November 8, 2024 - 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)


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

For the quarterly period ended September 30, 2024


o			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

____________________________________

BLUE OWL 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, 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

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 x No o

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 x No o

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

Smaller 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. o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

As of November 8, 2024, the registrant had 210,978,842 shares of common stock, $0.01 par value per share, outstanding.

Table of Contents


		Page
PART I	FINANCIAL INFORMATION
Item 1.	CONSOLIDATED FINANCIAL INFORMATION	3
	Consolidated Financial Statements	3
	Consolidated Statements of Assets and Liabilities as of September 30, 2024 (Unaudited) and December 31, 2023	3
	Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2024 and 2023 (Unaudited)	4
	Consolidated Schedules of Investments as of September 30, 2024 (Unaudited) and December 31, 2023	6
	Consolidated Statements of Changes in Net Assets for the Three and Nine Months Ended September 30, 2024 and 2023 (Unaudited)	41
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023 (Unaudited)	42
	Notes to Consolidated Financial Statements (Unaudited)	43
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	77
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	113
Item 4.	Controls and Procedures	114

PART II	OTHER INFORMATION	116
Item 1.	Legal Proceedings	116
Item 1A.	Risk Factors	116
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	116
Item 3.	Defaults Upon Senior Securities	116
Item 4.	Mine Safety Disclosures	116
Item 5.	Other Information	116
Item 6.	Exhibits	117
Signatures		118

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 Blue Owl 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;

•the impact of elevated interest and inflation rates, ongoing supply chain and labor market disruptions, including those as a result of strikes, work stoppages or accidents, instability in the U.S. and international banking systems, uncertainties related to the 2024 U.S. presidential election, and the risk of recession or a shutdown of government services could impact our business prospects and the prospects of our portfolio companies;

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

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

•changes in base interest rates and significant market volatility on our business and our portfolio companies (including our business prospects and the prospects of our portfolio companies including the ability to achieve our and their business objectives), our industry and the global economy including as a result of ongoing supply chain disruptions;

•interest rate volatility could adversely affect our results, particularly because we 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 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;

•risks related to the uncertainty of the value of our portfolio investments, particularly those having no liquid trading market;

•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 Blue Owl Technology Credit 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”) under the Investment Company Act of 1940, as amended (the “1940 Act”);

•the impact that environmental, social and governance matters could have on our brand and reputation and our portfolio companies;

•the effect of legal, tax and regulatory changes;

•the impact of information technology system failures, data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks, and the increasing use of artificial intelligence and machine learning technology;

•the impact of geo-political conditions, including revolution, insurgency, terrorism or war, including those arising out of the ongoing war between Russia and Ukraine and the escalated conflict in the Middle-East, including the Israel-Hamas conflict, and general uncertainty surrounding the financial and political stability of the United States, the United Kingdom, the European Union and China, on financial market volatility, global economic markets, and various markets for commodities globally such as oil and natural gas; 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 I. CONSOLIDATED FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

Blue Owl Technology Finance Corp.

Consolidated Statements of Assets and Liabilities

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



	September 30, 2024 (Unaudited)		December 31, 2023
Assets
Investments at fair value
Non-controlled, non-affiliated investments (amortized cost of $5,947,435 and $5,841,371, respectively)	$	5,911,819	$	5,793,420
Non-controlled, affiliated investments (amortized cost of $395,721 and $296,593, respectively)	376,399		272,093
Controlled, affiliated investments (amortized cost of $77,451 and $75,262, respectively)	108,630		66,509
Total investments at fair value (amortized cost of $6,420,607 and $6,213,226, respectively)	6,396,848		6,132,022
Cash	186,475		469,017
Interest receivable	58,390		44,188
Dividend income receivable	5,302		5,842
Prepaid expenses and other assets	38,009		1,114
Total Assets	$	6,685,024	$	6,652,183
Liabilities
Debt (net of unamortized debt issuance costs of $29,267 and $35,064, respectively)	$	2,961,207	$	2,947,329
Management fee payable	14,070		14,252
Distribution payable	76,545		76,883
Incentive fee payable	10,251		17,915
Payables to affiliates	1,246		1,119
Payable for investments purchased	—		24,163
Accrued expenses and other liabilities	46,194		40,528
Total Liabilities	$	3,109,513	$	3,122,189
Commitments and contingencies (Note 7)
Net Assets
Common shares $0.01 par value, 500,000,000 shares authorized; 210,978,842 and 207,252,229 shares issued and outstanding, respectively	$	2,110	$	2,073
Additional paid-in-capital	3,343,748		3,280,766
Accumulated undistributed (overdistributed) earnings	229,653		247,155
Total Net Assets	$	3,575,511	$	3,529,994
Total Liabilities and Net Assets	$	6,685,024	$	6,652,183
Net Asset Value Per Share	$	16.95	$	17.03

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

Blue Owl Technology Finance Corp.

Consolidated Statements of Operations

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

(Unaudited)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Investment Income
Investment income from non-controlled, non-affiliated investments:
Interest income	$	131,461	$	138,751	$	391,698	$	388,427
Payment-in-kind interest income	24,994		23,412		84,063		85,336
Dividend income	599		515		1,627		1,190
Payment-in-kind dividend income	7,371		6,100		20,929		18,268
Other income	939		1,043		5,089		3,589
Total investment income from non-controlled, non-affiliated investments	165,364		169,821		503,406		496,810
Investment income from non-controlled, affiliated investments:
Interest income	275		—		275		—
Payment-in-kind interest income	475		—		475		—
Dividend income	1,774		444		4,463		939
Payment-in-kind dividend income	3,007		2,760		8,701		7,960
Other income	13		—		19		—
Total investment income from non-controlled, affiliated investments	5,544		3,204		13,933		8,899
Total Investment Income	170,908		173,025		517,339		505,709
Expenses
Interest expense	$	48,278	$	49,657	$	145,984	$	146,448
Management fees	14,071		14,646		42,018		44,101
Incentive fees	10,251		6,196		24,341		29,727
Professional fees	1,670		2,372		4,986		6,598
Directors' fees	259		320		775		773
Other general and administrative	1,275		174		3,961		3,178
Total Expenses	75,804		73,365		222,065		230,825
Net Investment Income (Loss) Before Taxes	95,104		99,660		295,274		274,884
Income tax expense (benefit), including excise tax expense (benefit)	2,846		2,580		8,583		8,970
Net Investment Income (Loss) After Taxes	92,258		97,080		286,691		265,914
Net Change in Unrealized Gain (Loss)
Non-controlled, non-affiliated investments	$	57,725	$	(59,501)	$	(7,355)	$	3,277
Non-controlled, affiliated investments	13,135		(3,792)		5,177		(9,467)
Controlled, affiliated investments	37,906		—		39,932		—

Translation of assets and liabilities in foreign currencies	922		(453)		793		(161)
Total Net Change in Unrealized Gain (Loss)	109,688		(63,746)		38,547		(6,351)
Net Realized Gain (Loss):
Non-controlled, non-affiliated investments	$	(65,983)	$	23,460	$	(88,455)	$	8,037
Non-controlled, affiliated investments	(16,865)		—		(16,865)		—
Foreign currency transactions	440		10		(1,391)		(55)
Total Net Realized Gain (Loss)	(82,408)		23,470		(106,711)		7,982
Total Net Realized and Change in Unrealized Gain (Loss)	$	27,280	$	(40,276)	$	(68,164)	$	1,631
Net Increase (Decrease) in Net Assets Resulting from Operations	$	119,538	$	56,804	$	218,527	$	267,545
Earnings (Loss) Per Share - Basic and Diluted	$	0.57	$	0.28	$	1.04	$	1.31
Weighted Average Shares Outstanding - Basic and Diluted	210,331,300		205,474,428		209,162,895		204,446,780

Blue Owl Technology Finance Corp.

Consolidated Statements of Operations

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

(Unaudited)

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

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Non-controlled/non-affiliated portfolio company investments
Debt Investments
Aerospace & defense
ManTech International Corporation(6)(9)(13)	First lien senior secured loan	S +	5.00%	09/2029	7,005		7,005	7,005	0.2	%
ManTech International Corporation(6)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.00%	06/2025	—		—	—	—	%
ManTech International Corporation(6)(13)(14)	First lien senior secured revolving loan	S +	5.00%	09/2028	—		—	—	—	%
Peraton Corp.(3)(6)(9)(13)	Second lien senior secured loan	S +	7.75%	02/2029	84,551		83,725	79,165	2.2	%
							90,730	86,170	2.4	%
Application Software
AI Titan Parent, Inc. (dba Prometheus Group)(6)(9)(13)	First lien senior secured loan	S +	4.75%	08/2031	22,642		22,417	22,415	0.6	%
AI Titan Parent, Inc. (dba Prometheus Group)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	4.75%	09/2026	—		(22)	(23)	—	%
AI Titan Parent, Inc. (dba Prometheus Group)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	4.75%	08/2031	—		(28)	(28)	—	%
AlphaSense, Inc.(6)(8)(13)	First lien senior secured loan	S +	6.25%	06/2029	27,383		27,121	27,110	0.8	%
AlphaSense, Inc.(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	6.25%	12/2025	—		(52)	(55)	—	%
AlphaSense, Inc.(6)(13)(14)	First lien senior secured delayed draw term loan	S +	6.25%	06/2029	—		—	—	—	%
Anaplan, Inc.(6)(9)(13)	First lien senior secured loan	S +	5.25%	06/2029	50,696		50,593	50,696	1.4	%
Anaplan, Inc.(6)(13)(14)	First lien senior secured revolving loan	S +	5.75%	06/2028	—		—	—	—	%
Armstrong Bidco Limited(6)(11)(13)(23)	First lien senior secured GBP term loan	SA +	5.25%	06/2029	£	8,087	9,767	10,792	0.3	%
Artifact Bidco, Inc. (dba Avetta)(6)(9)(13)	First lien senior secured loan	S +	4.50%	07/2031	15,982		15,905	15,902	0.4	%
Artifact Bidco, Inc. (dba Avetta)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	4.50%	07/2027	—		(9)	(10)	—	%
Artifact Bidco, Inc. (dba Avetta)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	4.50%	07/2030	—		(13)	(14)	—	%
Avalara, Inc.(6)(9)(13)	First lien senior secured loan	S +	6.25%	10/2028	9,091		8,989	9,091	0.3	%
Avalara, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	7.25%	10/2028	—		(9)	—	—	%
Boxer Parent Company Inc. (f/k/a BMC)(3)(6)(9)(13)	First lien senior secured loan	S +	3.75%	07/2031	10,000		9,976	9,973	0.3	%
Catalis Intermediate, Inc. (fka GovBrands Intermediate, Inc.)(6)(9)(13)	First lien senior secured loan	S +	5.50%	08/2027	76,625		75,609	74,518	2.1	%
Catalis Intermediate, Inc. (fka GovBrands Intermediate, Inc.)(6)(9)(13)(14)	First lien senior secured revolving loan	S +	5.50%	08/2027	2,338		2,258	2,151	0.1	%
CivicPlus, LLC(6)(9)(13)	First lien senior secured loan	S +	5.75% (2.50% PIK)	08/2027	68,151		67,785	68,151	1.9	%
CivicPlus, LLC(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.75%	08/2027	—		(23)	—	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Coupa Holdings, LLC(6)(9)(13)	First lien senior secured loan	S +	5.50%	02/2030	783	783	783	—	%
Coupa Holdings, LLC(6)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.50%	08/2025	—	—	—	—	%
Coupa Holdings, LLC(6)(13)(14)	First lien senior secured revolving loan	S +	5.50%	02/2029	—	—	—	—	%
CP PIK DEBT ISSUER, LLC (dba CivicPlus, LLC)(6)(9)(13)	Unsecured notes	S +	11.75% PIK	06/2034	42,813	42,051	42,813	1.2	%
Diamondback Acquisition, Inc. (dba Sphera)(6)(8)(13)	First lien senior secured loan	S +	5.50%	09/2028	76,060	75,090	75,300	2.1	%
Fullsteam Operations, LLC(6)(9)(13)	First lien senior secured loan	S +	8.25%	11/2029	10,593	10,303	10,593	0.3	%
Fullsteam Operations, LLC(6)(9)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	8.25%	05/2025	4,536	4,360	4,517	0.1	%
Fullsteam Operations, LLC(6)(13)(14)(15)	First lien senior secured revolving loan	S +	8.25%	11/2029	—	(14)	—	—	%
Gainsight, Inc.(6)(9)(13)	First lien senior secured loan	S +	6.75% PIK	07/2027	67,754	67,259	67,754	1.9	%
Gainsight, Inc.(6)(9)(13)(14)	First lien senior secured revolving loan	S +	6.75% PIK	07/2027	2,933	2,889	2,933	0.1	%
Granicus, Inc.(6)(9)(13)	First lien senior secured loan	S +	5.75% (2.25% PIK)	01/2031	1,954	1,936	1,954	0.1	%
Granicus, Inc.(6)(8)(13)(16)	First lien senior secured delayed draw term loan	S +	5.25% (2.25% PIK)	01/2026	290	287	287	—	%
Granicus, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.25%	01/2031	—	(2)	—	—	%
GS Acquisitionco, Inc. (dba insightsoftware)(6)(9)(13)	First lien senior secured loan	S +	5.25%	05/2028	52,529	52,345	52,135	1.5	%
GS Acquisitionco, Inc. (dba insightsoftware)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.25%	03/2026	—	(5)	(10)	—	%
GS Acquisitionco, Inc. (dba insightsoftware)(6)(9)(13)(14)	First lien senior secured revolving loan	S +	5.25%	05/2028	622	608	586	—	%
JS Parent, Inc. (dba Jama Software)(6)(9)(13)	First lien senior secured loan	S +	5.00%	04/2031	13,676	13,611	13,608	0.4	%
JS Parent, Inc. (dba Jama Software)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.00%	04/2031	—	(6)	(7)	—	%
Magnet Forensics, LLC (f/k/a Grayshift, LLC)(6)(8)(13)(23)	First lien senior secured loan	S +	5.25%	07/2028	27,832	27,799	27,832	0.8	%
Magnet Forensics, LLC (f/k/a Grayshift, LLC)(6)(13)(14)(15)(23)	First lien senior secured revolving loan	S +	5.25%	07/2028	—	(6)	—	—	%
MessageBird BidCo B.V.(6)(8)(13)(23)	First lien senior secured loan	S +	6.75%	05/2027	30,000	29,667	30,000	0.8	%
Ministry Brands Holdings, LLC(6)(8)(13)	First lien senior secured loan	S +	5.50%	12/2028	8,245	8,135	8,163	0.2	%
Ministry Brands Holdings, LLC(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.50%	12/2027	—	(8)	(7)	—	%
Simpler Postage, Inc. (dba Easypost)(6)(8)(13)	First lien senior secured loan	S +	7.00%	06/2029	18,803	17,878	17,863	0.5	%
Simpler Postage, Inc. (dba Easypost)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	7.00%	06/2026	—	(32)	(25)	—	%
Simpler Postage, Inc. (dba Easypost)(6)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	8.00%	06/2026	—	—	—	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Tamarack Intermediate, L.L.C. (dba Verisk 3E)(6)(9)(13)	First lien senior secured loan	S +	5.75%	03/2028	12,148	11,983	12,056	0.3	%
Tamarack Intermediate, L.L.C. (dba Verisk 3E)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.75%	03/2028	—	(19)	(13)	—	%
Velocity HoldCo III Inc. (dba VelocityEHS)(6)(9)(13)	First lien senior secured loan	S +	5.75%	04/2027	40,312	39,866	40,312	1.1	%
Velocity HoldCo III Inc. (dba VelocityEHS)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.50%	04/2026	—	(17)	—	—	%
XPLOR T1, LLC(6)(9)(13)	First lien senior secured loan	S +	4.25%	06/2031	5,000	4,976	5,025	0.1	%
Zendesk, Inc.(6)(9)(13)	First lien senior secured loan	S +	5.00%	11/2028	53,033	52,260	53,033	1.5	%
Zendesk, Inc.(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.00%	11/2025	—	(332)	—	—	%
Zendesk, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.00%	11/2028	—	(73)	—	—	%
						753,836	758,154	21.2	%
Banks
Finastra USA, Inc.(6)(9)(13)(23)	First lien senior secured loan	S +	7.25%	09/2029	71,723	71,020	71,723	2.0	%
Finastra USA, Inc.(6)(9)(13)(14)(23)	First lien senior secured revolving loan	S +	7.25%	09/2029	3,463	3,389	3,463	0.1	%
						74,409	75,186	2.1	%
Building products
EET Buyer, Inc. (dba e-Emphasys)(6)(9)(13)	First lien senior secured loan	S +	5.00%	11/2027	56,199	55,792	56,199	1.6	%
EET Buyer, Inc. (dba e-Emphasys)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.25%	4/29/2026	—	(5)	—	—	%
EET Buyer, Inc. (dba e-Emphasys)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.25%	11/2027	—	(32)	—	—	%
						55,755	56,199	1.6	%
Buildings & Real Estate
Associations Finance, Inc.(13)(26)	Unsecured notes		14.25% PIK	05/2030	19,276	19,139	19,276	0.5	%
Associations, Inc.(6)(9)(13)	First lien senior secured loan	S +	6.50%	07/2028	49,640	49,594	49,640	1.4	%
Associations, Inc.(6)(13)(14)(15)	First lien senior secured delayed draw term loan		6.50%	07/2028	—	(3)	—	—	%
Associations, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan		6.50%	07/2028	—	(3)	—	—	%
						68,727	68,916	1.9	%
Commercial Services & Supplies
Pye-Barker Fire & Safety, LLC(6)(9)(13)	First lien senior secured loan	S +	4.50%	05/2031	14,138	14,070	14,067	0.4	%
Pye-Barker Fire & Safety, LLC(6)(9)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	4.50%	05/2026	779	745	743	—	%
Pye-Barker Fire & Safety, LLC(6)(9)(13)(14)	First lien senior secured revolving loan	S +	4.50%	05/2030	341	328	327	—	%
SimpliSafe Holding Corporation(6)(8)(13)	First lien senior secured loan	S +	6.25%	05/2028	907	895	907	—	%
						16,038	16,044	0.4	%
Consumer Finance
Klarna Holding AB(6)(9)(13)	Subordinated Floating Rate Notes	S +	7.00%	04/2034	32,667	32,667	32,667	0.9	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
							32,667	32,667	0.9	%
Diversified Consumer Services
Icefall Parent, Inc. (dba EngageSmart)(6)(8)(13)	First lien senior secured loan	S +	6.50%	01/2030	12,783		12,549	12,719	0.4	%
Icefall Parent, Inc. (dba EngageSmart)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.50%	01/2030	—		(22)	(6)	—	%
Litera Bidco LLC(6)(8)(13)	First lien senior secured loan	S +	5.00%	05/2028	115,728		115,195	115,149	3.2	%
Litera Bidco LLC(6)(8)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.00%	11/2026	15,190		15,081	15,071	0.4	%
Litera Bidco LLC(6)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.00%	05/2027	—		—	—	—	%
Litera Bidco LLC(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.00%	05/2028	—		(35)	(38)	—	%
Relativity ODA LLC(6)(8)(13)	First lien senior secured loan	S +	4.50%	05/2029	92,129		91,765	91,752	2.6	%
Relativity ODA LLC(6)(13)(14)(15)	First lien senior secured revolving loan	S +	4.50%	05/2029	—		(31)	(32)	—	%
							234,502	234,615	6.6	%
Diversified Financial Services
AAM Series 1.1 Rail and Domestic Intermodal Feeder, LLC(13)(26)	First lien senior secured loan		12.00% PIK	07/2030	2,363		2,363	2,363	0.1	%
AAM Series 2.1 Aviation Feeder, LLC(13)(26)	First lien senior secured loan		12.00% PIK	11/2030	2,218		2,218	2,218	0.1	%
Blackhawk Network Holdings, Inc.(3)(6)(8)(13)	First lien senior secured loan	S +	5.00%	03/2029	59,850		58,706	60,071	1.7	%
BTRS HOLDINGS INC. (dba Billtrust)(6)(9)(13)	First lien senior secured loan	S +	8.00%	12/2028	839		820	835	—	%
BTRS HOLDINGS INC. (dba Billtrust)(6)(9)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	8.00%	12/2024	62		62	61	—	%
BTRS HOLDINGS INC. (dba Billtrust)(6)(9)(13)(14)	First lien senior secured revolving loan	S +	7.25%	12/2028	34		32	33	—	%
CloudPay, Inc.(6)(9)(13)	First lien senior secured loan	S +	7.50%	07/2029	9,682		9,593	9,585	0.3	%
Computer Services, Inc. (dba CSI)(6)(9)(13)	First lien senior secured loan	S +	5.25%	11/2029	34,053		33,876	33,920	0.9	%
Computer Services, Inc. (dba CSI)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.25%	02/2026	—		(20)	—	—	%
Hg Genesis 8 Sumoco Limited(6)(11)(13)(23)	Unsecured facility	SA +	7.00% PIK	09/2027	£	18,139	23,376	24,330	0.7	%
Hg Genesis 9 SumoCo Limited(6)(12)(13)(23)	Unsecured facility	E +	7.00% PIK	03/2027	€	8,951	9,806	9,990	0.3	%
Hg Saturn Luchaco Limited(6)(11)(13)(23)	Unsecured facility	SA +	7.50% PIK	03/2026	£	40,806	52,068	54,736	1.5	%
Minotaur Acquisition, Inc. (dba Inspira Financial)(6)(8)(13)	First lien senior secured loan	S +	5.00%	06/2030	61,837		61,200	61,174	1.7	%
Minotaur Acquisition, Inc. (dba Inspira Financial)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.00%	05/2026	—		(41)	(44)	—	%
Minotaur Acquisition, Inc. (dba Inspira Financial)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.00%	06/2030	—		(51)	(54)	—	%
NMI Acquisitionco, Inc. (dba Network Merchants)(6)(8)(13)	First lien senior secured loan	S +	5.00%	09/2028	24,418		24,327	24,418	0.7	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
NMI Acquisitionco, Inc. (dba Network Merchants)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.50%	09/2028	—	(4)	—	—	%
Smarsh Inc.(6)(9)(13)	First lien senior secured loan	S +	5.75%	02/2029	44,190	43,880	44,190	1.2	%
Smarsh Inc.(6)(9)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.75%	02/2025	5,524	5,450	5,524	0.2	%
Smarsh Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.75%	02/2029	—	(3)	—	—	%
						327,658	333,350	9.4	%
Energy Equipment & Services
3ES Innovation Inc. (dba Aucerna)(6)(8)(13)(23)	First lien senior secured loan	S +	6.50%	05/2025	70,050	69,922	70,050	2.0	%
3ES Innovation Inc. (dba Aucerna)(6)(13)(14)(15)(23)	First lien senior secured revolving loan	S +	6.50%	05/2025	—	(6)	—	—	%
Project Power Buyer, LLC (dba PEC-Veriforce)(6)(9)(13)	First lien senior secured loan	S +	6.75%	05/2026	51,572	51,365	51,572	1.4	%
Project Power Buyer, LLC (dba PEC-Veriforce)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	7.00%	05/2025	—	(5)	—	—	%
						121,276	121,622	3.4	%
Entertainment
Aerosmith Bidco Limited (dba Audiotonix)(6)(10)(13)(23)	First lien senior secured loan	S +	5.25%	07/2031	124,748	123,176	123,146	3.4	%
Aerosmith Bidco Limited (dba Audiotonix)(6)(13)(14)(15)(23)	First lien senior secured multi-currency revolving loan	S +	5.25%	07/2030	—	(199)	(205)	—	%
Aerosmith Bidco Limited (dba Audiotonix)(6)(13)(14)(16)	First lien senior secured multi-draw term loan	S +	5.25%	07/2027	—	—	—	—	%
Aerosmith Bidco Limited (dba Audiotonix)(6)(13)(14)(15)(16)	First lien senior secured multi-draw term loan	S +	5.25%	07/2027	—	(73)	(77)	—	%
						122,904	122,864	3.4	%
Equity Real Estate Investment Trusts (REITs)
Storable, Inc.(3)(6)(8)(13)	First lien senior secured loan	S +	3.50%	04/2028	4,974	4,943	4,983	0.1	%
						4,943	4,983	0.1	%
Food & Staples Retailing
IRI Group Holdings, Inc. (f/k/a Circana Group, L.P. (f/k/a The NPD Group, L.P.))(6)(8)(13)	First lien senior secured loan	S +	5.00%	12/2028	24,353	24,353	24,353	0.7	%
IRI Group Holdings, Inc. (f/k/a Circana Group, L.P. (f/k/a The NPD Group, L.P.))(6)(8)(13)(14)	First lien senior secured revolving loan	S +	4.93%	12/2027	846	846	846	—	%
						25,199	25,199	0.7	%
Health Care Providers & Services
KWOL Acquisition Inc. (dba Worldwide Clinical Trials)(6)(10)(13)	First lien senior secured loan	S +	6.25%	12/2029	21,526	21,143	21,419	0.6	%
KWOL Acquisition Inc. (dba Worldwide Clinical Trials)(6)(9)(13)(14)	First lien senior secured revolving loan	S +	6.25%	12/2029	367	317	352	—	%
PetVet Care Centers, LLC(6)(8)(13)	First lien senior secured loan	S +	6.00%	11/2030	38,956	38,601	38,177	1.1	%
PetVet Care Centers, LLC(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	6.00%	11/2025	—	(22)	(51)	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
PetVet Care Centers, LLC(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.00%	11/2029	—	(48)	(107)	—	%
						59,991	59,790	1.7	%
Health Care Technology
BCPE Osprey Buyer, Inc. (dba PartsSource)(6)(9)(13)	First lien senior secured loan	S +	5.75%	08/2028	120,388	119,153	118,884	3.3	%
BCPE Osprey Buyer, Inc. (dba PartsSource)(6)(8)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.75%	10/2025	4,565	4,312	4,453	0.1	%
BCPE Osprey Buyer, Inc. (dba PartsSource)(6)(8)(13)(14)	First lien senior secured revolving loan	S +	5.75%	08/2026	6,524	6,444	6,371	0.2	%
CT Technologies Intermediate Holdings, Inc. (& Smart Holdings Corp.) (dba Datavant)(6)(8)(13)	First lien senior secured loan	S +	5.00%	08/2031	58,027	57,696	57,693	1.6	%
CT Technologies Intermediate Holdings, Inc. (& Smart Holdings Corp.) (dba Datavant)(6)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.25%	08/2026	—	—	—	—	%
CT Technologies Intermediate Holdings, Inc. (& Smart Holdings Corp.) (dba Datavant)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.00%	08/2031	—	(28)	(29)	—	%
GI Ranger Intermediate, LLC (dba Rectangle Health)(6)(9)(13)	First lien senior secured loan	S +	6.00%	10/2028	27,024	26,650	26,551	0.7	%
GI Ranger Intermediate, LLC (dba Rectangle Health)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.00%	10/2027	—	(23)	(39)	—	%
Greenway Health, LLC(6)(10)(13)	First lien senior secured loan	S +	6.75%	04/2029	8,707	8,525	8,555	0.2	%
Hyland Software, Inc.(6)(8)(13)	First lien senior secured loan	S +	6.00%	09/2030	85,243	84,099	84,817	2.4	%
Hyland Software, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.00%	09/2029	—	(51)	(20)	—	%
Indikami Bidco, LLC (dba IntegriChain)(6)(8)(13)	First lien senior secured loan	S +	6.50% (2.50% PIK)	12/2030	60,676	59,419	59,765	1.7	%
Indikami Bidco, LLC (dba IntegriChain)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	6.00%	12/2025	—	(60)	—	—	%
Indikami Bidco, LLC (dba IntegriChain)(6)(8)(13)(14)	First lien senior secured revolving loan	S +	6.00%	06/2030	2,155	2,037	2,066	0.1	%
Inovalon Holdings, Inc.(6)(9)(13)	First lien senior secured loan	S +	6.25% (2.75% PIK)	11/2028	150,106	147,801	148,230	4.2	%
Inovalon Holdings, Inc.(6)(9)(13)	Second lien senior secured loan	S +	10.50% PIK	11/2033	90,744	89,648	89,836	2.5	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)(6)(9)(13)(23)	First lien senior secured loan	S +	6.50%	08/2026	154,281	153,537	150,423	4.2	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)(6)(9)(13)(23)	First lien senior secured revolving loan	S +	6.50%	08/2026	10,847	10,784	10,576	0.3	%
Interoperability Bidco, Inc. (dba Lyniate)(6)(8)(13)	First lien senior secured loan	S +	6.25%	03/2028	87,240	86,962	85,932	2.4	%
Interoperability Bidco, Inc. (dba Lyniate)(6)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	6.25%	06/2026	—	—	(86)	—	%
Interoperability Bidco, Inc. (dba Lyniate)(6)(9)(13)(14)	First lien senior secured revolving loan	S +	6.25%	03/2028	2,112	2,105	2,011	0.1	%
Neptune Holdings, Inc. (dba NexTech)(6)(8)(13)	First lien senior secured loan	S +	5.75%	08/2030	4,379	4,281	4,357	0.1	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Neptune Holdings, Inc. (dba NexTech)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.75%	08/2029	—		(12)	(3)	—	%
RL Datix Holdings (USA), Inc.(6)(9)(13)	First lien senior secured loan	S +	5.50%	04/2031	48,700		48,236	48,213	1.3	%
RL Datix Holdings (USA), Inc.(6)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.50%	04/2027	—		—	—	—	%
RL Datix Holdings (USA), Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.50%	10/2030	—		(90)	(96)	—	%
RL Datix Holdings (USA), Inc.(6)(11)(13)	First lien senior secured GBP term loan	SA +	5.50%	04/2031	£	22,553	27,900	29,949	0.8	%
Salinger Bidco Inc. (dba Surgical Information Systems)(6)(9)(13)	First lien senior secured loan	S +	5.75%	08/2031	12,188		12,008	12,005	0.3	%
Salinger Bidco Inc. (dba Surgical Information Systems)(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.75%	08/2026	—		(9)	(9)	—	%
Salinger Bidco Inc. (dba Surgical Information Systems)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.75%	05/2031	—		(21)	(21)	—	%
							951,303	950,384	26.5	%
Hotels, Restaurants & Leisure
MINDBODY, Inc.(6)(9)(13)	First lien senior secured loan	S +	7.00%	09/2025	72,962		72,893	72,962	2.0	%
MINDBODY, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	7.00%	09/2025	—		(4)	—	—	%
Par Technology Corporation(6)(9)(13)	First lien senior secured loan	S +	5.00%	07/2029	19,286		18,996	18,985	0.5	%
							91,885	91,947	2.5	%
Household Durables
BCTO BSI Buyer, Inc. (dba Buildertrend)(6)(9)(13)	First lien senior secured loan	S +	7.50% PIK	12/2026	82,772		82,414	82,772	2.3	%
BCTO BSI Buyer, Inc. (dba Buildertrend)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	7.50%	12/2026	—		(66)	—	—	%
							82,348	82,772	2.3	%
Industrial Conglomerates
Aptean Acquiror, Inc. (dba Aptean)(6)(8)(13)	First lien senior secured loan	S +	5.25%	01/2031	3,090		3,061	3,074	0.1	%
Aptean Acquiror, Inc. (dba Aptean)(6)(9)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.25%	01/2026	8		6	8	—	%
Aptean Acquiror, Inc. (dba Aptean)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.25%	01/2031	—		(2)	(1)	—	%
QAD, Inc.(6)(8)(13)	First lien senior secured loan	S +	4.75%	11/2027	88,393		88,394	88,393	2.5	%
QAD, Inc.(6)(13)(14)	First lien senior secured revolving loan	S +	4.75%	11/2027	—		—	—	—	%
							91,459	91,474	2.6	%
Insurance
Asurion, LLC(3)(6)(8)(13)	Second lien senior secured loan	S +	5.25%	01/2028	10,833		10,693	10,127	0.3	%
Diamond Insure Bidco (dba Acturis)(6)(13)	First lien senior secured EUR term loan	E +	4.25%	07/2031	€	625	657	683	—	%
Diamond Insure Bidco (dba Acturis)(6)(11)(13)	First lien senior secured GBP term loan	SA +	4.50%	07/2031	£	2,042	2,532	2,684	0.1	%
Disco Parent, Inc. (dba Duck Creek Technologies, Inc.)(6)(9)(13)	First lien senior secured loan	S +	7.50%	03/2029	909		891	905	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Disco Parent, Inc. (dba Duck Creek Technologies, Inc.)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	7.50%	03/2029	—		(2)	—	—	%
Integrity Marketing Acquisition, LLC(6)(9)(13)	First lien senior secured loan	S +	5.00%	08/2028	47,297		47,058	47,053	1.3	%
Integrity Marketing Acquisition, LLC(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.00%	08/2026	—		(21)	(21)	—	%
Integrity Marketing Acquisition, LLC(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.00%	08/2028	—		(7)	(7)	—	%
							61,801	61,424	1.7	%
Internet & Direct Marketing Retail
Aurelia Netherlands Midco 2 B.V.(6)(13)(23)	First lien senior secured EUR term loan	E +	5.75%	05/2031	€	25,283	26,496	28,005	0.8	%
							26,496	28,005	0.8	%
IT Services
Kaseya Inc.(6)(9)(13)	First lien senior secured loan	S +	5.50%	06/2029	15,963		15,731	15,963	0.4	%
Kaseya Inc.(6)(9)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	5.50%	06/2025	184		176	184	—	%
Kaseya Inc.(6)(8)(13)(14)	First lien senior secured revolving loan	S +	5.50%	06/2029	239		226	239	—	%
							16,133	16,386	0.4	%
Life Sciences Tools & Services
Bamboo US BidCo LLC(6)(12)(13)	First lien senior secured EUR term loan	E +	6.75% (3.38% PIK)	09/2030	€	3,119	3,218	3,481	0.1	%
Bamboo US BidCo LLC(6)(9)(13)	First lien senior secured loan	S +	6.75% (3.38% PIK)	09/2030	5,013		4,882	5,013	0.1	%
Bamboo US BidCo LLC(6)(9)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	6.75% (3.38% PIK)	03/2025	372		357	372	—	%
Bamboo US BidCo LLC(6)(13)(14)(15)	First lien senior secured revolving loan	E +	6.00%	10/2029	—		(26)	—	—	%
							8,431	8,866	0.2	%
Media
Monotype Imaging Holdings Inc.(6)(9)(13)	First lien senior secured loan	S +	5.50%	02/2031	58,808		58,393	58,514	1.6	%
Monotype Imaging Holdings Inc.(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.50%	02/2026	—		(17)	—	—	%
Monotype Imaging Holdings Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.50%	02/2030	—		(50)	(37)	—	%
							58,326	58,477	1.6	%
Multiline Retail
PDI TA Holdings, Inc.(6)(9)(13)	First lien senior secured loan	S +	5.25%	02/2031	9,011		8,886	8,921	0.2	%
PDI TA Holdings, Inc.(6)(13)(14)(15)(16)	First lien senior secured delayed draw term loan	S +	5.25%	02/2026	—		(19)	(10)	—	%
PDI TA Holdings, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.50%	02/2031	—		(12)	(9)	—	%
							8,855	8,902	0.2	%
Pharmaceuticals

