UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-Q

(Mark One)


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

For the quarterly period ended ~~December 31, 2020~~June 30, 2021


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

COMMISSION FILE NUMBER: 1-33901

Oaktree Specialty Lending Corporation

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


DELAWARE (State or jurisdiction of incorporation or organization)						26-1219283 (I.R.S. Employer Identification No.)

333 South Grand Avenue, 28th Floor Los Angeles, CA (Address of principal executive office)						90071 (Zip Code)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:

(213) 830-6300

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange
on Which Registered

Common Stock, par value $0.01 per share

OCSL

The Nasdaq Stock Market LLC

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 þ NO ¨

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

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

Large accelerated filer ¨

Accelerated filer þ

Non-accelerated filer ¨

Smaller reporting company ¨

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) YES ¨ NO þ

The registrant had ~~140,960,651~~180,360,662 shares of common stock outstanding as of ~~February 2,~~August 3, 2021.

OAKTREE SPECIALTY LENDING CORPORATION

FORM 10-Q FOR THE QUARTER ENDED ~~DECEMBER 31, 2020~~JUNE 30, 2021

TABLE OF CONTENTS



		PART I — FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements:
		Consolidated Statements of Assets and Liabilities as of ~~December 31, 2020~~June 30, 2021 (unaudited) and September 30, 2020	3
		Consolidated Statements of Operations (unaudited) for the three and nine months ended ~~December 31,~~June 30, 2021 and 2020 ~~and 2019~~	4
		Consolidated Statements of Changes in Net Assets (unaudited) for the three and nine months ended ~~December 31,~~June 30, 2021 and 2020 ~~and 2019~~	5
		Consolidated Statements of Cash Flows (unaudited) for the ~~three~~nine months ended ~~December 31,~~June 30, 2021 and 2020 ~~and 2019~~	6
		Consolidated Schedule of Investments (unaudited) as of ~~December 31, 2020~~June 30, 2021	7
		Consolidated Schedule of Investments as of September 30, 2020	19
		Notes to Consolidated Financial Statements (unaudited)	30
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations		7384
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		98117
Item 4.	Controls and Procedures		~~100~~119
		PART II — OTHER INFORMATION
Item 1.	Legal Proceedings		~~100~~119
Item 1A.	Risk Factors		~~100~~120
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		~~100~~120
Item 3 .3.	Defaults Upon Senior Securities		~~101~~120
Item 4 .4.	Mine Safety Disclosures		~~101~~120
Item 5 .5.	Other Information		~~101~~120
Item 6.	Exhibits		~~101~~120
Signatures			~~102~~121

PART I — FINANCIAL INFORMATION


Item 1.			Consolidated Financial Statements.

Oaktree Specialty Lending Corporation

Consolidated Statements of Assets and Liabilities

(in thousands, except per share amounts)


		December 31, 2020 (unaudited)		September 30, 2020			June 30, 2021 (unaudited)		September 30, 2020
ASSETS
Investments at fair value:	Investments at fair value:					Investments at fair value:
Control investments (cost December 31, 2020: $243,990; cost September 30, 2020: $245,950)		$	207,760	$	201,385
Affiliate investments (cost December 31, 2020: $10,303; cost September 30, 2020: $7,551)		8,971		6,509
Non-control/Non-affiliate investments (cost December 31, 2020: $1,503,368; cost September 30, 2020: $1,415,669)		1,495,593		1,365,957
Total investments at fair value (cost December 31, 2020: $1,757,661; cost September 30, 2020: $1,669,170)		1,712,324		1,573,851
Control investments (cost June 30, 2021: $283,707; cost September 30, 2020: $245,950)						Control investments (cost June 30, 2021: $283,707; cost September 30, 2020: $245,950)	$	269,478	$	201,385
Affiliate investments (cost June 30, 2021: $14,788; cost September 30, 2020: $7,551)						Affiliate investments (cost June 30, 2021: $14,788; cost September 30, 2020: $7,551)	13,959		6,509
Non-control/Non-affiliate investments (cost June 30, 2021: $2,021,729; cost September 30, 2020: $1,415,669)						Non-control/Non-affiliate investments (cost June 30, 2021: $2,021,729; cost September 30, 2020: $1,415,669)	2,055,864		1,365,957
Total investments at fair value (cost June 30, 2021: $2,320,224; cost September 30, 2020: $1,669,170)						Total investments at fair value (cost June 30, 2021: $2,320,224; cost September 30, 2020: $1,669,170)	2,339,301		1,573,851
Cash and cash equivalents	Cash and cash equivalents	24,234		39,096		Cash and cash equivalents	84,689		39,096
Restricted cash						Restricted cash	2,840		—
Interest, dividends and fees receivable	Interest, dividends and fees receivable	8,999		6,935		Interest, dividends and fees receivable	15,415		6,935
Due from portfolio companies	Due from portfolio companies	2,093		2,725		Due from portfolio companies	1,394		2,725
Receivables from unsettled transactions	Receivables from unsettled transactions	11,054		9,123		Receivables from unsettled transactions	2,466		9,123
Due from broker						Due from broker	1,640		—
Deferred financing costs	Deferred financing costs	5,840		5,947		Deferred financing costs	9,413		5,947
Deferred offering costs	Deferred offering costs	67		67		Deferred offering costs	34		67
Deferred tax asset, net	Deferred tax asset, net	1,122		847		Deferred tax asset, net	735		847
Derivative assets at fair value	Derivative assets at fair value	—		223		Derivative assets at fair value	2,449		223
Other assets	Other assets	28,170		1,898		Other assets	2,332		1,898
Total assets	Total assets	$	1,793,903	$	1,640,712	Total assets	$	2,462,708	$	1,640,712
LIABILITIES AND NET ASSETS
Liabilities:	Liabilities:					Liabilities:
Accounts payable, accrued expenses and other liabilities	Accounts payable, accrued expenses and other liabilities	$	2,442	$	1,072	Accounts payable, accrued expenses and other liabilities	$	3,925	$	1,072
Base management fee and incentive fee payable	Base management fee and incentive fee payable	20,230		11,212		Base management fee and incentive fee payable	31,127		11,212
Due to affiliate	Due to affiliate	2,355		2,130		Due to affiliate	5,011		2,130
Interest payable	Interest payable	4,192		1,626		Interest payable	5,277		1,626
Payables from unsettled transactions	Payables from unsettled transactions	102,737		478		Payables from unsettled transactions	10,588		478
Derivative liability at fair value	Derivative liability at fair value	2,203		—		Derivative liability at fair value	267		—
Credit facility payable		400,025		414,825
Unsecured notes payable (net of $3,086 and $3,272 of unamortized financing costs as of December 31, 2020 and September 30, 2020, respectively)		294,802		294,490
Credit facilities payable						Credit facilities payable	464,057		414,825
Unsecured notes payable (net of $6,876 and $3,272 of unamortized financing costs as of June 30, 2021 and September 30, 2020, respectively)						Unsecured notes payable (net of $6,876 and $3,272 of unamortized financing costs as of June 30, 2021 and September 30, 2020, respectively)	640,042		294,490
Total liabilities	Total liabilities	828,986		725,833		Total liabilities	1,160,294		725,833
Commitments and contingencies (Note 14)	Commitments and contingencies (Note 14)					Commitments and contingencies (Note 14)
Net assets:	Net assets:					Net assets:
Common stock, $0.01 par value per share, 250,000 shares authorized; 140,961 shares issued and outstanding as of December 31, 2020 and September 30, 2020		1,409		1,409
Common stock, $0.01 par value per share, 250,000 shares authorized; 180,361 and 140,961 shares issued and outstanding as of June 30, 2021 and September 30, 2020, respectively						Common stock, $0.01 par value per share, 250,000 shares authorized; 180,361 and 140,961 shares issued and outstanding as of June 30, 2021 and September 30, 2020, respectively	1,804		1,409
Additional paid-in-capital	Additional paid-in-capital	1,487,774		1,487,774		Additional paid-in-capital	1,730,083		1,487,774
Accumulated overdistributed earnings	Accumulated overdistributed earnings	(524,266)		(574,304)		Accumulated overdistributed earnings	(429,473)		(574,304)
Total net assets (equivalent to $6.85 and $6.49 per common share as of December 31, 2020 and September 30, 2020, respectively) (Note 12)		964,917		914,879
Total net assets (equivalent to $7.22 and $6.49 per common share as of June 30, 2021 and September 30, 2020, respectively) (Note 12)						Total net assets (equivalent to $7.22 and $6.49 per common share as of June 30, 2021 and September 30, 2020, respectively) (Note 12)	1,302,414		914,879
Total liabilities and net assets	Total liabilities and net assets	$	1,793,903	$	1,640,712	Total liabilities and net assets	$	2,462,708	$	1,640,712

See notes to Consolidated Financial Statements.

Oaktree Specialty Lending Corporation

Consolidated Statements of Operations

(in thousands, except per share amounts)

(unaudited)


		Three months ended December 31, 2020		Three months ended December 31, 2019			Three months ended June 30, 2021		Three months ended June 30, 2020		Nine months ended June 30, 2021		Nine months ended June 30, 2020
Interest income:	Interest income:					Interest income:
Control investments	Control investments	$	2,343	$	2,551	Control investments	$	3,405	$	2,558	$	8,122	$	7,502
Affiliate investments	Affiliate investments	105		114		Affiliate investments	189		127		437		379
Non-control/Non-affiliate investments	Non-control/Non-affiliate investments	29,184		25,659		Non-control/Non-affiliate investments	48,403		27,406		110,720		80,214
Interest on cash and cash equivalents	Interest on cash and cash equivalents	1		81		Interest on cash and cash equivalents	2		21		8		320
Total interest income	Total interest income	31,633		28,405		Total interest income	51,999		30,112		119,287		88,415
PIK interest income:	PIK interest income:					PIK interest income:
Non-control/Non-affiliate investments	Non-control/Non-affiliate investments	3,089		1,161		Non-control/Non-affiliate investments	4,597		2,183		11,487		5,290
Total PIK interest income	Total PIK interest income	3,089		1,161		Total PIK interest income	4,597		2,183		11,487		5,290
Fee income:	Fee income:					Fee income:
Control investments	Control investments	15		6		Control investments	13		13		46		27
Affiliate investments	Affiliate investments	5		5		Affiliate investments	5		5		15		15
Non-control/Non-affiliate investments	Non-control/Non-affiliate investments	3,332		1,060		Non-control/Non-affiliate investments	7,805		1,809		13,392		4,906
Total fee income	Total fee income	3,352		1,071		Total fee income	7,823		1,827		13,453		4,948
Dividend income:	Dividend income:					Dividend income:
Control investments	Control investments	130		323		Control investments	1,019		281		1,358		881
Total dividend income	Total dividend income	130		323		Total dividend income	1,019		281		1,358		881
Total investment income	Total investment income	38,204		30,960		Total investment income	65,438		34,403		145,585		99,534
Expenses:	Expenses:					Expenses:
Base management fee	Base management fee	6,541		5,607		Base management fee	8,905		5,988		22,520		16,890
Part I incentive fee	Part I incentive fee	4,149		2,988		Part I incentive fee	6,990		3,556		15,583		9,988
Part II incentive fee	Part II incentive fee	9,540		1,051		Part II incentive fee	2,837		—		15,986		(5,557)
Professional fees	Professional fees	867		640		Professional fees	1,059		545		2,943		1,854
Directors fees	Directors fees	143		143		Directors fees	147		143		447		428
Interest expense	Interest expense	6,095		6,535		Interest expense	8,823		6,406		21,486		20,156
Administrator expense	Administrator expense	333		428		Administrator expense	421		373		1,047		1,194
General and administrative expenses	General and administrative expenses	518		532		General and administrative expenses	716		622		2,009		1,934
Total expenses	Total expenses	28,186		17,924		Total expenses	29,898		17,633		82,021		46,887
Reversal of fees waived		—		5,200
Reversal of fees waived (fees waived)						Reversal of fees waived (fees waived)	(750)		—		(858)		5,200
Net expenses	Net expenses	28,186		23,124		Net expenses	29,148		17,633		81,163		52,087
Net investment income before taxes						Net investment income before taxes	36,290		16,770		64,422		47,447
(Provision) benefit for taxes on net investment income						(Provision) benefit for taxes on net investment income	(358)		—		(358)		—
Net investment income	Net investment income	10,018		7,836		Net investment income	35,932		16,770		64,064		47,447
Unrealized appreciation (depreciation):	Unrealized appreciation (depreciation):					Unrealized appreciation (depreciation):
Control investments	Control investments	8,335		1,997		Control investments	3,590		13,790		30,336		(39,605)
Affiliate investments	Affiliate investments	(290)		(64)		Affiliate investments	109		(45)		213		(1,839)
Non-control/Non-affiliate investments	Non-control/Non-affiliate investments	41,937		2,408		Non-control/Non-affiliate investments	(898)		87,225		83,842		(19,018)
Foreign currency forward contracts	Foreign currency forward contracts	(2,426)		(1,462)		Foreign currency forward contracts	1,116		(398)		2,226		380
Net unrealized appreciation (depreciation)	Net unrealized appreciation (depreciation)	47,556		2,879		Net unrealized appreciation (depreciation)	3,917		100,572		116,617		(60,082)
Realized gains (losses):	Realized gains (losses):					Realized gains (losses):
Control investments						Control investments	—		—		—		777
Non-control/Non-affiliate investments	Non-control/Non-affiliate investments	8,738		3,839		Non-control/Non-affiliate investments	9,350		2,821		26,267		(18,117)
Extinguishment of unsecured notes payable						Extinguishment of unsecured notes payable	—		—		—		(2,541)
Foreign currency forward contracts	Foreign currency forward contracts	(523)		(551)		Foreign currency forward contracts	(740)		—		(3,586)		(490)
Net realized gains (losses)	Net realized gains (losses)	8,215		3,288		Net realized gains (losses)	8,610		2,821		22,681		(20,371)
Provision for income tax (expense) benefit		(245)		(160)
(Provision) benefit for taxes on realized and unrealized gains (losses)						(Provision) benefit for taxes on realized and unrealized gains (losses)	(1,421)		68		(2,663)		1,613
Net realized and unrealized gains (losses), net of taxes	Net realized and unrealized gains (losses), net of taxes	55,526		6,007		Net realized and unrealized gains (losses), net of taxes	11,106		103,461		136,635		(78,840)
Net increase (decrease) in net assets resulting from operations	Net increase (decrease) in net assets resulting from operations	$	65,544	$	13,843	Net increase (decrease) in net assets resulting from operations	$	47,038	$	120,231	$	200,699	$	(31,393)
Net investment income per common share — basic and diluted	Net investment income per common share — basic and diluted	$	0.07	$	0.06	Net investment income per common share — basic and diluted	$	0.20	$	0.12	$	0.41	$	0.34
Earnings (loss) per common share — basic and diluted (Note 5)	Earnings (loss) per common share — basic and diluted (Note 5)	$	0.46	$	0.10	Earnings (loss) per common share — basic and diluted (Note 5)	$	0.26	$	0.85	$	1.29	$	(0.22)
Weighted average common shares outstanding — basic and diluted	Weighted average common shares outstanding — basic and diluted	140,961		140,961		Weighted average common shares outstanding — basic and diluted	180,361		140,961		155,970		140,961

See notes to Consolidated Financial Statements.

