Introduction to the Blue Owl Class Action Lawsuit

The Blue Owl Class Action Lawsuit seeks to represent purchasers or acquirers of Blue Owl Capital Inc. (NYSE: OWL) securities between February 6, 2025 and November 16, 2025, inclusive (the “Class Period”). Captioned Goldman v. Blue Owl Capital Inc., No. 25-cv-10047 (S.D.N.Y.), the Blue Owl Class Action Lawsuit charges Blue Owl and certain of Blue Owl’s top executives with violations of the Securities Exchange Act of 1934.

If you suffered substantial losses and wish to serve as lead plaintiff of the Blue Owl Class Action Lawsuit or just have general questions about you rights as a shareholder, please contact attorney Timothy L. Miles of the Law Offices of Timothy L. Miles, at no cost, by calling 855/846-6529 or via e-mail at [email protected].

Lead plaintiff motions for the Blue Owl Class Action Lawsuit must be filed with the court no later than February 2, 2026.

Blue Owl Class Action Lawsuit

 

The Securities Act Of 1933

The Securities Act of 1933 is a federal legislation passed in response to the stock market crash of 1929. It was enacted to restore investor confidence in the financial markets and prevent fraudulent activities in the sale of securities. The act requires companies to provide detailed information about their securities offerings, including financial statements and business operations, to potential investors. It also established the Securities and Exchange Commission (SEC) to regulate the securities industry and enforce the provisions of the act. The Securities Act of 1933 plays a crucial role in ensuring transparency and disclosure in the securities market, protecting investors from fraud and securities fraud cases like the Blue Owl Class Action Lawsuit, and promoting fair and efficient capital markets.

Blue Owl Class Action Lawsuit

The Securities Act of 1934

The Securities Act of 1934 is a significant piece of legislation that was enacted in the United States to regulate the securities industry. This act was passed in response to the stock market crash of 1929 and the subsequent Great Depression. Its main purpose is to protect investors (as in the Blue Owl Class Action Lawsuit) by ensuring that they have access to accurate and reliable information about securities being offered for public sale such as. The act requires companies to register with the SEC and disclose relevant financial information to the public as is at issue in the Blue Owl Class Action Lawsuit. It also regulates the activities of brokers, dealers, and exchanges to ensure fair and transparent trading practices. Overall, the Securities Act of 1934 plays a crucial role in promoting investor confidence and maintaining the integrity of the securities market.

Key Points

 

What Is the Investment Company Act of 1940?

The Investment Company Act of 1940 is a piece of legislation passed by the U.S. Congress that regulates investment companies. Its main purpose is to protect investors by setting forth rules and regulations that investment companies must adhere to. This act was established in response to the stock market crash of 1929 and subsequent Great Depression, which highlighted the need for stricter oversight of the investment industry. Under the Investment Company Act of 1940, investment companies are required to register with the SEC and disclose certain information about their operations and investments. They are also subject to periodic examinations by the SEC to ensure compliance with the act’s provisions. The act also outlines certain restrictions on investment company activities, such as limitations on borrowing and prohibitions on engaging in certain types of transactions.

Key Points

 

One of the key provisions of the Investment Company Act of 1940 is the requirement for investment companies to have a board of directors that acts in the best interests of shareholders. This board is responsible for overseeing the operations and investments of the company and making decisions that are in line with the company’s stated investment objectives. Additionally, the act places limits on fees and expenses that can be charged by investment companies, ensuring that investors are not subject to excessive costs. Overall, the Investment Company Act of 1940 plays a crucial role in protecting investors and promoting transparency in the investment industry. By establishing regulations and oversight mechanisms, it helps to maintain the integrity and stability of investment companies, giving investors confidence in their financial decisions.
Blue Owl Class Action Lawsuit

The Sarbanes-Oxley Act of 2002

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, often referred to simply as Dodd-Frank, is a comprehensive piece of legislation that was enacted in response to the financial crisis of 2008 and to protect shareholders from cases like the F5 Class Action LawsuitThe act was named after its sponsors, Senator Christopher Dodd and Representative Barney Frank, and it aimed to address the issues that led to the crisis and prevent similar situations in the future. One of the main objectives of the Dodd-Frank Act was to increase transparency and accountability in the financial industry. It introduced a number of new regulations and requirements for banks and other financial institutions, including stricter oversight and reporting standards. It also established new agencies, such as the Consumer Financial Protection Bureau, to ensure that consumers were protected from predatory practices.

Key Aspect

Another key aspect of the Dodd-Frank Act was the implementation of measures to prevent future bailouts. The act created a framework for the orderly liquidation of large financial institutions that are deemed to be at risk of failure, rather than relying on taxpayer-funded bailouts. It also imposed stricter capital requirements on banks, in an effort to strengthen their financial stability and reduce the likelihood of another crisis.  Overall, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 had a significant impact on the financial industry. While it faced criticism from some who believed it placed too much regulatory burden on banks, others argued that it was necessary to prevent another financial meltdown. The act remains an important piece of legislation in the United States, and its impact continues to be debated and analyzed.

 

The Jumpstart Our Business Startups Act of 2012

The Jumpstart Our Business Startups Act of 2012, also known as the JOBS Act, is a piece of legislation that was signed into law by President Barack Obama with the aim of encouraging the growth and development of small businesses in the United States. The act was introduced as a response to the economic downturn of the late 2000s and seeks to address the challenges faced by entrepreneurs and startups in accessing capital and navigating regulatory requirements. One of the key provisions of the JOBS Act is the relaxation of certain securities regulations, particularly those related to crowdfunding. This allows small businesses to raise capital by soliciting investments from a large number of individuals, often through online platforms. Prior to the act, crowdfunding was limited to donations or rewards-based campaigns. The JOBS Act opened up the possibility for equity crowdfunding, whereby investors can receive shares in the company in exchange for their investment.