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
BridgeBio Pharma, Inc.(6)(9)(13)	First lien senior secured loan	S +	6.50%	01/2029	30,000	29,960	29,925	0.8	%
TG THERAPEUTICS, INC.(6)(9)(13)	First lien senior secured loan	S +	5.50%	08/2029	12,500	12,409	12,406	0.3	%
XRL 1 LLC (dba XOMA)(13)(26)	First lien senior secured loan		9.88%	12/2038	12,310	12,092	12,125	0.3	%
XRL 1 LLC (dba XOMA)(13)(14)(15)(16)(26)	First lien senior secured delayed draw term loan		9.88%	12/2025	—	(14)	(15)	—	%
						54,447	54,441	1.4	%
Professional Services
Certinia, Inc.(6)(10)(13)	First lien senior secured loan	S +	7.25%	08/2029	22,059	21,680	21,949	0.6	%
Certinia, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	7.25%	08/2029	—	(47)	(15)	—	%
Cornerstone OnDemand, Inc.(6)(8)(13)	Second lien senior secured loan	S +	6.50%	10/2029	71,667	70,898	65,038	1.8	%
Gerson Lehrman Group, Inc.(6)(9)(13)	First lien senior secured loan	S +	5.25%	12/2027	18,895	18,753	18,848	0.5	%
Gerson Lehrman Group, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.25%	12/2027	—	(7)	(2)	—	%
Thunder Purchaser, Inc. (dba Vector Solutions)(6)(9)(13)	First lien senior secured loan	S +	5.50%	06/2028	139,757	138,909	139,757	3.9	%
Thunder Purchaser, Inc. (dba Vector Solutions)(6)(9)(13)(14)	First lien senior secured revolving loan	S +	5.50%	06/2027	9,112	9,051	9,112	0.3	%
TK Operations Ltd (dba Travelperk, Inc.)(13)(26)	First lien senior secured loan		11.50% PIK	05/2029	21,520	19,827	19,798	0.6	%
When I Work, Inc.(6)(9)(13)	First lien senior secured loan	S +	7.00% PIK	11/2027	35,667	35,493	34,597	1.0	%
When I Work, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.00%	11/2027	—	(29)	(168)	—	%
						314,528	308,914	8.7	%
Real Estate Management & Development
Entrata, Inc.(6)(8)(13)	First lien senior secured loan	S +	5.75%	07/2030	891	879	891	—	%
Entrata, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.00%	07/2028	—	(1)	—	—	%
RealPage, Inc.(3)(6)(8)(13)	Second lien senior secured loan	S +	6.50%	04/2029	52,500	51,983	50,285	1.4	%
						52,861	51,176	1.4	%
Systems Software
Acquia Inc.(6)(9)	First lien senior secured loan	S +	7.00%	10/2025	176,509	175,992	176,509	5.0	%
Acquia Inc.(6)(9)(14)	First lien senior secured revolving loan	S +	7.00%	10/2025	4,716	4,694	4,716	0.1	%
Activate Holdings (US) Corp. (dba Absolute Software)(6)(9)(13)(23)	First lien senior secured loan	S +	5.25%	07/2030	5,725	5,703	5,717	0.2	%
Activate Holdings (US) Corp. (dba Absolute Software)(6)(13)(14)(15)(23)	First lien senior secured revolving loan	S +	5.25%	07/2029	—	(1)	(1)	—	%
Azurite Intermediate Holdings, Inc. (dba Alteryx, Inc.)(6)(8)(13)	First lien senior secured loan	S +	6.50%	03/2031	13,063	12,877	12,899	0.4	%
Azurite Intermediate Holdings, Inc. (dba Alteryx, Inc.)(6)(8)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	6.50%	03/2026	19,000	18,659	18,709	0.5	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Azurite Intermediate Holdings, Inc. (dba Alteryx, Inc.)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.50%	03/2031	—	(66)	(59)	—	%
Arctic Wolf Networks, Inc.(13)(26)	Senior convertible notes		3.00% PIK	09/2027	127,843	155,822	155,822	4.5	%
Bayshore Intermediate #2, L.P. (dba Boomi)(6)(9)(13)	First lien senior secured loan	S +	7.75% PIK	10/2028	193,312	191,220	193,311	5.5	%
Bayshore Intermediate #2, L.P. (dba Boomi)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.75%	10/2027	—	(132)	—	—	%
Crewline Buyer, Inc. (dba New Relic)(6)(9)(13)	First lien senior secured loan	S +	6.75%	11/2030	90,566	89,328	90,340	2.5	%
Crewline Buyer, Inc. (dba New Relic)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.75%	11/2030	—	(123)	(24)	—	%
Delinea Buyer, Inc. (f/k/a Centrify)(6)(9)(13)	First lien senior secured loan	S +	5.75%	03/2028	77,890	76,782	77,890	2.2	%
Delinea Buyer, Inc. (f/k/a Centrify)(6)(9)(13)	First lien senior secured loan	S +	6.00%	03/2028	28,109	27,602	28,109	0.8	%
Delinea Buyer, Inc. (f/k/a Centrify)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.75%	03/2027	—	(97)	—	—	%
Delta TopCo, Inc. (dba Infoblox, Inc.)(3)(6)(10)	Second lien senior secured loan		5.25%	11/2030	13,500	13,433	13,557	0.4	%
Forescout Technologies, Inc.(6)(9)(13)	First lien senior secured loan	S +	5.00%	05/2031	66,750	66,475	66,464	1.9	%
Forescout Technologies, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	5.00%	05/2030	—	(19)	(20)	—	%
H&F Opportunities LUX III S.À R.L (dba Checkmarx)(6)(8)(13)(23)	First lien senior secured loan	S +	7.50%	04/2026	148,889	147,490	148,517	4.2	%
H&F Opportunities LUX III S.À R.L (dba Checkmarx)(6)(13)(14)(15)(23)	First lien senior secured revolving loan	S +	7.50%	04/2026	—	(192)	(63)	—	%
Ivanti Software, Inc.(6)(9)(13)	Second lien senior secured loan	S +	7.25%	12/2028	21,000	20,611	13,125	0.4	%
LogRhythm, Inc.(6)(9)(13)	First lien senior secured loan	S +	7.50%	07/2029	4,750	4,613	4,608	0.1	%
LogRhythm, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	7.50%	07/2029	—	(14)	(14)	—	%
Oranje Holdco, Inc. (dba KnowBe4)(6)(9)(13)	First lien senior secured loan	S +	7.50%	02/2029	12,818	12,667	12,818	0.4	%
Oranje Holdco, Inc. (dba KnowBe4)(6)(9)(13)	First lien senior secured loan	S +	7.25%	02/2029	5,371	5,322	5,317	0.1	%
Oranje Holdco, Inc. (dba KnowBe4)(6)(13)(14)(15)	First lien senior secured revolving loan	S +	7.50%	02/2029	—	(17)	—	—	%
Ping Identity Holding Corp.(6)(9)(13)	First lien senior secured loan	S +	4.75%	10/2029	4,156	4,146	4,156	0.1	%
Ping Identity Holding Corp.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	4.75%	10/2028	—	(1)	—	—	%
Rubrik, Inc.(6)(9)(13)	First lien senior secured loan	S +	7.00%	08/2028	10,394	10,284	10,394	0.3	%
Rubrik, Inc.(6)(9)(13)(14)(16)	First lien senior secured delayed draw term loan	S +	7.00%	06/2028	1,192	1,179	1,192	—	%
SailPoint Technologies Holdings, Inc.(6)(9)(13)	First lien senior secured loan	S +	6.00%	08/2029	45,640	44,898	45,526	1.3	%
SailPoint Technologies Holdings, Inc.(6)(13)(14)(15)	First lien senior secured revolving loan	S +	6.00%	08/2028	—	(56)	(11)	—	%
Securonix, Inc.(6)(9)(13)	First lien senior secured loan	S +	7.00%	04/2028	19,774	19,644	17,401	0.5	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)		Fair Value		Percentage of Net Assets
Securonix, Inc.(6)(9)(13)(14)	First lien senior secured revolving loan	S +	7.00%	04/2028	80		59		(347)		—	%
Sitecore Holding III A/S(6)(9)(13)	First lien senior secured loan	S +	7.75% (4.25% PIK)	03/2029	9,358		9,298		9,358		0.3	%
Sitecore USA, Inc.(6)(9)(13)	First lien senior secured loan	S +	7.75% (4.25% PIK)	03/2029	56,419		56,059		56,419		1.6	%
Sitecore Holding III A/S(6)(13)	First lien senior secured EUR term loan	E +	7.75% (4.25% PIK)	03/2029	€	54,773	57,408		61,130		1.7	%
Talon MidCo 2 Limited(6)(8)(13)(23)	First lien senior secured loan	S +	6.95%	08/2028	2,700		2,662		2,700		0.1	%
Talon MidCo 2 Limited(6)(13)(14)(15)(23)	First lien senior secured revolving loan	S +	7.00%	08/2028	—		(2)		—		—	%
							1,234,207		1,236,165		35.1	%
Total non-controlled/non-affiliated portfolio company debt investments							$	5,041,715	$	5,045,092	141.2	%