Oaktree Specialty Lending Corporation

Consolidated Statements of Changes in Net Assets

(in thousands, except per share amounts)

(unaudited)


		Three months ended December 31, 2020		Three months ended December 31, 2019			Three months ended June 30, 2021		Three months ended June 30, 2020		Nine months ended June 30, 2021		Nine months ended June 30, 2020
Operations:	Operations:					Operations:
Net investment income	Net investment income	$	10,018	$	7,836	Net investment income	$	35,932	$	16,770	$	64,064	$	47,447
Net unrealized appreciation (depreciation)	Net unrealized appreciation (depreciation)	47,556		2,879		Net unrealized appreciation (depreciation)	3,917		100,572		116,617		(60,082)
Net realized gains (losses)	Net realized gains (losses)	8,215		3,288		Net realized gains (losses)	8,610		2,821		22,681		(20,371)
Provision for income tax (expense) benefit		(245)		(160)
(Provision) benefit for taxes on realized and unrealized gains (losses)						(Provision) benefit for taxes on realized and unrealized gains (losses)	(1,421)		68		(2,663)		1,613
Net increase (decrease) in net assets resulting from operations	Net increase (decrease) in net assets resulting from operations	65,544		13,843		Net increase (decrease) in net assets resulting from operations	47,038		120,231		200,699		(31,393)
Stockholder transactions:	Stockholder transactions:					Stockholder transactions:
Distributions to stockholders	Distributions to stockholders	(15,506)		(13,391)		Distributions to stockholders	(23,447)		(13,392)		(55,868)		(40,174)
Net increase (decrease) in net assets from stockholder transactions	Net increase (decrease) in net assets from stockholder transactions	(15,506)		(13,391)		Net increase (decrease) in net assets from stockholder transactions	(23,447)		(13,392)		(55,868)		(40,174)
Capital share transactions:	Capital share transactions:					Capital share transactions:
Issuance of common stock in connection with the Mergers						Issuance of common stock in connection with the Mergers	—		—		242,704		—
Issuance of common stock under dividend reinvestment plan	Issuance of common stock under dividend reinvestment plan	528		481		Issuance of common stock under dividend reinvestment plan	520		390		1,559		1,377
Repurchases of common stock under dividend reinvestment plan	Repurchases of common stock under dividend reinvestment plan	(528)		(481)		Repurchases of common stock under dividend reinvestment plan	(520)		(390)		(1,559)		(1,377)
Net increase (decrease) in net assets from capital share transactions	Net increase (decrease) in net assets from capital share transactions	—		—		Net increase (decrease) in net assets from capital share transactions	—		—		242,704		—
Total increase (decrease) in net assets	Total increase (decrease) in net assets	50,038		452		Total increase (decrease) in net assets	23,591		106,839		387,535		(71,567)
Net assets at beginning of period	Net assets at beginning of period	914,879		930,630		Net assets at beginning of period	1,278,823		752,224		914,879		930,630
Net assets at end of period	Net assets at end of period	$	964,917	$	931,082	Net assets at end of period	$	1,302,414	$	859,063	$	1,302,414	$	859,063
Net asset value per common share	Net asset value per common share	$	6.85	$	6.61	Net asset value per common share	$	7.22	$	6.09	$	7.22	$	6.09
Common shares outstanding at end of period	Common shares outstanding at end of period	140,961		140,961		Common shares outstanding at end of period	180,361		140,961		180,361		140,961

See notes to Consolidated Financial Statements.

Oaktree Specialty Lending Corporation

Consolidated Statements of Cash Flows

(in thousands)

(unaudited)


		Three months ended December 31, 2020		Three months ended December 31, 2019			Nine months ended June 30, 2021		Nine months ended June 30, 2020
Operating activities:	Operating activities:					Operating activities:
Net increase (decrease) in net assets resulting from operations	Net increase (decrease) in net assets resulting from operations	$	65,544	$	13,843	Net increase (decrease) in net assets resulting from operations	$	200,699	$	(31,393)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:	Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:					Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net unrealized (appreciation) depreciation	Net unrealized (appreciation) depreciation	(47,556)		(2,879)		Net unrealized (appreciation) depreciation	(116,617)		60,082
Net realized (gains) losses	Net realized (gains) losses	(8,215)		(3,288)		Net realized (gains) losses	(22,681)		20,371
PIK interest income	PIK interest income	(3,089)		(1,161)		PIK interest income	(11,487)		(5,290)
Accretion of original issue discount on investments	Accretion of original issue discount on investments	(3,143)		(2,028)		Accretion of original issue discount on investments	(18,032)		(8,378)
Accretion of original issue discount on unsecured notes payable	Accretion of original issue discount on unsecured notes payable	127		—		Accretion of original issue discount on unsecured notes payable	403		175
Amortization of deferred financing costs	Amortization of deferred financing costs	636		463		Amortization of deferred financing costs	3,030		1,565
Deferred taxes	Deferred taxes	(275)		225		Deferred taxes	112		(1,470)
Purchases of investments	Purchases of investments	(243,741)		(115,792)		Purchases of investments	(714,791)		(576,866)
Proceeds from the sales and repayments of investments	Proceeds from the sales and repayments of investments	169,821		97,022		Proceeds from the sales and repayments of investments	586,812		388,338
Cash acquired in the Mergers						Cash acquired in the Mergers	20,945		—
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:					Changes in operating assets and liabilities:
(Increase) decrease in interest, dividends and fees receivable	(Increase) decrease in interest, dividends and fees receivable	(1,848)		811		(Increase) decrease in interest, dividends and fees receivable	(3,434)		3,267
(Increase) decrease in due from portfolio companies	(Increase) decrease in due from portfolio companies	632		(315)		(Increase) decrease in due from portfolio companies	1,956		(103)
(Increase) decrease in receivables from unsettled transactions	(Increase) decrease in receivables from unsettled transactions	(1,931)		(872)		(Increase) decrease in receivables from unsettled transactions	8,199		(9,520)
(Increase) decrease in due from broker						(Increase) decrease in due from broker	(1,640)		—
(Increase) decrease in other assets	(Increase) decrease in other assets	(26,272)		(267)		(Increase) decrease in other assets	(1,444)		328
Increase (decrease) in accounts payable, accrued expenses and other liabilities	Increase (decrease) in accounts payable, accrued expenses and other liabilities	1,314		(92)		Increase (decrease) in accounts payable, accrued expenses and other liabilities	476		(686)
Increase (decrease) in base management fee and incentive fee payable	Increase (decrease) in base management fee and incentive fee payable	9,018		5,804		Increase (decrease) in base management fee and incentive fee payable	17,994		2,822
Increase (decrease) in due to affiliate	Increase (decrease) in due to affiliate	225		(141)		Increase (decrease) in due to affiliate	1,773		(476)
Increase (decrease) in interest payable	Increase (decrease) in interest payable	2,566		106		Increase (decrease) in interest payable	1,844		1,929
Increase (decrease) in payables from unsettled transactions	Increase (decrease) in payables from unsettled transactions	102,259		(34,909)		Increase (decrease) in payables from unsettled transactions	10,110		(52,424)
Increase (decrease) in amounts payable to syndication partners		—		1
Increase (decrease) in director fees payable						Increase (decrease) in director fees payable	(90)		—
Net cash provided by (used in) operating activities	Net cash provided by (used in) operating activities	16,072		(43,469)		Net cash provided by (used in) operating activities	(35,863)		(207,729)
Financing activities:	Financing activities:					Financing activities:
Distributions paid in cash	Distributions paid in cash	(14,978)		(12,910)		Distributions paid in cash	(54,309)		(38,797)
Borrowings under credit facilities	Borrowings under credit facilities	—		82,000		Borrowings under credit facilities	325,000		286,000
Repayments of borrowings under credit facilities	Repayments of borrowings under credit facilities	(14,800)		(19,000)		Repayments of borrowings under credit facilities	(515,525)		(134,000)
Repayments of unsecured notes						Repayments of unsecured notes	—		(161,250)
Issuance of unsecured notes						Issuance of unsecured notes	349,020		297,459
Repayments of secured borrowings						Repayments of secured borrowings	(9,341)		—
Repurchases of common stock under dividend reinvestment plan	Repurchases of common stock under dividend reinvestment plan	(528)		(481)		Repurchases of common stock under dividend reinvestment plan	(1,559)		(1,377)
Deferred financing costs paid	Deferred financing costs paid	(288)		—		Deferred financing costs paid	(7,844)		(4,835)
Deferred offering costs paid	Deferred offering costs paid	—		(20)		Deferred offering costs paid	—		(67)
Net cash provided by (used in) financing activities	Net cash provided by (used in) financing activities	(30,594)		49,589		Net cash provided by (used in) financing activities	85,442		243,133
Effect of exchange rate changes on foreign currency	Effect of exchange rate changes on foreign currency	(340)		1		Effect of exchange rate changes on foreign currency	(1,146)		(82)
Net increase (decrease) in cash and cash equivalents		(14,862)		6,121
Cash and cash equivalents, beginning of period		39,096		15,406
Cash and cash equivalents, end of period		$	24,234	$	21,527
Net increase (decrease) in cash and cash equivalents and restricted cash						Net increase (decrease) in cash and cash equivalents and restricted cash	48,433		35,322
Cash and cash equivalents and restricted cash, beginning of period						Cash and cash equivalents and restricted cash, beginning of period	39,096		15,406
Cash and cash equivalents and restricted cash, end of period						Cash and cash equivalents and restricted cash, end of period	$	87,529	$	50,728
Supplemental information:	Supplemental information:					Supplemental information:
Cash paid for interest	Cash paid for interest	$	2,766	$	5,966	Cash paid for interest	$	15,583	$	16,487
Non-cash financing activities:	Non-cash financing activities:					Non-cash financing activities:
Issuance of shares of common stock under dividend reinvestment plan	Issuance of shares of common stock under dividend reinvestment plan	$	528	$	481	Issuance of shares of common stock under dividend reinvestment plan	$	1,560	$	1,377
Deferred financing costs	Deferred financing costs	(57)		—		Deferred financing costs	(592)		—
Deferred offering costs		—		(45)

Issuance of shares in connection with the Mergers						Issuance of shares in connection with the Mergers	242,704		—
Reconciliation to the Consolidated Statements of Assets and Liabilities	Reconciliation to the Consolidated Statements of Assets and Liabilities	December 31, 2020		September 30, 2020		Reconciliation to the Consolidated Statements of Assets and Liabilities	June 30, 2021		September 30, 2020
Cash and cash equivalents	Cash and cash equivalents	$	24,234	$	39,096	Cash and cash equivalents	$	84,689	$	39,096
Restricted cash	Restricted cash	—		—		Restricted cash	2,840		—
Total cash and cash equivalents and restricted cash	Total cash and cash equivalents and restricted cash	$	24,234	$	39,096	Total cash and cash equivalents and restricted cash	$	87,529	$	39,096

See notes to Consolidated Financial Statements.

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Control Investments	Control Investments										(8)(9)	Control Investments										(8)(9)
C5 Technology Holdings, LLC	C5 Technology Holdings, LLC			Data Processing & Outsourced Services								C5 Technology Holdings, LLC			Data Processing & Outsourced Services
829 Common Units	829 Common Units						$	—	$	—	(20)	829 Common Units						$	—	$	—	(15)
34,984,460.37 Preferred Units	34,984,460.37 Preferred Units						34,984		27,638		(20)	34,984,460.37 Preferred Units						34,984		27,638		(15)
							34,984		27,638									34,984		27,638
Dominion Diagnostics, LLC	Dominion Diagnostics, LLC			Health Care Services								Dominion Diagnostics, LLC			Health Care Services
First Lien Term Loan, LIBOR+5.00% cash due 2/28/2024	First Lien Term Loan, LIBOR+5.00% cash due 2/28/2024	6.00	%		$	27,590	27,590		27,590		(6)(20)	First Lien Term Loan, LIBOR+5.00% cash due 2/28/2024	6.00	%		$	27,451	27,451		27,451		(6)(15)
First Lien Revolver, LIBOR+5.00% cash due 2/28/2024	First Lien Revolver, LIBOR+5.00% cash due 2/28/2024	6.00	%		7,699		7,699		7,699		(6)(19)(20)	First Lien Revolver, LIBOR+5.00% cash due 2/28/2024				—		—		—		(6)(15)(19)
30,030.8 Common Units in DD Healthcare Services Holdings, LLC	30,030.8 Common Units in DD Healthcare Services Holdings, LLC						18,626		7,667		(20)	30,030.8 Common Units in DD Healthcare Services Holdings, LLC						18,626		18,065		(12)(15)
							53,915		42,956									46,077		45,516
First Star Speir Aviation Limited	First Star Speir Aviation Limited			Airlines							(10)	First Star Speir Aviation Limited			Airlines							(10)
First Lien Term Loan, 9.00% cash due 12/15/2025	First Lien Term Loan, 9.00% cash due 12/15/2025				7,500		—		7,500		(11)(20)	First Lien Term Loan, 9.00% cash due 12/15/2025				7,500		—		7,500		(11)(15)
100% equity interest	100% equity interest						6,356		1,681		(11)(12)(20)	100% equity interest						6,339		482		(11)(12)(15)
							6,356		9,181									6,339		7,982
New IPT, Inc.				Oil & Gas Equipment & Services
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021		6.00	%		2,154		2,154		1,683		(6)(20)
First Lien Revolver, LIBOR+5.00% cash due 3/17/2021		6.00	%		1,009		1,009		788		(6)(19)(20)
50.087 Class A Common Units in New IPT Holdings, LLC							—		—		(20)
OCSI Glick JV LLC												OCSI Glick JV LLC			Multi-Sector Holdings							(14)
Subordinated Debt, LIBOR+4.50% cash due 10/20/2028												Subordinated Debt, LIBOR+4.50% cash due 10/20/2028	4.70	%		62,296		50,735		55,397		(6)(11)(15)
87.5% equity interest												87.5% equity interest						—		—		(11)(16)(19)
							3,163		2,471									50,735		55,397
Senior Loan Fund JV I, LLC	Senior Loan Fund JV I, LLC			Multi-Sector Holdings							(14)	Senior Loan Fund JV I, LLC			Multi-Sector Holdings							(14)
Subordinated Debt, LIBOR+7.00% cash due 12/29/2028	Subordinated Debt, LIBOR+7.00% cash due 12/29/2028	7.14	%		96,250		96,250		96,250		(6)(11)(20)	Subordinated Debt, LIBOR+7.00% cash due 12/29/2028	8.00	%		96,250		96,250		96,250		(6)(11)(15)(19)
87.5% LLC equity interest	87.5% LLC equity interest						49,322		29,264		(11)(16)(19)	87.5% LLC equity interest						49,322		36,695		(11)(12)(16)(19)
							145,572		125,514									145,572		132,945
Total Control Investments (21.5% of net assets)							$	243,990	$	207,760
Total Control Investments (20.7% of net assets)												Total Control Investments (20.7% of net assets)						$	283,707	$	269,478

Affiliate Investments	Affiliate Investments										(17)	Affiliate Investments										(17)
Assembled Brands Capital LLC	Assembled Brands Capital LLC			Specialized Finance								Assembled Brands Capital LLC			Specialized Finance
First Lien Revolver, LIBOR+6.00% cash due 10/17/2023	First Lien Revolver, LIBOR+6.00% cash due 10/17/2023	7.00	%		$	7,440	$	7,440	$	6,949	(6)(19)(20)	First Lien Revolver, LIBOR+6.00% cash due 10/17/2023	7.00	%		$	11,924	$	11,925	$	11,680	(6)(15)(19)
1,609,201 Class A Units	1,609,201 Class A Units						764		418		(20)	1,609,201 Class A Units						764		579		(15)
1,019,168.80 Preferred Units, 6%	1,019,168.80 Preferred Units, 6%						1,019		1,101		(20)	1,019,168.80 Preferred Units, 6%						1,019		1,131		(15)
70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029	70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029						—		—		(20)	70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029						—		—		(15)
							9,223		8,468									13,708		13,390
Caregiver Services, Inc.	Caregiver Services, Inc.			Health Care Services								Caregiver Services, Inc.			Health Care Services
1,080,399 shares of Series A Preferred Stock, 10%	1,080,399 shares of Series A Preferred Stock, 10%						1,080		503		(20)	1,080,399 shares of Series A Preferred Stock, 10%						1,080		569		(15)
							1,080		503									1,080		569
Total Affiliate Investments (0.9% of net assets)							$	10,303	$	8,971
Total Affiliate Investments (1.1% of net assets)												Total Affiliate Investments (1.1% of net assets)						$	14,788	$	13,959

Non-Control/Non-Affiliate Investments	Non-Control/Non-Affiliate Investments										(18)	Non-Control/Non-Affiliate Investments										(18)
4 Over International, LLC	4 Over International, LLC			Commercial Printing								4 Over International, LLC			Commercial Printing
First Lien Term Loan, LIBOR+6.00% cash due 6/7/2022	First Lien Term Loan, LIBOR+6.00% cash due 6/7/2022	7.00	%		$	5,645	$	5,627	$	5,236	(6)(20)	First Lien Term Loan, LIBOR+6.00% cash due 6/7/2022	7.00	%		$	10,987	$	10,433	$	10,240	(6)(15)
First Lien Revolver, LIBOR+6.00% cash due 6/7/2021		7.00	%		2,232		2,214		2,070		(6)(20)
First Lien Revolver, PRIME+5.00% cash due 6/7/2022												First Lien Revolver, PRIME+5.00% cash due 6/7/2022	8.25	%		460		441		348		(6)(15)(19)
																		10,874		10,588
109 Montgomery Owner LLC												109 Montgomery Owner LLC			Real Estate Operating Companies
First Lien Delayed Draw Term Loan, LIBOR+7.00% cash due 2/2/2023												First Lien Delayed Draw Term Loan, LIBOR+7.00% cash due 2/2/2023	7.50	%		4,746		4,550		4,766		(6)(15)(19)
							7,841		7,306									4,550		4,766
A.T. Holdings II SÀRL	A.T. Holdings II SÀRL			Biotechnology								A.T. Holdings II SÀRL			Biotechnology
First Lien Term Loan, 9.50% cash due 12/22/2022	First Lien Term Loan, 9.50% cash due 12/22/2022				37,158		36,793		36,786		(11)(20)	First Lien Term Loan, 9.50% cash due 12/22/2022				37,158		36,884		36,972		(11)(15)
							36,793		36,786									36,884		36,972
Access CIG, LLC	Access CIG, LLC			Diversified Support Services								Access CIG, LLC			Diversified Support Services
First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025												First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.84	%		5,365		5,010		5,340		(6)
Second Lien Term Loan, LIBOR+7.75% cash due 2/27/2026	Second Lien Term Loan, LIBOR+7.75% cash due 2/27/2026	7.98	%		15,000		14,913		14,869		(6)	Second Lien Term Loan, LIBOR+7.75% cash due 2/27/2026	7.84	%		15,000		14,921		14,972		(6)
							14,913		14,869									19,931		20,312