Key Aspects:

Another important aspect of the JOBS Act is the creation of a new category of companies called “emerging growth companies” (EGCs). These are defined as companies with total annual gross revenues less than $1 billion during their most recent fiscal year. EGCs are eligible for certain exemptions and reduced reporting requirements, making it easier for them to go public and access capital markets. Overall, the Jumpstart Our Business Startups Act of 2012 seeks to promote entrepreneurship and innovation by reducing regulatory barriers and increasing access to capital for small businesses. By providing more opportunities for fundraising and easing the burden of compliance, the act aims to foster economic growth and job creation in the United States.

Allegations in the Blue Owl class action lawsuit

Overview

Blue Owl is an alternative asset manager.

False and Misleading Statements

The Blue Owl Class Action Lawsuit alleges that throughout the Class Period defendants failed to disclose that:

  • Blue Owl was experiencing a meaningful pressure on its asset base from business development company (“BDC”) redemptions;
  • As a result, Blue Owl was facing undisclosed liquidity issues; and (iii) consequently, Blue Owl would be likely to limit or halt redemptions of certain BDCs.

Disappointing Third Quarter Results for 2025

The Blue Owl Class Action Lawsuit further alleges that:

  • On October 30, 2025, Blue Owl reported financial results for the third quarter of 2025, including: fee-related earnings of only $376.2 million, which missed consensus estimates; fee-related earnings margins of 57.1% which missed expectations by roughly 20 basis points; and performance revenue, which fell 33% year over year to only $188,000.

Announcement Of Definite Merger Agreement

  • Merger Announcement: On November 5, 2025, the complaint alleges two of Blue Owl’s direct lending businesses, Blue Owl Capital Corporation (“OBDC”) and Blue Owl Capital Corporation II (“OBDC II”), announced that they had entered into a definitive merger agreement, that “OBDC II does not anticipate conducting additional tender offers prior to the merger,” that the “proposed merger enhances liquidity for shareholders of the combined company,” that under the terms of the proposed merger, “shareholders of OBDC II will receive newly issued whole shares of OBDC for each share of OBDC II based on the exchange ratio determined prior to closing,” and that “[t]he exchange ratio will be calculated based upon (i) the NAV [net asset value] per share of OBDC and OBDC II, each determined before merger close and (ii) the market price of OBDC common stock (‘OBDC Price’) before merger close.”

Financial Times Article

The Blue Owl Class Action Lawsuit alleges that on November 16, 2025, Financial Times published an article entitled “Blue Owl private credit fund merger leaves some investors facing 20% hit,” which provided an interview with the chief financial officer of OBDC, Jonathan Lamm, revealing that “[i]f shareholders were to vote down the deal, [Lamm] acknowledged that Blue Owl Capital Corporation II might be forced to limit redemptions.”  The article allegedly further reported details of two critical aspects of the merger:

  • (i) OBDC II investors would indeed be blocked from making any redemptions until the merger completes in 2026; and
  • (ii) as part of the merger, OBDC II shareholders would see the value of their investments fall by about 20% because they would be forced to exchange OBDC II shares for OBDC shares at a rate based on OBDC’s market price, but because OBDC shares trade at a discount of about 20% to the stated value of its assets, OBDC II shareholders would see the value of their investments reduced by that amount.

Stock Plummets: On this news, the price of Blue Owl stock fell nearly 6%, according to the Blue Owl Class Action Lawsuit.

Blue Owl Class Action Lawsuit

Frequently Asked Questions About the Blue Owl Class Action Lawsuit

How do I join the Blue Owl class action lawsuit?

In securities class actions like the Blue Owl Class Action Lawsuit, you are automatically a class member if you purchased the securities of a company during the pled class period and suffered a loss.

What initiated the Blue Owl class action lawsuit?

The Blue Owl Class Action Lawsuit was initiated by investors alleging that Molina Healthcare provided misleading information regarding its financial health and operations, resulting in financial losses.

How can I join the Blue Owl class action lawsuit?

If you purchased shares during the class period and suffered a loss, then you are automatically a member of the Blue Owl Class Action Lawsuit and do not need to do anything at this point unless you are considering moving for lead plaintiff.

What are the potential benefits of a Blue Owl class action lawsuit?

Class action lawsuits like the Blue Owl Class Action Lawsuit allow individual investors to collectively seek justice and compensation, which might be challenging to pursue individually. They also promote corporate accountability.

How long will the Blue Owl class action lawsuit take to resolve?

The duration of class action lawsuits such as the Blue Owl Class Action Lawsuit can vary significantly, depending on the complexity of the case, legal strategies, and whether settlements are reached. It could take several months to years to resolve the Blue Owl Class Action Lawsuit

Can I participate in the Blue Owl Class Action Lawsuit if I purchased shares after the class period?

No, if you purchased shares after the class period, you cannot be a part of the Blue Owl Class Action Lawsuit.

Blue Owl Class Action Lawsuit

Contact Timothy L. Miles Today About a Blue Owl Class Action Lawsuit

The most important thing you need to know is you can call me at no charge if you wish to serve as lead plaintiff of the Blue Owl Class Action Lawsuit, or just have general questions about you rights as a shareholder, please contact attorney Timothy L. Miles of the Law Offices of Timothy L. Miles, at no cost, by calling 855/846-6529 or via e-mail at [email protected]. (24/7/365).

Timothy L. Miles, Esq.
Law Offices of Timothy L. Miles
Tapestry at Brentwood Town Center
300 Centerview Dr. #247
Mailbox #1091
Brentwood,TN 37027
Phone: (855) Tim-MLaw (855-846-6529)
Email: [email protected]
Website: www.classactionlawyertn.com

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