Equity Investments
Aerospace & Defense
Space Exploration Technologies Corp.(13)(17)(24)	Class A Common Stock		N/A	N/A	419,311		23,013		46,963		1.3	%
Space Exploration Technologies Corp.(13)(17)(24)	Class C Common Stock		N/A	N/A	84,250		4,011		9,436		0.3	%
							27,024		56,399		1.6	%
Application Software
6Sense Insights, Inc.(13)(17)(24)	Series E-1 Preferred Stock		N/A	N/A	1,264,514		40,066		31,140		0.9	%
Alpha Partners Technology Merger Corp(2)(17)(23)(24)	Warrants		N/A	N/A	667		—		53		—	%
Alpha Partners Technology Merger Corp(2)(23)(24)	Sponsor Shares		N/A	N/A	30,000		1,000		326		—	%
AlphaSense, LLC(13)(17)(24)	Series E Preferred Shares		N/A	N/A	131,200		5,890		5,890		0.2	%
Diligent Preferred Issuer, Inc. (dba Diligent Corporation)(13)(17)(26)	Preferred Stock		10.50% PIK	N/A	15		21,139		20,515		0.6	%
EShares, Inc. (dba Carta)(17)(24)	Series E Preferred Stock		N/A	N/A	186,904		2,008		3,951		0.1	%
Insight CP (Blocker) Holdings, L.P. (dba CivicPlus, LLC)(13)(17)(23)(24)	LP Interest		N/A	N/A	$	2,281	2,285		2,728		0.1	%
MessageBird Holding B.V.(13)(17)(23)(24)	Extended Series C Warrants		N/A	N/A	191,530		1,174		207		—	%
Nylas, Inc.(17)(24)	Series C Preferred Stock		N/A	N/A	2,088,467		15,009		4,170		0.1	%
Project Alpine Co-Invest Fund, LP(13)(17)(23)(24)	LP Interest		N/A	N/A	$	3,644	3,646		4,306		0.1	%
Saturn Ultimate, Inc.(13)(17)(24)	Common stock		N/A	N/A	5,580,593		25,008		51,050		1.4	%
Simpler Postage, Inc. (dba Easypost)(13)(17)(24)	Warrants		N/A	N/A	65,694		827		827		—	%
Zoro TopCo, Inc.(13)(17)(26)	Series A Preferred Equity		12.50% PIK	N/A	7,114		8,717		8,940		0.3	%
Zoro TopCo, L.P.(13)(17)(24)	Class A Common Units		N/A	N/A	592,872		5,929		6,455		0.2	%
							132,698		140,558		4.0	%
Construction & Engineering
Dodge Construction Network Holdings, L.P.(6)(13)(17)	Series A Preferred Units		8.25%	N/A	—		69		42		—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Dodge Construction Network Holdings, L.P.(13)(17)(24)	Class A-2 Common Units		N/A	N/A	3,333		2,841	1,394	—	%
							2,910	1,436	—	%
Diversified Consumer Services
SLA Eclipse Co-Invest, L.P.(3)(17)(23)(24)	LP Interest		N/A	N/A	$	15,000	15,256	17,010	0.5	%
							15,256	17,010	0.5	%
Diversified Financial Services
AAM Series 1.1 Rail and Domestic Intermodal Feeder, LLC(13)(14)(17)(23)(24)	LLC Interest		N/A	N/A	$	1,487	1,487	1,731	—	%
AAM Series 2.1 Aviation Feeder, LLC(13)(14)(17)(23)(24)	LLC interest		N/A	N/A	$	962	965	989	—	%
Amergin Asset Management, LLC(13)(17)(23)(24)	Class A Units		N/A	N/A	50,000,000		—	1,608	—	%
Brex, Inc.(17)(24)	Preferred Stock		N/A	N/A	143,943		5,012	2,885	0.1	%
CloudPay, Inc.(13)(17)(23)(26)	Series E Preferred Stock		13.50% PIK	07/2031	8,252,741		8,253	8,253	0.2	%
							15,717	15,466	0.3	%
Health Care Providers & Services
KWOL Acquisition Inc. (dba Worldwide Clinical Trials)(13)(17)(24)	Class A Interest		N/A	N/A	159		1,585	1,585	—	%
Romulus Intermediate Holdings 1 Inc. (dba PetVet Care Centers)(13)(17)(26)	Series A Preferred Stock		15.00% PIK	N/A	4,419		4,858	4,799	0.1	%
							6,443	6,384	0.1	%
Health Care Technology
BEHP Co-Investor II, L.P.(13)(17)(23)(24)	LP Interest		N/A	N/A	$	1,270	1,043	1,297	—	%
Minerva Holdco, Inc.(13)(17)(26)	Senior A Preferred Stock		10.75% PIK	N/A	50,000		65,573	64,008	1.8	%
WP Irving Co-Invest, L.P.(13)(17)(23)(24)	Partnership Units		N/A	N/A	1,250,000		976	1,276	—	%
							67,592	66,581	1.8	%
Hotels, Restaurants & Leisure
VEPF Torreys Aggregator, LLC (dba MINDBODY, Inc.)(13)(17)(26)	Series A Preferred Stock		9.00% PIK	N/A	25,000		29,446	30,109	0.8	%
							29,446	30,109	0.8	%
Internet & Direct Marketing Retail
Kajabi Holdings, LLC(17)(24)	Senior Preferred Class D Units		N/A	N/A	4,126,175		50,025	39,463	1.1	%
Klaviyo, Inc.(2)(17)(24)	Series B Common Stock		N/A	N/A	1,198,270		40,018	42,395	1.2	%
Linked Store Cayman Ltd. (dba Nuvemshop)(13)(17)(23)(24)	Series E Preferred Stock		N/A	N/A	19,499		42,496	36,862	1.0	%
							132,539	118,720	3.3	%
IT Services
E2Open Parent Holdings, Inc.(2)(23)(24)	Class A Common Stock		N/A	N/A	1,650,943		17,504	7,281	0.2	%
JumpCloud, Inc.(17)(24)	Series B Preferred Stock		N/A	N/A	756,590		4,531	823	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
JumpCloud, Inc.(17)(24)	Series F Preferred Stock		N/A	N/A	6,679,245		40,017	29,235	0.8	%
Knockout Intermediate Holdings I Inc. (dba Kaseya Inc.)(6)(13)(17)	Perpetual Preferred Stock	S +	10.75% PIK	N/A	7,500		9,488	9,632	0.3	%
Replicated, Inc.(17)(24)	Series C Preferred Stock		N/A	N/A	1,277,832		20,008	10,502	0.3	%
WMC Bidco, Inc. (dba West Monroe)(13)(17)(26)	Senior Preferred Stock		11.25% PIK	N/A	57,231		78,213	75,472	2.1	%
							169,761	132,945	3.7	%
Pharmaceuticals
XOMA Corporation(13)(17)(24)	Warrants		N/A	N/A	12,000		82	148	—	%



							82	148	—	%
Professional Services
BCTO WIW Holdings, Inc. (dba When I Work)(13)(17)(24)	Class A Common Stock		N/A	N/A	70,000		7,000	4,130	0.1	%
Sunshine Software Holdings, Inc. (dba Cornerstone OnDemand, Inc.)(13)(17)(26)	Series A Preferred Stock		10.50% PIK	N/A	28,000		36,462	31,886	1.0	%
Thunder Topco L.P. (dba Vector Solutions)(13)(17)(24)	Common Units		N/A	N/A	7,857,410		7,857	8,819	0.2	%
TravelPerk, Inc.(13)(17)(24)	Warrants		N/A	N/A	71,940		1,411	1,411	—	%
Vestwell Holdings, Inc.(13)(17)(24)	Series D Preferred Stock		N/A	N/A	152,175		3,020	3,000	0.1	%
							55,750	49,246	1.4	%
Road & Rail
Bolt Technology OÜ(17)(23)(24)	Preferred Stock		N/A	N/A	43,478		11,318	10,777	0.3	%
							11,318	10,777	0.3	%
Systems Software
Algolia, Inc.(17)(24)	Series C Preferred Stock		N/A	N/A	970,281		10,000	17,523	0.5	%
Algolia, Inc.(17)(24)	Series D Preferred Stock		N/A	N/A	136,776		4,000	3,027	0.1	%
Arctic Wolf Networks, Inc.(17)(24)	Preferred Stock		N/A	N/A	3,032,840		25,036	26,901	0.8	%
Brooklyn Lender Co-Invest 2, L.P. (dba Boomi)(13)(17)(24)	Common Units		N/A	N/A	12,692,160		12,692	16,381	0.5	%
Circle Internet Services, Inc.(17)(24)	Series D Preferred Stock		N/A	N/A	2,934,961		15,000	17,401	0.5	%
Circle Internet Services, Inc.(17)(24)	Series E Preferred Stock		N/A	N/A	821,806		6,917	5,937	0.2	%
Circle Internet Services, Inc.(17)(24)	Series F Preferred Stock		N/A	N/A	75,876		1,500	910	—	%
Circle Internet Services, Inc.(17)(24)	Subordinated Convertible Security		N/A	N/A	758,882		759	759	—	%
Circle Internet Services, Inc.(17)(24)	Warrants		N/A	N/A	359,000		—	888	—	%
Elliott Alto Co-Investor Aggregator L.P.(13)(17)(23)(24)	LP Interest		N/A	N/A	$	1,567	1,577	2,189	0.1	%
Excalibur CombineCo, L.P.(13)(17)(24)	Class A Units		N/A	N/A	97,502		99,452	73,595	2.1	%
Halo Parent Newco, LLC(13)(17)(26)	Class H PIK Preferred Equity		11.00% PIK	N/A	5,000		6,638	5,301	0.1	%
Harness, Inc.(17)(24)(27)	Junior Preferred Stock		N/A	N/A	1,022,648		9,169	9,169	0.3	%
Illumio, Inc.(17)(24)	Series F Preferred Stock		N/A	N/A	2,483,618		16,684	15,502	0.4	%
Illumio, Inc.(17)(24)	Common stock		N/A	N/A	358,365		2,432	1,582	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)		Fair Value		Percentage of Net Assets
Project Hotel California Co-Invest Fund, L.P.(13)(17)(23)(24)	LP Interest		N/A	N/A	$	2,685	2,687		3,053		0.1	%
Securiti, Inc.(13)(17)(24)	Series C Preferred Shares		N/A	N/A	2,525,571		20,016		20,000		0.6	%
							234,559		220,118		6.3	%
Thrifts & Mortgage Finance
Blend Labs, Inc.(2)(13)(24)	Common stock		N/A	N/A	216,953		3,000		814		—	%
Blend Labs, Inc.(13)(17)(24)	Warrants		N/A	N/A	299,216		1,625		16		—	%
							4,625		830		—	%
Total non-controlled/non-affiliated portfolio company equity investments							$	905,720	$	866,727	24.1	%
Total non-controlled/non-affiliated portfolio company investments							$	5,947,435	$	5,911,819	165.3	%

Non-controlled/affiliated portfolio company investments
Debt Investments
Internet & Direct Marketing Retail
Walker Edison Furniture Company LLC(6)(9)(13)(21)(25)	First lien senior secured loan	S +	6.75% PIK	03/2027	11,996		$	9,398	$	4,619	0.1	%
Walker Edison Furniture Company LLC(6)(9)(13)(14)(21)(25)	First lien senior secured delayed draw term loan	S +	6.75% PIK	03/2027	2,677		2,584		893		—	%
Walker Edison Furniture Company LLC(6)(9)(13)(21)(25)	First lien senior secured revolving loan	S +	6.75% PIK	03/2027	4,495		4,495		3,090		0.1	%
							16,477		8,602		0.2	%
IT Services
Pluralsight, LLC(6)(9)(13)(21)	First lien senior secured loan	S +	4.50% (1.50% PIK)	08/2029	30,357		$	30,357	$	30,357	0.8	%
Pluralsight, LLC(6)(9)(13)(21)	First lien senior secured loan	S +	7.50% PIK	08/2029	30,357		$	30,357	$	30,357	0.8	%
Pluralsight, LLC(6)(13)(14)(21)	First lien senior secured delayed draw term loan	S +	4.50% (1.50% PIK)	08/2029	—		$	—	$	—	—	%
Pluralsight, LLC(6)(13)(14)(21)	First lien senior secured revolving loan	S +	4.50%	08/2029	—		—		—		—	%
							$	60,714	$	60,714	1.6	%
Total non-controlled/affiliated portfolio company debt investments							$	77,191	$	69,316	1.8	%

Equity Investments
Insurance
Fifth Season Investments LLC(13)(17)(19)(21)	Class A Units		N/A	N/A	8		74,324		79,219		2.2	%
							74,324		79,219		2.2	%
Internet & Direct Marketing Retail
Walker Edison Holdco LLC(13)(17)(21)(24)	Common Units		N/A	N/A	98,319		9,500		—		—	%
Signifyd Inc.(17)(21)(26)	Preferred equity		9.00% PIK	04/2030	2,755,121		133,177		121,215		3.4	%
							142,677		121,215		3.4	%
IT Services
Paradigmatic Holdco LLC (dba Pluralsight)(13)(17)(21)(24)	Common stock		N/A	N/A	10,119		26,850		26,850		0.8	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)


Company(1)(7)(18)(20)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)		Fair Value		Percentage of Net Assets
							26,850		26,850		0.8	%
Pharmaceuticals
LSI Financing 1 DAC(13)(14)(17)(21)(23)	Series 1 Notes		N/A	N/A	$	15,217	15,300		16,370		0.5	%
							15,300		16,370		0.5	%
Systems Software
Help HP SCF Investor, LP(13)(17)(21)(24)	LP Interest		N/A	N/A	$	59,333	59,379		63,429		1.8	%
							59,379		63,429		1.8	%
Total non-controlled/affiliated portfolio company equity investments							$	318,530	$	307,083	8.7	%
Total non-controlled/affiliated portfolio company investments							$	395,721	$	376,399	10.5	%

Controlled/affiliated portfolio company investments
Equity Investments
Diversified Financial Services
Revolut Ribbit Holdings, LLC(17)(22)(23)(24)	LLC Interest		N/A	N/A	$	75,031	75,262		106,443		3.0	%




							75,262		106,443		3.0	%
Joint Ventures
Blue Owl Credit SLF LLC(13)(17)(19)(23)(24)	LLC Interest		N/A	N/A	$	2,188	$	2,189	$	2,187	0.1	%
							2,189		2,187		0.1	%
Total controlled/affiliated portfolio company equity investments							$	77,451	$	108,630	3.1	%
Total controlled/affiliated portfolio company investments							$	77,451	$	108,630	3.1	%
Total Investments							$	6,420,607	$	6,396,848	178.9	%

________________

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

(2)Level 1 investment.

(3)Level 2 investment.

(4)The amortized cost represents the original cost adjusted for the amortization or accretion of premium or discount, as applicable, on debt investments using the effective interest method.

(5)As of September 30, 2024, the net estimated unrealized loss on investments for U.S. federal income tax purposes was $29.3 million based on a tax cost basis of $6.43 billion. As of September 30, 2024, the estimated aggregate gross unrealized loss for U.S. federal income tax purposes was $190.0 million and the estimated aggregate gross unrealized gain for U.S. federal income tax purposes was $160.7 million.

(6)Unless otherwise indicated, 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 Secured Overnight Financing Rate (“SOFR” or “S”, which can include one-, three- or six-month SOFR), Euro Interbank Offered Rate (“EURIBOR” or “E”, which can include three- or six-month EURIBOR), or Sterling Overnight Interbank Average Rate (“SONIA” or “SA”), at the borrower’s option, and which reset periodically based on the terms of the loan agreement.

(7)Certain portfolio company investments are subject to contractual restrictions on sales. Refer to footnote 19 for additional information on our restricted securities.

(8)The interest rate on these loans is subject to 1 month SOFR, which as of September 30, 2024 was 4.85%.

(9)The interest rate on these loans is subject to 3 month SOFR, which as of September 30, 2024 was 4.59%.

(10)The interest rate on these loans is subject to 6 month SOFR, which as of September 30, 2024 was 4.25%.

(11)The interest rate on these loans is subject to SONIA, which as of September 30, 2024 was 4.95%.

(12)The interest rate on these loans is subject to 3 month EURIBOR, which as of September 30, 2024 was 3.28%.

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

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

(15)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.

(16)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.

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)

(17)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 September 30, 2024, the aggregate fair value of these securities is $1.27 billion or 36.3% of the Company’s net assets. The acquisition dates of the restricted securities are as follows:

Portfolio Company

Investment

Acquisition Date

6Sense Insights, Inc.

Series E-1 Preferred Stock

January 20, 2022

AAM Series 1.1 Rail and Domestic Intermodal Feeder, LLC

LLC Interest

July 1, 2022

AAM Series 2.1 Aviation Feeder, LLC

LLC interest

July 1, 2022

Algolia, Inc.

Series C Preferred Stock

August 30, 2019

Algolia, Inc.

Series D Preferred Stock

July 19, 2021

Project Alpine Co-Invest Fund, LP

LP Interest

June 13, 2022

AlphaSense, LLC

Series E Preferred Shares

June 27, 2024

Alpha Partners Technology Merger Corp

Warrants

July 28, 2021

Amergin Asset Management, LLC

Class A Units

July 1, 2022

Arctic Wolf Networks, Inc.

Preferred Stock

July 7, 2021

BCTO WIW Holdings, Inc. (dba When I Work)

Class A Common Stock

November 2, 2021

BEHP Co-Investor II, L.P.

LP Interest

May 11, 2022

Blend Labs, Inc.

Warrants

July 2, 2021

Blue Owl Credit SLF LLC

LLC Interest

August 1, 2024

Bolt Technology OÜ

Preferred Stock

December 10, 2021

Brooklyn Lender Co-Invest 2, L.P. (dba Boomi)

Common Units

October 1, 2021

Brex, Inc.

Preferred Stock

November 30, 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.

Subordinated Convertible Security

April 12, 2024

Circle Internet Services, Inc.

Warrants

May 20, 2019

CloudPay, Inc.

Series E Preferred Stock

July 31, 2024

Diligent Preferred Issuer, Inc. (dba Diligent Corporation)

Preferred Stock

April 6, 2021

Dodge Construction Network Holdings, L.P.

Class A-2 Common Units

February 23, 2022

Dodge Construction Network Holdings, L.P.

Series A Preferred Units

February 23, 2022

Elliott Alto Co-Investor Aggregator L.P.

LP Interest

September 27, 2022

EShares, Inc. (dba Carta)

Series E Preferred Stock

August 1, 2019

Excalibur CombineCo, L.P.

Class A Units

July 2, 2024

Fifth Season Investments LLC

Class A Units

July 18, 2022

Halo Parent Newco, LLC

Class H PIK Preferred Equity

October 15, 2021

Harness, Inc.

Series D Preferred Stock

May 24, 2024

Help HP SCF Investor, LP

LP Interest

April 28, 2021

Project Hotel California Co-Invest Fund, L.P.

LP Interest

August 9, 2022

Illumio, Inc.

Common stock

June 23, 2021

Illumio, Inc.

Series F Preferred Stock

August 27, 2021

Insight CP (Blocker) Holdings, L.P. (dba CivicPlus, LLC)

LP Interest

June 8, 2022

JumpCloud, Inc.

Series B Preferred Stock

December 30, 2021

JumpCloud, Inc.

Series F Preferred Stock

September 3, 2021

Kajabi Holdings, LLC

Senior Preferred Class D Units

March 24, 2021

Klaviyo, Inc.

Series B Common Stock

May 4, 2021

KWOL Acquisition Inc. (dba Worldwide Clinical Trials)

Class A Interest

December 12, 2023

Knockout Intermediate Holdings I Inc. (dba Kaseya Inc.)

Perpetual Preferred Stock

June 22, 2022

Linked Store Cayman Ltd. (dba Nuvemshop)

Series E Preferred Stock

August 9, 2021

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(Amounts in thousands, except share amounts)

(Unaudited)

Portfolio Company

Investment

Acquisition Date

LSI Financing 1 DAC

Series 1 Notes

December 14, 2022

MessageBird Holding B.V.

Extended Series C Warrants

May 5, 2021

Minerva Holdco, Inc.

Senior A Preferred Stock

February 15, 2022

Nylas, Inc.

Series C Preferred Stock

June 3, 2021

Pluralsight, LLC

Common stock

August 22, 2024

Replicated, Inc.

Series C Preferred Stock

June 30, 2021

Revolut Ribbit Holdings, LLC

Ordinary Shares

September 30, 2021

Romulus Intermediate Holdings 1 Inc. (dba PetVet Care Centers)

Series A Preferred Stock

November 15, 2023

Saturn Ultimate, Inc.

Common stock

December 29, 2021

Securiti, Inc.

Series C Preferred Shares

July 28, 2022

Signifyd Inc.

Preferred equity

April 8, 2021

Simpler Postage, Inc. (dba Easypost)

Warrants

June 11, 2024

SLA Eclipse Co-Invest, L.P.

LP Interest

September 30, 2019

Space Exploration Technologies Corp.

Class A Common Stock

March 25, 2021

Space Exploration Technologies Corp.

Class C Common Stock

March 25, 2021

Sunshine Software Holdings, Inc. (dba Cornerstone OnDemand, Inc.)

Series A Preferred Stock

October 15, 2021

Thunder Topco L.P. (dba Vector Solutions)

Common Units

June 30, 2021

TravelPerk, Inc.

Warrants

May 1, 2024

VEPF Torreys Aggregator, LLC (dba MINDBODY, Inc.)

Series A Preferred Stock

October 15, 2021

Vestwell Holdings, Inc.

Series D Preferred Stock

December 20, 2023

Walker Edison Holdco LLC

Common Units

March 1, 2023

WMC Bidco, Inc. (dba West Monroe)

Senior Preferred Stock

November 9, 2021

WP Irving Co-Invest, L.P.

Partnership Units

May 18, 2022

XOMA Corporation

Warrants

December 15, 2023

Zoro TopCo, Inc.

Series A Preferred Equity

November 22, 2022

Zoro TopCo, L.P.

Class A Common Units

November 22, 2022

(18)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, SPV Asset Facility II and CLO 2020-1. See Note 5 “Debt”.

(19)This portfolio company is not pledged as collateral supporting the amounts outstanding under the Revolving Credit Facility, SPV Asset Facility I, SPV Asset Facility II and CLO 2020-1. See Note 5 “Debt”.

(20)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.

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of September 30, 2024

(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 period ended September 30, 2024 in which the Company was an Affiliated Person of the portfolio company are as follows:


Company	Fair Value at December 31, 2023		Gross Additions(a)		Gross Reductions(b)		Net Change in Unrealized Gain/(Loss)		Realized Gain/(Loss)		Transfers		Fair Value at September 30, 2024		Other Income		Interest Income
Fifth Season Investments LLC	$	43,904	$	30,421	$	—	$	4,894	$	—	$	—	$	79,219	$	4,416	$	—
Help HP SCF Investor, LP	67,221		—		—		(3,792)		—		—		63,429		—		—
LSI Financing 1 DAC	12,992		4,953		(2,050)		475		—		—		16,370		48		—
Pluralsight, LLC	—		87,564		—		—		—		—		87,564		—		756
Signifyd Inc.	110,500		5,653		—		5,062		—		—		121,215		8,700		—
Split Software, Inc.	22,484		—		(13,140)		7,521		(16,865)		—		—		—		—
Walker Edison Furniture Company LLC	14,992		2,593		—		(8,983)		—		—		8,602		13		—
Total	$	272,093	$	131,184	$	(15,190)	$	5,177	$	(16,865)	$	—	$	376,399	$	13,177	$	756

________________

(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)As defined in the 1940 act, the Company is deemed to be both an “Affiliated Person” and has “Control” of this portfolio company as the Company owns more than 25% of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement). The Company’s investments in controlled affiliates for the period ended September 30, 2024 were as follows:


Company	Fair Value at December 31, 2023		Gross Additions(a)		Gross Reductions(b)		Net Change in Unrealized Gain/(Loss)		Realized Gain/(Loss)		Transfers		Fair Value at September 30, 2024		Other Income		Interest Income
Blue Owl Credit SLF LLC	$	—	$	2,189	$	—	$	(2)	$	—	$	—	$	2,187	$	—	$	—
Revolut Ribbit Holdings, LLC	66,509		—		—		39,934		—		—		106,443		—		—
Total	$	66,509	$	2,189	$	—	$	39,932	$	—	$	—	$	108,630	$	—	$	—

________________

(23)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 September 30, 2024, non-qualifying assets represented 15.7% of total assets as calculated in accordance with the regulatory requirements.