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Accupac, Inc.	Accupac, Inc.			Personal Products								Accupac, Inc.			Personal Products
First Lien Term Loan, LIBOR+6.00% cash due 1/17/2026	First Lien Term Loan, LIBOR+6.00% cash due 1/17/2026	7.00	%		$	12,456	$	12,273	$	12,456	(6)(20)	First Lien Term Loan, LIBOR+6.00% cash due 1/17/2026	7.00	%		$	16,181	$	15,775	$	16,181	(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 1/17/2026	First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 1/17/2026				—		(34)		—		(6)(19)(20)	First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 1/17/2026				—		(31)		—		(6)(15)(19)
First Lien Revolver, LIBOR+6.00% cash due 1/17/2026	First Lien Revolver, LIBOR+6.00% cash due 1/17/2026	7.00	%		1,564		1,541		1,564		(6)(20)	First Lien Revolver, LIBOR+6.00% cash due 1/17/2026	7.00	%		2,042		1,991		2,042		(6)(15)
							13,780		14,020									17,735		18,223
Acquia Inc.	Acquia Inc.			Application Software								Acquia Inc.			Application Software
First Lien Term Loan, LIBOR+7.00% cash due 10/31/2025	First Lien Term Loan, LIBOR+7.00% cash due 10/31/2025	8.00	%		20,950		20,612		20,656		(6)(20)	First Lien Term Loan, LIBOR+7.00% cash due 10/31/2025	8.00	%		20,950		20,646		20,929		(6)(15)
First Lien Revolver, LIBOR+7.00% cash due 10/31/2025	First Lien Revolver, LIBOR+7.00% cash due 10/31/2025				—		(37)		(31)		(6)(19)(20)	First Lien Revolver, LIBOR+7.00% cash due 10/31/2025	8.00	%		179		146		177		(6)(15)(19)
							20,575		20,625									20,792		21,106
ADB Companies, LLC	ADB Companies, LLC			Construction & Engineering								ADB Companies, LLC			Construction & Engineering
First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	7.25	%		8,333		8,125		8,167		(6)(20)	First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	7.25	%		15,663		14,969		15,422		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+6.25% cash due 12/18/2025					—		(42)		(33)		(6)(19)(20)
							8,083		8,134									14,969		15,422
Aden & Anais Merger Sub, Inc.	Aden & Anais Merger Sub, Inc.			Apparel, Accessories & Luxury Goods								Aden & Anais Merger Sub, Inc.			Apparel, Accessories & Luxury Goods
51,645 Common Units in Aden & Anais Holdings, Inc.	51,645 Common Units in Aden & Anais Holdings, Inc.						5,165		—		(20)	51,645 Common Units in Aden & Anais Holdings, Inc.						5,165		—		(15)
							5,165		—
AdVenture Interactive, Corp.				Advertising
9,073 shares of common stock							13,611		13,857		(20)
							13,611		13,857									5,165		—
AI Ladder (Luxembourg) Subco S.a.r.l.	AI Ladder (Luxembourg) Subco S.a.r.l.			Electrical Components & Equipment								AI Ladder (Luxembourg) Subco S.a.r.l.			Electrical Components & Equipment
First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.65	%		16,301		15,984		16,199		(6)(11)	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.58	%		14,555		14,122		14,568		(6)(11)
							15,984		16,199									14,122		14,568
AI Sirona (Luxembourg) Acquisition S.a.r.l.	AI Sirona (Luxembourg) Acquisition S.a.r.l.			Pharmaceuticals								AI Sirona (Luxembourg) Acquisition S.a.r.l.			Pharmaceuticals
Second Lien Term Loan, EURIBOR+7.25% cash due 9/28/2026	Second Lien Term Loan, EURIBOR+7.25% cash due 9/28/2026	7.25	%		€	24,838	27,683		30,315		(6)(11)(20)	Second Lien Term Loan, EURIBOR+7.25% cash due 9/28/2026	7.25	%		€	24,838	27,708		29,382		(6)(11)(15)
							27,683		30,315									27,708		29,382
Airbnb, Inc.				Hotels, Resorts & Cruise Lines
First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025		8.50	%		$	15,703	15,360		17,057		(6)
							15,360		17,057
AirStrip Technologies, Inc.	AirStrip Technologies, Inc.			Application Software								AirStrip Technologies, Inc.			Application Software
5,715 Common Stock Warrants (exercise price $139.99) expiration date 5/11/2025	5,715 Common Stock Warrants (exercise price $139.99) expiration date 5/11/2025						90		—		(20)	5,715 Common Stock Warrants (exercise price $139.99) expiration date 5/11/2025						90		—		(15)
							90		—									90		—
Aldevron, L.L.C.				Biotechnology
First Lien Term Loan, LIBOR+4.25% cash due 10/12/2026		5.25	%		7,940		7,861		7,980		(6)
							7,861		7,980
Algeco Scotsman Global Finance Plc				Construction & Engineering
Fixed Rate Bond, 8.00% cash due 2/15/2023					13,524		13,301		13,820		(11)
All Web Leads, Inc.												All Web Leads, Inc.			Advertising
First Lien Term Loan, LIBOR+6.50% cash due 12/29/2023												First Lien Term Loan, LIBOR+6.50% cash due 12/29/2023	7.50	%		$	24,157	21,473		22,970		(6)(15)
							13,301		13,820									21,473		22,970
Alvotech Holdings S.A.	Alvotech Holdings S.A.			Biotechnology							(13)	Alvotech Holdings S.A.			Biotechnology							(13)
Fixed Rate Bond 15% PIK Note A due 12/13/2023					14,800		19,529		20,999		(11)(20)
Fixed Rate Bond 15% PIK Note B due 12/13/2023					14,800		19,529		20,408		(11)(20)
Fixed Rate Bond 15% PIK Tranche A due 6/24/2025												Fixed Rate Bond 15% PIK Tranche A due 6/24/2025				20,967		20,556		20,967		(11)(15)
Fixed Rate Bond 15% PIK Tranche B due 6/24/2025												Fixed Rate Bond 15% PIK Tranche B due 6/24/2025				20,512		20,151		20,512		(11)(15)
27,308 Common Shares												27,308 Common Shares						6,322		6,322		(15)
							39,058		41,407									47,029		47,801
Amplify Finco Pty Ltd.	Amplify Finco Pty Ltd.			Movies & Entertainment								Amplify Finco Pty Ltd.			Movies & Entertainment
First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	5.00	%		7,328		6,541		6,815		(6)(11)(20)	First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	5.00	%		15,415		13,772		15,145		(6)(11)(15)
Second Lien Term Loan, LIBOR+8.00% cash due 11/26/2027	Second Lien Term Loan, LIBOR+8.00% cash due 11/26/2027	8.75	%		12,500		12,188		10,313		(6)(11)(20)	Second Lien Term Loan, LIBOR+8.00% cash due 11/26/2027	8.75	%		12,500		12,188		12,125		(6)(11)(15)
							18,729		17,128									25,960		27,270
Ancile Solutions, Inc.				Application Software
First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021		8.00	%		7,995		7,977		7,987		(6)(20)
Ankura Consulting Group LLC												Ankura Consulting Group LLC			Research & Consulting Services
Second Lien Term Loan, LIBOR+8.00% cash due 3/19/2029												Second Lien Term Loan, LIBOR+8.00% cash due 3/19/2029	8.75	%		7,466		7,354		7,578		(6)(15)
							7,977		7,987									7,354		7,578
Apptio, Inc.												Apptio, Inc.			Application Software
First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025												First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%		34,458		33,341		33,842		(6)(15)
First Lien Revolver, LIBOR+7.25% cash due 1/10/2025												First Lien Revolver, LIBOR+7.25% cash due 1/10/2025	8.25	%		892		846		852		(6)(15)(19)
																		34,187		34,694
Ardonagh Midco 3 PLC												Ardonagh Midco 3 PLC			Insurance Brokers
First Lien Term Loan, EURIBOR+5.4375% cash 2.26875% PIK due 7/14/2026												First Lien Term Loan, EURIBOR+5.4375% cash 2.26875% PIK due 7/14/2026	6.44	%		€	1,942	2,154		2,294		(6)(11)(15)
First Lien Term Loan, UK LIBOR+5.4375% cash 2.26875% PIK due 7/14/2026												First Lien Term Loan, UK LIBOR+5.4375% cash 2.26875% PIK due 7/14/2026	6.19	%		£	18,449	23,139		25,486		(6)(11)(15)
Fixed Rate Bond, 11.50% cash due 1/15/2027												Fixed Rate Bond, 11.50% cash due 1/15/2027				$	1,182	1,171		1,300		(11)
																		26,464		29,080

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)

Portfolio Company/Type of Investment (1)(2)(3)(4)(5) Cash Interest Rate (6) Industry Principal (7) Cost Fair Value Notes
Apptio, Inc. Application Software
First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025 8.25 % $ 23,764 $ 23,441 $ 23,318 (6)(20)
First Lien Revolver, LIBOR+7.25% cash due 1/10/2025 — (20) (29) (6)(19)(20)
23,421 23,289
Ardonagh Midco 3 PLC Insurance Brokers
First Lien Term Loan, EURIBOR+7.50% cash due 7/14/2026 8.50 % € 1,440 1,596 1,746 (6)(11)(20)
First Lien Term Loan, UK LIBOR+5.4375% cash 2.0625% PIK due 7/14/2026 6.19 % £ 11,303 13,773 15,311 (6)(11)(20)
First Lien Delayed Draw Term Loan, UK LIBOR+5.4375% cash 2.0625% PIK due 7/14/2026 6.19 % £ 400 434 517 (6)(11)(19)(20)
Fixed Rate Bond, 11.50% cash due 1/15/2027 $ 1,111 1,100 1,192 (11)
16,903 18,766
Associated Asphalt Partners, LLC Construction Materials
First Lien Term Loan, LIBOR+5.25% cash due 4/5/2024 6.25 % 2,546 2,174 2,182 (6)
2,174 2,182
Asurion, LLC Property & Casualty Insurance
Second Lien Term Loan, LIBOR+6.50% cash due 8/4/2025 6.65 % 19,985 19,952 20,180 (6)
19,952 20,180
Athenex, Inc. Pharmaceuticals
First Lien Term Loan, 11.00% cash due 6/19/2026 34,169 32,875 34,108 (11)(20)
First Lien Delayed Draw Term Loan, 11.00% cash due 6/19/2026 — (237) (31) (11)(19)(20)
266,052 Common Stock Warrants (exercise price $12.63) expiration date 6/19/2027 915 860 (11)(20)
33,553 34,937
Aurora Lux Finco S.À.R.L. Airport Services
First Lien Term Loan, LIBOR+5.75% cash due 12/24/2026 6.75 % 22,828 22,341 21,275 (6)(11)(20)
22,341 21,275
Blackhawk Network Holdings, Inc. Data Processing & Outsourced Services
Second Lien Term Loan, LIBOR+7.00% cash due 6/15/2026 7.19 % 26,250 26,058 24,019 (6)
26,058 24,019
Boxer Parent Company Inc. Systems Software
First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025 4.40 % 10,284 10,195 10,262 (6)
10,195 10,262
BX Commercial Mortgage Trust 2020-VIVA Diversified Real Estate Activities
Class D Variable Notes due 3/9/2044 3.67 % 3,130 2,616 3,129 (6)(11)(20)
Class E Variable Notes due 3/9/2044 3.67 % 4,739 3,667 4,481 (6)(11)(20)
6,283 7,610
California Pizza Kitchen, Inc. Restaurants
Second Lien Term Loan, 1.00% cash / LIBOR+12.50% PIK due 5/23/2025 588 588 470 (6)(15)(20)
36,188 Shares of Common Stock in CPK Parent, Inc. 437 398 (20)
1,025 868
Chief Power Finance II, LLC Independent Power Producers & Energy Traders
First Lien Term Loan, LIBOR+6.50% cash due 12/31/2022 7.50 % 21,563 21,224 20,538 (6)(20)
21,224 20,538
CITGO Holding, Inc. Oil & Gas Refining & Marketing
First Lien Term Loan, LIBOR+7.00% cash due 8/1/2023 8.00 % 11,724 11,558 10,903 (6)
Fixed Rate Bond, 9.25% cash due 8/1/2024 10,672 10,672 9,845
22,230 20,748
CITGO Petroleum Corp. Oil & Gas Refining & Marketing
First Lien Term Loan, LIBOR+6.25% cash due 3/28/2024 7.25 % 8,957 8,867 8,925 (6)
8,867 8,925


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes

Associated Asphalt Partners, LLC			Construction Materials
First Lien Term Loan, LIBOR+5.25% cash due 4/5/2024	6.25	%		$	2,531	$	2,216	$	2,391	(6)
						2,216		2,391
Athenex, Inc.			Pharmaceuticals
First Lien Term Loan, 11.00% cash due 6/19/2026				42,145		40,386		41,829		(11)(15)
First Lien Delayed Draw Term Loan, 11.00% cash due 6/19/2026				—		(274)		(158)		(11)(15)(19)
328,149 Common Stock Warrants (exercise price $12.63) expiration date 6/19/2027						973		302		(11)(15)
						41,085		41,973
Aurora Lux Finco S.À.R.L.			Airport Services
First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00	%		22,713		22,268		21,372		(6)(11)(15)
						22,268		21,372
The Avery			Real Estate Operating Companies
First Lien Delayed Draw Term Loan in T8 Urban Condo Owner, LLC, LIBOR+7.30% cash due 2/17/2023	7.55	%		21,760		21,293		21,959		(6)(15)(19)
Subordinated Delayed Draw Debt in T8 Senior Mezz LLC, LIBOR+12.50% cash due 2/17/2023	12.75	%		4,954		4,851		4,959		(6)(15)(19)
						26,144		26,918
BAART Programs, Inc.			Health Care Equipment
Second Lien Term Loan, LIBOR+8.50% cash due 6/11/2028	9.50	%		7,166		7,059		7,130		(6)(15)
Second Lien Delayed Draw Term Loan, LIBOR+8.50% cash due 6/11/2028	9.50	%		3,583		3,529		3,565		(6)(15)
						10,588		10,695
Blackhawk Network Holdings, Inc.			Data Processing & Outsourced Services
Second Lien Term Loan, LIBOR+7.00% cash due 6/15/2026	7.13	%		30,625		30,158		30,548		(6)
						30,158		30,548
Blumenthal Temecula, LLC			Automotive Retail
First Lien Term Loan, 9.00% cash due 9/24/2023				3,979		3,980		3,979		(15)
1,293,324 Preferred Units in Unstoppable Automotive AMV, LLC						1,293		1,293		(15)
298,460 Preferred Units in Unstoppable Automotive VMV, LLC						298		298		(15)
298,460 Common Units in Unstoppable Automotive AMV, LLC						298		298		(15)
99,486 Common Units in Unstoppable Automotive VMV, LLC						100		99		(15)
						5,969		5,967
Cadence Aerospace, LLC			Aerospace & Defense
First Lien Term Loan, LIBOR+3.25% cash 5.25% PIK due 11/14/2023	4.25	%		14,105		12,342		12,954		(6)(15)
						12,342		12,954
Chief Power Finance II, LLC			Independent Power Producers & Energy Traders
First Lien Term Loan, LIBOR+6.50% cash due 12/31/2022	7.50	%		24,181		23,704		23,637		(6)(15)
						23,704		23,637
CircusTrix Holdings, LLC			Leisure Facilities
First Lien Term Loan, LIBOR+5.50% cash 2.50% PIK due 7/16/2023	6.50	%		10,571		8,611		7,879		(6)(15)
						8,611		7,879
CITGO Holding, Inc.			Oil & Gas Refining & Marketing
First Lien Term Loan, LIBOR+7.00% cash due 8/1/2023	8.00	%		11,664		11,531		11,621		(6)
Fixed Rate Bond, 9.25% cash due 8/1/2024				10,672		10,672		10,899
						22,203		22,520
CITGO Petroleum Corp.			Oil & Gas Refining & Marketing
First Lien Term Loan, LIBOR+6.25% cash due 3/28/2024	7.25	%		14,258		13,862		14,374		(6)
						13,862		14,374
Clear Channel Outdoor Holdings Inc.			Advertising
Fixed Rate Bond, 7.50% cash due 6/1/2029				7,137		7,137		7,398		(11)
						7,137		7,398

