0000899243-21-000748.txt : 20210106 0000899243-21-000748.hdr.sgml : 20210106 20210106184108 ACCESSION NUMBER: 0000899243-21-000748 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200104 FILED AS OF DATE: 20210106 DATE AS OF CHANGE: 20210106 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Silverman Michael R. CENTRAL INDEX KEY: 0001820229 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56173 FILM NUMBER: 21512228 MAIL ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rimer Kirk L. CENTRAL INDEX KEY: 0001820170 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56173 FILM NUMBER: 21512229 MAIL ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CH Investment Partners, L.L.C. CENTRAL INDEX KEY: 0001786096 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56173 FILM NUMBER: 21512230 BUSINESS ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 BUSINESS PHONE: 214-661-8207 MAIL ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: I35 Advisors, Inc. CENTRAL INDEX KEY: 0001820195 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56173 FILM NUMBER: 21512231 BUSINESS ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 BUSINESS PHONE: 214-661-8333 MAIL ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ORCC III Investors L.L.C. CENTRAL INDEX KEY: 0001818577 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56173 FILM NUMBER: 21512232 BUSINESS ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 BUSINESS PHONE: (214) 661-8333 MAIL ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ORCC III Warehouse L.L.C. CENTRAL INDEX KEY: 0001812407 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56173 FILM NUMBER: 21512233 BUSINESS ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 BUSINESS PHONE: 2146618333 MAIL ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oak Lawn Direct Investors GP, L.L.C. CENTRAL INDEX KEY: 0001820184 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56173 FILM NUMBER: 21512234 BUSINESS ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 BUSINESS PHONE: (214) 661-8333 MAIL ADDRESS: STREET 1: 3953 MAPLE AVENUE STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Owl Rock Capital Corp III CENTRAL INDEX KEY: 0001807427 IRS NUMBER: 844493477 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 419-3000 MAIL ADDRESS: STREET 1: 399 PARK AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-01-04 0 0001807427 Owl Rock Capital Corp III NONE 0001820184 Oak Lawn Direct Investors GP, L.L.C. 3953 MAPLE AVENUE, SUITE 250 DALLAS TX 75219 0 0 0 1 Member of 10% Group 0001812407 ORCC III Warehouse L.L.C. 3953 MAPLE AVENUE, SUITE 250 DALLAS TX 75219 0 0 1 0 0001818577 ORCC III Investors L.L.C. 3953 MAPLE AVENUE, SUITE 250 DALLAS TX 75219 0 0 1 0 0001820195 I35 Advisors, Inc. 3953 MAPLE AVENUE, SUITE 250 DALLAS TX 75219 0 0 1 0 0001786096 CH Investment Partners, L.L.C. 3953 MAPLE AVENUE, SUITE 250 DALLAS TX 75219 0 0 1 0 0001820170 Rimer Kirk L. 3953 MAPLE AVENUE, SUITE 250 DALLAS TX 75219 0 0 1 0 0001820229 Silverman Michael R. 3953 MAPLE AVENUE, SUITE 250 DALLAS TX 75219 0 0 1 0 Common Stock, par value $0.01 per share 2020-01-04 4 S 0 1892455.147 D 1665145.903 I By ORCC III Warehouse L.L.C. Common Stock, par value $0.01 per share 2020-01-04 4 P 0 1892455.147 A 1892455.147 I By ORCC III Investors L.L.C. On January 4, 2020, ORCC III Warehouse L.L.C., a Delaware limited liability company ("ORCC III Warehouse") transferred 1,892,455.147 shares of common stock, par value $0.01 per share of Owl Rock Capital Corporation III, a Maryland corporation (the "Issuer") to its affiliate, ORCC III Investors L.L.C., a Delaware limited liability company ("ORCC III Investors", and together with ORCC III Warehouse, the "Funds") at cost, including the reimbursement of certain expenses. This Form 4 is being jointly filed by and on behalf of each of the Funds, Oak Lawn Direct Investors GP, L.L.C., a Delaware limited liability company ("Oak Lawn"), CH Investment Partners, L.L.C., a Delaware limited liability company ("CHIP"), I35 Advisors, Inc., a Texas corporation ("I35"), Kirk L. Rimer and Michael R. Silverman. The Funds are the record and direct beneficial owners of the securities covered by this statement. Oak Lawn is the managing member of, and may be deemed to beneficially own securities owned by, the Funds. CHIP serves as the investment manager to the Funds and has been granted exclusive investment discretion and investment management authority with respect to the Funds and its investments, including the securities covered by this statement, but CHIP generally must seek voting instructions from the members of the Funds and vote in accordance with such instructions. I35 is the manager of, and may be deemed to beneficially own securities beneficially owned by, Oak Lawn. Michael Silverman and Kirk Rimer serve as Co-Presidents of I35, and may be deemed to beneficially own securities beneficially owned by, I35. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such reporting person in such securities. Exhibit Index Exhibit 24.1 - Power of Attorney (filed herewith). ORCC III WAREHOUSE L.L.C., By: Oak Lawn Direct Investors GP, L.L.C., Its: Managing Member, By: I35 Advisors, Inc., Its: Manager, By: /s/ Diane Tobin, Name: Diane Tobin, Title: Authorized Signatory 2021-01-04 ORCC III INVESTORS L.L.C. By: Oak Lawn Direct Investors GP, L.L.C. Its: Managing Member By: I35 Advisors, Inc. Its: Manager By: /s/ Diane Tobin Name: Diane Tobin Title: Authorized Signatory 2021-01-04 OAK LAWN DIRECT INVESTORS GP, L.L.C., By: I35 Advisors, Inc., Its: Manager, By: /s/ Diane Tobin, Name: Diane Tobin, Title: Authorized Signatory 2021-01-04 I35 ADVISORS, INC., By: /s/ Diane Tobin, Name: Diane Tobin, Title: Authorized Signatory 2021-01-04 CH INVESTMENT PARTNERS, L.L.C., By: Oak Lawn Capital Management, L.P., Its: Managing Member, By: I35 Advisors, Inc., Its: General Partner, By: /s/ Diane Tobin, Name: Diane Tobin, Title: Authorized Signatory 2021-01-04 KIRK L. RIMER, By: /s/ Diane Tobin, Name: Diane Tobin, Title: Authorized Signatory 2021-01-04 MICHAEL R. SILVERMAN, By: /s/ Diane Tobin, Name: Diane Tobin, Title: Authorized Signatory 2021-01-04 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