(24)Non-income producing investment.

(25)Loan was on non-accrual status as of September 30, 2024.

(26)Contains a fixed-rate structure.

(27)Harness Inc. has retained 304,990 shares until June 11, 2026 as a security for indemnity obligations detailed in the Merger Agreement with Split Software, Inc.

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

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Non-controlled/non-affiliated portfolio company investments
Debt Investments
Aerospace & defense
Peraton Corp.(3)(6)(9)(14)	Second lien senior secured loan	SR +	7.75%	02/2029	84,551		83,621	83,916	2.4	%
ManTech International Corporation(6)(9)(14)	First lien senior secured loan	SR +	5.75%	09/2029	6,685		6,570	6,635	0.2	%
ManTech International Corporation(6)(9)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	5.75%	09/2024	567		548	563	—	%
ManTech International Corporation(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.75%	09/2028	—		(13)	(6)	—	%
					91,803		90,726	91,108	2.6	%
Application Software
Anaplan, Inc.(6)(9)(14)	First lien senior secured loan	SR +	6.50%	06/2029	49,219		48,808	49,219	1.4	%
Anaplan, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.50%	06/2028	—		(26)	—	—	%
Armstrong Bidco Limited(6)(11)(14)(24)	First lien senior secured loan	SA +	5.25%	06/2029	£	8,087	9,741	10,232	0.3	%
Avalara, Inc.(6)(9)(14)	First lien senior secured loan	SR +	7.25%	10/2028	9,091		8,975	9,045	0.3	%
Avalara, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.25%	10/2028	—		(11)	(5)	—	%
Catalis Intermediate, Inc. (fka GovBrands Intermediate, Inc.)(6)(9)(14)	First lien senior secured loan	SR +	5.50%	08/2027	77,218		75,962	74,515	2.1	%
Catalis Intermediate, Inc. (fka GovBrands Intermediate, Inc.)(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	5.50%	08/2027	2,338		2,237	2,101	0.1	%
CivicPlus, LLC(6)(9)(14)	First lien senior secured loan	SR +	6.50% (2.50% PIK)	08/2027	67,293		66,843	67,293	1.9	%
CivicPlus, LLC(6)(8)(14)(15)	First lien senior secured revolving loan	SR +	6.00%	08/2027	1,586		1,556	1,586	—	%
Coupa Holdings, LLC(6)(8)(14)	First lien senior secured loan	SR +	7.50%	02/2030	785		767	770	—	%
Coupa Holdings, LLC(6)(14)(15)(16)(17)	First lien senior secured delayed draw term loan	SR +	7.50%	08/2024	—		(1)	(1)	—	%
Coupa Holdings, LLC(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.50%	02/2029	—		(1)	(1)	—	%
CP PIK DEBT ISSUER, LLC (dba CivicPlus, LLC)(6)(8)(14)	Unsecured notes	SR +	11.75% PIK	06/2034	39,383		38,565	39,284	1.1	%
Community Brands ParentCo, LLC(6)(8)(14)	First lien senior secured loan	SR +	5.50%	02/2028	12,527		12,342	12,402	0.4	%
Community Brands ParentCo, LLC(6)(14)(15)(16)(17)	First lien senior secured delayed draw term loan	SR +	5.50%	02/2024	—		(10)	—	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Community Brands ParentCo, LLC(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.50%	02/2028	—	(10)	(8)	—	%
Diamondback Acquisition, Inc. (dba Sphera)(6)(8)(14)	First lien senior secured loan	SR +	5.50%	09/2028	76,649	75,525	75,499	2.1	%
Diligent Corporation(6)(9)	First lien senior secured loan	SR +	6.25%	08/2025	24,623	24,250	24,315	0.7	%
Diligent Corporation(6)(9)(15)	First lien senior secured revolving loan	SR +	6.25%	08/2025	823	810	803	—	%
Fullsteam Operations, LLC(6)(9)(14)	First lien senior secured loan	SR +	8.25%	11/2029	10,593	10,278	10,275	0.3	%
Fullsteam Operations, LLC(6)(9)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	8.25%	05/2025	1,009	923	922	—	%
Fullsteam Operations, LLC(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	8.25%	11/2029	—	(17)	(18)	—	%
Gainsight, Inc.(6)(9)(14)	First lien senior secured loan	SR +	6.75% PIK	07/2027	61,814	61,212	61,196	1.7	%
Gainsight, Inc.(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	6.75% PIK	07/2027	2,676	2,621	2,622	0.1	%
Granicus, Inc.(6)(9)(14)	First lien senior secured loan	SR +	5.50%	01/2027	35,152	34,686	35,064	1.0	%
Granicus, Inc.(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	6.50%	01/2027	546	514	539	—	%
Grayshift, LLC(6)(8)(14)(24)	First lien senior secured loan	SR +	8.00%	07/2028	21,062	20,819	20,747	0.6	%
Grayshift, LLC(6)(14)(15)(16)(24)	First lien senior secured revolving loan	SR +	8.00%	07/2028	—	(7)	(15)	—	%
GS Acquisitionco, Inc. (dba insightsoftware)(6)(9)(14)	First lien senior secured loan	SR +	5.50%	05/2026	49,021	48,785	48,899	1.4	%
GS Acquisitionco, Inc. (dba insightsoftware)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.50%	05/2026	—	(13)	(8)	—	%
MessageBird BidCo B.V.(6)(8)(14)(24)	First lien senior secured loan	SR +	6.75%	05/2027	60,000	59,172	59,850	1.7	%
Ministry Brands Holdings, LLC(6)(8)(14)	First lien senior secured loan	SR +	5.50%	12/2028	8,309	8,183	8,143	0.2	%
Ministry Brands Holdings, LLC(6)(8)(14)(15)	First lien senior secured revolving loan	SR +	5.50%	12/2027	393	383	378	—	%
Tamarack Intermediate, L.L.C. (dba Verisk 3E)(6)(9)(14)	First lien senior secured loan	SR +	5.75%	03/2028	10,366	10,207	10,237	0.3	%
Tamarack Intermediate, L.L.C. (dba Verisk 3E)(6)(9)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	5.75%	10/2025	377	359	373	—	%
Tamarack Intermediate, L.L.C. (dba Verisk 3E)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.75%	03/2028	—	(24)	(21)	—	%
Velocity HoldCo III Inc. (dba VelocityEHS)(6)(9)(14)	First lien senior secured loan	SR +	5.75%	04/2027	40,625	40,064	40,625	1.2	%
Velocity HoldCo III Inc. (dba VelocityEHS)(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	5.75%	04/2026	313	287	313	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Zendesk, Inc.(6)(9)(14)	First lien senior secured loan	SR +	6.25% (3.25% PIK)	11/2028	53,033	52,152	52,370	1.5	%
Zendesk, Inc.(6)(14)(15)(16)(17)	First lien senior secured delayed draw term loan	SR +	6.25%	11/2024	—	(392)	(32)	—	%
Zendesk, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.25%	11/2028	—	(87)	(67)	—	%
					724,911	716,427	719,441	20.4	%
Banks
Finastra USA, Inc.(6)(10)(14)(24)	First lien senior secured loan	SR +	7.25%	09/2029	72,084	71,363	71,363	2.0	%
Finastra USA, Inc.(6)(8)(14)(15)(24)	First lien senior secured revolving loan	SR +	7.25%	09/2029	1,979	1,904	1,904	0.1	%
					74,063	73,267	73,267	2.1	%
Building products
EET Buyer, Inc. (dba e-Emphasys)(6)(9)(14)	First lien senior secured loan	SR +	6.50%	11/2027	54,261	53,822	54,261	1.5	%
EET Buyer, Inc. (dba e-Emphasys)(6)(10)(14)(15)	First lien senior secured revolving loan	SR +	6.50%	11/2027	1,070	1,030	1,070	—	%
					55,331	54,852	55,331	1.5	%
Commercial Services & Supplies
SimpliSafe Holding Corporation(6)(8)(14)	First lien senior secured loan	SR +	6.25%	05/2028	811	798	803	—	%
SimpliSafe Holding Corporation(6)(8)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	6.25%	05/2024	27	26	27	—	%
					838	824	830	—	%
Consumer Finance
Affirm, Inc.(3)(14)(24)(25)	Senior convertible notes		N/A	11/2026	25,000	19,180	20,455	0.6	%
					25,000	19,180	20,455	0.6	%
Diversified Consumer Services
Litera Bidco LLC(6)(8)(14)	First lien senior secured loan	SR +	5.25%	05/2026	151,852	150,878	151,852	4.3	%
Litera Bidco LLC(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.25%	05/2025	—	(26)	—	—	%
Relativity ODA LLC(6)(8)(14)	First lien senior secured loan	SR +	6.50%	05/2027	131,681	130,621	131,681	3.7	%
Relativity ODA LLC(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.50%	05/2027	—	(95)	—	—	%
Transact Holdings Inc.(3)(6)(8)(14)	First lien senior secured loan	SR +	4.25%	04/2026	8,521	8,472	8,521	0.2	%
					292,054	289,850	292,054	8.2	%




Diversified Financial Services

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
AAM Series 1.1 Rail and Domestic Intermodal Feeder, LLC(14)(27)	First lien senior secured loan		12.00% PIK	07/2030	2,196		2,196	2,196	0.1	%
AAM Series 2.1 Aviation Feeder, LLC(14)(27)	First lien senior secured loan		12.00% PIK	11/2030	2,609		2,609	2,609	0.1	%
Computer Services, Inc.(6)(9)(14)	First lien senior secured loan	SR +	6.75%	11/2029	1,160		1,140	1,158	—	%
BTRS HOLDINGS INC.(6)(9)(14)	First lien senior secured loan	SR +	8.00%	12/2028	839		817	827	—	%
BTRS HOLDINGS INC.(6)(9)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	8.00%	12/2024	35		35	34	—	%
BTRS HOLDINGS INC.(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	7.25%	12/2028	22		20	21	—	%
Hg Genesis 8 Sumoco Limited(6)(11)(14)(24)	Unsecured facility	SA +	6.00% PIK	09/2025	£	64,840	85,302	82,658	2.3	%
Hg Genesis 9 SumoCo Limited(6)(12)(14)(24)	Unsecured facility	E +	7.00% PIK	03/2027	€	8,247	9,027	9,110	0.3	%
Hg Saturn Luchaco Limited(6)(11)(14)(24)	Unsecured facility	SA +	7.50% PIK	03/2026	£	105,882	142,649	134,978	3.8	%
NMI Acquisitionco, Inc. (dba Network Merchants)(6)(8)(14)	First lien senior secured loan	SR +	5.75%	09/2025	24,607		24,453	24,484	0.7	%
NMI Acquisitionco, Inc. (dba Network Merchants)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.75%	09/2025	—		(7)	(6)	—	%
Smarsh Inc.(6)(9)(14)	First lien senior secured loan	SR +	5.75%	02/2029	44,190		43,840	44,080	1.2	%
Smarsh Inc.(6)(9)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	5.75%	02/2024	5,524		5,438	5,510	0.2	%
Smarsh Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.75%	02/2029	—		(3)	(1)	—	%
					260,151		317,516	307,658	8.7	%
Electrical Equipment
BCPE Watson (DE) ORML, LP(6)(10)(14)(20)(24)	First lien senior secured loan	SR +	6.50%	07/2028	50,000		49,598	49,750	1.5	%
					50,000		49,598	49,750	1.5	%
Energy Equipment & Services
3ES Innovation Inc. (dba Aucerna)(6)(9)(14)(24)	First lien senior secured loan	SR +	6.75%	05/2025	70,601		70,324	70,601	2.0	%
3ES Innovation Inc. (dba Aucerna)(6)(8)(14)(15)(24)	First lien senior secured revolving loan	SR +	6.75%	05/2025	3,000		2,987	3,000	0.1	%
Project Power Buyer, LLC (dba PEC-Veriforce)(6)(9)(14)	First lien senior secured loan	SR +	7.00%	05/2026	51,972		51,680	51,712	1.5	%
Project Power Buyer, LLC (dba PEC-Veriforce)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.00%	05/2025	—		(11)	(19)	—	%
					125,573		124,980	125,294	3.6	%



Food & Staples Retailing

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Circana Group, L.P. (fka The NPD Group, L.P.)(6)(8)(14)	First lien senior secured loan	SR +	6.25% (2.75% PIK)	12/2028	24,164		23,764	23,923	0.7	%
Circana Group, L.P. (fka The NPD Group, L.P.)(6)(8)(14)(15)	First lien senior secured revolving loan	SR +	5.75%	12/2027	272		250	257	—	%
					24,436		24,014	24,180	0.7	%
Health Care Providers & Services
KWOL Acquisition Inc.(6)(10)(14)	First lien senior secured loan	SR +	6.25%	12/2029	21,635		21,209	21,206	0.6	%
KWOL Acquisition Inc.(6)(10)(14)(15)	First lien senior secured revolving loan	SR +	6.25%	12/2029	881		824	823	—	%
PetVet Care Centers, LLC(6)(8)(14)	First lien senior secured loan	SR +	6.00%	11/2030	39,250		38,863	38,838	1.1	%
PetVet Care Centers, LLC(6)(14)(15)(16)(17)	First lien senior secured delayed draw term loan	SR +	6.00%	11/2025	—		(25)	(3)	—	%
PetVet Care Centers, LLC(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.00%	11/2029	—		(57)	(56)	—	%
					61,766		60,814	60,808	1.7	%
Health Care Technology
BCPE Osprey Buyer, Inc. (dba PartsSource)(6)(9)(14)	First lien senior secured loan	SR +	5.75%	08/2028	121,316		119,884	119,799	3.4	%
BCPE Osprey Buyer, Inc. (dba PartsSource)(6)(14)(15)(16)(17)	First lien senior secured delayed draw term loan	SR +	5.75%	10/2025	—		(252)	(66)	—	%
BCPE Osprey Buyer, Inc. (dba PartsSource)(6)(8)(14)(15)	First lien senior secured revolving loan	SR +	5.75%	08/2026	3,805		3,694	3,653	0.1	%
Datix Bidco Limited (dba RLDatix)(6)(11)(14)(24)	First lien senior secured GBP term loan	SA +	4.50%	04/2025	£	637	869	813	—	%
Datix Bidco Limited (dba RLDatix)(6)(11)(14)(24)	Second lien senior secured GBP term loan	SA +	7.75%	04/2026	£	6,667	9,066	8,499	0.2	%
GI Ranger Intermediate, LLC (dba Rectangle Health)(6)(9)(14)	First lien senior secured loan	SR +	5.75%	10/2028	27,233		26,826	26,825	0.8	%
GI Ranger Intermediate, LLC (dba Rectangle Health)(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	5.75%	10/2027	1,327		1,299	1,294	—	%
Greenway Health, LLC(6)(10)(14)	First lien senior secured loan	SR +	6.75%	04/2029	8,751		8,490	8,489	0.2	%
Hyland Software, Inc.(6)(8)(14)	First lien senior secured loan	SR +	6.00%	09/2030	85,887		84,635	84,599	2.4	%
Hyland Software, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.00%	09/2029	—		(58)	(61)	—	%
Indikami Bidco, LLC(6)(8)(14)	First lien senior secured loan	SR +	6.00%	12/2030	47,897		46,823	46,820	1.3	%
Indikami Bidco, LLC(6)(14)(15)(16)(17)	First lien senior secured delayed draw term loan	SR +	6.00%	12/2025	—		(68)	(52)	—	%
Indikami Bidco, LLC(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.00%	06/2030	—		(134)	(135)	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Imprivata, Inc.(6)(9)(14)	Second lien senior secured loan	SR +	6.25%	12/2028	17,647	17,470	17,647	0.5	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)(6)(9)(14)(24)	First lien senior secured loan	SR +	6.50%	08/2026	155,471	154,461	151,195	4.3	%
Intelerad Medical Systems Incorporated (fka 11849573 Canada Inc.)(6)(9)(14)(24)	First lien senior secured revolving loan	SR +	6.50%	08/2026	10,847	10,759	10,549	0.3	%
Interoperability Bidco, Inc. (dba Lyniate)(6)(9)(14)	First lien senior secured loan	SR +	7.00%	12/2026	84,580	84,217	83,311	2.4	%
Interoperability Bidco, Inc. (dba Lyniate)(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	7.00%	12/2024	2,843	2,811	2,742	0.1	%
Inovalon Holdings, Inc.(6)(8)(14)	First lien senior secured loan	SR +	6.25% (2.75% PIK)	11/2028	137,232	134,800	135,516	3.8	%
Inovalon Holdings, Inc.(6)(14)(15)(16)(17)	First lien senior secured delayed draw term loan	SR +	5.75%	05/2024	—	(121)	—	—	%
Inovalon Holdings, Inc.(6)(8)(14)	Second lien senior secured loan	SR +	10.50% PIK	11/2033	82,583	81,449	81,757	2.3	%
Neptune Holdings, Inc. (dba NexTech)(6)(10)(14)	First lien senior secured loan	SR +	6.00%	08/2030	4,412	4,305	4,301	0.1	%
Neptune Holdings, Inc. (dba NexTech)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.00%	08/2029	—	(14)	(15)	—	%
RL Datix Holdings (USA), Inc.(6)(10)(14)(17)(24)	First lien senior secured delayed draw term loan	SR +	4.50%	04/2025	14,600	14,440	14,600	0.4	%
RL Datix Holdings (USA), Inc.(6)(10)(14)(15)(24)	First lien senior secured revolving loan	SR +	4.50%	10/2024	1,222	1,204	1,222	—	%
RL Datix Holdings (USA), Inc.(6)(10)(14)(24)	Second lien senior secured loan	SR +	7.75%	04/2026	22,333	22,029	22,333	0.6	%
					837,290	828,884	825,635	23.2	%
Hotels, Restaurants & Leisure
MINDBODY, Inc.(6)(9)(14)	First lien senior secured loan	SR +	7.00%	02/2025	76,739	76,538	76,356	2.2	%
MINDBODY, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.00%	02/2025	—	(13)	(36)	—	%
					76,739	76,525	76,320	2.2	%
Household Durables
BCTO BSI Buyer, Inc. (dba Buildertrend)(6)(9)(14)	First lien senior secured loan	SR +	7.50% PIK	12/2026	78,695	78,233	78,695	2.2	%
BCTO BSI Buyer, Inc. (dba Buildertrend)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.50%	12/2026	—	(88)	—	—	%
					78,695	78,145	78,695	2.2	%


Industrial Conglomerates
QAD, Inc.(6)(8)(14)	First lien senior secured loan	SR +	5.38%	11/2027	87,021	85,807	85,716	2.4	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
QAD, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.38%	11/2027	—		(146)	(171)	—	%
					87,021		85,661	85,545	2.4	%
Insurance
Asurion, LLC(3)(6)(8)(14)	Second lien senior secured loan	SR +	5.25%	01/2028	10,833		10,666	10,300	0.3	%
Disco Parent, Inc. (dba Duck Creek Technologies, Inc.)(6)(9)(14)	First lien senior secured loan	SR +	7.50%	03/2029	909		888	895	—	%
Disco Parent, Inc. (dba Duck Creek Technologies, Inc.)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.50%	03/2029	—		(2)	(1)	—	%
Integrity Marketing Acquisition, LLC(6)(9)(14)	First lien senior secured loan	SR +	5.80%	08/2026	39,676		39,577	39,676	1.1	%
Integrity Marketing Acquisition, LLC(6)(9)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	6.00%	02/2025	1,030		960	1,030	—	%
Integrity Marketing Acquisition, LLC(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.50%	08/2026	—		(14)	—	—	%
					52,448		52,075	51,900	1.4	%
IT Services
Kaseya Inc.(6)(9)(14)	First lien senior secured loan	SR +	6.25% (2.50% PIK)	06/2029	15,744		15,484	15,704	0.4	%
Kaseya Inc.(6)(9)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	6.25% (2.50% PIK)	06/2024	58		50	58	—	%
Kaseya Inc.(6)(8)(14)(15)	First lien senior secured revolving loan	SR +	5.50%	06/2029	239		224	236	—	%
Pluralsight, LLC(6)(9)(14)	First lien senior secured loan	SR +	8.00%	04/2027	159,494		158,548	154,311	4.4	%
Pluralsight, LLC(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	8.00%	04/2027	7,770		7,727	7,445	0.2	%
					183,305		182,033	177,754	5.0	%
Life Sciences Tools & Services
Bamboo US BidCo LLC(6)(12)(14)	First lien senior secured EUR term loan	E +	6.00%	09/2030	€	3,063	3,148	3,282	0.1	%
Bamboo US BidCo LLC(6)(9)(14)	First lien senior secured loan	SR +	6.00%	09/2030	4,923		4,779	4,775	0.1	%
Bamboo US BidCo LLC(6)(8)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	6.00%	03/2025	53		41	40	—	%
Bamboo US BidCo LLC(6)(14)(15)(16)	First lien senior secured revolving loan	E +	6.00%	10/2029	€	—	(29)	(31)	—	%
					8,039		7,939	8,066	0.2	%