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Continental Intermodal Group LP	Continental Intermodal Group LP			Oil & Gas Storage & Transportation								Continental Intermodal Group LP			Oil & Gas Storage & Transportation
First Lien Term Loan, LIBOR+9.50% PIK due 1/28/2025	First Lien Term Loan, LIBOR+9.50% PIK due 1/28/2025				$	25,411	$	25,411	$	20,710	(6)(20)	First Lien Term Loan, LIBOR+9.50% PIK due 1/28/2025				$	37,851	$	35,476	$	31,795	(6)(15)
Common Stock Warrants expiration date 7/28/2025	Common Stock Warrants expiration date 7/28/2025						—		1,672		(20)	Common Stock Warrants expiration date 7/28/2025						648		1,917		(15)
							25,411		22,382									36,124		33,712
Convergeone Holdings, Inc.	Convergeone Holdings, Inc.			IT Consulting & Other Services								Convergeone Holdings, Inc.			IT Consulting & Other Services
First Lien Term Loan, LIBOR+5.00% cash due 1/4/2026	First Lien Term Loan, LIBOR+5.00% cash due 1/4/2026	5.15	%		14,584		14,155		13,819		(6)	First Lien Term Loan, LIBOR+5.00% cash due 1/4/2026	5.10	%		9,535		9,282		9,451		(6)
							14,155		13,819									9,282		9,451
Conviva Inc.	Conviva Inc.			Application Software								Conviva Inc.			Application Software
417,851 Series D Preferred Stock Warrants (exercise price $1.1966) expiration date 2/28/2021							105		395		(20)
517,851 Shares of Series D Preferred Stock												517,851 Shares of Series D Preferred Stock						605		894		(15)
							105		395									605		894
Corrona, LLC				Health Care Services
CorEvitas, LLC												CorEvitas, LLC			Health Care Services
First Lien Term Loan, LIBOR+5.50% cash due 12/13/2025	First Lien Term Loan, LIBOR+5.50% cash due 12/13/2025	6.50	%		10,274		10,126		10,134		(6)(20)	First Lien Term Loan, LIBOR+5.50% cash due 12/13/2025	6.50	%		10,222		10,089		10,130		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 12/13/2025	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 12/13/2025	6.50	%		1,221		1,178		1,171		(6)(19)(20)	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 12/13/2025	6.50	%		1,215		1,172		1,182		(6)(15)(19)
First Lien Revolver, PRIME+4.50% cash due 12/13/2025	First Lien Revolver, PRIME+4.50% cash due 12/13/2025	7.75	%		305		279		280		(6)(19)(20)	First Lien Revolver, PRIME+4.50% cash due 12/13/2025	7.75	%		305		281		289		(6)(15)(19)
1,099 Class A2 Common Units in Corrona Group Holdings, L.P.							1,038		1,038		(20)
1,099 Class A2 Common Units in CorEvitas Holdings, L.P.												1,099 Class A2 Common Units in CorEvitas Holdings, L.P.						1,038		1,177		(15)
																		12,580		12,778
Coty Inc.												Coty Inc.			Personal Products
First Lien Revolver, LIBOR+1.75% cash due 4/5/2023												First Lien Revolver, LIBOR+1.75% cash due 4/5/2023				—		(712)		(395)		(6)(11)(15)(19)
							12,621		12,623									(712)		(395)
Coyote Buyer, LLC	Coyote Buyer, LLC			Specialty Chemicals								Coyote Buyer, LLC			Specialty Chemicals
First Lien Term Loan, LIBOR+6.00% cash due 2/6/2026	First Lien Term Loan, LIBOR+6.00% cash due 2/6/2026	7.00	%		13,090		12,959		12,959		(6)(20)	First Lien Term Loan, LIBOR+6.00% cash due 2/6/2026	7.00	%		18,433		17,911		18,249		(6)(15)
First Lien Revolver, LIBOR+6.00% cash due 2/6/2025	First Lien Revolver, LIBOR+6.00% cash due 2/6/2025				—		(9)		(9)		(6)(19)(20)	First Lien Revolver, LIBOR+6.00% cash due 2/6/2025				—		(13)		(13)		(6)(15)(19)
							12,950		12,950
CTOS, LLC				Trading Companies & Distributors
First Lien Term Loan, LIBOR+4.25% cash due 4/18/2025		4.40	%		5,684		5,718		5,698		(6)
							5,718		5,698									17,898		18,236
Curium Bidco S.à.r.l.	Curium Bidco S.à.r.l.			Biotechnology								Curium Bidco S.à.r.l.			Biotechnology
Second Lien Term Loan, LIBOR+7.75% cash due 10/27/2028	Second Lien Term Loan, LIBOR+7.75% cash due 10/27/2028	8.50	%		16,787		16,535		16,829		(6)(11)(20)	Second Lien Term Loan, LIBOR+7.75% cash due 10/27/2028	8.50	%		16,787		16,535		17,123		(6)(11)(15)
							16,535		16,829									16,535		17,123
Delta Topco, Inc.	Delta Topco, Inc.			Systems Software								Delta Topco, Inc.			Systems Software
Second Lien Term Loan, LIBOR+7.25% cash due 12/1/2028	Second Lien Term Loan, LIBOR+7.25% cash due 12/1/2028	8.00	%		6,680		6,647		6,755		(6)	Second Lien Term Loan, LIBOR+7.25% cash due 12/1/2028	8.00	%		6,680		6,647		6,789		(6)
							6,647		6,755									6,647		6,789
Digital.AI Software Holdings, Inc.												Digital.AI Software Holdings, Inc.			Application Software
First Lien Term Loan, LIBOR+7.00% cash due 2/10/2027												First Lien Term Loan, LIBOR+7.00% cash due 2/10/2027	8.00	%		10,028		9,633		9,857		(6)(15)
First Lien Revolver, LIBOR+7.00% cash due 2/10/2027												First Lien Revolver, LIBOR+7.00% cash due 2/10/2027				—		(30)		(18)		(6)(15)(19)
																		9,603		9,839
Eagleview Technology Corporation	Eagleview Technology Corporation			Application Software								Eagleview Technology Corporation			Application Software
Second Lien Term Loan, LIBOR+7.50% cash due 8/14/2026	Second Lien Term Loan, LIBOR+7.50% cash due 8/14/2026	8.50	%		12,000		11,880		10,860		(6)(20)	Second Lien Term Loan, LIBOR+7.50% cash due 8/14/2026	8.50	%		8,974		8,884		8,869		(6)(15)
							11,880		10,860									8,884		8,869
EHR Canada, LLC	EHR Canada, LLC			Food Retail								EHR Canada, LLC			Food Retail
First Lien Term Loan, LIBOR+8.00% cash due 1/31/2021		9.00	%		6,861		6,857		6,998		(6)(20)
First Lien Term Loan, LIBOR+8.00% cash due 12/31/2021												First Lien Term Loan, LIBOR+8.00% cash due 12/31/2021	9.00	%		3,750		3,739		3,746		(6)(15)
							6,857		6,998									3,739		3,746
EOS Fitness Opco Holdings, LLC	EOS Fitness Opco Holdings, LLC			Leisure Facilities								EOS Fitness Opco Holdings, LLC			Leisure Facilities
487.5 Class A Preferred Units, 12%	487.5 Class A Preferred Units, 12%						488		49		(20)	487.5 Class A Preferred Units, 12%						488		274		(15)
12,500 Class B Common Units	12,500 Class B Common Units						—		—		(20)	12,500 Class B Common Units						—		—		(15)
							488		49									488		274
FFI Holdings I Corp				Industrial Machinery
First Lien Term Loan, LIBOR+6.25% cash due 1/24/2025		7.25	%		4,132		3,722		3,719		(6)(20)
First Lien Delayed Draw Term Loan, LIBOR+6.25% cash due 1/24/2025					—		—		—		(6)(19)(20)
Firstlight Holdco, Inc.												Firstlight Holdco, Inc.			Alternative Carriers
First Lien Term Loan, LIBOR+3.50% cash due 7/23/2025												First Lien Term Loan, LIBOR+3.50% cash due 7/23/2025	3.60	%		7,030		6,566		6,984		(6)
							3,722		3,719									6,566		6,984
Fortress Biotech, Inc.												Fortress Biotech, Inc.			Biotechnology
First Lien Term Loan, 11.00% cash due 8/27/2025												First Lien Term Loan, 11.00% cash due 8/27/2025				11,359		10,680		11,075		(11)(15)
331,200 Common Stock Warrants (exercise price $3.20) expiration date 8/27/2030												331,200 Common Stock Warrants (exercise price $3.20) expiration date 8/27/2030						405		434		(11)(15)
																		11,085		11,509

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes

Fortress Biotech, Inc.				Biotechnology
First Lien Term Loan, 11.00% cash due 8/27/2025					$	8,346	$	7,874	$	8,054	(11)(20)
243,348 Common Stock Warrants (exercise price $3.20) expiration date 8/27/2030							258		260		(11)(20)
							8,132		8,314
GI Chill Acquisition LLC	GI Chill Acquisition LLC			Managed Health Care								GI Chill Acquisition LLC			Managed Health Care
First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025	First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025	4.25	%		17,595		17,507		17,441		(6)(20)	First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025	4.15	%		$	16,721	$	16,479	$	16,716	(6)(15)
Second Lien Term Loan, LIBOR+7.50% cash due 8/6/2026	Second Lien Term Loan, LIBOR+7.50% cash due 8/6/2026	7.75	%		10,000		9,930		9,700		(6)(20)	Second Lien Term Loan, LIBOR+7.50% cash due 8/6/2026	7.65	%		6,250		6,210		6,219		(6)(15)
							27,437		27,141									22,689		22,935
GKD Index Partners, LLC	GKD Index Partners, LLC			Specialized Finance								GKD Index Partners, LLC			Specialized Finance
First Lien Term Loan, LIBOR+7.00% cash due 6/29/2023		8.00	%		19,705		19,608		19,390		(6)(20)
First Lien Revolver, LIBOR+7.00% cash due 6/29/2023		8.00	%		924		916		906		(6)(19)(20)
First Lien Term Loan, LIBOR+9.00% cash due 6/29/2023												First Lien Term Loan, LIBOR+9.00% cash due 6/29/2023	10.00	%		26,668		26,062		26,188		(6)(15)
First Lien Revolver, LIBOR+9.00% cash due 6/29/2023												First Lien Revolver, LIBOR+9.00% cash due 6/29/2023	10.00	%		1,280		1,247		1,251		(6)(15)(19)
							20,524		20,296									27,309		27,439
Global Medical Response	Global Medical Response			Health Care Services								Global Medical Response			Health Care Services
First Lien Term Loan, LIBOR+4.25% cash due 3/14/2025	First Lien Term Loan, LIBOR+4.25% cash due 3/14/2025	5.25	%		6,240		6,142		6,193		(6)	First Lien Term Loan, LIBOR+4.25% cash due 3/14/2025	5.25	%		8,652		8,404		8,686		(6)
							6,142		6,193
Guidehouse LLP				Research & Consulting Services
First Lien Term Loan, LIBOR+4.50% cash due 5/1/2025		4.65	%		4,937		4,897		4,945		(6)
Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026		8.15	%		20,000		19,933		20,000		(6)(20)
							24,830		24,945									8,404		8,686
Gulf Operating, LLC	Gulf Operating, LLC			Oil & Gas Storage & Transportation								Gulf Operating, LLC			Oil & Gas Storage & Transportation
First Lien Term Loan, LIBOR+5.25% cash due 8/25/2023	First Lien Term Loan, LIBOR+5.25% cash due 8/25/2023	6.25	%		2,035		1,258		1,553		(6)	First Lien Term Loan, LIBOR+5.25% cash due 8/25/2023	6.25	%		2,839		2,016		2,418		(6)
First Lien Revolver, LIBOR+4.00% cash due 12/27/2021	First Lien Revolver, LIBOR+4.00% cash due 12/27/2021				—		(704)		(704)		(6)(19)(20)	First Lien Revolver, LIBOR+4.00% cash due 12/27/2021				—		(704)		(377)		(6)(15)(19)
							554		849									1,312		2,041
Houghton Mifflin Harcourt Publishers Inc.	Houghton Mifflin Harcourt Publishers Inc.			Education Services								Houghton Mifflin Harcourt Publishers Inc.			Education Services
First Lien Term Loan, LIBOR+6.25% cash due 11/22/2024	First Lien Term Loan, LIBOR+6.25% cash due 11/22/2024	7.25	%		6,650		6,438		6,428		(6)(11)	First Lien Term Loan, LIBOR+6.25% cash due 11/22/2024	7.25	%		1,007		979		1,011		(6)(11)
							6,438		6,428
I Drive Safely, LLC				Education Services
125,079 Class A Common Units of IDS Investments, LLC							1,000		225		(20)
							1,000		225									979		1,011
IBG Borrower LLC	IBG Borrower LLC			Apparel, Accessories & Luxury Goods								IBG Borrower LLC			Apparel, Accessories & Luxury Goods
First Lien Term Loan, LIBOR+7.00% cash due 8/2/2022	First Lien Term Loan, LIBOR+7.00% cash due 8/2/2022	7.31	%		7,768		7,409		6,753		(6)(20)	First Lien Term Loan, LIBOR+7.00% cash due 8/2/2022	7.19	%		6,096		5,902		6,096		(6)(15)
							7,409		6,753									5,902		6,096
iCIMs, Inc.	iCIMs, Inc.			Application Software								iCIMs, Inc.			Application Software
First Lien Term Loan, LIBOR+6.50% cash due 9/12/2024	First Lien Term Loan, LIBOR+6.50% cash due 9/12/2024	7.50	%		19,171		18,913		19,029		(6)(20)	First Lien Term Loan, LIBOR+6.50% cash due 9/12/2024	7.50	%		25,635		24,972		25,489		(6)(15)
First Lien Revolver, LIBOR+6.50% cash due 9/12/2024	First Lien Revolver, LIBOR+6.50% cash due 9/12/2024	7.50	%		882		869		876		(6)(20)	First Lien Revolver, LIBOR+6.50% cash due 9/12/2024	7.50	%		1,176		1,144		1,170		(6)(15)
							19,782		19,905									26,116		26,659
Immucor, Inc.	Immucor, Inc.			Health Care Supplies								Immucor, Inc.			Health Care Supplies
First Lien Term Loan, LIBOR+5.75% cash due 7/2/2025	First Lien Term Loan, LIBOR+5.75% cash due 7/2/2025	6.75	%		6,461		6,345		6,331		(6)(20)	First Lien Term Loan, LIBOR+5.75% cash due 7/2/2025	6.75	%		8,679		8,431		8,592		(6)(15)
First Lien Revolver, LIBOR+5.75% cash due 7/2/2025					—		(10)		(11)		(6)(19)(20)
Second Lien Term Loan, LIBOR+8.00% cash 3.50% PIK due 10/2/2025	Second Lien Term Loan, LIBOR+8.00% cash 3.50% PIK due 10/2/2025	9.00	%		15,750		15,471		15,435		(6)(20)	Second Lien Term Loan, LIBOR+8.00% cash 3.50% PIK due 10/2/2025	9.00	%		21,640		20,993		21,424		(6)(15)
							21,806		21,755									29,424		30,016
Integral Development Corporation	Integral Development Corporation			Other Diversified Financial Services								Integral Development Corporation			Other Diversified Financial Services
1,078,284 Common Stock Warrants (exercise price $0.9274) expiration date 7/10/2024	1,078,284 Common Stock Warrants (exercise price $0.9274) expiration date 7/10/2024						113		—		(20)	1,078,284 Common Stock Warrants (exercise price $0.9274) expiration date 7/10/2024						113		—		(15)
							113		—									113		—
Inventus Power, Inc.												Inventus Power, Inc.			Electrical Components & Equipment
First Lien Term Loan, LIBOR+5.00% cash due 3/29/2024												First Lien Term Loan, LIBOR+5.00% cash due 3/29/2024	6.00	%		18,897		18,724		18,708		(6)(15)
Second Lien Term Loan, LIBOR+8.50% cash due 9/29/2024												Second Lien Term Loan, LIBOR+8.50% cash due 9/29/2024	9.50	%		11,366		11,155		11,139		(6)(15)
																		29,879		29,847
INW Manufacturing, LLC												INW Manufacturing, LLC			Personal Products
First Lien Term Loan, LIBOR+5.75% cash due 5/7/2027												First Lien Term Loan, LIBOR+5.75% cash due 5/7/2027	6.50	%		37,266		36,169		36,520		(6)(15)
																		36,169		36,520
Ivanti Software, Inc.												Ivanti Software, Inc.			Application Software
Second Lien Term Loan, LIBOR+8.50% cash due 12/1/2028												Second Lien Term Loan, LIBOR+8.50% cash due 12/1/2028	9.50	%		17,346		16,847		17,346		(6)(15)
																		16,847		17,346
Jazz Acquisition, Inc.												Jazz Acquisition, Inc.			Aerospace & Defense
First Lien Term Loan, LIBOR+7.50% cash due 1/29/2027												First Lien Term Loan, LIBOR+7.50% cash due 1/29/2027	8.50	%		22,870		21,686		22,802		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+7.50% cash due 1/29/2027												First Lien Delayed Draw Term Loan, LIBOR+7.50% cash due 1/29/2027				—		—		—		(6)(15)(19)
																		21,686		22,802

