Blue Owl Capital Corporation II Board Unanimously Recommends Shareholders Reject Unsolicited Minority Offer

Discounted Offer is Well Below OBDC II NAV and Ignores Significant Capital Return Already Underway

Mar. 14, 2026 at 1:58am

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Blue Owl Capital Corporation II ("OBDC II") announced that its Board of Directors has unanimously recommended that shareholders reject the unsolicited minority tender offer from Cox Capital Partners and Saba Capital Management, L.P. for up to 8,000,000 shares of OBDC II for approximately $30 million, which represents a discount of approximately 33.2% to net asset value ("NAV"). The Board believes this is an attempt to capture value at the expense of OBDC II shareholders and that the offering price substantially undervalues OBDC II's assets and ongoing access to liquidity.

Why it matters

The Board believes the offer price is inadequate and that OBDC II has a proven track record of strong performance, consistently outperforming leveraged loan indices. The Board is also already taking specific significant action to return capital to OBDC II shareholders, including a return of capital distribution representing 30% of NAV to be paid on or before March 31, 2026, as well as additional return of capital distributions of 5% or more on a quarterly basis.

The details

In reaching its conclusion, the Board consulted with management and advisors, reviewed the terms and conditions of the offer, and considered OBDC II's historical financial performance, portfolio of assets, and future opportunities. The Board evaluated the offer's significant discount to NAV and considered an inadequacy opinion from BofA Securities, Inc., which concluded the offer price is inadequate for OBDC II shareholders from a financial point of view. In contrast, Cox and Saba conducted no independent analysis to ensure fairness.

  • On or before March 31, 2026, OBDC II shareholders are expected to receive a return of capital distribution representing 30% of NAV.
  • OBDC II will prioritize additional return of capital distributions to shareholders on a quarterly basis of 5% or more.

The players

Blue Owl Capital Corporation II

A specialty finance company focused on lending to U.S. middle-market companies. As of December 31, 2025, OBDC II had investments in 183 portfolio companies with an aggregate fair value of $1.6 billion.

Cox Capital Partners

An investment firm that has made an unsolicited minority tender offer for up to 8,000,000 shares of OBDC II.

Saba Capital Management, L.P.

An investment firm that has made an unsolicited minority tender offer for up to 8,000,000 shares of OBDC II.

BofA Securities, Inc.

A financial advisor that rendered an opinion to the OBDC II Board concluding the offer price is inadequate from a financial point of view.

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What they’re saying

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— Robert Jenkins, San Francisco resident

What’s next

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The takeaway

This case highlights growing concerns in the community about repeat offenders released on bail, raising questions about bail reform, public safety on SF streets, and if any special laws to govern autonomous vehicles in residential and commercial areas.