Pharmaceuticals
XRL 1 LLC (f/k/a XOMA)(14)(27)	First lien senior secured loan		9.88%	12/2038	13,000		12,725	12,708	0.4	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
XRL 1 LLC (f/k/a XOMA)(14)(15)(16)(17)(27)	First lien senior secured delayed draw term loan		9.88%	12/2025	—	(15)	(23)	—	%
					13,000	12,710	12,685	0.4	%
Professional Services
Certinia, Inc.(6)(10)(14)	First lien senior secured loan	SR +	7.25%	08/2029	22,059	21,639	21,618	0.6	%
Certinia, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.25%	08/2029	—	(55)	(59)	—	%
Cornerstone OnDemand, Inc.(6)(8)(14)	Second lien senior secured loan	SR +	6.50%	10/2029	71,667	70,816	67,367	1.9	%
Gerson Lehrman Group, Inc.(6)(9)(14)	First lien senior secured loan	SR +	5.25%	12/2024	80,348	80,125	80,348	2.3	%
Gerson Lehrman Group, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.25%	12/2024	—	(6)	—	—	%
Motus Group, LLC(6)(8)(14)	Second lien senior secured loan	SR +	6.50%	12/2029	17,868	17,723	17,689	0.5	%
Proofpoint, Inc.(3)(6)(8)(14)	Second lien senior secured loan	SR +	6.25%	08/2029	55,000	54,786	55,413	1.6	%
Thunder Purchaser, Inc. (dba Vector Solutions)(6)(9)(14)	First lien senior secured loan	SR +	5.75%	06/2028	140,839	139,842	140,134	4.0	%
Thunder Purchaser, Inc. (dba Vector Solutions)(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	5.75%	06/2027	6,637	6,559	6,581	0.2	%
When I Work, Inc.(6)(9)(14)	First lien senior secured loan	SR +	7.00% PIK	11/2027	33,813	33,604	33,221	0.9	%
When I Work, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.00%	11/2027	—	(36)	(98)	—	%
					428,231	424,997	422,214	12.0	%
Real Estate Management & Development
Entrata, Inc.(6)(8)(14)	First lien senior secured loan	SR +	6.00%	07/2030	897	885	884	—	%
Entrata, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.00%	07/2028	—	(1)	(2)	—	%
REALPAGE, INC.(3)(6)(8)(14)	Second lien senior secured loan	SR +	6.50%	04/2029	52,500	51,920	52,369	1.5	%
					53,397	52,804	53,251	1.5	%
Systems Software
Acquia Inc.(6)(10)	First lien senior secured loan	SR +	7.00%	10/2025	176,509	175,657	176,509	5.0	%
Acquia Inc.(6)(10)(15)	First lien senior secured revolving loan	SR +	7.00%	10/2025	5,800	5,764	5,800	0.2	%
Activate Holdings (US) Corp. (dba Absolute Software)(6)(9)(14)(24)	First lien senior secured loan	SR +	6.75%	07/2030	4,636	4,515	4,520	0.1	%
Activate Holdings (US) Corp. (dba Absolute Software)(6)(9)(14)(15)(24)	First lien senior secured revolving loan	SR +	6.75%	07/2030	70	61	62	—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Arctic Wolf Networks, Inc.(14)(27)	Senior convertible notes		3.00% PIK	09/2027	124,092	141,700	141,377	4.1	%
Bayshore Intermediate #2, L.P. (dba Boomi)(6)(9)(14)	First lien senior secured loan	SR +	7.50% PIK	10/2028	178,644	176,263	176,413	5.0	%
Bayshore Intermediate #2, L.P. (dba Boomi)(6)(9)(14)(15)	First lien senior secured revolving loan	SR +	6.75%	10/2027	2,339	2,174	2,193	0.1	%
Delinea Buyer, Inc. (f/k/a Centrify)(6)(9)(14)	First lien senior secured loan	SR +	5.75%	03/2028	78,494	77,184	78,102	2.2	%
Delinea Buyer, Inc. (f/k/a Centrify)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	5.75%	03/2027	—	(127)	(41)	—	%
Crewline Buyer, Inc.(6)(9)(14)	First lien senior secured loan	SR +	6.75%	11/2030	90,566	89,227	89,208	2.5	%
Crewline Buyer, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.75%	11/2030	—	(139)	(142)	—	%
Exabeam, Inc.(27)	First lien senior secured loan		12.00%	05/2028	40,000	39,640	30,400	0.9	%
Forescout Technologies, Inc.(6)(9)(14)	First lien senior secured loan	SR +	8.00%	08/2026	69,292	68,870	69,638	2.0	%
Forescout Technologies, Inc.(6)(14)(15)(16)(17)	First lien senior secured delayed draw term loan	SR +	8.00%	07/2024	—	(103)	—	—	%
Forescout Technologies, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	8.00%	08/2026	—	(47)	—	—	%
Delta TopCo, Inc. (dba Infoblox, Inc.)(6)(9)(14)	Second lien senior secured loan	SR +	7.25%	12/2028	20,000	19,931	20,000	0.6	%
H&F Opportunities LUX III S.À R.L (dba Checkmarx)(6)(8)(14)(24)	First lien senior secured loan	SR +	7.50%	04/2026	148,889	146,888	148,889	4.2	%
H&F Opportunities LUX III S.À R.L (dba Checkmarx)(6)(14)(15)(16)(24)	First lien senior secured revolving loan	SR +	7.50%	04/2026	—	(286)	—	—	%
Ivanti Software, Inc.(3)(6)(9)(14)	Second lien senior secured loan	SR +	7.25%	12/2028	21,000	20,560	16,800	0.5	%
Oranje Holdco, Inc. (dba KnowBe4)(6)(9)(14)	First lien senior secured loan	SR +	7.50%	02/2029	12,818	12,647	12,690	0.4	%
Oranje Holdco, Inc. (dba KnowBe4)(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.50%	02/2029	—	(20)	(16)	—	%
Ping Identity Holding Corp.(6)(8)(14)	First lien senior secured loan	SR +	7.00%	10/2029	909	897	905	—	%
Ping Identity Holding Corp.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	7.00%	10/2028	—	(1)	—	—	%
Rubrik, Inc.(6)(9)(14)	First lien senior secured term loan	SR +	7.00%	08/2028	10,394	10,268	10,290	0.3	%
Rubrik, Inc.(6)(9)(14)(15)(17)	First lien senior secured delayed draw term loan	SR +	7.00%	08/2028	147	130	132	—	%
SailPoint Technologies Holdings, Inc.(6)(8)(14)	First lien senior secured loan	SR +	6.00%	08/2029	45,640	44,815	45,298	1.3	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units		Amortized Cost(4)(5)		Fair Value		Percentage of Net Assets
SailPoint Technologies Holdings, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.00%	08/2028	—		(67)		(33)		—	%
Securonix, Inc.(6)(9)(14)	First lien senior secured loan	SR +	6.00%	04/2028	19,774		19,622		18,538		0.5	%
Securonix, Inc.(6)(14)(15)(16)	First lien senior secured revolving loan	SR +	6.50%	04/2028	—		(25)		(222)		—	%
Sitecore Holding III A/S(6)(10)(14)	First lien senior secured loan	SR +	7.50% (4.25% PIK)	03/2029	9,035		8,969		8,968		0.3	%
Sitecore USA, Inc.(6)(10)(14)	First lien senior secured loan	SR +	7.50% (4.25% PIK)	03/2029	54,474		54,070		54,065		1.5	%
Sitecore Holding III A/S(6)(13)(14)	First lien senior secured EUR term loan	E +	7.50% (4.25% PIK)	03/2029	€	53,086	55,526		58,201		1.6	%
Talon MidCo 2 Limited(6)(9)(14)(24)	First lien senior secured loan	SR +	7.69%	08/2028	2,650		2,607		2,617		0.1	%
Talon MidCo 2 Limited(6)(14)(15)(17)(24)	First lien senior secured delayed draw term loan	SR +	7.69%	08/2024	—		—		—		—	%
Talon MidCo 2 Limited(6)(14)(15)(16)(24)	First lien senior secured revolving loan	SR +	7.69%	08/2028	—		(2)		(1)		—	%
					1,169,258		1,177,168		1,171,160		33.4	%
Thrifts & Mortgage Finance
Blend Labs, Inc.(6)(8)(14)	First lien senior secured loan	SR +	7.50%	06/2026	70,000		69,043		68,250		1.9	%
					70,000		69,043		68,250		1.9	%
Total non-controlled/non-affiliated portfolio company debt investments					$	4,843,349	$	4,870,032	$	4,851,651	137.4	%

Equity Investments
Aerospace & Defense
Space Exploration Technologies Corp.(14)(18)(25)	Class A Common Stock		N/A	N/A	419,311		23,013		38,576		1.1	%
Space Exploration Technologies Corp.(14)(18)(25)	Class C Common Stock		N/A	N/A	84,250		4,011		7,750		0.2	%
							27,024		46,326		1.3	%
Application Software
6Sense Insights, Inc.(14)(18)(25)	Series E-1 Preferred Stock		N/A	N/A	1,264,514		40,066		33,456		0.9	%
Alpha Partners Technology Merger Corp(18)(24)(25)	Common Stock Warrants		N/A	N/A	666,666		—		—		—	%
Alpha Partners Technology Merger Corp(24)(25)	Sponsor Shares		N/A	N/A	100,000		1,000		—		—	%
Diligent Preferred Issuer, Inc. (dba Diligent Corporation)(14)(18)(27)	Preferred Stock		10.50% PIK	N/A	15,000		19,044		18,481		0.5	%
EShares, Inc. (dba Carta)(18)(25)	Series E Preferred Stock		N/A	N/A	186,904		2,008		8,309		0.2	%
Insight CP (Blocker) Holdings, L.P. (dba CivicPlus, LLC)(14)(18)(24)(25)	LP Interest		N/A	N/A	2,281		2,285		2,472		0.1	%
MessageBird Holding B.V.(14)(18)(24)(25)	Extended Series C Warrants		N/A	N/A	191,530		1,174		225		—	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Nylas, Inc.(18)(25)	Series C Preferred Stock		N/A	N/A	2,088,467	15,009	7,906	0.2	%
Project Alpine Co-Invest Fund, LP(14)(18)(24)(25)	LP Interest		N/A	N/A	3,644	3,646	4,306	0.1	%
Saturn Ultimate, Inc.(14)(18)(25)	Common stock		N/A	N/A	5,580,593	25,008	49,121	1.4	%
Zoro TopCo, Inc.(14)(18)(27)	Series A Preferred Equity		12.50% PIK	N/A	7,114	7,675	7,791	0.2	%
Zoro TopCo, L.P.(14)(18)(25)	Class A Common Units		N/A	N/A	592,872	5,929	6,455	0.2	%
						122,844	138,522	3.8	%
Capital Markets
Robinhood Markets, Inc.(2)(14)(24)(25)	Common stock		N/A	N/A	2,416,000	64,335	30,780	0.9	%
						64,335	30,780	0.9	%
Construction & Engineering
Dodge Construction Network Holdings, L.P.(14)(18)	Series A Preferred Units		8.25%	N/A	—	69	49	—	%
Dodge Construction Network Holdings, L.P.(14)(18)(25)	Class A-2 Common Units		N/A	N/A	3,333,333	2,841	2,281	0.1	%
						2,910	2,330	0.1	%
Diversified Consumer Services
SLA Eclipse Co-Invest, L.P.(3)(18)(24)(25)	LP Interest		N/A	N/A	15,000	15,217	18,110	0.5	%
						15,217	18,110	0.5	%
Diversified Financial Services
AAM Series 1.1 Rail and Domestic Intermodal Feeder, LLC(14)(15)(18)(24)(25)	LLC Interest		N/A	N/A	1,406	1,405	1,406	—	%
AAM Series 2.1 Aviation Feeder, LLC(14)(15)(18)(24)(25)	LLC Interest		N/A	N/A	1,750	1,751	1,750	—	%
Amergin Asset Management, LLC(14)(18)(24)(25)	Class A Units		N/A	N/A	50,000,000	—	—	—	%
Brex, Inc.(18)(25)	Preferred Stock		N/A	N/A	143,943	5,012	3,220	0.1	%
						8,168	6,376	0.1	%
Health Care Providers & Services
KWOL Acquisition Inc.(14)(18)(25)	Common stock		N/A	N/A	159	1,585	1,585	0.1	%
Romulus Intermediate Holdings 1 Inc. (dba PetVet)(14)(18)(27)	Series A Preferred Stock		15.00% PIK	11/2028	4,419,037	4,332	4,331	0.1	%
						5,917	5,916	0.2	%




Health Care Technology
BEHP Co-Investor II, L.P.(14)(18)(24)(25)	LP Interest		N/A	N/A	1,270	1,266	1,278	—	%
Minerva Holdco, Inc. (dba Athenahealth, Inc.)(14)(18)(27)	Series A Preferred Stock		10.75% PIK	N/A	50,000	58,753	57,797	1.6	%
WP Irving Co-Invest, L.P.(14)(18)(24)(25)	Partnership Units		N/A	N/A	1,250,000	1,267	1,258	—	%
						61,286	60,333	1.6	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Hotels, Restaurants & Leisure
Toast, Inc.(18)(25)	Warrants		N/A	N/A	5,762,612	36,254	46,428	1.3	%
Toast, Inc.(2)(25)	Common stock		N/A	N/A	322,578	6,398	5,890	0.2	%
VEPF Torreys Aggregator, LLC (dba MINDBODY, Inc.)(14)(18)(27)	Series A Preferred Stock		6.00% PIK	N/A	25,000	28,302	28,019	0.8	%
						70,954	80,337	2.3	%
Internet & Direct Marketing Retail
Kajabi Holdings, LLC(18)(25)	Senior Preferred Class D Units		N/A	N/A	4,126,175	50,025	41,170	1.2	%
Klaviyo, Inc.(2)(18)(25)	Common stock		N/A	N/A	1,198,270	40,018	31,457	0.9	%
Linked Store Cayman Ltd. (dba Nuvemshop)(14)(18)(24)(25)	Series E Preferred Stock		N/A	N/A	19,499	42,496	35,738	1.0	%
						132,539	108,365	3.1	%
IT Services
E2Open Parent Holdings, Inc.(2)(24)(25)	Class A Common Stock		N/A	N/A	1,650,943	17,504	7,248	0.2	%
JumpCloud, Inc.(18)(25)	Series B Preferred Stock		N/A	N/A	756,590	4,531	1,995	0.1	%
JumpCloud, Inc.(18)(25)	Series F Preferred Stock		N/A	N/A	6,679,245	40,017	34,491	1.1	%
Knockout Intermediate Holdings I Inc. (dba Kaseya Inc.)(14)(18)(27)	Perpetual Preferred Stock		11.75% PIK	N/A	7,500	8,266	8,404	0.2	%
Replicated, Inc.(18)(25)	Series C Preferred Stock		N/A	N/A	1,277,832	20,008	12,747	0.4	%
WMC Bidco, Inc. (dba West Monroe)(14)(18)(27)	Senior Preferred Stock		11.25% PIK	N/A	57,231	71,658	68,634	1.9	%
						161,984	133,519	3.9	%
Pharmaceuticals
XOMA Corporation(14)(18)(25)	Warrants		N/A	N/A	12,000	82	82	—	%



						82	82	—	%
Professional Services
BCTO WIW Holdings, Inc. (dba When I Work)(14)(18)(25)	Class A Common Stock		N/A	N/A	70,000	7,000	5,487	0.2	%
Sunshine Software Holdings, Inc. (dba Cornerstone OnDemand, Inc.)(14)(18)(27)	Series A Preferred Stock		10.50% PIK	N/A	28,000	32,793	29,769	0.9	%
Thunder Topco L.P. (dba Vector Solutions)(14)(18)(25)	Common Units		N/A	N/A	7,857,410	7,857	8,720	0.3	%
Vestwell Holdings, Inc.(14)(18)(25)	Series D Preferred Stock		N/A	N/A	152,175	3,000	3,000	0.1	%
						50,650	46,976	1.5	%

Road & Rail
Bolt Technology OÜ(18)(24)(25)	Preferred Stock		N/A	N/A	43,478	11,318	10,667	0.3	%
						11,318	10,667	0.3	%
Systems Software
Algolia, Inc.(18)(25)	Series C Preferred Stock		N/A	N/A	970,281	10,000	24,314	0.7	%
Algolia, Inc.(18)(25)	Series D Preferred Stock		N/A	N/A	136,776	4,000	3,790	0.1	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)	Fair Value	Percentage of Net Assets
Arctic Wolf Networks, Inc.(18)(25)	Preferred Stock		N/A	N/A	3,032,840	25,036	31,387	0.9	%
Brooklyn Lender Co-Invest 2, L.P. (dba Boomi)(14)(18)(25)	Common Units		N/A	N/A	12,692,160	12,692	13,841	0.4	%
Circle Internet Services, Inc.(18)(25)	Series D Preferred Stock		N/A	N/A	2,934,961	15,000	26,381	0.8	%
Circle Internet Services, Inc.(18)(25)	Series E Preferred Stock		N/A	N/A	821,806	6,917	8,272	0.2	%
Circle Internet Services, Inc.(18)(25)	Series F Preferred Stock		N/A	N/A	75,876	1,500	1,139	—	%
Circle Internet Services, Inc.(18)(25)	Warrants		N/A	N/A	244,580	—	1,037	—	%
Elliott Alto Co-Investor Aggregator L.P.(14)(18)(24)(25)	LP Interest		N/A	N/A	1,567	1,576	1,573	—	%
Exabeam, Inc.(18)(25)	Series F-1 Preferred Stock		N/A	N/A	3,340,668	95,669	85,547	2.4	%
Halo Parent Newco, LLC(14)(18)(27)	Class H PIK Preferred Equity		11.00% PIK	N/A	5,000	6,106	4,996	0.1	%
Project Hotel California Co-Invest Fund, L.P.(14)(18)(24)(25)	LP Interest		N/A	N/A	2,685	2,687	3,045	0.1	%
Illumio, Inc.(18)(25)	Series F Preferred Stock		N/A	N/A	2,483,618	16,683	14,843	0.5	%
Illumio, Inc.(18)(25)	Common stock		N/A	N/A	358,365	2,432	1,495	—	%
Picard Holdco, LLC(6)(9)(14)(18)	Series A Preferred Stock	SR +	12.00% PIK	N/A	10,570	11,172	12,306	0.4	%
Securiti, Inc.(14)(18)(25)	Series C Preferred Stock		N/A	N/A	2,525,571	20,016	18,596	0.5	%
						231,486	252,562	7.1	%
Thrifts & Mortgage Finance
Blend Labs, Inc.(2)(14)(25)	Common stock		N/A	N/A	216,953	3,000	553	—	%
Blend Labs, Inc.(14)(18)(25)	Warrants		N/A	N/A	299,216	1,625	15	—	%
						4,625	568	—	%
Total non-controlled/non-affiliated portfolio company equity investments						971,339	941,769	26.7	%
Total non-controlled/non-affiliated portfolio company investments						5,841,371	5,793,420	164.1	%

Non-controlled/affiliated portfolio company investments
Debt Investments
Internet & Direct Marketing Retail
Walker Edison Furniture Company LLC(6)(8)(14)(22)(26)	First lien senior secured loan	SR +	6.75% (6.75% PIK)	03/2027	10,862	9,391	9,992	0.3	%
Walker Edison Furniture Company LLC(6)(14)(15)(17)(22)(26)	First lien senior secured delayed draw term loan	SR +	6.75% (6.75% PIK)	03/2027	—	—	(225)	—	%
Walker Edison Furniture Company LLC(6)(8)(14)(22)(26)	First lien senior secured revolving loan	SR +	6.25%	03/2027	4,495	4,495	4,202	0.1	%
						13,886	13,969	0.4	%

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company(1)(7)(19)(21)	Investment	Interest		Maturity Date	Par / Units	Amortized Cost(4)(5)		Fair Value		Percentage of Net Assets
Total non-controlled/affiliated portfolio company debt investments						13,886		13,969		0.4	%

Equity Investments
Systems Software
Help HP SCF Investor, LP(14)(18)(22)(25)	LP Interest		N/A	N/A	59,333	59,379		67,221		1.9	%
Split Software, Inc.(18)(22)(25)	Series D Non-Participating Convertible Preferred Stock		N/A	N/A	12,335,526	30,005		22,484		0.7	%
						89,384		89,705		2.6	%
Insurance
Fifth Season Investments LLC(14)(18)(20)(22)	Class A Units		N/A	N/A	8	43,904		43,904		1.2	%
						43,904		43,904		1.2	%
Internet & Direct Marketing Retail
Walker Edison Holdco LLC(14)(18)(22)(25)	Common Units		N/A	N/A	98,319	9,500		1,023		—	%
Signifyd Inc.(18)(22)(27)	Series E Preferred Shares		9.00% PIK	N/A	2,755,121	127,523		110,500		3.1	%
						137,023		111,523		3.1	%
Pharmaceuticals
LSI Financing 1 DAC(14)(18)(22)(24)	Preferred Equity		N/A	N/A	12,317,000	12,396		12,992		0.4	%
						12,396		12,992		0.4	%
Total non-controlled/affiliated portfolio company equity investments						$	282,707	$	258,124	7.3	%
Total non-controlled/affiliated portfolio company investments						$	296,593	$	272,093	7.7	%

Controlled/affiliated portfolio company investments
Equity Investments
Diversified Financial Services
Revolut Ribbit Holdings, LLC(18)(23)(24)(25)	LLC Interest		N/A	N/A	75,031	75,262		66,509		1.9	%




						75,262		66,509		1.9	%
Total controlled/affiliated portfolio company equity investments						$	75,262	$	66,509	1.9	%
Total controlled/affiliated portfolio company investments						$	75,262	$	66,509	1.9	%
Total Investments						$	6,213,226	$	6,132,022	173.7	%

________________

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

(2)Level 1 investment.

(3)Level 2 investment.

(4)The amortized cost represents the original cost adjusted for the amortization or accretion of premium or discount, as applicable, on debt investments using the effective interest method.

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)

(5)As of December 31, 2023, the net estimated unrealized loss on investments for U.S. federal income tax purposes was $25.4 million based on a tax cost basis of $6.2 billion. As of December 31, 2023, the estimated aggregate gross unrealized loss for U.S. federal income tax purposes was $160.4 million and the estimated aggregate gross unrealized gain for U.S. federal income tax purposes was $135.0 million.

(6)Unless otherwise indicated, 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 Secured Overnight Financing Rate (“SOFR” or “SR”, which can include one-, three- or six-month SOFR), Euro Interbank Offered Rate (“EURIBOR” or “E”, which can include three- or six-month EURIBOR), or Sterling Overnight Interbank Average Rate (“SONIA” or “SA”) at the borrower’s option, and which reset periodically based on the terms of the loan agreement.

(7)Certain portfolio company investments are subject to contractual restrictions on sales. Refer to footnote 19 for additional information on our restricted securities.

(8)The interest rate on these loans is subject to 1 month SOFR, which as of December 31, 2023 was 5.35%.

(9)The interest rate on these loans is subject to 3 month SOFR, which as of December 31, 2023 was 5.33%.

(10)The interest rate on these loans is subject to 6 month SOFR, which as of December 31, 2023 was 5.16%.

(11)The interest rate on these loans is subject to SONIA, which as of December 31, 2023 was 5.19%.

(12)The interest rate on these loans is subject to 3 month EURIBOR, which as of December 31, 2023 was 3.91%.

(13)The interest rate on these loans is subject to 6 month EURIBOR, which as of December 31, 2023 was 3.86%.

(14)Represents co-investment made with the Company’s affiliates in accordance with the terms of an order for exemptive relief that an affiliate of the Company's investment adviser received from the U.S. Securities and Exchange Commission. See Note 3 “Agreements and Related Party Transactions”.

(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, as amended (the “Securities Act”), and may be deemed to be “restricted securities“ under the Securities Act. As of December 31, 2023, the aggregate fair value of these securities is $1.2 billion or 34.6% of the Company’s net assets. The acquisition dates of the restricted securities are as follows:

Portfolio Company

Investment

Acquisition Date

6Sense Insights, Inc.