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Ivanti Software, Inc.				Application Software
Second Lien Term Loan, LIBOR+8.50% cash due 12/1/2028		9.50	%		$	17,346	$	16,826	$	17,281	(6)(20)
							16,826		17,281
Jazz Acquisition, Inc.				Aerospace & Defense
First Lien Term Loan, LIBOR+7.50% cash due 1/29/2027		8.50	%		16,871		16,222		16,179		(6)(20)
First Lien Delayed Draw Term Loan, LIBOR+7.50% cash due 1/29/2027					—		—		—		(6)(19)(20)
							16,222		16,179
L Squared Capital Partners LLC				Multi-Sector Holdings
2.00% limited partnership interest							—		1,251		(11)(16)
							—		1,251
Lanai Holdings III, Inc.	Lanai Holdings III, Inc.			Health Care Distributors								Lanai Holdings III, Inc.			Health Care Distributors
First Lien Term Loan, LIBOR+4.75% cash due 8/29/2022		5.75	%		12,914		12,795		12,511		(6)
First Lien Term Loan, PRIME+3.75% cash due 8/29/2022												First Lien Term Loan, PRIME+3.75% cash due 8/29/2022	7.00	%		$	12,846	$	12,763	$	12,823	(6)
							12,795		12,511									12,763		12,823
Latam Airlines Group S.A.	Latam Airlines Group S.A.			Airlines								Latam Airlines Group S.A.			Airlines
First Lien Delayed Draw Term Loan, LIBOR+11.00% PIK due 3/29/2022	First Lien Delayed Draw Term Loan, LIBOR+11.00% PIK due 3/29/2022				8,177		7,903		8,449		(6)(11)(19)(20)	First Lien Delayed Draw Term Loan, LIBOR+11.00% PIK due 3/29/2022				15,739		15,506		15,786		(6)(11)(15)(19)
							7,903		8,449									15,506		15,786
Lift Brands Holdings, Inc.	Lift Brands Holdings, Inc.			Leisure Facilities								Lift Brands Holdings, Inc.			Leisure Facilities
2,000,000 Class A Common Units in Snap Investments, LLC	2,000,000 Class A Common Units in Snap Investments, LLC						1,399		—		(20)	2,000,000 Class A Common Units in Snap Investments, LLC						1,399		—		(15)
							1,399		—									1,399		—
Lightbox Intermediate, L.P.	Lightbox Intermediate, L.P.			Real Estate Services								Lightbox Intermediate, L.P.			Real Estate Services
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026	First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026	5.15	%		39,400		38,946		38,218		(6)(20)	First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026	5.15	%		41,538		40,494		41,330		(6)(15)
							38,946		38,218									40,494		41,330
LogMeIn, Inc.	LogMeIn, Inc.			Application Software								LogMeIn, Inc.			Application Software
Second Lien Term Loan, LIBOR+9.00% cash due 8/31/2028		9.15	%		9,293		8,846		9,270		(6)
First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027												First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.83	%		3,980		3,719		3,978		(6)
							8,846		9,270									3,719		3,978
LTI Holdings, Inc.	LTI Holdings, Inc.			Electronic Components								LTI Holdings, Inc.			Electronic Components
First Lien Term Loan, LIBOR+4.75% cash due 7/24/2026		4.90	%		1,790		1,522		1,779		(6)
First Lien Term Loan, LIBOR+3.50% cash due 9/6/2025		3.65	%		18,036		15,206		17,567		(6)
Second Lien Term Loan, LIBOR+6.75% cash due 9/6/2026	Second Lien Term Loan, LIBOR+6.75% cash due 9/6/2026	6.90	%		10,140		10,072		9,861		(6)	Second Lien Term Loan, LIBOR+6.75% cash due 9/6/2026	6.85	%		10,140		10,077		10,140		(6)
																		10,077		10,140
Maravai Intermediate Holdings, LLC												Maravai Intermediate Holdings, LLC			Biotechnology
First Lien Term Loan, LIBOR+3.75% cash due 10/19/2027												First Lien Term Loan, LIBOR+3.75% cash due 10/19/2027	4.75	%		2,735		2,566		2,750		(6)
																		2,566		2,750
Marinus Pharmaceuticals, Inc.												Marinus Pharmaceuticals, Inc.			Pharmaceuticals
First Lien Term Loan, 11.50% cash due 5/11/2026												First Lien Term Loan, 11.50% cash due 5/11/2026				3,441		3,374		3,372		(11)(15)
First Lien Delayed Draw Term Loan, 11.50% cash due 5/11/2026												First Lien Delayed Draw Term Loan, 11.50% cash due 5/11/2026				—		—		—		(11)(15)(19)
							26,800		29,207									3,374		3,372
Mayfield Agency Borrower Inc.	Mayfield Agency Borrower Inc.			Property & Casualty Insurance								Mayfield Agency Borrower Inc.			Property & Casualty Insurance
First Lien Term Loan, LIBOR+4.50% cash due 2/28/2025	First Lien Term Loan, LIBOR+4.50% cash due 2/28/2025	4.65	%		28,749		28,019		27,887		(6)	First Lien Term Loan, LIBOR+4.50% cash due 2/28/2025	4.60	%		28,602		27,961		28,584		(6)
							28,019		27,887									27,961		28,584
MedAssets Software Intermediate Holdings, Inc.												MedAssets Software Intermediate Holdings, Inc.			Health Care Technology
Second Lien Term Loan, LIBOR+7.75% cash due 1/29/2029												Second Lien Term Loan, LIBOR+7.75% cash due 1/29/2029	8.50	%		14,137		13,868		13,960		(6)(15)
																		13,868		13,960
MHE Intermediate Holdings, LLC	MHE Intermediate Holdings, LLC			Diversified Support Services								MHE Intermediate Holdings, LLC			Diversified Support Services
First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	6.00	%		2,903		2,882		2,826		(6)(20)	First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	6.00	%		16,526		15,357		16,161		(6)(15)
First Lien Revolver, LIBOR+5.00% cash due 3/10/2023												First Lien Revolver, LIBOR+5.00% cash due 3/10/2023				—		(126)		(116)		(6)(15)(19)
							2,882		2,826									15,231		16,045
Mindbody, Inc.	Mindbody, Inc.			Internet Services & Infrastructure								Mindbody, Inc.			Internet Services & Infrastructure
First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025		8.00	%		29,208		28,811		26,760		(6)(20)
First Lien Term Loan, LIBOR+7.00% cash 1.50% PIK due 2/14/2025												First Lien Term Loan, LIBOR+7.00% cash 1.50% PIK due 2/14/2025	8.00	%		38,626		37,270		36,734		(6)(15)
First Lien Revolver, LIBOR+8.00% cash due 2/14/2025	First Lien Revolver, LIBOR+8.00% cash due 2/14/2025				—		(42)		(255)		(6)(19)(20)	First Lien Revolver, LIBOR+8.00% cash due 2/14/2025				—		(82)		(196)		(6)(15)(19)
							28,769		26,505									37,188		36,538
Ministry Brands, LLC												Ministry Brands, LLC			Application Software
First Lien Revolver, LIBOR+5.00% cash due 12/2/2022												First Lien Revolver, LIBOR+5.00% cash due 12/2/2022				—		(9)		(9)		(6)(15)(19)
Second Lien Term Loan, LIBOR+9.25% cash due 6/2/2023												Second Lien Term Loan, LIBOR+9.25% cash due 6/2/2023	10.25	%		11,000		10,821		10,906		(6)(15)
																		10,812		10,897
MRI Software LLC												MRI Software LLC			Application Software
First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026												First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%		25,398		24,835		25,429		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026												First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026				—		(42)		4		(6)(15)(19)
First Lien Revolver, LIBOR+5.50% cash due 2/10/2026												First Lien Revolver, LIBOR+5.50% cash due 2/10/2026				—		(13)		2		(6)(15)(19)
																		24,780		25,435

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Ministry Brands, LLC				Application Software
First Lien Revolver, LIBOR+5.00% cash due 12/2/2022					$	—	$	(9)	$	(9)	(6)(19)(20)
Second Lien Term Loan, LIBOR+9.25% cash due 6/2/2023		10.25	%		9,000		8,940		8,923		(6)(20)
							8,931		8,914
MRI Software LLC				Application Software
First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026		6.50	%		15,097		14,970		15,059		(6)(20)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026					—		(57)		(13)		(6)(19)(20)
First Lien Revolver, LIBOR+5.50% cash due 2/10/2026					—		(13)		(3)		(6)(19)(20)
							14,900		15,043
Navisite, LLC	Navisite, LLC			Data Processing & Outsourced Services								Navisite, LLC			Data Processing & Outsourced Services
Second Lien Term Loan, LIBOR+8.50% cash due 12/30/2026	Second Lien Term Loan, LIBOR+8.50% cash due 12/30/2026	9.50	%		22,560		22,110		22,109		(6)(20)	Second Lien Term Loan, LIBOR+8.50% cash due 12/30/2026	9.50	%		$	22,560	$	22,146	$	22,334	(6)(15)
							22,110		22,109									22,146		22,334
NeuAG, LLC	NeuAG, LLC			Fertilizers & Agricultural Chemicals								NeuAG, LLC			Fertilizers & Agricultural Chemicals
First Lien Term Loan, LIBOR+5.50% cash 7.00% PIK due 9/11/2024	First Lien Term Loan, LIBOR+5.50% cash 7.00% PIK due 9/11/2024	7.00	%		35,938		34,642		34,716		(6)(20)	First Lien Term Loan, LIBOR+5.50% cash 7.00% PIK due 9/11/2024	7.00	%		46,204		44,303		45,095		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash 7.00% PIK due 9/11/2024	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash 7.00% PIK due 9/11/2024				—		(175)		(149)		(6)(19)(20)	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash 7.00% PIK due 9/11/2024				—		(204)		(131)		(6)(15)(19)
							34,467		34,567									44,099		44,964
NuStar Logistics, L.P.				Oil & Gas Refining & Marketing
Unsecured Delayed Draw Term Loan, 12.00% cash due 4/19/2023					—		—		—		(19)(20)
NN, Inc.												NN, Inc.			Industrial Machinery
First Lien Term Loan, LIBOR+6.88% cash due 9/19/2026												First Lien Term Loan, LIBOR+6.88% cash due 9/19/2026	7.88	%		59,458		58,048		57,972		(6)(11)(15)
																		58,048		57,972
OEConnection LLC												OEConnection LLC			Application Software
First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026												First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.10	%		8,364		7,830		8,364		(6)
							—		—									7,830		8,364
Olaplex, Inc.	Olaplex, Inc.			Personal Products								Olaplex, Inc.			Personal Products
First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%		41,939		41,286		41,939		(6)(20)	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%		52,460		51,169		52,460		(6)(15)
First Lien Revolver, LIBOR+6.50% cash due 1/8/2025	First Lien Revolver, LIBOR+6.50% cash due 1/8/2025				—		(61)		—		(6)(19)(20)	First Lien Revolver, LIBOR+6.50% cash due 1/8/2025				—		(61)		(39)		(6)(15)(19)
							41,225		41,939									51,108		52,421
OmniSYS Acquisition Corporation	OmniSYS Acquisition Corporation			Diversified Support Services								OmniSYS Acquisition Corporation			Diversified Support Services
100,000 Common Units in OSYS Holdings, LLC	100,000 Common Units in OSYS Holdings, LLC						1,000		607		(20)	100,000 Common Units in OSYS Holdings, LLC						1,000		617		(15)
							1,000		607									1,000		617
Onvoy, LLC	Onvoy, LLC			Integrated Telecommunication Services								Onvoy, LLC			Integrated Telecommunication Services
First Lien Term Loan, LIBOR+4.50% cash due 2/10/2024												First Lien Term Loan, LIBOR+4.50% cash due 2/10/2024	5.50	%		3,611		3,398		3,613		(6)
Second Lien Term Loan, LIBOR+10.50% cash due 2/10/2025	Second Lien Term Loan, LIBOR+10.50% cash due 2/10/2025	11.50	%		16,750		16,750		15,745		(6)(20)	Second Lien Term Loan, LIBOR+10.50% cash due 2/10/2025	11.50	%		12,498		12,498		12,477		(6)(15)
19,666.67 Class A Units in GTCR Onvoy Holdings, LLC	19,666.67 Class A Units in GTCR Onvoy Holdings, LLC						1,967		785		(20)	19,666.67 Class A Units in GTCR Onvoy Holdings, LLC						1,967		2,060		(15)
13,664.73 Series 3 Class B Units in GTCR Onvoy Holdings, LLC	13,664.73 Series 3 Class B Units in GTCR Onvoy Holdings, LLC						—		—		(20)	13,664.73 Series 3 Class B Units in GTCR Onvoy Holdings, LLC						—		—		(15)
							18,717		16,530
OZLM Funding III, Ltd.				Multi-Sector Holdings
Class DR Notes, LIBOR+7.77% cash due 1/22/2029		7.99	%		2,312		1,666		2,288		(6)(11)
							1,666		2,288									17,863		18,150
P & L Development, LLC	P & L Development, LLC			Pharmaceuticals								P & L Development, LLC			Pharmaceuticals
Fixed Rate Bond, 7.75% cash due 11/15/2025	Fixed Rate Bond, 7.75% cash due 11/15/2025				9,123		9,123		9,830			Fixed Rate Bond, 7.75% cash due 11/15/2025				9,123		9,123		9,613
							9,123		9,830									9,123		9,613
Park Place Technologies, LLC	Park Place Technologies, LLC			Internet Services & Infrastructure								Park Place Technologies, LLC			Internet Services & Infrastructure
First Lien Term Loan, LIBOR+5.00% cash due 11/10/2027	First Lien Term Loan, LIBOR+5.00% cash due 11/10/2027	6.00	%		5,000		4,804		4,817		(6)	First Lien Term Loan, LIBOR+5.00% cash due 11/10/2027	6.00	%		9,975		9,484		10,022		(6)
							4,804		4,817									9,484		10,022
PaySimple, Inc.												PaySimple, Inc.			Data Processing & Outsourced Services
First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025												First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025	5.61	%		51,530		50,297		51,272		(6)(15)
																		50,297		51,272
Pingora MSR Opportunity Fund I-A, LP												Pingora MSR Opportunity Fund I-A, LP			Thrifts & Mortgage Finance
1.86% limited partnership interest												1.86% limited partnership interest						752		114		(11)(16)(19)
																		752		114
Planview Parent, Inc.												Planview Parent, Inc.			Application Software
Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028												Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028	8.00	%		28,627		28,198		28,699		(6)(15)
																		28,198		28,699
PLNTF Holdings, LLC												PLNTF Holdings, LLC			Leisure Facilities
First Lien Term Loan, LIBOR+8.00% cash due 3/12/2026												First Lien Term Loan, LIBOR+8.00% cash due 3/12/2026	9.00	%		13,764		13,502		13,901		(6)(15)
																		13,502		13,901
Pluralsight, LLC												Pluralsight, LLC			Application Software
First Lien Term Loan, LIBOR+8.00% cash due 4/6/2027												First Lien Term Loan, LIBOR+8.00% cash due 4/6/2027	9.00	%		41,502		40,705		40,672		(6)(15)
First Lien Revolver, LIBOR+8.00% cash due 4/6/2027												First Lien Revolver, LIBOR+8.00% cash due 4/6/2027				—		(68)		(71)		(6)(15)(19)
																		40,637		40,601