                                                                    EXHIBIT 24.1

                               POWER OF ATTORNEY

        Know by all these presents, that each of the undersigned do hereby
constitute and appoint Diane Tobin, signing singly, as each of the undersigned's
true and lawful attorney-in-fact to:

    1)  prepare, execute for and on behalf of each of the undersigned, in each
        of the undersigned's name, place and stead in any and all capacities
        related to securities held by each of the undersigned, any and all
        filings by each of the undersigned or each of Kirk L. Rimer, Michael R.
        Silverman, Oak Lawn Direct Investors GP, L.L.C. ("Oak Lawn"), I35
        Advisors, Inc. ("I35"), CH Investment Partners, L.L.C. ("CHIP"), ORCC
        III Warehouse, L.L.C. ("ORCC III Warehouse") ORCC III Investors, L.L.C.
        ("ORCC III Investors", and together with Mr. Rimer, Mr. Silverman, Oak
        Lawn, I35, CHIP and ORCC III Investors, the "Companies") with the United
        States Securities and Exchange Commission (the "SEC") (a) pursuant to
        Section 13 of the Securities Exchange Act of 1934 and the rules
        thereunder, as amended, and (b) pursuant to Section 16 of the Securities
        Exchange Act of 1934 and the rules thereunder, as amended, and with
        respect to either of the foregoing clauses (a) and (b), any other forms
        or reports each of the undersigned or the Companies may be required to
        file in connection with each of the undersigned's ownership,
        acquisition, or disposition of securities in Owl Rock Capital
        Corporation III;

    2)  do and perform any and all acts for and on behalf of each of the
        undersigned which may be necessary or desirable to complete, execute and
        deliver any such filing as described in paragraph (1) above, or other
        form or report, and timely file such form or report with the SEC and any
        stock exchange or similar authority; and

    3)  take any other action of any type whatsoever in connection with the
        foregoing which, in the opinion of such attorney-in-fact, may be of
        benefit to, in the best interest of, or legally required by, each of the
        undersigned, it being understood that the documents executed by such
        attorney-in-fact on behalf of each of the undersigned pursuant to this
        Power of Attorney shall be in such form and shall contain such terms and
        conditions as such attorney-in-fact may approve in such attorney-in-
        fact's discretion.

        Each of the undersigned hereby grants to each attorney-in-fact full
power and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as each of the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. Each of the undersigned acknowledges that the
foregoing attorney-in-fact, in serving in such capacity at the request of each
of the undersigned, is not assuming, nor are the Companies assuming, each of the
undersigned's responsibilities to comply with Section 13 or Section 16 of the
Securities Exchange Act of 1934 and the rules thereunder, as amended.

        This Power of Attorney shall remain in full force and effect until each
of the undersigned is no longer required to file any such filing as described in
paragraph (1) above, unless earlier revoked by each of the undersigned in a
signed writing delivered to the foregoing attorney-in-fact.


        IN WITNESS WHEREOF, each of the undersigned has caused this Power of
Attorney to be executed as of December 30, 2020.


                                ORCC III WAREHOUSE, L.L.C.

                                By:     Oak Lawn Direct Investors GP, L.L.C.,
                                        its managing member

                                By:     I35 Advisors, Inc., its manager

                                By:     /s/ Kirk L. Rimer
                                        --------------------------------
                                Name:   Kirk L. Rimer
                                Title:  Co-president

                                ORCC III INVESTORS, L.L.C.

                                By:     Oak Lawn Direct Investors GP, L.L.C.,
                                        its managing member

                                By:     I35 Advisors, Inc., its manager

                                By:     /s/ Kirk L. Rimer
                                        --------------------------------
                                Name:   Kirk L. Rimer
                                Title:  Co-president

                                OAK LAWN DIRECT INVESTORS GP, L.L.C.

                                By:     I35 Advisors, Inc., its manager

                                By:     /s/ Kirk L. Rimer
                                        --------------------------------
                                Name:   Kirk L. Rimer
                                Title:  Co-president

                                I35 ADVISORS, INC.

                                By:     /s/ Kirk L. Rimer
                                        --------------------------------
                                Name:   Kirk L. Rimer
                                Title:  Co-president

                                CH INVESTMENT PARTNERS, L.L.C.

                                By:     Oak Lawn Capital Management, L.P.,
                                        its managing member

                                By:     I35 Advisors, Inc., its general partner

                                By:     /s/ Kirk L. Rimer
                                        --------------------------------
                                Name:   Kirk L. Rimer
                                Title:  Co-president

                                KIRK L. RIMER

                                /s/ Kirk L. Rimer
                                ----------------------------------------

                                MICHAEL R. SILVERMAN

                                /s Michael R. Silverman
                                ----------------------------------------