Series E-1 Preferred Stock

January 20, 2022

AAM Series 1.1 Rail and Domestic Intermodal Feeder, LLC

LLC Interest

July 1, 2022

AAM Series 2.1 Aviation Feeder, LLC

LLC Interest

July 1, 2022

Algolia, Inc.

Series C Preferred Stock

August 30, 2019

Algolia, Inc.

Series D Preferred Stock

July 19, 2021

Project Alpine Co-Invest Fund, LP

LP Interest

June 13, 2022

Alpha Partners Technology Merger Corp

Common Stock Warrants

July 28, 2021

Amergin Asset Management, LLC

Class A Units

July 1, 2022

Arctic Wolf Networks, Inc.

Preferred Stock

July 7, 2021

BCTO WIW Holdings, Inc. (dba When I Work)

Class A Common Stock

November 2, 2021

BEHP Co-Investor II, L.P.

LP Interest

May 11, 2022

Blend Labs, Inc.

Warrants

July 2, 2021

Bolt Technology OÜ

Preferred Stock

December 10, 2021

Brooklyn Lender Co-Invest 2, L.P. (dba Boomi)

Common Units

October 1, 2021

Brex, Inc.

Preferred Stock

November 30, 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

Dodge Construction Network Holdings, L.P.

Class A-2 Common Units

February 23, 2022

Dodge Construction Network Holdings, L.P.

Series A Preferred Units

February 23, 2022

Elliott Alto Co-Investor Aggregator L.P.

LP Interest

September 27, 2022

EShares, Inc. (dba Carta)

Series E Preferred Stock

August 1, 2019

Exabeam, Inc.

Series F-1 Preferred Stock

May 12, 2023

Fifth Season Investments LLC

Class A Units

July 18, 2022

Halo Parent Newco, LLC

Class H PIK Preferred Equity

October 15, 2021

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company

Investment

Acquisition Date

Help HP SCF Investor, LP

LP Interest

April 28, 2021

Project Hotel California Co-Invest Fund, L.P.

LP Interest

August 9, 2022

Illumio, Inc.

Common stock

June 23, 2021

Illumio, Inc.

Series F Preferred Stock

August 27, 2021

Insight CP (Blocker) Holdings, L.P. (dba CivicPlus, LLC)

LP Interest

June 8, 2022

JumpCloud, Inc.

Series B Preferred Stock

December 30, 2021

JumpCloud, Inc.

Series F Preferred Stock

September 3, 2021

Kajabi Holdings, LLC

Senior Preferred Class D Units

March 24, 2021

Klaviyo, Inc.

Common stock

May 4, 2021

Knockout Intermediate Holdings I Inc. (dba Kaseya Inc.)

Perpetual Preferred Stock

June 22, 2022

KWOL Acquisition Inc.

Common stock

December 12, 2023

Linked Store Cayman Ltd. (dba Nuvemshop)

Series E Preferred Stock

August 9, 2021

LSI Financing 1 DAC

Preferred Equity

December 14, 2022

MessageBird Holding B.V.

Extended Series C Warrants

May 5, 2021

Minerva Holdco, Inc. (dba Athenahealth, Inc.)

Series A Preferred Stock

February 15, 2022

Nylas, Inc.

Series C Preferred Stock

June 3, 2021

Picard Holdco, LLC

Series A Preferred Stock

September 30, 2022

Replicated, Inc.

Series C Preferred Stock

June 30, 2021

Revolut Ribbit Holdings, LLC

Ordinary Shares

September 30, 2021

Romulus Intermediate Holdings 1 Inc. (dba PetVet)

Series A Preferred Stock

November 15, 2023

Saturn Ultimate, Inc.

Common stock

December 29, 2021

Securiti, Inc.

Series C Preferred Stock

July 28, 2022

Signifyd Inc.

Series E Preferred Shares

April 8, 2021

SLA Eclipse Co-Invest, L.P.

LP Interest

September 30, 2019

Space Exploration Technologies Corp.

Class A Common Stock

March 25, 2021

Space Exploration Technologies Corp.

Class C Common Stock

March 25, 2021

Split Software, Inc.

Series D Non-Participating Convertible Preferred Stock

August 13, 2021

Sunshine Software Holdings, Inc. (dba Cornerstone OnDemand, Inc.)

Series A Preferred Stock

October 15, 2021

Thunder Topco L.P. (dba Vector Solutions)

Common Units

June 30, 2021

Toast, Inc.

Warrants

June 21, 2021

VEPF Torreys Aggregator, LLC (dba MINDBODY, Inc.)

Series A Preferred Stock

October 15, 2021

Vestwell Holdings, Inc.

Series D Preferred Stock

December 20, 2023

Walker Edison Holdco LLC

Common Units

March 1, 2023

WMC Bidco, Inc. (dba West Monroe)

Senior Preferred Stock

November 9, 2021

WP Irving Co-Invest, L.P.

Partnership Units

May 18, 2022

XOMA Corporation

Warrants

December 15, 2023

Zoro TopCo, Inc.

Series A Preferred Equity

November 22, 2022

Zoro TopCo, L.P.

Class A Common Units

November 22, 2022

(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, SPV Asset Facility II and CLO 2020-1. See Note 5 “Debt”.

(20)This portfolio company is not pledged as collateral supporting the amounts outstanding under the Revolving Credit Facility, SPV Asset Facility I, SPV Asset Facility II and CLO 2020-1. See Note 5 “Debt”.

(21)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.

(22)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 period ended December 31, 2023 in which the Company was an Affiliated Person of the portfolio company are as follows:

Blue Owl Technology Finance Corp.

Consolidated Schedule of Investments

As of December 31, 2023

(Amounts in thousands, except share amounts)


Company	Fair Value at December 31, 2022		Gross Additions(a)		Gross Reductions(b)		Net Change in Unrealized Gain/(Loss)		Realized Gain/(Loss)		Transfers		Fair Value at December 31, 2023		Other Income		Interest Income
Fifth Season Investments LLC	$	25,110	$	18,646	$	—	$	148	$	—	$	—	$	43,904	$	1,390	$	—

Help HP SCF Investor, LP	65,192		—		—		2,029		—		—		67,221		—		—
LSI Financing 1 DAC	4,013		10,237		(1,886)		628		—		—		12,992		164		—



Signifyd Inc.	109,216		10,720		—		(9,436)		—		—		110,500		10,720		—
Split Software, Inc.	27,836		—		—		(5,352)		—		—		22,484		—		—
Walker Edison Furniture Company LLC	—		23,385		—		(8,393)		—		—		14,992		—		—






Total	$	231,367	$	62,988	$	(1,886)	$	(20,376)	$	—	$	—	$	272,093	$	12,274	$	—

(23)As defined in the 1940 act, the Company is deemed to be both an “Affiliated Person” and has “Control” of this portfolio company as the Company owns more than 25% of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement). The Company’s investments in affiliates for the period ended December 31, 2023 were as follows:


Company	Fair Value at December 31, 2022		Gross Additions(a)		Gross Reductions(b)		Net Change in Unrealized Gain/(Loss)		Realized Gain/(Loss)		Transfers		Fair Value at December 31, 2023		Other Income		Interest Income
Revolut Ribbit Holdings, LLC	$	66,509	$	11	$	—	$	(11)	$	—	$	—	$	66,509	$	—	$	—




Total	$	66,509	$	11	$	—	$	(11)	$	—	$	—	$	66,509	$	—	$	—

(24)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, 2023, non-qualifying assets represented 16.5% of total assets as calculated in accordance with the regulatory requirements.

(25)Non-income producing investment.

(26)Loan was on non-accrual status as of December 31, 2023.

(27)Contains a fixed-rate structure.

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

Blue Owl Technology Finance Corp.

Consolidated Statements of Changes in Net Assets

(Amounts in thousands)

(Unaudited)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Increase (Decrease) in Net Assets Resulting from Operations
Net investment income (loss)	$	92,258	$	97,080	$	286,691	$	265,914
Net change in unrealized gain (loss)	109,688		(63,746)		38,547		(6,351)
Realized gain (loss)	(82,408)		23,470		(106,711)		7,982
Net Increase (Decrease) in Net Assets Resulting from Operations	119,538		56,804		218,527		267,545
Distributions
Distributions declared from earnings	(76,545)		(77,028)		(236,029)		(223,426)
Net Decrease in Net Assets Resulting from Shareholders' Distributions	(76,545)		(77,028)		(236,029)		(223,426)
Capital Share Transactions

Reinvestment of distributions	22,161		19,888		63,019		53,406
Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions	22,161		19,888		63,019		53,406
Total Increase/(Decrease) in Net Assets	65,154		(336)		45,517		97,525
Net Assets, at beginning of period	3,510,357		3,485,226		3,529,994		3,387,365
Net Assets, at end of period	$	3,575,511	$	3,484,890	$	3,575,511	$	3,484,890

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

Blue Owl Technology Finance Corp.

Consolidated Statements of Cash Flows

(Amounts in thousands)

(Unaudited)


	For the Nine Months Ended September 30,
	2024		2023
Cash Flows from Operating Activities
Net Increase (Decrease) in Net Assets Resulting from Operations	$	218,527	$	267,545
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of investments, net	(1,430,018)		(434,155)
Proceeds from investments and investment repayments, net	1,235,677		741,160
Net amortization/accretion of premium/discount on investments	(31,814)		(24,588)
Net change in unrealized (gain) loss on investments	(37,754)		6,190
Net change in unrealized (gains) losses on translation of assets and liabilities in foreign currencies	(793)		162
Net realized (gain) loss on investments	105,320		(8,037)
Net realized (gain) loss on foreign currency transactions relating to investments	14,377		22
Paid-in-kind interest	(82,120)		(87,848)
Paid-in-kind dividend	(18,803)		(25,021)
Amortization of debt issuance costs	6,528		7,349

Changes in operating assets and liabilities:
(Increase) decrease in interest receivable	(8,818)		881
(Increase) decrease in dividend income receivable	540		(999)
(Increase) decrease in paid-in-kind interest receivable	(5,384)		(6,449)
(Increase) decrease in prepaid expenses and other assets	(36,841)		(186)
Increase (decrease) in management fee payable	(182)		403
Increase (decrease) in incentive fee payable	(7,664)		1,828
Increase (decrease) in payables to affiliates	127		(872)
Increase (decrease) in payable for investments purchased	(24,163)		—
Increase (decrease) in accrued expenses and other liabilities	5,666		18,502
Net cash provided by (used in) operating activities	(97,592)		455,887
Cash Flows from Financing Activities
Borrowings on debt	156,829		552,153
Payments on debt	(167,700)		(788,154)
Debt issuance costs	(731)		(10,174)


Distributions paid	(173,348)		(152,107)
Net cash provided by (used in) financing activities	(184,950)		(398,282)
Net increase (decrease) in cash	(282,542)		57,605
Cash, beginning of period	469,017		203,293
Cash, end of period	$	186,475	$	260,898
Supplemental and Non-Cash Information
Interest paid during the period	$	131,689	$	123,394
Distributions declared during the period	236,029		223,426
Reinvestment of distributions during the period	63,019		53,406
Distribution payable	76,545		77,028

Taxes, including excise tax, paid during the period	10,155		7,900

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

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited)

Note 1. Organization

Blue Owl Technology Finance Corp. (the “Company”) is a Maryland corporation formed on July 12, 2018. The Company was formed primarily to originate and make loans to, and make debt and equity investments in, technology-related companies, specifically software, based primarily in the United States. The Company originates and invests 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 at least 80% of the value of its total assets in "technology-related" companies. The Company defines technology-related companies as those that operate in the technology industry or sector, or those that are developing or offering goods to businesses and consumers which utilize scientific knowledge, including techniques, skills, methods, devices and processes to solve problems. The Company specifically focuses on software and enterprise software companies within the technology and technology-related universe of companies. The Company invests in a broad range of established and high growth technology companies with a focus on enterprise software companies that are capitalizing on the large and growing demand for enterprise software 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.

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, which holds a California finance lenders license. OR Tech Lending LLC originates loans to borrowers headquartered in California. From time to time the Company may form wholly-owned subsidiaries to facilitate the normal course of business.

Blue Owl Technology Credit Advisors LLC (the “Adviser”) serves as the Company’s investment adviser, an indirect affiliate of Blue Owl Capital, Inc. (“Blue Owl”) (NYSE: OWL) and part of Blue Owl’s Credit platform, which focuses 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”). Blue Owl consists of three investment platforms: (1) Credit, which focuses on direct lending, (2) GP Strategic Capital, which focuses on acquiring equity positions in and providing debt financing to institutional alternative asset managers and (3) Real Estate, which focuses on triple net lease real estate strategies and real estate credit. 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 were 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 delivered a drawdown notice to its investors. As of November 5, 2021, the Capital Commitments were fully drawn. The initial closing of the Private Offering occurred on August 10, 2018 (the “Initial Closing”). The “Commitment Period” will continue until August 10, 2025, which is the earlier of (i) the five year anniversary of the Final Closing (August 1, 2026) and (ii) the seven year anniversary of the Initial Closing (August 10, 2025). 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.

Blue Owl 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.

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. Rule 2a-5 under the 1940 Act establishes requirements for determining fair value in good faith for purposes of the 1940 Act. Pursuant to Rule 2a-5, the Board designated the Adviser as the Company’s valuation designee to perform fair value determinations relating to the value of assets held by the Company for which market quotations are not readily available.

Investments for which market quotations are readily available are typically valued at the average 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 Adviser, as the valuation designee, based on, among other things, the input of the independent third-party valuation firm(s) engaged at the direction of the Adviser.

As part of the valuation process, the Adviser, as the valuation designee, 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 Adviser, as the valuation designee, considers whether the pricing indicated by the external event corroborates its valuation.

The Adviser, as the valuation designee, 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 average 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;

•The Adviser, as the valuation designee, reviews the recommended valuations and determines the fair value of each investment;

•Each quarter, the Adviser, as the valuation designee, will provide the Audit Committee a summary or description of material fair value matters that occurred in the prior quarter and on an annual basis, the Adviser, as the valuation designee, will provide the Audit Committee with a written assessment of the adequacy and effectiveness of its fair value process; and

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

•The Audit Committee oversees the valuation designee and will report to the Board on any valuation matters requiring the Board’s attention.

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 period 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 Adviser, as the valuation designee, 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 Adviser, as the valuation designee, 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 Adviser, as the valuation designee, 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.

Financial and Derivative Instruments

Pursuant to ASC 815 Derivatives and Hedging, all derivative instruments entered into by the Company are designated as hedging instruments. For all derivative instruments designated as a hedge, the entire change in the fair value of the hedging instrument shall be recorded in the same line item of the Consolidated Statements of Operations as the hedged item. The Company’s derivative instruments are used to hedge the Company’s fixed rate debt, and therefore both the periodic payment and the change in fair value for the effective hedge, if applicable, will be recognized as components of interest expense in the Consolidated Statements of Operations. Fair value is estimated by discounting remaining payments using applicable current market rates, or market quotes, if available.

Rule 18f-4 requires BDCs that use derivatives to, among other things, comply with a value-at-risk leverage limit, adopt a derivatives risk management program, and implement certain testing and board reporting procedures. Rule 18f-4 exempts BDCs that qualify as “limited derivatives users” from the aforementioned requirements, provided that these BDCs adopt written policies and procedures that are reasonably designed to manage the BDC’s derivatives risks and comply with certain recordkeeping requirements. Rule 18f-4 provides that a BDC may enter into an unfunded commitment agreement that is not a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things, a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, in each case as it becomes due. Pursuant to Rule 18f-4, when the Company trades reverse repurchase agreements or similar financing transactions, including certain tender option bonds, the Company needs to aggregate the amount of any other senior securities representing indebtedness (e.g., bank borrowings, if applicable) when calculating our asset coverage ratio.

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The Company currently qualifies as a “limited derivatives user” and expects to continue to do so. The Company has adopted a derivatives policy and complies with the recordkeeping requirements of Rule 18f-4.

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 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 and accretion of discounts or premiums. Certain investments may have contractual payment-in-kind (“PIK”) interest or dividends, the majority of which is structured at initial underwriting. PIK interest and dividends represent accrued interest or dividends that are added to the principal amount or liquidation amount of the investment on the respective interest or dividend payment dates rather than being paid in cash and generally becomes due at maturity or at the occurrence of a liquidation event.

PIK interest and PIK dividend income consisted of the following for the periods:


	Three Months Ended September 30,						Nine Months Ended September 30,
($ in thousands)	2024			2023			2024			2023
PIK Interest Income	$	25,469		$	23,412		$	84,538		$	85,336
PIK Interest Income as a % of Investment Income	14.9		%	13.6		%	16.3		%	16.9		%
PIK Dividend Income	$	10,378		$	8,860		$	29,630		$	26,228
PIK Dividend Income as a % of Investment Income	6.1		%	5.1		%	5.7		%	5.2		%
Total PIK Income	$	35,847		$	32,272		$	114,168		$	111,564
Total PIK Income as a % of Investment Income	21.0		%	18.7		%	22.1		%	22.1		%

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 and accretion 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.

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-

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

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.

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 U.S. federal income taxes at corporate rates 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 generally 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.

Certain of the Company’s consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes.

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, 2023. As applicable, the Company’s prior three tax years remain subject to examination by U.S. federal, state and local tax authorities.

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

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. In addition, the Board may consider the level of undistributed taxable income carried forward from the prior year for distribution in the current year. Undistributed 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 U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if 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. In December 2022, the FASB issued ASU No. 2022-06, “Reference Rate Reform (Topic 848),” which extended the transition period provided under ASU No. 2020-04 and 2021-01 for all entities from December 31, 2022 to December 31, 2024.

In June 2022, the FASB issued ASU No. 2022-03, “Fair Value Measurement (Topic 820),” which clarifies the guidance in Topic 820 when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security and introduces new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820. The amendments affect all entities that have investments in equity securities measured at fair value that are subject to a contractual sale restriction. ASU 2022-03 is effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. For all other entities the amendments are effective for fiscal years beginning after December 15, 2024, and interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. An entity that qualifies as an investment company under Topic 946 should apply the amendments in ASU No. 2022-03 to an investment in an equity security subject to a contractual sale restriction that is executed or modified on or after the date of adoption. Management has adopted the aforementioned accounting pronouncement and concluded that it does not have a material effect on the accompanying consolidated financial statements.

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740),” which updates income tax disclosure requirements related to rate reconciliation, income taxes paid and other disclosures. ASU 2023-09 is effective for public business entities for fiscal years beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The Company is currently evaluating the impact of adopting ASU No. 2023-09 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. On May 6, 2024, the Board approved the continuation of the Administration Agreement.

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

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 Administration Agreement will remain in effect for two years from the date it first became effective, and 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 and nine months ended September 30, 2024, the Company incurred expenses of approximately $0.8 million and $2.3 million, respectively, for costs and expenses reimbursable to the Adviser under the terms of the Administration Agreement. For the three and nine months ended September 30, 2023, the Company incurred expenses of approximately $0.8 million and $2.0 million, respectively, for costs and expenses reimbursable to the Adviser under the terms of the Administration Agreement.

As of September 30, 2024 and 2023, amounts reimbursable to the Adviser pursuant to the Administration Agreement were $1.2 million and $1.9 million, respectively.

Investment Advisory Agreement

The Investment Advisory Agreement became effective on May 18, 2021. 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. On May 6, 2024, the Board approved the continuation of the Investment Advisory Agreement.

The Adviser’s services under the Investment Advisory Agreement are not exclusive, and accordingly, the Adviser may provide similar services to others.

Unless earlier terminated as described below, the Investment Advisory Agreement will remain in effect for two years from the date it first became effective and 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

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

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 and nine months ended September 30, 2024, management fees were $14.1 million and $42.0 million, respectively. For the three and nine months ended September 30, 2023, management fees were $14.6 million and $44.1 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 Incentive Fee 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. A portion of the Incentive Fee is based on our income and a portion is based on our capital gains, each as described below. 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.

For the three and nine months ended September 30, 2024, the Company incurred incentive fees of $10.3 million and $31.1 million, respectively, based on net investment income. For the three and nine months ended September 30, 2023, the Company incurred incentive fees of $10.2 million and $29.5 million, respectively, based on net investment income.

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. 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.

The Company did not record performance-based incentive fees based on capital gains for the three months ended September 30, 2024. For the nine months ended September 30, 2024, the Company recorded a reversal of previously recorded performance-based

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

incentive fees based on capital gains of $6.8 million. For the three months ended September 30, 2023, the Company reversed previously recorded performance-based incentive fees based on capital gains of $4.0 million. For the nine months ended September 30, 2023 the Company incurred performance-based incentive fees based on capital gains of $0.2 million, of which $0.2 million was related to unrealized gains.

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 an order exemptive relief (as amended, the “Order”) that has been granted by the SEC to Blue Owl Credit Advisors LLC (“OCA”) 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 the Order, 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 by 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 Order and applicable law, including the limitations set forth in Section 57(k) of the 1940 Act.

In addition, the Order permits us to participate in follow-on investments in our existing portfolio companies with certain affiliates that are private funds if such private funds did not have an investment in such existing portfolio company.

The Adviser is affiliated with OCA, Blue Owl Credit Private Fund Advisors LLC (“OPFA”), Blue Owl Diversified Credit Advisors LLC (“ODCA”) and Blue Owl Technology Credit Advisors II LLC (“OTCA II”), together with OCA, OPFA, ODCA and the Adviser, the “Blue Owl Credit Advisers”, which are also investment advisers. The Blue Owl Credit Advisers are indirect affiliates of Blue Owl and comprise part of Blue Owl’s Credit platform, which focuses on direct lending. The Blue Owl Credit Advisers’ investment allocation policy seeks to ensure equitable allocation of investment opportunities between the Company and other funds managed by the Adviser or its affiliates. As a result of the Order, there could be significant overlap in the Company’s investment portfolio and investment portfolios of the BDCs, private funds and separately managed accounts managed by the Blue Owl Credit Advisers (collectively, the “Blue Owl Credit Clients”) and/or other funds managed by the Adviser or its affiliates that could avail themselves of the Order and that have investment objective similar to the Company.

License Agreement

On July 6, 2023, the Company entered into a license agreement (the “License Agreement”) with an affiliate of Blue Owl, pursuant to which we were granted a non-exclusive license to use the name “Blue Owl”. Under the License Agreement, the Company has a right to use the Blue Owl 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 has no legal right to the “Blue Owl” name or logo.

Controlled/Affiliated Portfolio Companies

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.

The Company has made investments in non-controlled, affiliated companies, including Fifth Season Investments LLC (“Fifth Season”) and LSI Financing DAC 1 (“LSI Financing”) and in Blue Owl Credit SLF LLC (“Credit SLF”), a controlled, affiliated company. For further description of Credit SLF, see “Note 4. Investments.”