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes	Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
PaySimple, Inc.				Data Processing & Outsourced Services
First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025		5.65	%		$	49,410	$	48,631	$	48,422	(6)(20)
							48,631		48,422
Pingora MSR Opportunity Fund I-A, LP				Thrifts & Mortgage Finance
1.86% limited partnership interest							752		113		(11)(16)(19)
							752		113
Planview Parent, Inc.				Application Software
Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028		8.00	%		21,484		21,162		21,484		(6)(20)
PRGX Global, Inc.												PRGX Global, Inc.			Data Processing & Outsourced Services
First Lien Term Loan, LIBOR+6.75% cash due 3/3/2026												First Lien Term Loan, LIBOR+6.75% cash due 3/3/2026	7.75	%		$	34,204	$	33,036	$	33,520	(6)(15)
First Lien Revolver, LIBOR+6.75% cash due 3/3/2026												First Lien Revolver, LIBOR+6.75% cash due 3/3/2026				—		(46)		(50)		(6)(15)(19)
80,515 Class B Common Units												80,515 Class B Common Units						79		81		(15)
							21,162		21,484									33,069		33,551
ProFrac Services, LLC	ProFrac Services, LLC			Industrial Machinery								ProFrac Services, LLC			Industrial Machinery
First Lien Term Loan, LIBOR+7.50% cash due 9/15/2023		8.75	%		15,007		14,925		11,818		(6)(20)
First Lien Term Loan, LIBOR+8.50% cash due 9/15/2023												First Lien Term Loan, LIBOR+8.50% cash due 9/15/2023	9.75	%		22,193		20,295		21,749		(6)(15)
							14,925		11,818									20,295		21,749
Project Boost Purchaser, LLC	Project Boost Purchaser, LLC			Application Software								Project Boost Purchaser, LLC			Application Software
Second Lien Term Loan, LIBOR+8.00% cash due 5/9/2027		8.15	%		3,750		3,750		3,675		(6)(20)
Second Lien Term Loan, LIBOR+8.00% cash due 5/31/2027												Second Lien Term Loan, LIBOR+8.00% cash due 5/31/2027	8.10	%		5,250		5,147		5,250		(6)(15)
							3,750		3,675									5,147		5,250
Pug LLC	Pug LLC			Internet & Direct Marketing Retail								Pug LLC			Internet & Direct Marketing Retail
First Lien Term Loan, LIBOR+8.00% cash due 2/12/2027	First Lien Term Loan, LIBOR+8.00% cash due 2/12/2027	8.75	%		15,701		14,803		16,015		(6)	First Lien Term Loan, LIBOR+8.00% cash due 2/12/2027	8.75	%		21,283		20,223		21,629		(6)
																		20,223		21,629
Quantum Bidco Limited												Quantum Bidco Limited			Food Distributors
First Lien Term Loan, UK LIBOR+6.00% cash due 1/29/2028												First Lien Term Loan, UK LIBOR+6.00% cash due 1/29/2028	6.11	%		£	3,501	4,618		4,734		(6)(11)
							14,803		16,015									4,618		4,734
QuorumLabs, Inc.	QuorumLabs, Inc.			Application Software								QuorumLabs, Inc.			Application Software
64,887,669 Junior-2 Preferred Stock	64,887,669 Junior-2 Preferred Stock						375		—		(20)	64,887,669 Junior-2 Preferred Stock						375		—		(15)
							375		—									375		—
Refac Optical Group	Refac Optical Group			Specialty Stores								Refac Optical Group			Specialty Stores
1,550.9435 Shares of Common Stock in Refac Holdings, Inc.	1,550.9435 Shares of Common Stock in Refac Holdings, Inc.						1		—		(20)	1,550.9435 Shares of Common Stock in Refac Holdings, Inc.						1		—		(15)
550.9435 Series A-2 Preferred Stock in Refac Holdings, Inc., 10%	550.9435 Series A-2 Preferred Stock in Refac Holdings, Inc., 10%						305		—		(20)	550.9435 Series A-2 Preferred Stock in Refac Holdings, Inc., 10%						305		—		(15)
1,000 Series A-1 Preferred Stock in Refac Holdings, Inc., 10%	1,000 Series A-1 Preferred Stock in Refac Holdings, Inc., 10%						999		—		(20)	1,000 Series A-1 Preferred Stock in Refac Holdings, Inc., 10%						999		—		(15)
																		1,305		—
Relativity ODA LLC												Relativity ODA LLC			Application Software
First Lien Term Loan, LIBOR+7.50% PIK due 5/12/2027												First Lien Term Loan, LIBOR+7.50% PIK due 5/12/2027				$	22,356	21,814		21,842		(6)(15)
First Lien Revolver, LIBOR+6.50% cash due 5/12/2027												First Lien Revolver, LIBOR+6.50% cash due 5/12/2027				—		(54)		(51)		(6)(15)(19)
																		21,760		21,791
Renaissance Holding Corp.												Renaissance Holding Corp.			Diversified Banks
Second Lien Term Loan, LIBOR+7.00% cash due 5/29/2026												Second Lien Term Loan, LIBOR+7.00% cash due 5/29/2026	7.10	%		3,542		3,515		3,554		(6)
																		3,515		3,554
RevSpring, Inc.												RevSpring, Inc.			Commercial Printing
First Lien Term Loan, LIBOR+4.00% cash due 10/11/2025												First Lien Term Loan, LIBOR+4.00% cash due 10/11/2025	4.15	%		9,750		9,175		9,735		(6)(15)
																		9,175		9,735
RS Ivy Holdco, Inc.												RS Ivy Holdco, Inc.			Oil & Gas Exploration & Production
First Lien Term Loan, LIBOR+5.50% cash due 12/23/2027												First Lien Term Loan, LIBOR+5.50% cash due 12/23/2027	6.50	%		2,488		2,335		2,489		(6)(15)
																		2,335		2,489
Sabert Corporation												Sabert Corporation			Metal & Glass Containers
First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026												First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%		1,823		1,710		1,825		(6)
							1,305		—									1,710		1,825
Salient CRGT, Inc.	Salient CRGT, Inc.			Aerospace & Defense								Salient CRGT, Inc.			Aerospace & Defense
First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%		2,911		2,898		2,802		(6)(20)	First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%		5,326		5,028		5,292		(6)(15)
							2,898		2,802									5,028		5,292
Scilex Pharmaceuticals Inc.	Scilex Pharmaceuticals Inc.			Pharmaceuticals								Scilex Pharmaceuticals Inc.			Pharmaceuticals
Fixed Rate Zero Coupon Bond due 8/15/2026	Fixed Rate Zero Coupon Bond due 8/15/2026				12,277		9,738		10,312		(20)	Fixed Rate Zero Coupon Bond due 8/15/2026				7,817		6,475		6,988		(15)
							9,738		10,312									6,475		6,988
ShareThis, Inc.	ShareThis, Inc.			Application Software								ShareThis, Inc.			Application Software
345,452 Series C Preferred Stock Warrants (exercise price $3.0395) expiration date 3/4/2024	345,452 Series C Preferred Stock Warrants (exercise price $3.0395) expiration date 3/4/2024						367		—		(20)	345,452 Series C Preferred Stock Warrants (exercise price $3.0395) expiration date 3/4/2024						367		—		(15)
							367		—									367		—
Sorrento Therapeutics, Inc.				Biotechnology
125,000 Common Stock Warrants (exercise price $3.94) expiration date 11/3/2029							—		625		(11)(20)
							—		625
Supermoose Borrower, LLC				Application Software
First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025		4.00	%		10,170		8,969		9,540		(6)
							8,969		9,540
Swordfish Merger Sub LLC				Auto Parts & Equipment
Second Lien Term Loan, LIBOR+6.75% cash due 2/2/2026		7.75	%		12,500		12,460		11,016		(6)(20)
							12,460		11,016

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)

Portfolio Company/Type of Investment (1)(2)(3)(4)(5) Cash Interest Rate (6) Industry Principal (7) Cost Fair Value Notes
Tacala, LLC Restaurants
Second Lien Term Loan, LIBOR+7.50% cash due 2/4/2028 8.25 % $ 9,448 $ 9,302 $ 9,357 (6)
9,302 9,357
Telestream Holdings Corporation Application Software
First Lien Term Loan, LIBOR+8.75% cash due 10/15/2025 9.75 % 15,020 14,749 14,720 (6)(20)
First Lien Revolver, LIBOR+8.75% cash due 10/15/2025 — (27) (28) (6)(19)(20)
14,722 14,692
TerSera Therapeutics LLC Pharmaceuticals
Second Lien Term Loan, LIBOR+9.50% cash due 3/30/2024 10.50 % 29,663 29,268 29,372 (6)(20)
668,879 Common Units of TerSera Holdings LLC 2,192 3,487 (20)
31,460 32,859
Thrasio, LLC Specialized Finance
First Lien Term Loan, LIBOR+7.00% cash due 12/18/2026 8.00 % 17,213 16,783 16,783 (6)(20)
First Lien Delayed Draw Term Loan, LIBOR+7.00% cash due 12/18/2026 — (284) (284) (6)(19)(20)
16,499 16,499
TIBCO Software Inc. Application Software
Second Lien Term Loan, LIBOR+7.25% cash due 3/3/2028 7.40 % 16,788 16,677 17,012 (6)
16,677 17,012
TigerConnect, Inc. Application Software
299,110 Series B Preferred Stock Warrants (exercise price $1.3373) expiration date 12/8/2024 60 525 (20)
60 525
Transact Holdings Inc. Application Software
First Lien Term Loan, LIBOR+4.75% cash due 4/30/2026 4.90 % 6,913 6,809 6,757 (6)(20)
6,809 6,757
Truck Hero, Inc. Auto Parts & Equipment
Second Lien Term Loan, LIBOR+8.25% cash due 4/21/2025 9.25 % 21,500 21,191 21,500 (6)(20)
21,191 21,500
Verscend Holding Corp. Health Care Technology
First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025 4.65 % 14,488 14,441 14,510 (6)
Fixed Rate Bond, 9.75% cash due 8/15/2026 7,000 7,019 7,599
21,460 22,109
Vitalyst Holdings, Inc. IT Consulting & Other Services
675 Series A Preferred Stock Units 675 440 (20)
7,500 Class A Common Stock Units 75 — (20)
750 440
William Morris Endeavor Entertainment, LLC Movies & Entertainment
First Lien Term Loan, LIBOR+8.50% cash due 5/18/2025 9.50 % 33,214 31,611 34,190 (6)(20)
31,611 34,190
Windstream Services II, LLC Integrated Telecommunication Services
First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027 7.25 % 25,870 24,876 25,377 (6)
6,129 Shares of Common Stock in Windstream Holdings II, LLC 53 90 (20)
37,215 Warrants in Windstream Holdings II, LLC 853 546 (20)
25,782 26,013
WP CPP Holdings, LLC Aerospace & Defense
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026 8.75 % 15,000 14,898 12,713 (6)(20)
14,898 12,713


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Sirva Worldwide, Inc.			Diversified Support Services
First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.60	%		$	5,911	$	5,241	$	5,584	(6)
						5,241		5,584
SM Wellness Holdings, Inc.			Health Care Services
Second Lien Term Loan, LIBOR+8.00% cash due 4/15/2029	8.75	%		9,109		8,972		9,200		(6)(15)
						8,972		9,200
Sorrento Therapeutics, Inc.			Biotechnology
50,000 Common Stock Units						197		485		(11)
						197		485
Star US Bidco LLC			Industrial Machinery
First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%		1,197		1,113		1,198		(6)
						1,113		1,198
SumUp Holdings Luxembourg S.À.R.L.			Other Diversified Financial Services
First Lien Delayed Draw Term Loan, EURIBOR+8.50% cash due 3/10/2026	10.00	%		€	12,401	14,121		14,406		(6)(11)(15)(19)
						14,121		14,406
Sunland Asphalt & Construction, LLC			Construction & Engineering
First Lien Term Loan, LIBOR+6.00% cash due 1/13/2026	7.00	%		$	43,160	41,813		42,427		(6)(15)
First Lien Revolver, LIBOR+6.00% cash due 1/13/2022	7.00	%		5,437		5,337		5,330		(6)(15)(19)
						47,150		47,757
Supermoose Borrower, LLC			Application Software
First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90	%		8,598		7,536		8,060		(6)
						7,536		8,060
Swordfish Merger Sub LLC			Auto Parts & Equipment
Second Lien Term Loan, LIBOR+6.75% cash due 2/2/2026	7.75	%		12,500		12,464		12,256		(6)(15)
						12,464		12,256
Tacala, LLC			Restaurants
Second Lien Term Loan, LIBOR+7.50% cash due 2/4/2028	8.25	%		9,448		9,312		9,489		(6)
						9,312		9,489
Tecta America Corp.			Construction & Engineering
Second Lien Term Loan, LIBOR+8.50% cash due 4/9/2029	9.25	%		5,203		5,125		5,203		(6)(15)
						5,125		5,203
Telestream Holdings Corporation			Application Software
First Lien Term Loan, LIBOR+8.75% cash due 10/15/2025	9.75	%		18,556		18,031		18,278		(6)(15)
First Lien Revolver, LIBOR+8.75% cash due 10/15/2025				—		(30)		(26)		(6)(15)(19)
						18,001		18,252
TerSera Therapeutics LLC			Pharmaceuticals
Second Lien Term Loan, LIBOR+9.50% cash due 3/30/2024	10.50	%		29,663		29,328		29,371		(6)(15)
668,879 Common Units of TerSera Holdings LLC						2,192		3,487		(15)
						31,520		32,858
TGNR HoldCo LLC			Integrated Oil & Gas
Subordinated Debt, 11.50% cash due 5/14/2026				4,984		4,836		4,834		(11)(15)(20)
						4,836		4,834
Thermacell Repellents, Inc.			Leisure Products
First Lien Term Loan, LIBOR+6.00% cash due 12/4/2026	7.00	%		6,651		6,618		6,618		(6)(15)
First Lien Revolver, LIBOR+6.00% cash due 12/4/2026	7.00	%		396		392		392		(6)(15)(19)
						7,010		7,010

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)

Portfolio Company/Type of Investment (1)(2)(3)(4)(5) Cash Interest Rate (6) Industry Principal (7) Cost Fair Value Notes
WPEngine, Inc. Application Software
First Lien Term Loan, LIBOR+6.50% cash due 3/27/2026 7.50 % $ 14,188 $ 13,879 $ 13,969 (6)(20)
First Lien Delayed Draw Term Loan, LIBOR+6.50% cash due 3/27/2026 — (575) (406) (6)(19)(20)
13,304 13,563
xMatters, Inc. Application Software
600,000 Common Stock Warrants (exercise price $0.593333) expiration date 2/26/2025 709 336 (20)
709 336
Zep Inc. Specialty Chemicals
First Lien Term Loan, LIBOR+4.00% cash due 8/12/2024 5.00 % 1,950 1,894 1,909 (6)
Second Lien Term Loan, LIBOR+8.25% cash due 8/11/2025 9.25 % 23,807 23,737 22,147 (6)(20)
25,631 24,056
Zephyr Bidco Limited Specialized Finance
Second Lien Term Loan, UK LIBOR+7.50% cash due 7/23/2026 7.52 % £ 18,000 23,732 23,952 (6)(11)
23,732 23,952
Total Non-Control/Non-Affiliate Investments (155.0% of net assets) $ 1,503,368 $ 1,495,593
Total Portfolio Investments (177.5% of net assets) $ 1,757,661 $ 1,712,324
Cash and Cash Equivalents
JP Morgan Prime Money Market Fund, Institutional Shares $ 20,966 $ 20,966
Other cash accounts 3,268 3,268
Total Cash and Cash Equivalents (2.5% of net assets) $ 24,234 $ 24,234
Total Portfolio Investments and Cash and Cash Equivalents (180.0% of net assets) $ 1,781,895 $ 1,736,558

