁾		142,108		151,067
Total Investments	$	4,160,356	$	4,296,853

________________

(1)

As of December 31, 2020, preferred equity investments and common equity investments were reported in aggregate as equity investments.

	December 31, 2020
($ in thousands)	Amortized Cost		Fair Value
First-lien senior secured debt investments	$	2,258,128	$	2,261,996
Second-lien senior secured debt investments		206,266		208,328
Unsecured debt investments		376,454		388,602
Equity investments		174,250		198,411
Total Investments	$	3,015,098	$	3,057,337

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The Company uses GICS for classifying the industry groupings of its portfolio companies as of June 30, 2021. The industry composition of investments based on fair value as of June 30, 2021 was as follows:

	June 30, 2021
Aerospace & Defense		2.2	%
Application Software		12.2
Banks		2.5
Capital Markets		1.8
Commercial Services & Supplies		1.7
Construction & Engineering		1.3
Consumer Finance		0.8
Diversified Consumer Services		11.0
Diversified Financial Services		5.3
Energy Equipment & Services		2.9
Health Care Technology		10.8
Hotels, Restaurants & Leisure		2.5
Household Durables		1.4
Insurance		1.5
Internet & Direct Marketing Retail		5.9
IT Services		10.1
Life Sciences Tools & Services		0.5
Professional Services		3.2
Real Estate Management & Development		2.3
Systems Software		17.5
Thrifts & Mortgage Finance		2.6
Total		100.0	%

The industry composition of investments based on fair value as of June 30, 2021 as compared to December 31, 2020 was as follows:

	June 30, 2021			December 31, 2020
Aerospace and defense		2.2	%		—	%
Buildings and real estate		3.5			1.5
Business services		14.8			18.4
Data and information services		14.4			15.2
eCommerce and digital marketplaces		5.9			1.9
Education		9.0			9.5
Financial services		13.4			7.9
Food and beverage		1.0			8.7
Healthcare technology		9.1			12.5
Human resource support services		0.1			0.1
Insurance		1.5			2.6
Internet and digital media		2.6			3.6
Leisure and entertainment		1.5			2.9
Manufacturing		1.4			2.0
Oil and gas		2.9			3.2
Professional services		4.0			1.5
Technology Infrastructure		9.9			8.5
Telecommunications		2.8			—
Total		100.0	%		100.0	%

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The geographic composition of investments based on fair value as of June 30, 2021 and December 31, 2020 was as follows:

	June 30, 2021			December 31, 2020
United States:
Midwest		12.3	%		7.8	%
Northeast		17.0			23.9
South		20.4			26.2
West		34.1			28.7
Canada		4.6			4.4
Guernsey		4.6			-
Israel		3.5			4.1
Netherlands		2.8			-
United Kingdom		0.7			4.9
Total		100.0	%		100.0	%

Note 5. Fair Value of Investments

Investments

The following tables present the fair value hierarchy of investments as of June 30, 2021 and December 31, 2020:

	Fair Value Hierarchy as of June 30, 2021
($ in thousands)	Level 1		Level 2		Level 3		Total
First-lien senior secured debt investments	$	—	$	19,688	$	2,909,623	$	2,929,311
Second-lien senior secured debt investments		—		10,910		323,322		334,232
Unsecured debt investments		—		—		274,360		274,360
Preferred equity investments⁽¹⁾		—		—		607,883		607,883
Common equity investments⁽¹⁾		—		14,056		137,011		151,067
Total Investments at fair value	$	—	$	44,654	$	4,252,199	$	4,296,853

________________

(1)

As of December 31, 2020, preferred equity investments and common equity investments were reported in aggregate as equity investments.

	Fair Value Hierarchy as of December 31, 2020
($ in thousands)	Level 1		Level 2		Level 3		Total
First-lien senior secured debt investments	$	—	$	19,641	$	2,242,355	$	2,261,996
Second-lien senior secured debt investments		—		23,332		184,996		208,328
Unsecured debt investments		—		—		388,602		388,602
Equity investments		—		—		198,411		198,411
Total Investments at fair value	$	—	$	42,973	$	3,014,364	$	3,057,337

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The following tables present changes in the fair value of investments for which Level 3 inputs were used to determine the fair value as of and for the three months ended June 30, 2021 and 2020:

	As of and for the Three Months Ended June 30, 2021
($ in thousands)	First-lien senior secured debt investments			Second-lien senior secured debt investments			Unsecured debt investments			Preferred equity investments⁽²⁾		Common equity investments⁽²⁾			Total
Fair value, beginning of period	$	2,300,317		$	122,931		$	440,185		$	255,041	$	17,435		$	3,135,909
Purchases of investments, net		742,281			232,716			—			292,358		130,787			1,398,142
Payment-in-kind		3,456			—			—			2,071		—			5,527
Proceeds from investments, net		(146,217	)		(32,942	)		(196,512	)		—		—			(375,671	)
Net change in unrealized gain (loss)		6,258			168			(12,897	)		58,409		65			52,003
Net realized gains (losses)		4			—			42,580			—		—			42,584
Net amortization of discount on investments		3,524			449			1,004			4		—			4,981
Transfers into (out of) Level 3⁽¹⁾		—			—			—			—		(11,276	)		(11,276	)
Fair value, end of period	$	2,909,623		$	323,322		$	274,360		$	607,883	$	137,011		$	4,252,199

________________

(1)

Transfers between levels, if any, are recognized at the beginning of the period noted. For the three months ended June 30, 2021, transfers between Level 2 and Level 3 were as a result of changes in the observability of significant inputs for certain portfolio companies.

(2)

As of December 31, 2020, preferred equity investments and common equity investments were reported in aggregate as equity investments.

	As of and for the Three Months Ended June 30, 2020
($ in thousands)	First-lien senior secured debt investments			Second-lien senior secured debt investments		Unsecured debt investments			Equity		Total
Fair value, beginning of period	$	1,539,066		$	101,775	$	101,337		$	70,885	$	1,813,063
Purchases of investments, net		182,285			—		195,633			—		377,918
Payment-in-kind		771			—		2,508			—		3,279
Proceeds from investments, net		(106,493	)		—		—			—		(106,493	)
Net change in unrealized gain (loss)		33,499			2,192		(672	)		7,299		42,318
Net realized gains (losses)		(1	)		—		—			—		(1	)
Net amortization of discount on investments		2,065			46		64			—		2,175
Transfers into (out of) Level 3⁽¹⁾		(37,224	)		—		—			—		(37,224	)
Fair value, end of period	$	1,613,968		$	104,013	$	298,870		$	78,184	$	2,095,035

________________

(1)

Transfers between levels, if any, are recognized at the beginning of the period noted. For the three months ended June 30, 2020, transfers between Level 2 and Level 3 were as a result of changes in the observability of significant inputs for certain portfolio companies.

Owl Rock Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The following tables present changes in the fair value of investments for which Level 3 inputs were used to determine the fair value as of and for the six months ended June 30, 2021 and 2020:

	As of and for the Six Months Ended June 30, 2021
($ in thousands)	First-lien senior secured debt investments			Second-lien senior secured debt investments			Unsecured debt investments			Preferred equity investments⁽²⁾		Common equity investments⁽²⁾			Total
Fair value, beginning of period	$	2,242,355		$	184,996		$	388,602		$	190,655	$	7,756		$	3,014,364
Purchases of investments, net		926,524			232,716			185,835			345,361		136,019			1,826,455
Payment-in-kind		5,961			—			4,985			2,071		—			13,017
Proceeds from investments, net		(282,642	)		(96,221	)		(306,901	)		—		—			(685,764	)
Net change in unrealized gain (loss)		9,906			(100	)		8,692			69,792		65			88,355
Net realized gains (losses)		79			—			42,580			—		—			42,659
Net amortization of discount on investments		7,440			1,931			3,067			4		—			12,442
Transfers into (out of) Level 3⁽¹⁾		—			—			(52,500	)		—		(6,829	)		(59,329	)
Fair value, end of period	$	2,909,623		$	323,322		$	274,360		$	607,883	$	137,011		$	4,252,199

________________

(1)

Transfers between levels, if any, are recognized at the beginning of the period noted. For the six months ended June 30, 2021, transfers between Level 2 and Level 3 were as a result of changes in the observability of significant inputs for certain portfolio companies.

(2)

As of December 31, 2020, preferred equity investments and common equity investments were reported in aggregate as equity investments.

	As of and for the Six Months Ended June 30, 2020
($ in thousands)	First-lien senior secured debt investments		Second-lien senior secured debt investments		Unsecured debt investments		Equity		Total
Fair value, beginning of period	$	1,342,405	$	19,600	$	—	$	57,453	$	1,419,458
Purchases of investments, net		468,818		69,747		294,338

Form: 10-Q

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