Fifth Season is a portfolio company created to invest in life insurance based assets, including secondary and tertiary life settlement and other life insurance exposures using detailed analytics, internal life expectancy review and sophisticated portfolio management techniques. On July 18, 2022, the Company made an initial equity investment in Fifth Season. As of September 30, 2024 its equity investment in Fifth Season was $79.2 million at fair value. The Company’s investment in Fifth Season is a co-investment

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

with its affiliates in accordance with the terms of the exemptive relief that the Company received from the SEC. The Company does not consolidate its equity interest in Fifth Season.

LSI Financing is a portfolio company formed to acquire contractual rights to revenue pursuant to earnout agreements generally in the life sciences space. On December 14, 2022, the Company made an initial investment in LSI Financing. As of September 30, 2024 its investment in LSI Financing was $16.4 million at fair value. The Company’s investment in LSI Financing is a co-investment with its affiliates in accordance with the terms of the exemptive relief that the Company received from the SEC. The Company does not consolidate its equity interest in LSI Financing.

Note 4. Investments

The table below presents the composition of investments at fair value and amortized cost as of the following periods:


	September 30, 2024				December 31, 2023
($ in thousands)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
First-lien senior secured debt investments	$	4,442,986	$	4,453,641	$	3,987,458	$	3,983,668
Second-lien senior secured debt investments	340,991		321,133		460,037		454,090
Unsecured debt investments	334,929		339,634		436,423		427,862
Preferred equity investments(1)	765,814		692,369		905,784		861,779
Common equity investments(2)	533,698		587,884		423,524		404,623
Joint ventures(3)	2,189		2,187		—		—
Total Investments	$	6,420,607	$	6,396,848	$	6,213,226	$	6,132,022

________________

(1)Includes equity investment in LSI Financing.

(2)Includes equity investment in Fifth Season.

(3)Includes equity investment in Credit SLF.

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The Company uses Global Industry Classification Standards (“GICS”) for classifying the industry groupings of its portfolio companies. The table below presents the industry composition of investments based on fair value as of the following periods:


	September 30, 2024		December 31, 2023
Aerospace & Defense	2.2	%	2.2	%
Application Software	14.0		14.0
Banks	1.2		1.2
Building Products	0.9		0.9
Buildings & Real Estate	1.1		—
Capital Markets	—		0.5
Commercial Services & Supplies	0.3		—
Construction & Engineering(4)	—		—
Consumer Finance	0.5		0.3
Diversified Consumer Services	3.9		5.1
Diversified Financial Services	6.8		6.2
Electrical Equipment	—		0.8
Energy Equipment & Services	1.9		2.0
Entertainment	1.9		—
Equity Real Estate Investment Trusts (REITs)	0.1		—
Food & Staples Retailing	0.4		0.4
Health Care Providers & Services	1.0		1.1
Health Care Technology	16.0		14.4
Hotels, Restaurants & Leisure	1.9		2.6
Household Durables	1.3		1.3
Industrial Conglomerates	1.4		1.4
Insurance(1)	2.2		1.6
Internet & Direct Marketing Retail	4.3		3.8
IT Services	3.7		5.1
Joint Ventures(3)(4)	—		—
Life Sciences Tools & Services	0.1		0.1
Media	0.9		—
Multiline Retail	0.1		—
Pharmaceuticals(2)	1.1		0.4
Professional Services	5.9		7.7
Real Estate Management & Development	0.8		0.9
Road & Rail	0.2		0.2
Systems Software	23.9		24.7
Thrifts & Mortgage Finance(4)	—		1.1
Total	100.0	%	100.0	%

________________

(1)Includes investment in Fifth Season.

(2)Includes investment in LSI Financing.

(3)Includes equity investment in Credit SLF. See below, within Note 4, for more information regarding Credit SLF.

(4)Rounds to less than 0.1% as of September 30, 2024.

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The table below presents the geographic composition of investments based on fair value as of the following periods:


	September 30, 2024		December 31, 2023
United States:
Midwest	20.6	%	19.7	%
Northeast	14.9		16.0
South	20.8		17.1
West	27.8		31.5
Brazil	0.6		0.6
Canada	4.1		4.3
Estonia	0.2		0.2
Guernsey	1.4		3.7
Ireland	0.3		0.2
Israel	2.3		2.5
Netherlands	0.5		1.0
Norway	0.4		—
Spain	0.3		—
Sweden	0.5		—
United Kingdom	5.3		3.2
Total	100.0	%	100.0	%

Blue Owl Credit SLF LLC

On May 6, 2024 Credit SLF, a Delaware limited liability company, was formed as a joint venture between the Company, Blue Owl Capital Corporation, Blue Owl Capital Corporation II, Blue Owl Capital Corporation III, Blue Owl Credit Income Corp., Blue Owl Technology Finance Corp. II, Blue Owl Technology Income Corp., and State Teachers Retirement System of Ohio (“OSTRS”) (each, a “Credit SLF Member” and collectively, the “Credit SLF Members”). The Credit SLF Members co-manage Credit SLF. Credit SLF’s principal purpose is to make investments in senior secured loans to middle-market companies, broadly syndicated loans and senior and subordinated notes issued by collateralized loan obligations. Credit SLF is managed by a board consisting of an equal number of representatives appointed by each Credit SLF Member and which acts unanimously. Investment decisions must be approved by Credit SLF’s board. The Company’s investment in Credit SLF is a co-investment made with its affiliates in accordance with the terms of the exemptive relief that it received from the SEC. The Company does not consolidate its non-controlling interest in Credit SLF. Credit SLF’s investments at fair value are determined in accordance with FASB ASC 820, as amended; however, such fair value is not included in the Company's valuation process.

As of September 30, 2024, the capital commitment and economic ownership of each Credit SLF Member is as follows:


Members	Capital Commitment		Economic ownership interest
($ in thousands)
Blue Owl Capital Corporation	$	24,500	42.8	%
Blue Owl Capital Corporation II	500		0.9	%
Blue Owl Capital Corporation III	6,250		10.9	%
Blue Owl Credit Income Corp.	11,250		19.7	%
Blue Owl Technology Finance Corp.	2,500		4.4	%
Blue Owl Technology Finance Corp. II	2,500		4.4	%
Blue Owl Technology Income Corp.	2,500		4.4	%
State Teachers Retirement System of Ohio	7,143		12.5	%
Total	$	57,143	100.0	%

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The table below sets forth Credit SLF's consolidated financial data (unaudited) as of and for the following periods:


	As of
($ in thousands)	September 30, 2024
Consolidated Balance Sheet Data
Cash	$	16,174
Investments at fair value	$	150,220
Total Assets	$	166,462
Total Debt (net of unamortized debt issuance costs)	$	31,326
Total Liabilities	$	116,474
Total Credit SLF Members' Equity	$	49,988


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
($ in thousands)	2024(1)			2024(1)
Consolidated Statement of Operations Data

Investment income	$	556		$	556

Net operating expenses	602			672
Net investment income (loss)	$	(46)		$	(116)


Total net realized and unrealized gain (loss)	104			104
Net increase (decrease) in Credit SLF Members' Equity resulting from operations	$	58		$	(12)

________________

(1)Credit SLF commenced operations on May 6, 2024.

Note 5. Debt

In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. The Company’s asset coverage was 218% and 217% as of September 30, 2024 and December 31, 2023, respectively.

The tables below present the debt obligations for the following periods:


	September 30, 2024
($ in thousands)	Aggregate Principal Committed		Outstanding Principal		Amount Available(1)		Unamortized Debt Issuance Costs		Net Carrying Value
Revolving Credit Facility(2)	$	1,115,000	$	351,472	$	763,528	$	13,696	$	337,778
SPV Asset Facility I	600,000		600,000		—		5,037		594,963
SPV Asset Facility II	300,000		300,000		—		1,258		298,742
June 2025 Notes	210,000		210,000		—		928		209,072
December 2025 Notes	650,000		650,000		—		(1,888)		651,888
June 2026 Notes	375,000		375,000		—		2,599		372,401
January 2027 Notes	300,000		300,000		—		3,520		296,480
CLO 2020-1	204,000		204,000		—		4,117		199,883
Total Debt	$	3,754,000	$	2,990,472	$	763,528	$	29,267	$	2,961,207

________________

(1)The amount available reflects any limitations related to each credit facility’s borrowing base.

(2)Net carrying value includes the unrealized translation gain (loss) on borrowings denominated in foreign currencies.

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued


	December 31, 2023
($ in thousands)	Aggregate Principal Committed		Outstanding Principal		Amount Available(1)		Unamortized Debt Issuance Costs		Net Carrying Value
Revolving Credit Facility(2)	$	1,090,000	$	343,393	$	746,607	$	16,127	$	327,266
SPV Asset Facility I	600,000		600,000		—		5,547		594,453
SPV Asset Facility II	300,000		300,000		—		1,897		298,103
June 2025 Notes	210,000		210,000		—		1,825		208,175
December 2025 Notes	650,000		650,000		—		(3,042)		653,042
June 2026 Notes	375,000		375,000		—		3,684		371,316
January 2027 Notes	300,000		300,000		—		4,636		295,364
CLO 2020-1	204,000		204,000		—		4,390		199,610
Total Debt	$	3,729,000	$	2,982,393	$	746,607	$	35,064	$	2,947,329

________________

(1)The amount available reflects any limitations related to each credit facility’s borrowing base.

(2)Net carrying value includes the unrealized translation gain (loss) on borrowings denominated in foreign currencies.

The table below presents the components of interest expense for the following periods:


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
($ in thousands)	2024			2023			2024			2023
Interest expense	$	46,170		$	46,510		$	139,456		$	139,099
Amortization of debt issuance costs	2,108			3,147			6,528			7,349
Total Interest Expense	$	48,278		$	49,657		$	145,984		$	146,448
Average interest rate	6.2		%	6.3		%	6.2		%	6.1		%
Average daily borrowings	$	2,931,667		$	2,937,811		$	2,956,886		$	3,057,860

Credit Facilities

Subscription Credit Facility

On November 19, 2018, the Company entered into a revolving credit facility (as amended, the “Subscription Credit Facility”) with Wells Fargo Bank, National Association (“Wells Fargo”) as administrative agent (the “Administrative Agent”) and letter of credit issuer, and the banks and financial institutions from time to time party thereto, as lenders.

The Subscription Credit Facility permitted the Company to borrow up to $700 million, subject to availability under the “Borrowing Base”. The Borrowing Base was calculated based on the unused Capital Commitments of the investors meeting various eligibility requirements above certain concentration limits. Effective November 5, 2021, the outstanding balance on the Subscription Credit Facility was paid in full and the facility was terminated pursuant to its terms.

Borrowings under the Subscription Credit Facility bore interest, at the Company’s election at the time of drawdown, at a rate per annum equal to (i) in the case of LIBOR rate loans, an adjusted LIBOR rate for the applicable interest period plus 1.50% or (ii) in the case of reference rate loans, the greatest of (A) a prime rate plus 0.50%, (B) the federal funds rate plus 1.00%, and (C) one-month LIBOR plus 1.50%. The Company generally borrowed utilizing LIBOR rate loans, generally electing one-month LIBOR upon borrowing. Loans were able to be converted from one rate to another at any time at the Company’s election, subject to certain conditions. The Company also paid an unused commitment fee of 0.25% per annum on the unused commitments.

Revolving Credit Facility

On November 15, 2022, the Company entered into an Amended and Restated Senior Secured Revolving Credit Agreement (the “Revolving Credit Facility”), which amended and restated in its entirety that certain Senior Secured Revolving Credit Agreement, dated as of March 15, 2019 (as amended, restated, supplemented or otherwise modified prior to November 15, 2022). The parties to the Revolving Credit Facility include the Company, as Borrower, the lenders from time to time parties thereto (each a “Lender” and collectively, the “Lenders”), Truist Bank as Administrative Agent, Truist Securities, Inc., ING Capital LLC, MUFG Bank, Ltd., Sumitomo Mitsui Banking Corporation and JPMorgan Chase Bank, N.A., as Joint Lead Arrangers and Truist Securities, Inc. and ING Capital LLC, as Joint Bookrunners. On September 26, 2023 (the “Revolving Credit Facility First Amendment Date”), the parties to the Revolving Credit Facility entered into an amendment to, among other things, extend the availability period and maturity date for

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certain lenders, convert a portion of the existing revolver availability into term loan availability, reduce the credit adjustment spread for US dollar denominated term SOFR loans to 0.10% for all tenors and make various other changes. On June 13, 2024 (the “Revolving Credit Facility Second Amendment Date”), certain parties to the Revolving Credit Facility entered into an amendment, to among other things, replace the interest rate benchmark for loans denominated in Canadian Dollars from CDOR to CORRA, which includes a credit adjustment spread of 0.29547% for one-month tenor loans and 0.32138% for three-month tenor loans.The following describes the terms of the Revolving Credit Facility amended through the Revolving Credit Facility Second Amendment Date.

The Revolving Credit Facility is guaranteed by certain of the Company's subsidiaries in existence on the Revolving Credit Facility Second Amendment Date, and will be guaranteed by certain subsidiaries of the Company that are formed or acquired by the Company in the future (collectively, the “Guarantors”). Proceeds of the Revolving Credit Facility may be used for general corporate purposes, including the funding of portfolio investments.

As of the Revolving Credit Facility Second Amendment Date, the Revolving Credit Facility provides for, on an aggregated basis, a total of outstanding term loans and revolving credit facility commitments in the principal amount of $1.12 billion, which is comprised of (a) a term loan in a principal amount of $75.0 million (which term loan amount was increased from $50.0 million to $75.0 million on February 29, 2024) and (b) subject to availability under the borrowing base, which is based on the Company’s portfolio investments and other outstanding indebtedness, a revolving credit facility in a principal amount of up to $1.04 billion (on an aggregated basis, the aggregate outstanding term loans and revolving credit facility commitments under the Revolving Credit Facility increased from $1.09 billion to $1.12 billion on February 29, 2024). The amount available for borrowing under the revolving credit facility commitments of the Revolving Credit Facility is reduced by any standby letters of credit issued through the Revolving Credit Facility. Maximum capacity under the Revolving Credit Facility may be increased to $1.64 billion through the Company's exercise of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing. The Revolving Credit Facility includes a $200.0 million limit for swingline loans, and is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Company and each Guarantor, subject to certain exceptions.

The availability period under the Revolving Credit Facility will terminate on September 24, 2027 (the “Revolving Credit Facility Commitment Termination Date”) and the Revolving Credit Facility will mature on September 26, 2028 (the “Revolving Credit Facility Maturity Date”). During the period from the Revolving Credit Facility Commitment Termination Date to the Revolving Credit Facility Maturity Date, the Company will be obligated to make mandatory prepayments under the Revolving Credit Facility out of the proceeds of certain asset sales and other recovery events and equity and debt issuances.

The Company may borrow amounts in U.S. dollars or certain other permitted currencies. Amounts drawn under the Revolving Credit Facility with respect to the commitments in U.S. dollars will bear interest at either (i) term SOFR plus any applicable credit adjustment spread plus margin of either 1.875% per annum or, if the gross borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 1.75% per annum, or (ii) the alternative base rate plus a margin of either 0.875% per annum or, if the gross borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 0.75% per annum. With respect to loans denominated in U.S. dollars, the Company may elect either term SOFR or the alternative base rate at the time of drawdown, and such loans may be converted from one rate to another at any time at the Company’s option, subject to certain conditions. Amounts drawn under the Revolving Credit Facility with respect to the commitments in other permitted currencies will bear interest at the relevant rate specified therein (including any applicable credit adjustment spread plus margin of either 1.875% per annum or, if the gross borrowing base is greater than or equal to the product of 1.60 and the combined debt amount, 1.75% per annum.

The Revolving Credit Facility includes customary covenants, including certain limitations on the incurrence by the Company of additional indebtedness and on the Company’s ability to make distributions to its shareholders, or redeem, repurchase or retire shares of stock, upon the occurrence of certain events and certain financial covenants related to asset coverage and liquidity and other maintenance covenants, as well as customary events of default. The Revolving Credit Facility requires a minimum asset coverage ratio with respect to the consolidated assets of the Company and its subsidiaries to senior securities that constitute indebtedness of no less than 1.50 to 1.00 at any time.

SPV Asset Facilities

Certain of the Company's wholly owned subsidiaries are parties to credit facilities (the “SPV Asset Facilities”). Pursuant to the SPV Asset Facilities, the Company sells and contributes certain investments to these wholly owned subsidiaries pursuant to sale and contribution agreements by and between the Company and the wholly owned subsidiaries. No gain or loss is recognized as a result of these contributions. Proceeds from the SPV Asset Facilities are used to finance the origination and acquisition of eligible assets by the wholly owned subsidiary, including the purchase of such assets from the Company. The Company retains a residual interest in assets contributed to or acquired to the wholly owned subsidiary through the Company’s ownership of the wholly owned subsidiary. The SPV Asset Facilities are secured by a perfected first priority security interest in the assets of these wholly owned subsidiaries and on any payments received by such wholly owned subsidiaries in respect of those assets. Assets pledged to lenders under the SPV Asset Facilities will not be available to pay the Company's debts. The SPV Asset Facilities contain customary covenants, including certain limitations on the incurrence by the Company of additional indebtedness and on the Company’s ability to make distributions to

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their shareholders, or redeem, repurchase or retire shares of stock, upon the occurrence of certain events, and customary events of default (with customary cure and notice provisions).

SPV Asset Facility I

On December 22, 2022 (the “SPV Asset Facility I Closing Date”), OR Tech Financing I LLC (“OR Tech Financing I”), a Delaware limited liability company and wholly-owned subsidiary of the Company entered into an Amended and Restated Credit Agreement (the “SPV Asset Facility I”), which amends and restates in its entirety that certain Credit Agreement, dated as of August 11, 2020, by and among OR Tech Financing I, as Borrower, Alter Domus (US) LLC, as Administrative Agent and Document Custodian, State Street Bank and Trust Company, as Collateral Agent, Collateral Administrator and Custodian and the lenders from time to time party thereto (the “SPV Asset Facility I Lenders”). On March 30, 2023, the parties to the SPV Asset Facility I entered into an amendment and the following describes the terms of SPV Asset Facility I as amended through such date.

From time to time, the Company expects to sell and contribute certain investments to OR Tech Financing I pursuant to a Sale and Contribution Agreement by and between the Company and OR Tech Financing I. No gain or loss will be recognized as a result of the contribution. Proceeds from the SPV Asset Facility I will be used to finance the origination and acquisition of eligible assets by OR Tech Financing I, including the purchase of such assets from the Company. The Company retains a residual interest in assets contributed to or acquired by OR Tech Financing I through ownership of OR Tech Financing I. The total term loan commitment of the SPV Asset Facility I is $600 million (increased from $450 million on March 30, 2023). The availability of the commitments are subject to a ramp up period and subject to an overcollateralization ratio test, which is based on the value of OR Tech Financing I assets from time to time, and satisfaction of certain other tests and conditions, including an advance rate test, interest coverage ratio test, certain concentration limits and collateral quality tests.

The SPV Asset Facility I provides for the ability to draw term loans for a period of up to three years after the SPV Asset Facility I Closing Date unless the commitments are terminated as provided in the SPV Asset Facility I. Unless otherwise terminated, the SPV Asset Facility I will mature on December 22, 2033 (the “SPV Asset Facility I Stated Maturity”). Prior to the SPV Asset Facility I Stated Maturity, proceeds received by OR Tech Financing I from principal and interest, dividends, or fees on assets must be used to pay fees, expenses and interest on outstanding borrowings, and the excess may be returned to the Company, subject to certain conditions. On the SPV Asset Facility I Stated Maturity, OR Tech Financing I must pay in full all outstanding fees and expenses and all principal and interest on outstanding borrowings, and the excess may be returned to the Company.

Amounts drawn bear interest at term SOFR plus a spread of 3.31%. The SPV Asset Facility I contains customary covenants, limitations on the activities of OR Tech Financing I, including limitations on incurrence of incremental indebtedness, and customary events of default. The SPV Asset Facility I is secured by a perfected first priority security interest in the assets of OR Tech Financing I and on any payments received by OR Tech Financing I in respect of those assets. Assets pledged to the SPV Asset Facility I Lenders will not be available to pay the debts of the Company.

SPV Asset Facility II

On November 16, 2021 (the “SPV Asset Facility II Closing Date”), ORTF Funding I LLC (“ORTF Funding I”), a Delaware limited liability company and the Company’s wholly-owned subsidiary entered into a Credit Agreement (the “SPV Asset Facility II”), with ORTF Funding I LLC, as Borrower, the lenders from time to time parties thereto, Goldman Sachs Bank USA as Sole Lead Arranger, Syndication Agent and Administrative Agent, State Street Bank and Trust company as Collateral Administrator and Collateral Agent and Alter Domus (US) LLC as Collateral Custodian. On the SPV Asset Facility II Closing Date, ORTF Funding I and Goldman Sachs Bank USA, as Administrative Agent, also entered into a Margining Agreement relating to the Secured Credit Facility (the “Margining Agreement”). The following describes the terms of the SPV Asset Facility II as amended through June 23, 2023.

From time to time, the Company expects to sell and contribute certain investments to ORTF Funding I pursuant to a Sale and Contribution Agreement by and between the Company and ORTF Funding I. No gain or loss will be recognized as a result of the contribution. Proceeds from SPV Asset Facility II will be used to finance the origination and acquisition of eligible assets by ORTF Funding I, including the purchase of such assets from the Company. The Company retains a residual interest in assets contributed to or acquired by ORTF Funding I through their ownership of ORTF Funding I. The maximum principal amount which may be borrowed under SPV Asset Facility II is $300 million; the availability of this amount is subject to a borrowing base test, which is based on the value of ORTF Funding I’s assets from time to time, and satisfaction of certain conditions, including certain concentration limits.

The SPV Asset Facility II provides for the ability to draw and redraw revolving loans for a period of up to three years after the SPV Asset Facility II Closing Date. Unless otherwise terminated, the SPV Asset Facility II will mature on November 16, 2026 (the “SPV Asset Facility II Stated Maturity”). Prior to the SPV Asset Facility II Stated Maturity, proceeds received by ORTF Funding I from principal and interest, dividends, or fees on assets must be used to pay fees, expenses and interest on outstanding borrowings, and the excess may be returned to the Company, subject to certain conditions. On the SPV Asset Facility II Stated Maturity, ORTF Funding I must pay in full all outstanding fees and expenses and all principal and interest on outstanding borrowings, and the excess

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may be returned to the Company. The SPV Asset Facility II may be permanently reduced, in whole or in part, at the option of ORTF Funding I subject to payment of a premium for a period of time.