Derivative Instrument Notional Amount to be Purchased Notional Amount to be Sold Maturity Date Counterparty Cumulative Unrealized Appreciation /(Depreciation)
Foreign currency forward contract $ 36,999 £ 27,894 2/11/2021 JPMorgan Chase Bank, N.A. $ (1,141)
Foreign currency forward contract $ 30,308 € 25,614 2/11/2021 JPMorgan Chase Bank, N.A. (1,062)
$ (2,203)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Thrasio, LLC			Internet & Direct Marketing Retail
First Lien Term Loan, LIBOR+7.00% cash due 12/18/2026	8.00	%		$	22,831	$	22,018	$	22,603	(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+7.00% cash due 12/18/2026	8.00	%		4,588		4,354		4,436		(6)(15)(19)
8,434 Shares of Series C-3 Preferred Stock in Thrasio Holdings, Inc.						101		103		(15)
284,650.32 Shares of Series C-2 Preferred Stock in Thrasio Holdings, Inc.						2,409		3,478		(15)
15,468 Shares of Series X Preferred Stock in Thrasio Holdings, Inc.						15,252		16,342		(15)(19)
						44,134		46,962
TIBCO Software Inc.			Application Software
Second Lien Term Loan, LIBOR+7.25% cash due 3/3/2028	7.36	%		16,788		16,680		17,079		(6)
						16,680		17,079
TigerConnect, Inc.			Application Software
299,110 Series B Preferred Stock Warrants (exercise price $1.3373) expiration date 12/8/2024						60		525		(15)
						60		525
Transact Holdings Inc.			Application Software
First Lien Term Loan, LIBOR+4.75% cash due 4/30/2026	4.85	%		6,878		6,774		6,843		(6)(15)
						6,774		6,843
Velocity Commercial Capital, LLC			Thrifts & Mortgage Finance
First Lien Term Loan, LIBOR+8.00% cash due 2/5/2026	9.00	%		16,010		15,391		15,930		(6)(15)
						15,391		15,930
Veritas US Inc.			Application Software
First Lien Term Loan, LIBOR+5.00% cash due 9/1/2025	6.00	%		5,955		5,591		6,001		(6)
						5,591		6,001
Verscend Holding Corp.			Health Care Technology
Fixed Rate Bond, 9.75% cash due 8/15/2026				2,756		2,774		2,908
						2,774		2,908
Vitalyst Holdings, Inc.			IT Consulting & Other Services
675 Series A Preferred Stock Units						675		440		(15)
7,500 Class A Common Stock Units						75		—		(15)
						750		440
Win Brands Group LLC			Housewares & Specialties
First Lien Term Loan, LIBOR+9.00% cash 5.00% PIK due 1/22/2026	10.00	%		1,881		1,863		1,872		(6)(15)
139 Class F Warrants in Brand Value Growth LLC (exercise price $0.01) expiration date 1/25/2027						—		—		(15)
						1,863		1,872
Windstream Services II, LLC			Integrated Telecommunication Services
First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%		31,679		30,372		31,826		(6)
18,032 Shares of Common Stock in Windstream Holdings II, LLC						216		298		(15)
109,420 Warrants in Windstream Holdings II, LLC						1,842		1,805		(15)
						32,430		33,929
WP CPP Holdings, LLC			Aerospace & Defense
First Lien Term Loan, LIBOR+3.75% cash due 4/30/2025	4.75	%		4,380		3,990		4,299		(6)
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%		16,000		15,744		15,653		(6)(15)
						19,734		19,952

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

~~December 31, 2020~~June 30, 2021

(dollar amounts in thousands)

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
WPEngine, Inc.			Application Software
First Lien Term Loan, LIBOR+6.50% cash due 3/27/2026	7.50	%		$	14,188	$	13,908	$	13,982	(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+6.50% cash due 3/27/2026				—		(519)		(382)		(6)(15)(19)
						13,389		13,600
Zep Inc.			Specialty Chemicals
First Lien Term Loan, LIBOR+4.00% cash due 8/12/2024	5.00	%		6,511		6,152		6,438		(6)
Second Lien Term Loan, LIBOR+8.25% cash due 8/11/2025	9.25	%		22,748		22,690		22,248		(6)(15)
						28,842		28,686
Zephyr Bidco Limited			Specialized Finance
Second Lien Term Loan, UK LIBOR+7.50% cash due 7/23/2026	7.55	%		£	18,000	23,770		24,711		(6)(11)
						23,770		24,711
Total Non-Control/Non-Affiliate Investments (157.9% of net assets)						$	2,021,729	$	2,055,864
Total Portfolio Investments (179.6% of net assets)						$	2,320,224	$	2,339,301
Cash and Cash Equivalents and Restricted Cash
JP Morgan Prime Money Market Fund, Institutional Shares						$	72,407	$	72,407
Other cash accounts						15,122		15,122
Total Cash and Cash Equivalents and Restricted Cash (6.7% of net assets)						$	87,529	$	87,529
Total Portfolio Investments and Cash and Cash Equivalents and Restricted Cash (186.3% of net assets)						$	2,407,753	$	2,426,830


Derivative Instrument	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Counterparty	Cumulative Unrealized Appreciation /(Depreciation)
Foreign currency forward contract	$	53,390	£	37,709	8/12/2021	JPMorgan Chase Bank, N.A.	$	1,292
Foreign currency forward contract	$	46,457	€	38,165	8/12/2021	JPMorgan Chase Bank, N.A.	1,157
							$	2,449

Derivative Instrument

Company Receives

Company Pays

Counterparty

Maturity Date

Notional Amount

Fair Value

Interest rate swap

Fixed 2.7%

Floating 3-month LIBOR +1.658%

Royal Bank of Canada

1/15/2027

$350,000

$(267)

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

June 30, 2021

(dollar amounts in thousands)

(unaudited)

(1)All debt investments are income producing unless otherwise noted. All equity investments are non-income producing unless otherwise noted.

(2)See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition by geographic region.

(3)Equity ownership may be held in shares or units of companies related to the portfolio companies.

(4)Interest rates may be adjusted from period to period on certain term loans and revolvers. These rate adjustments may be either temporary in nature due to tier pricing arrangements or financial or payment covenant violations in the original credit agreements or permanent in nature per loan amendment or waiver documents.

(5)Each of the Company's investments is pledged as collateral under ~~the Credit Facility (as defined in Note 6~~one or more of its credit facilities. A single investment may be divided into parts that are individually pledged as collateral to ~~the accompanying notes to the Consolidated Financial Statements).~~separate credit facilities.

(6)The interest rate on the principal balance outstanding for all floating rate loans is indexed to the London Interbank Offered Rate ("LIBOR") and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars unless otherwise noted. As of ~~December 31, 2020,~~June 30, 2021, the reference rates for the Company's variable rate loans were the 30-day LIBOR at ~~0.15%~~0.10%, the 60-day LIBOR at ~~0.19%~~0.13%, the 90-day LIBOR at ~~0.25%~~0.15%, the 180-day LIBOR at ~~0.26%~~0.17%, the 360-day LIBOR at ~~0.34%~~0.25%, the PRIME at 3.25%, the 30-day UK LIBOR at ~~0.02%~~0.05%, the 180-day UK LIBOR at ~~0.22%~~0.04%, the 30-day EURIBOR at ~~(0.61)~~(0.58)%, the 90-day EURIBOR at (0.55)% and the 180-day EURIBOR at ~~(0.36)~~(0.54)%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(7)Principal includes accumulated payment in kind ("PIK") interest and is net of repayments, if any. “£” signifies the investment is denominated in British Pounds. "€" signifies the investment is denominated in Euros. All other investments are denominated in U.S. dollars.

(8)Control Investments generally are defined by the Investment Company Act of 1940, as amended (the "Investment Company Act"), as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.

(9)As defined in the Investment Company Act, the Company is deemed to be both an "Affiliated Person" of and to "Control" these portfolio companies 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). See Schedule 12-14 in the accompanying notes to the Consolidated Financial Statements for transactions during the ~~three~~nine months ended ~~December 31, 2020~~June 30, 2021 in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to control.

(10)First Star Speir Aviation 1 Limited is a wholly-owned holding company formed by the Company in order to facilitate its investment strategy. In accordance with Accounting Standards Update ("ASU") 2013-08, the Company has deemed the holding company to be an investment company under accounting principles generally accepted in the United States ("GAAP") and therefore deemed it appropriate to consolidate the financial results and financial position of the holding company and to recognize dividend income versus a combination of interest income and dividend income. Accordingly, the debt and equity investments in the wholly-owned holding company are disregarded for accounting purposes since the economic substance of these instruments are equity investments in the operating entities.

(11)Investment is not a "qualifying asset" as defined under Section 55(a) of the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company's total assets. As of ~~December 31, 2020,~~June 30, 2021, qualifying assets represented ~~75.3%~~75.2% of the Company's total assets and non-qualifying assets represented ~~24.7%~~24.8% of the Company's total assets.

(12)Income producing through payment of dividends or distributions.

(13)PIK interest income for this investment accrues at an annualized rate of 15%, however, the PIK interest is not contractually capitalized on the ~~investment.~~investment subsequent to a restructure that occurred during the three months ended June 30, 2021. As a result, the principal amount of the investment does not increase over time for accumulated PIK interest. As of ~~December 31, 2020,~~June 30, 2021, the accumulated PIK interest balance for each of the A notes and the B notes was ~~$4.9~~$0.1 million. ~~The fair value of this investment is inclusive of PIK.~~

(14)See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition.

(15)~~This investment was on cash non-accrual status~~As of June 30, 2021, these investments were categorized as ~~of December 31, 2020. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.~~

~~(16)This investment was valued using net asset~~Level 3 within the fair value ~~as a practical expedient for fair value. Consistent with~~hierarchy established by Financial Accounting Standards Board ("FASB") guidance under Accounting Standards Codification ("ASC") Topic 820, Fair Value Measurements and Disclosures ("ASC 820"),.

(16)This investment was valued using net asset value as a practical expedient for fair value. Consistent with ASC 820, these investments are excluded from the hierarchical levels.

(17)Affiliate Investments generally are defined by the Investment Company Act as investments in companies in which the Company owns between 5% and 25% of the voting securities.

(18)Non-Control/Non-Affiliate Investments are investments that are neither Control Investments nor Affiliate Investments.

(19)Investment had undrawn commitments. Unamortized fees are classified as unearned income which reduces cost basis, which may result in a negative cost basis. A negative fair value may result from the unfunded commitment being valued below par.

~~Oaktree Specialty Lending Corporation~~

~~Consolidated Schedule of Investments~~

~~December 31, 2020~~

~~(dollar amounts~~(20)This investment represents a participation interest in ~~thousands)~~

~~(unaudited)~~

the underlying securities shown.

~~(20)As of December 31, 2020, these investments were categorized as Level 3 within the fair value hierarchy established by ASC 820.~~

See notes to Consolidated Financial Statements.

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Control Investments										(8)(9)
C5 Technology Holdings, LLC			Data Processing & Outsourced Services
829 Common Units						$	—	$	—	(20)
34,984,460.37 Preferred Units						34,984		27,638		(20)
						34,984		27,638
Dominion Diagnostics, LLC			Health Care Services
First Lien Term Loan, LIBOR+5.00% cash due 2/28/2024	6.00	%		$	27,660	27,660		27,660		(6)(20)
First Lien Revolver, LIBOR+5.00% cash due 2/28/2024	6.00	%		5,260		5,260		5,260		(6)(19)(20)
30,030.8 Common Units in DD Healthcare Services Holdings, LLC						18,626		7,667		(20)
						51,546		40,587
First Star Speir Aviation Limited			Airlines							(10)
First Lien Term Loan, 9.00% cash due 12/15/2020				11,510		2,035		11,510		(11)(20)
100% equity interest						8,500		1,622		(11)(12)(20)
						10,535		13,132
New IPT, Inc.			Oil & Gas Equipment & Services
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021	6.00	%		2,304		2,304		1,800		(6)(20)
First Lien Revolver, LIBOR+5.00% cash due 3/17/2021	6.00	%		1,009		1,009		788		(6)(19)(20)
50.087 Class A Common Units in New IPT Holdings, LLC						—		—		(20)
						3,313		2,588
Senior Loan Fund JV I, LLC			Multi-Sector Holdings							(14)
Subordinated Debt, LIBOR+7.00% cash due 12/29/2028	7.17	%		96,250		96,250		96,250		(6)(11)(20)
87.5% LLC equity interest						49,322		21,190		(11)(16)(19)
						145,572		117,440
Total Control Investments (22.0% of net assets)						$	245,950	$	201,385

Affiliate Investments										(17)
Assembled Brands Capital LLC			Specialized Finance
First Lien Revolver, LIBOR+6.00% cash due 10/17/2023	7.00	%		$	4,688	$	4,688	$	4,194	(6)(19)(20)
1,609,201 Class A Units						764		483		(20)
1,019,168.80 Preferred Units, 6%						1,019		1,091		(20)
70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029						—		—		(20)
						6,471		5,768
Caregiver Services, Inc.			Health Care Services
1,080,399 shares of Series A Preferred Stock, 10%						1,080		741		(20)
						1,080		741
Total Affiliate Investments (0.7% of net assets)						$	7,551	$	6,509


Non-Control/Non-Affiliate Investments										(18)
4 Over International, LLC			Commercial Printing
First Lien Term Loan, LIBOR+6.00% cash due 6/7/2022	7.00	%		$	5,676	$	5,654	$	5,264	(6)(20)
First Lien Revolver, LIBOR+6.00% cash due 6/7/2021	7.00	%		2,232		2,214		2,070		(6)(20)
						7,868		7,334
99 Cents Only Stores LLC			General Merchandise Stores
First Lien Term Loan, LIBOR+5.00% cash 1.50% PIK due 1/13/2022	6.00	%		19,431		19,220		17,877		(6)
						19,220		17,877
A.T. Holdings II SÀRL			Biotechnology
First Lien Term Loan, 12.00% cash due 4/27/2023				22,619		22,619		26,464		(11)(20)
First Lien Delayed Draw Term Loan, 12.00% cash due 4/27/2023				1,508		1,508		1,780		(11)(19)(20)
						24,127		28,244

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Access CIG, LLC			Diversified Support Services
Second Lien Term Loan, LIBOR+7.75% cash due 2/27/2026	7.91	%		$	15,000	$	14,909	$	14,250	(6)
						14,909		14,250
Accupac, Inc.			Personal Products
First Lien Term Loan, LIBOR+6.00% cash due 1/17/2026	7.00	%		12,487		12,294		12,487		(6)(20)
First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 1/17/2026				—		(36)		—		(6)(19)(20)
First Lien Revolver, LIBOR+6.00% cash due 1/17/2026	7.00	%		1,564		1,540		1,564		(6)(20)
						13,798		14,051
Acquia Inc.			Application Software
First Lien Term Loan, LIBOR+7.00% cash due 10/31/2025	8.00	%		20,950		20,594		20,499		(6)(20)
First Lien Revolver, LIBOR+7.00% cash due 10/31/2025				—		(39)		(48)		(6)(19)(20)
						20,555		20,451
Aden & Anais Merger Sub, Inc.			Apparel, Accessories & Luxury Goods
51,645 Common Units in Aden & Anais Holdings, Inc.						5,165		—		(20)
						5,165		—
AdVenture Interactive, Corp.			Advertising
9,073 shares of common stock						13,611		13,440		(20)
						13,611		13,440
AI Ladder (Luxembourg) Subco S.a.r.l.			Electrical Components & Equipment
First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.65	%		21,374		20,934		20,465		(6)(11)
						20,934		20,465
AI Sirona (Luxembourg) Acquisition S.a.r.l.			Pharmaceuticals
Second Lien Term Loan, EURIBOR+7.25% cash due 9/28/2026	7.25	%		€	24,838	27,668		28,435		(6)(11)(20)
						27,668		28,435
Airbnb, Inc.			Hotels, Resorts & Cruise Lines
First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025	8.50	%		$	15,743	15,378		17,081		(6)
						15,378		17,081
AirStrip Technologies, Inc.			Application Software
5,715 Common Stock Warrants (exercise price $139.99) expiration date 5/11/2025						90		—		(20)
						90		—
Aldevron, L.L.C.			Biotechnology
First Lien Term Loan, LIBOR+4.25% cash due 10/12/2026	5.25	%		7,960		7,880		7,977		(6)
						7,880		7,977
Algeco Scotsman Global Finance Plc			Construction & Engineering
Fixed Rate Bond, 8.00% cash due 2/15/2023				13,524		13,277		13,465		(11)
						13,277		13,465
Alvotech Holdings S.A.			Biotechnology							(13)
Fixed Rate Bond 15% PIK Note A due 12/13/2023				14,800		18,849		19,968		(11)(20)
Fixed Rate Bond 15% PIK Note B due 12/13/2023				14,800		18,849		19,196		(11)(20)
						37,698		39,164
Amplify Finco Pty Ltd.			Movies & Entertainment
First Lien Term Loan, LIBOR+4.00% cash due 11/26/2026	4.75	%		995		909		856		(6)(11)(20)
Second Lien Term Loan, LIBOR+8.00% cash due 11/26/2027	8.75	%		12,500		12,188		9,438		(6)(11)(20)
						13,097		10,294