Amounts drawn bear interest at Term SOFR plus a spread of 2.625% and the spread is payable on the amount by which the undrawn amount exceeds a minimum threshold, initially zero and ramping to 75% of the commitment amount. The undrawn amount of the commitment not subject to such spread payment is subject to an undrawn fee of 0.50% per annum. Certain additional fees are payable on each payment date to Goldman Sachs Bank USA as Administrative Agent. In addition, under the Margining Agreement and Credit Agreement, ORTF Funding I is required to post cash margin (or in certain cases, additional eligible assets) to the Administrative Agent if a borrowing base deficiency occurs or if the weighted average price gap (as defined in the Margining Agreement), which is a measure of the excess of the aggregate value assigned to ORTF Funding I’s assets for purposes of the borrowing base test over the total amount drawn under the SPV Asset Facility II, falls below 20%.

Unsecured Notes

June 2025 Notes

On June 12, 2020, the Company issued $210 million aggregate principal amount of 6.75% notes due 2025 (the “June 2025 Notes”) in a private placement in reliance on Section 4(a)(2) of the Securities Act and for initial resale to qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A promulgated under the Securities Act. The June 2025 Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration.

The June 2025 Notes were issued pursuant to an Indenture dated as of June 12, 2020 (the “Base Indenture”), between the Company and Computershare Trust Company, N.A. as successor to Wells Fargo Bank, National Association, as trustee (the “Trustee”), and a First Supplemental Indenture, dated as of June 12, 2020 (the “First Supplemental Indenture” and together with the Base Indenture, the “June 2025 Indenture”), between the Company and the Trustee. The June 2025 Notes will mature on June 30, 2025 and may be redeemed in whole or in part at the Company's option at any time or from time to time at the redemption prices set forth in the June 2025 Indenture. The June 2025 Notes initially bear interest at a rate of 6.75% per year payable semi-annually on June 30 and December 30 of each year, commencing on December 30, 2020. As described in the First Supplemental Indenture, if the June 2025 Notes cease to have an investment grade rating from Kroll Bond Rating Agency (or if Kroll Bond Rating Agency ceases to rate the June 2025 Notes or fails to make a rating of the June 2025 Notes publicly available for reasons outside of the Company’s control, a “nationally recognized statistical rating organization,” as defined in Section 3(a)(62) of the Exchange Act, selected by the Company as a replacement agency for Kroll Bond Rating Agency) (an “Interest Rate Adjustment Event”), the interest rate on the June 2025 Notes will increase to 7.50% from the date of the Interest Rate Adjustment Event until the date on which the June 2025 Notes next again receive an investment grade rating. The June 2025 Notes are the Company’s direct, general unsecured obligations and rank senior in right of payment to all of the Company’s future indebtedness or other obligations that are expressly subordinated, or junior, in right of payment to the June 2025 Notes. The June 2025 Notes rank pari passu, or equal, in right of payment with all of the Company’s existing and future indebtedness or other obligations that are not so subordinated, or junior. The June 2025 Notes rank effectively subordinated, or junior, to any of the Company’s future secured indebtedness or other obligations (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness. The June 2025 Notes will rank structurally subordinated, or junior, to all existing and future indebtedness and other obligations (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.

The June 2025 Indenture contains certain covenants, including covenants requiring the Company to (i) comply with the asset coverage requirements of the 1940 Act, whether or not it is subject to those requirements, and (ii) provide financial information to the holders of the June 2025 Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Exchange Act. These covenants are subject to important limitations and exceptions that are described in the June 2025 Indenture.

In addition, if a change of control repurchase event, as defined in the June 2025 Indenture, occurs prior to maturity, holders of the June 2025 Notes will have the right, at their option, to require the Company to repurchase for cash some or all of the June 2025 Notes at a repurchase price equal to 100% of the aggregate principal amount of the June 2025 Notes being repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date.

December 2025 Notes

On September 23, 2020, the Company issued $400 million aggregate principal amount of its 4.75% notes due 2025 (the “December 2025 Notes”) in a private placement in reliance on Section 4(a)(2) of the Securities Act, and for initial resale to qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A promulgated under the Securities Act. On November 23, 2021, we issued an additional $250 million aggregate principal amount of the December 2025 Notes in a private placement in reliance on Section 4(a)(2) of the Securities Act, and for initial resale to qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A promulgated under the Securities Act. The December 2025 Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration.

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Notes to Consolidated Financial Statements (Unaudited) - Continued

The December 2025 Notes were issued pursuant to the Base Indenture and a Second Supplemental Indenture, dated as of September 23, 2020 (the “Second Supplemental Indenture” and together with the Base Indenture, the “December 2025 Indenture”), between the Company and the Trustee. The December 2025 Notes will mature on December 15, 2025 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the December 2025 Indenture. The December 2025 Notes bear interest at a rate of 4.75% per year payable semi-annually on June 15 and December 15 of each year, commencing on December 15, 2020. The December 2025 Notes are the Company’s direct, general unsecured obligations and rank senior in right of payment to all of the Company’s future indebtedness or other obligations that are expressly subordinated, or junior, in right of payment to the December 2025 Notes. The December 2025 Notes rank pari passu, or equal, in right of payment with all of the Company’s existing and future indebtedness or other obligations that are not so subordinated, or junior. The December 2025 Notes rank effectively subordinated, or junior, to any of the Company’s future secured indebtedness or other obligations (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness. The December 2025 Notes rank structurally subordinated, or junior, to all existing and future indebtedness and other obligations (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.

The Indenture contains certain covenants, including covenants requiring the Company to (i) comply with the asset coverage requirements of the 1940 Act, whether or not it is subject to those requirements, and (ii) provide financial information to the holders of the December 2025 Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Exchange Act. These covenants are subject to important limitations and exceptions that are described in the Indenture.

In addition, if a change of control repurchase event, as defined in the December 2025 Indenture, occurs prior to maturity, holders of the December 2025 Notes will have the right, at their option, to require the Company to repurchase for cash some or all of the December 2025 Notes at a repurchase price equal to 100% of the aggregate principal amount of the December 2025 Notes being repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date.

June 2026 Notes

On December 17, 2020, the Company issued $375 million aggregate principal amount of 3.75% notes due 2026 (the “June 2026 Notes”) in a private placement in reliance on Section 4(a)(2) of the Securities Act, and for initial to qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A promulgated under the Securities Act. The June 2026 Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration.

The June 2026 Notes were issued pursuant to the Base Indenture and a Third Supplemental Indenture, dated as of December 17, 2020 (the “Third Supplemental Indenture” and together with the Base Indenture, the “June 2026 Indenture”), between the Company and the Trustee. The June 2026 Notes will mature on June 17, 2026 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the June 2026 Indenture. The June 2026 Notes bear interest at a rate of 3.75% per year payable semi-annually on June 17 and December 17 of each year, commencing on June 17, 2021. The June 2026 Notes are the Company’s direct, general unsecured obligations and will rank senior in right of payment to all of the Company's future indebtedness or other obligations that are expressly subordinated, or junior, in right of payment to the June 2026 Notes. The June 2026 Notes rank pari passu, or equal, in right of payment with all of the Company’s existing and future indebtedness or other obligations that are not so subordinated, or junior to the June 2026 Notes. The June 2026 Notes rank effectively subordinated, or junior, to any of the Company’s future secured indebtedness or other obligations (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness. The June 2026 Notes rank structurally subordinated, or junior, to all existing and future indebtedness and other obligations (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.

The June 2026 Indenture contains certain covenants, including covenants requiring the Company to (i) comply with the asset coverage requirements of the Investment Company Act of 1940, as amended 1940, whether or not it is subject to those requirements, and (ii) provide financial information to the holders of the June 2026 Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Securities Exchange Act of 1934, as amended. These covenants are subject to important limitations and exceptions that are described in the Indenture.

In addition, if a change of control repurchase event, as defined in the June 2026 Indenture, occurs prior to maturity, holders of the June 2026 Notes will have the right, at their option, to require the Company to repurchase for cash some or all of the June 2026 Notes at a repurchase price equal to 100% of the aggregate principal amount of the June 2026 Notes being repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date.

January 2027 Notes

On June 14, 2021, the Company issued $300 million aggregate principal amount of 2.50% notes due 2027 (the “January 2027 Notes”).

The January 2027 Notes were issued pursuant to the Base Indenture and a Fourth Supplemental Indenture, dated as of December 17, 2020 (the “Fourth Supplemental Indenture” and together with the Base Indenture, the “January 2027 Indenture”),

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Notes to Consolidated Financial Statements (Unaudited) - Continued

between the Company and the Trustee. The January 2027 Notes will mature on January 15, 2027 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the January 2027 Indenture. The January 2027 Notes bear interest at a rate of 2.50% per year, payable semi-annually on January 15 and July 15 of each year, commencing on January 15, 2022. The January 2027 Notes are the Company’s direct, general unsecured obligations and rank senior in right of payment to all of the Company’s future indebtedness or other obligations that are expressly subordinated, or junior, in right of payment to the January 2027 Notes. The January 2027 Notes rank pari passu, or equal, in right of payment with all of the Company’s existing and future indebtedness or other obligations that are not so subordinated, or junior to the January 2027 Notes. The January 2027 Notes rank effectively subordinated, or junior, to any of the Company’s future secured indebtedness or other obligations (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness. The January 2027 Notes rank structurally subordinated, or junior, to all existing and future indebtedness and other obligations (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.

The January 2027 Indenture contains certain covenants, including covenants requiring the Company to (i) comply with the asset coverage requirements of the Investment Company Act of 1940, as amended 1940 Act, whether or not it is subject to those requirements, and (ii) provide financial information to the holders of the January 2027 Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Securities Exchange Act of 1934, as amended. These covenants are subject to important limitations and exceptions that are described in the Indenture.

In addition, if a change of control repurchase event, as defined in the January 2027 Indenture, occurs prior to maturity, holders of the January 2027 Notes will have the right, at their option, to require the Company to repurchase for cash some or all of the January 2027 Notes at a repurchase price equal to 100% of the aggregate principal amount of the January 2027 Notes being repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date.

Debt Securitization Transactions

CLO 2020-1

On December 16, 2020 (the “CLO 2020-1 Closing Date”), the Company completed a $333.5 million term debt securitization transaction (the “CLO 2020-1 Transaction”), also known as a collateralized loan obligation transaction, which is a form of secured financing incurred by the Company. The secured notes and preferred shares issued in the CLO 2020-1 Transaction were issued by the Company’s consolidated subsidiaries Owl Rock Technology Financing 2020-1, an exempted company incorporated in the Cayman Islands with limited liability (the “CLO 2020-1 Issuer”), and Owl Rock Technology Financing 2020-1 LLC, a Delaware limited liability company (the “CLO 2020-1 Co-Issuer” and together with the CLO 2020-1 Issuer, the “CLO 2020-1 Issuers”) and are backed by a portfolio of collateral obligations consisting of middle-market loans, recurring revenue loans and participation interests in middle-market loans, recurring revenue loans as well as by other assets of the CLO 2020-1 Issuer.

The CLO 2020-1 Transaction was executed by the issuance of the following classes of notes and preferred shares pursuant to an indenture and security agreement dated as of the Closing Date (the “CLO 2020-1 Indenture”), by and among the CLO 2020-1 Issuers and State Street Bank and Trust Company: $200 million of A (sf) Class A Notes, which bore interest at term SOFR (plus a spread adjustment) plus 2.95% (the “CLO 2020-1 Secured Notes”). The CLO 2020-1 Secured Notes are secured by the middle-market loans, recurring revenue loans, participation interests in middle-market loans and recurring revenue loans and other assets of the Issuer. The CLO 2020-1 Secured Notes are scheduled to mature on the Payment Date (as defined in the CLO 2020-1 Indenture) in January 2031. The CLO 2020-1 Secured Notes were offered by MUFG Securities Americas Inc., as initial purchaser, from time to time in individually negotiated transactions. Upon the occurrence of certain triggering events relating to the end of LIBOR, a different benchmark rate will replace LIBOR as the reference rate for interest accruing on the CLO 2020-1 Secured Notes.

The CLO 2020-1 Secured Notes were redeemed in the CLO 2020-1 Refinancing, described below.

Concurrently with the issuance of the CLO 2020-1 Secured Notes, the CLO 2020-1 Issuer issued approximately $133.5 million of subordinated securities in the form of 133,500 preferred shares at an issue price of U.S. $1,000 per share (the “CLO 2020-1 Preferred Shares”). The CLO 2020-1 Preferred Shares were issued by the CLO 2020-1 Issuer as part of its issued share capital and are not secured by the collateral securing the CLO 2020-1 Secured Notes. The Company purchased all of the CLO 2020-1 Preferred Shares. The Company acts as retention holder in connection with the CLO 2020-1 Transaction for the purposes of satisfying certain U.S. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the CLO 2020-1 Preferred Shares.

As part of the CLO 2020-1 Transaction, the Company entered into a loan sale agreement with the CLO 2020-1 Issuer dated as of the Closing Date, which provided for the sale and contribution of approximately $243.4 million par amount of middle-market loans and recurring revenue loans from the Company to the CLO 2020-1 Issuer on the Closing Date and for future sales from the Company to the CLO 2020-1 Issuer on an ongoing basis. No gain or loss was recognized as a result of these sales and contributions. Such loans constituted part of the initial portfolio of assets securing the CLO 2020-1 Secured Notes. The Company made customary representations, warranties, and covenants to the CLO 2020-1 Issuer under the loan sale agreement.

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Notes to Consolidated Financial Statements (Unaudited) - Continued

Through January 15, 2022, the net proceeds of the issuing of the CLO 2020-1 Secured Notes not used to purchase the initial portfolio of loans securing the CLO 2020-1 Secured Notes and a portion of the proceeds received by the CLO 2020-1 Issuer from the loans securing the CLO 2020-1 Secured Notes were able to be used by the CLO 2020-1 Issuer to purchase additional middle-market loans and recurring revenue loans under the direction of the Adviser, in its capacity as collateral manager for the CLO 2020-1 Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle-market loans and recurring revenue loans.

The CLO 2020-1 Secured Notes were the secured obligation of the CLO 2020-1 Issuers, and the CLO 2020-1 Indenture included customary covenants and events of default. The CLO 2020-1 Secured Notes were not registered under the Securities Act, or any state securities (e.g., “blue sky”) laws, and were not able to be offered or sold in the United States absent registration with the SEC or pursuant to an applicable exemption from such registration.

The Adviser served as collateral manager for the CLO 2020-1 Issuer under a collateral management agreement dated as of the Closing Date. The Adviser was entitled to receive fees for providing these services. The Adviser waived its right to receive such fees but may rescind such waiver at any time; provided, however, that if the Adviser rescinds such waiver, the management fee payable to the Adviser pursuant to the Investment Advisory Agreement, dated August 10, 2018, between the Adviser and the Company will be offset by the amount of the collateral management fee attributable to the CLO 2020-1 Issuers’ equity or notes owned by the Company.

CLO 2020-1 Refinancing

On August 23, 2023 (the “CLO 2020-1 Refinancing Date”), the Company completed a $337.5 million term debt securitization refinancing (the “CLO 2020-1 Refinancing”), also known as a collateralized loan obligation refinancing, which is a form of secured financing incurred by the Company. The secured notes issued in the CLO 2020-1 Refinancing were issued by the Company’s consolidated subsidiary Owl Rock Technology Financing 2020-1 LLC, a Delaware limited liability company (the “CLO 2020-1 Refinancing Issuer”) and are backed by a portfolio of collateral obligations consisting of middle-market loans and participation interests in middle-market loans as well as by other assets of the CLO 2020-1 Refinancing Issuer.

The CLO 2020-1 Refinancing was executed by the issuance of the following classes of notes pursuant to an indenture and security agreement dated as of the CLO 2020-1 Closing Date by and among the CLO 2020-1 Issuer, the CLO 2020-1 Refinancing Issuer, as co-issuer and State Street Bank and Trust Company as trustee, as supplemented by the First Supplemental Indenture dated as of July 18, 2023 by and among the CLO 2020-1 Issuer, as issuer, the CLO 2020-1 Refinancing Issuer, as co-issuer and the Trustee and the Second Supplemental Indenture dated as of the CLO 2020-1 Refinancing Date (the “CLO 2020-1 Refinancing Indenture”), by and among the CLO 2020-1 Refinancing Issuer and the Trustee: (i) $112.5 million of AAA(sf) Class A-1R Notes, which bear interest at the Benchmark plus 3.05%, (ii) $23.5 million of AAA(sf) Class A-2R Notes, which bear interest at 6.937%, (iii) $53 million of A(sf) Class B-1R Notes, which bear interest at the Benchmark plus 4.64% and (iv) $15 million of A(sf) Class B-2R Notes, which bear interest at 8.497%, (together, the “CLO 2020-1 Refinancing Secured Notes”). The CLO 2020-1 Refinancing Secured Notes are secured by the middle-market loans and other assets of the CLO 2020-1 Refinancing Issuer. The CLO 2020-1 Refinancing Secured Notes are scheduled to mature on the Payment Date (as defined in the CLO 2020-1 Refinancing Indenture) in October 2035. The CLO 2020-1 Refinancing Secured Notes were privately placed by MUFG Securities Americas Inc. and Scotia Capital (USA) Inc. The proceeds from the CLO 2020-1 Refinancing were used to redeem in full the classes of notes issued on the CLO 2020-1 Closing Date and to pay expenses incurred in connection with the CLO 2020-1 Refinancing. On the CLO 2020-1 Refinancing Date, the CLO 2020-1 Issuer was merged with and into the CLO 2020-1 Refinancing Issuer, with the CLO 2020-1 Refinancing Issuer surviving the merger. The CLO 2020-1 Refinancing Issuer assumed by all operation of law all of the rights and obligations of the CLO 2020-1 Issuer, including the subordinated securities issued by the CLO 2020-1 Issuer on the CLO 2020-1 Closing Date.

On the CLO 2020-1 Closing Date, the CLO 2020-1 Issuer entered into a loan sale agreement with Company, which provided for the sale and contribution of approximately $243.4 million par amount of middle-market loans from the Company to the CLO 2020-1 Issuer on the CLO 2020-1 Refinancing Date and for future sales from the Company to the CLO 2020-1 Issuer on an ongoing basis. No gain or loss was recognized as a result of these sales and contributions. As part of the CLO 2020-1 Refinancing, the CLO 2020-1 Refinancing Issuer, as the successor to the CLO 2020-1 Issuer, entered into an amended and restated loan sale agreement with the Company dated as of the CLO 2020-1 Refinancing Date, pursuant to which the CLO 2020-1 Refinancing Issuer assumed all ongoing obligations of the CLO 2020-1 Issuer under the original agreement and the Company sold and contributed approximately $83.93 million par amount middle-market loans to the CLO 2020-1 Refinancing Issuer on the CLO 2020-1 Refinancing Date and provides for future sales from the Company to the CLO 2020-1 Refinancing Issuer on an ongoing basis. Such loans constituted part of the portfolio of assets securing the CLO 2020-1 Refinancing Secured Notes. The Company made customary representations, warranties, and covenants to the CLO 2020-1 Refinancing Issuer under the loan sale agreement.

Through October 15, 2027, a portion of the proceeds received by the CLO 2020-1 Refinancing Issuer from the loans securing the CLO 2020-1 Refinancing Secured Notes may be used by the CLO 2020-1 Refinancing Issuer to purchase additional middle-market loans under the direction of the Adviser, in its capacity as collateral manager for the CLO 2020-1 Refinancing Issuer and in accordance with the Company’s investing strategy and ability to originate eligible middle-market loans.

Blue Owl Technology Finance Corp.

Notes to Consolidated Financial Statements (Unaudited) - Continued

The CLO 2020-1 Refinancing Secured Notes are the secured obligation of the CLO 2020-1 Refinancing Issuer, and the CLO 2020-1 Refinancing Indenture includes customary covenants and events of default. The CLO 2020-1 Refinancing Secured Notes have not been registered under the Securities Act, or any state securities (e.g., “blue sky”) laws, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or pursuant to an applicable exemption from such registration.

The Adviser serves as collateral manager for the CLO 2020-1 Refinancing Issuer under an amended and restated collateral management agreement dated as of the CLO 2020-1 Refinancing Date. The Adviser is entitled to receive fees for providing these services. The Adviser has waived its right to receive such fees but may rescind such waiver at any time.

Note 6. Fair Value of Financial Instruments

The tables below present the fair value hierarchy of cash and investments as of the following periods:


	Fair Value Hierarchy as of September 30, 2024
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash	$	186,475	$	—	$	—	$	186,475
Investments:
First-lien senior secured debt investments	—		75,027		4,378,614		4,453,641
Second-lien senior secured debt investments	—		153,134		167,999		321,133
Unsecured debt investments	—		—		339,634		339,634
Preferred equity investments(1)	—		—		692,369		692,369
Common equity investments(2)	50,869		17,010		520,005		587,884
Subtotal	$	50,869	$	245,171	$	6,098,621	$	6,394,661
Investments measured at net asset value (“NAV”)(3)	—		—		—		2,187
Total Investments at fair value	$	50,869	$	245,171	$	6,098,621	$	6,396,848

________________

(1)Includes equity investment in LSI Financing.

(2)Includes equity investment in Fifth Season.

(3)Includes equity investment in Credit SLF, which is measured at fair value using the net asset value per share (or its equivalent) practical expedient and has not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.


	Fair Value Hierarchy as of December 31, 2023
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash	$	469,017	$	—	$	—	$	469,017
Investments:
First-lien senior secured debt investments	—		8,521		3,975,147		3,983,668
Second-lien senior secured debt investments	—		218,798		235,292		454,090
Unsecured debt investments	—		20,455		407,407		427,862
Preferred equity investments(1)	—		—		861,779		861,779
Common equity investments(2)	75,928		18,110		310,585		404,623


Total Investments at fair value	$	75,928	$	265,884	$	5,790,210	$	6,132,022

________________

(1)Includes equity investment in LSI Financing.

(2)Includes equity investment in Fifth Season.

Blue Owl 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 the following periods:


	As of and for the Three Months Ended September 30, 2024
($ in thousands)	First-lien senior secured debt investments		Second-lien senior secured debt investments		Unsecured debt investments		Preferred equity investments		Common equity investments		Total
Fair value, beginning of period	$	4,156,539	$	169,510	$	322,371	$	821,664	$	376,656	$	5,846,740
Purchases of investments, net	447,656		—		—		22,209		7,902		477,767
Payment-in-kind	12,952		3,584		6,215		10,305		—		33,056
Proceeds from investments, net	(210,923)		(17,647)		—		(25,891)		(60,514)		(314,975)
Net change in unrealized gain (loss)	85,000		(1,046)		8,316		12,232		12,370		116,872
Net realized gains (losses)	(91,275)		—		—

Form: 10-Q

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