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Ancile Solutions, Inc.			Application Software
First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021	8.00	%		$	8,181	$	8,150	$	8,124	(6)(20)
						8,150		8,124
Apptio, Inc.			Application Software
First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%		23,764		23,420		23,297		(6)(20)
First Lien Revolver, LIBOR+7.25% cash due 1/10/2025				—		(22)		(30)		(6)(19)(20)
						23,398		23,267
Ardonagh Midco 3 PLC			Insurance Brokers
First Lien Term Loan, EURIBOR+7.50% cash due 7/14/2026	8.50	%		€	1,440	1,594		1,640		(6)(11)(20)
First Lien Term Loan, UK LIBOR+7.50% cash due 7/14/2026	8.25	%		£	11,303	13,752		14,188		(6)(11)(20)
First Lien Delayed Draw Term Loan, UK LIBOR+7.50% cash due 7/14/2026				£	—	—		—		(6)(11)(19)(20)
Fixed Rate Bond, 11.50% cash due 1/15/2027				$	2,222	2,200		2,255		(11)
						17,546		18,083
Associated Asphalt Partners, LLC			Construction Materials
First Lien Term Loan, LIBOR+5.25% cash due 4/5/2024	6.25	%		2,554		2,150		2,073		(6)
						2,150		2,073
Asurion, LLC			Property & Casualty Insurance
Second Lien Term Loan, LIBOR+6.50% cash due 8/4/2025	6.65	%		19,985		19,950		20,058		(6)
						19,950		20,058
Athenex, Inc.			Pharmaceuticals
First Lien Term Loan, 11.00% cash due 6/19/2026				28,475		27,252		28,261		(11)(20)
First Lien Delayed Draw Term Loan, 11.00% cash due 6/19/2026				—		(321)		(171)		(11)(19)(20)
266,052 Common Stock Warrants (exercise price $12.63) expiration date 6/19/2027						915		785		(11)(20)
						27,846		28,875
Aurora Lux Finco S.À.R.L.			Airport Services
First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00	%		22,885		22,376		21,283		(6)(11)(20)
						22,376		21,283
Blackhawk Network Holdings, Inc.			Data Processing & Outsourced Services
Second Lien Term Loan, LIBOR+7.00% cash due 6/15/2026	7.19	%		26,250		26,049		24,150		(6)
						26,049		24,150
Boxer Parent Company Inc.			Systems Software
First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025	4.40	%		13,775		13,666		13,407		(6)
						13,666		13,407
BX Commercial Mortgage Trust 2020-VIVA			Diversified Real Estate Activities
Class D Variable Notes due 3/9/2044	3.67	%		12,556		10,482		11,451		(6)(11)(20)
Class E Variable Notes due 3/9/2044	3.67	%		6,221		4,806		5,395		(6)(11)(20)
						15,288		16,846
California Pizza Kitchen, Inc.			Restaurants
First Lien Term Loan, LIBOR+8.00% cash due 8/23/2022				3,222		3,081		983		(6)(21)
						3,081		983
Chief Power Finance II, LLC			Independent Power Producers & Energy Traders
First Lien Term Loan, LIBOR+6.50% cash due 12/31/2022	7.50	%		21,850		21,462		20,812		(6)(20)
						21,462		20,812
CITGO Holding, Inc.			Oil & Gas Refining & Marketing
First Lien Term Loan, LIBOR+7.00% cash due 8/1/2023	8.00	%		11,753		11,570		11,081		(6)
Fixed Rate Bond, 9.25% cash due 8/1/2024				10,672		10,672		10,192
						22,242		21,273

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes

CITGO Petroleum Corp.			Oil & Gas Refining & Marketing
First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	6.00	%		$	8,979	$	8,890	$	8,553	(6)
						8,890		8,553
Continental Intermodal Group LP			Oil & Gas Storage & Transportation
First Lien Term Loan, LIBOR+9.50% PIK due 1/28/2025				24,741		24,741		21,753		(6)(20)
Common Stock Warrants expiration date 7/28/2025						—		1,672		(20)
						24,741		23,425
Convergeone Holdings, Inc.			IT Consulting & Other Services
First Lien Term Loan, LIBOR+5.00% cash due 1/4/2026	5.15	%		14,621		14,169		13,465		(6)
						14,169		13,465
Conviva Inc.			Application Software
417,851 Series D Preferred Stock Warrants (exercise price $1.1966) expiration date 2/28/2021						105		395		(20)
						105		395
Corrona, LLC			Health Care Services
First Lien Term Loan, LIBOR+5.50% cash due 12/13/2025	6.50	%		10,300		10,144		10,152		(6)(20)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 12/13/2025				—		(32)		(52)		(6)(19)(20)
First Lien Revolver, PRIME+4.50% cash due 12/13/2025	7.75	%		305		277		279		(6)(19)(20)
1,099 Class A2 Common Units in Corrona Group Holdings, L.P.						1,038		1,038		(20)
						11,427		11,417
Coyote Buyer, LLC			Specialty Chemicals
First Lien Term Loan, LIBOR+6.00% cash due 2/6/2026	7.00	%		13,123		12,992		12,992		(6)(20)
First Lien Revolver, LIBOR+6.00% cash due 2/6/2025				—		(9)		(9)		(6)(19)(20)
						12,983		12,983
CTOS, LLC			Trading Companies & Distributors
First Lien Term Loan, LIBOR+4.25% cash due 4/18/2025	4.40	%		10,139		10,228		10,069		(6)
						10,228		10,069
Eagleview Technology Corporation			Application Software
Second Lien Term Loan, LIBOR+7.50% cash due 8/14/2026	8.50	%		12,000		11,880		10,440		(6)(20)
						11,880		10,440
EHR Canada, LLC			Food Retail
First Lien Term Loan, LIBOR+8.00% cash due 12/4/2020	9.00	%		6,861		6,851		6,998		(6)(20)
						6,851		6,998
EOS Fitness Opco Holdings, LLC			Leisure Facilities
487.5 Class A Preferred Units, 12%						488		49		(20)
12,500 Class B Common Units						—		—		(20)
						488		49
ExamSoft Worldwide, Inc.			Application Software
180,707 Class C Units in ExamSoft Investor LLC						181		500		(20)
						181		500
Fortress Biotech, Inc.			Biotechnology
First Lien Term Loan, 11.00% cash due 8/27/2025				8,346		7,842		7,908		(11)(20)
243,348 Common Stock Warrants (exercise price $3.20) expiration date 8/27/2030						258		419		(11)(20)
						8,100		8,327
GI Chill Acquisition LLC			Managed Health Care
First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025	4.22	%		17,640		17,552		17,331		(6)(20)
Second Lien Term Loan, LIBOR+7.50% cash due 8/6/2026	7.72	%		10,000		9,927		9,350		(6)(20)
						27,479		26,681

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes

GKD Index Partners, LLC			Specialized Finance
First Lien Term Loan, LIBOR+7.00% cash due 6/29/2023	8.00	%		$	20,933	$	20,818	$	20,577	(6)(20)
First Lien Revolver, LIBOR+7.00% cash due 6/29/2023	8.00	%		924		915		904		(6)(19)(20)
						21,733		21,481
Global Medical Response			Health Care Services
First Lien Term Loan, LIBOR+4.25% cash due 3/14/2025	5.25	%		6,256		6,152		6,084		(6)
						6,152		6,084
Guidehouse LLP			Research & Consulting Services
First Lien Term Loan, LIBOR+4.50% cash due 5/1/2025	4.65	%		4,949		4,907		4,912		(6)
Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	8.15	%		20,000		19,930		19,300		(6)(20)
						24,837		24,212
Gulf Operating, LLC			Oil & Gas Storage & Transportation
First Lien Term Loan, LIBOR+5.25% cash due 8/25/2023	6.25	%		3,275		1,874		2,324		(6)
						1,874		2,324
Houghton Mifflin Harcourt Publishers Inc.			Education Services
First Lien Term Loan, LIBOR+6.25% cash due 11/22/2024	7.25	%		6,738		6,508		6,300		(6)(11)
						6,508		6,300
I Drive Safely, LLC			Education Services
125,079 Class A Common Units of IDS Investments, LLC						1,000		200		(20)
						1,000		200
IBG Borrower LLC			Apparel, Accessories & Luxury Goods
First Lien Term Loan, LIBOR+7.00% cash due 8/2/2022	7.25	%		9,056		8,569		7,856		(6)(20)
						8,569		7,856
iCIMs, Inc.			Application Software
First Lien Term Loan, LIBOR+6.50% cash due 9/12/2024	7.50	%		16,718		16,493		16,584		(6)(20)
First Lien Revolver, LIBOR+6.50% cash due 9/12/2024				—		(15)		(7)		(6)(19)(20)
						16,478		16,577
Immucor, Inc.			Health Care Supplies
First Lien Term Loan, LIBOR+5.75% cash due 7/2/2025	6.75	%		6,477		6,354		6,347		(6)(20)
First Lien Revolver, LIBOR+5.75% cash due 7/2/2025				—		(10)		(11)		(6)(19)(20)
Second Lien Term Loan, LIBOR+8.00% cash 3.50% PIK due 10/2/2025	9.00	%		15,611		15,316		15,298		(6)(20)
						21,660		21,634
Integral Development Corporation			Other Diversified Financial Services
1,078,284 Common Stock Warrants (exercise price $0.9274) expiration date 7/10/2024						113		—		(20)
						113		—
L Squared Capital Partners LLC			Multi-Sector Holdings
2.00% limited partnership interest						887		2,192		(11)(16)
						887		2,192
Lanai Holdings III, Inc.			Health Care Distributors
First Lien Term Loan, LIBOR+4.75% cash due 8/29/2022	5.75	%		12,948		12,810		12,260		(6)
						12,810		12,260
Lannett Company, Inc.			Pharmaceuticals
First Lien Term Loan, LIBOR+5.00% cash due 11/25/2020	6.00	%		460		460		456		(6)(11)
						460		456

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Lift Brands Holdings, Inc.			Leisure Facilities
2,000,000 Class A Common Units in Snap Investments, LLC						$	1,399	$	—	(20)
						1,399		—
Lightbox Intermediate, L.P.			Real Estate Services
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026	5.15	%		$	39,500	39,023		37,723		(6)(20)
						39,023		37,723
LogMeIn, Inc.			Application Software
Second Lien Term Loan, LIBOR+9.00% cash due 8/31/2028	9.16	%		9,293		8,831		9,247		(6)
						8,831		9,247
LTI Holdings, Inc.			Electronic Components
First Lien Term Loan, LIBOR+4.75% cash due 7/24/2026	4.90	%		1,794		1,513		1,685		(6)
First Lien Term Loan, LIBOR+3.50% cash due 9/6/2025	3.65	%		18,082		15,087		16,884		(6)
Second Lien Term Loan, LIBOR+6.75% cash due 9/6/2026	6.90	%		9,000		9,000		7,983		(6)
						25,600		26,552
Maravai Intermediate Holdings, LLC			Biotechnology
First Lien Term Loan, LIBOR+4.25% cash due 8/1/2025	5.25	%		11,760		11,642		11,789		(6)(20)
						11,642		11,789
Mauser Packaging Solutions Holding Company			Metal & Glass Containers
Fixed Rate Bond, 8.50% cash due 4/15/2024				11,378		11,273		11,833
						11,273		11,833
Mayfield Agency Borrower Inc.			Property & Casualty Insurance
First Lien Term Loan, LIBOR+4.50% cash due 2/28/2025	4.65	%		28,823		28,045		26,679		(6)
						28,045		26,679
McAfee, LLC			Systems Software
Second Lien Term Loan, LIBOR+8.50% cash due 9/29/2025	9.50	%		7,000		7,028		7,074		(6)
						7,028		7,074
MHE Intermediate Holdings, LLC			Diversified Support Services
First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	6.00	%		2,910		2,888		2,832		(6)(20)
						2,888		2,832
Mindbody, Inc.			Internet Services & Infrastructure
First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025	8.00	%		29,097		28,675		26,828		(6)(20)
First Lien Revolver, LIBOR+8.00% cash due 2/14/2025				—		(44)		(241)		(6)(19)(20)
						28,631		26,587
Ministry Brands, LLC			Application Software
First Lien Revolver, LIBOR+5.00% cash due 12/2/2022	6.00	%		575		566		566		(6)(19)(20)
Second Lien Term Loan, LIBOR+9.25% cash due 6/2/2023	10.25	%		9,000		8,934		8,923		(6)(20)
						9,500		9,489
MRI Software LLC			Application Software
First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%		14,369		14,242		14,022		(6)(20)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026				—		(59)		(144)		(6)(19)(20)
First Lien Revolver, LIBOR+5.50% cash due 2/10/2026				—		(13)		(31)		(6)(19)(20)
						14,170		13,847

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
NeuAG, LLC			Fertilizers & Agricultural Chemicals
First Lien Term Loan, LIBOR+5.50% cash 7.00% PIK due 9/11/2024	7.00	%		$	35,306	$	33,918	$	33,894	(6)(20)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash 7.00% PIK due 9/11/2024				—		(175)		(175)		(6)(19)(20)
						33,743		33,719
NuStar Logistics, L.P.			Oil & Gas Refining & Marketing
Unsecured Delayed Draw Term Loan, 12.00% cash due 4/19/2023				—		—		—		(19)(20)
						—		—
Olaplex, Inc.			Personal Products
First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%		35,056		34,441		35,056		(6)(20)
First Lien Revolver, LIBOR+6.50% cash due 1/8/2025	7.50	%		1,917		1,852		1,917		(6)(19)(20)
						36,293		36,973
OmniSYS Acquisition Corporation			Diversified Support Services
100,000 Common Units in OSYS Holdings, LLC						1,000		607		(20)
						1,000		607
Onvoy, LLC			Integrated Telecommunication Services
Second Lien Term Loan, LIBOR+10.50% cash due 2/10/2025	11.50	%		16,750		16,750		15,142		(6)(20)
19,666.67 Class A Units in GTCR Onvoy Holdings, LLC						1,967		268		(20)
13,664.73 Series 3 Class B Units in GTCR Onvoy Holdings, LLC						—		—		(20)
						18,717		15,410
OZLM Funding III, Ltd.			Multi-Sector Holdings
Class DR Notes, LIBOR+7.77% cash due 1/22/2029	8.03	%		2,312		1,657		2,119		(6)(11)
						1,657		2,119
PaySimple, Inc.			Data Processing & Outsourced Services
First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025	5.65	%		49,535		48,711		47,801		(6)(20)
						48,711		47,801
Pingora MSR Opportunity Fund I-A, LP			Thrifts & Mortgage Finance
1.86% limited partnership interest						938		353		(11)(16)(19)
						938		353
PLATO Learning Inc.			Education Services
Unsecured Senior PIK Note, 8.50% PIK due 12/9/2021				3,099		2,434		—		(15)(20)
Unsecured Junior PIK Note, 10.00% PIK due 12/9/2021				15,010		10,227		—		(15)(20)
Unsecured Revolver, 5.00% cash due 12/9/2021				2,938		2,631		588		(20)(21)
126,127.80 Class A Common Units of Edmentum						126		—		(20)
						15,418		588
ProFrac Services, LLC			Industrial Machinery
First Lien Term Loan, LIBOR+7.50% cash due 9/15/2023	8.75	%		15,170		15,081		11,643		(6)(20)
						15,081		11,643
Project Boost Purchaser, LLC			Application Software
Second Lien Term Loan, LIBOR+8.00% cash due 5/9/2027	8.15	%		3,750		3,750		3,375		(6)(20)
						3,750		3,375

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Pug LLC			Internet & Direct Marketing Retail
First Lien Term Loan, LIBOR+8.00% cash due 2/12/2027	8.75	%		$	15,740	$	14,802	$	15,307	(6)
						14,802		15,307
QuorumLabs, Inc.			Application Software
64,887,669 Junior-2 Preferred Stock						375		—		(20)
						375		—
Refac Optical Group			Specialty Stores
1,550.9435 Shares of Common Stock in Refac Holdings, Inc.						1		—		(20)
550.9435 Series A-2 Preferred Stock in Refac Holdings, Inc., 10%						305		—		(20)
1,000 Series A-1 Preferred Stock in Refac Holdings, Inc., 10%						999		—		(20)
						1,305		—
Salient CRGT, Inc.			Aerospace & Defense
First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%		2,955		2,938		2,748		(6)(20)
						2,938		2,748
Scilex Pharmaceuticals Inc.			Pharmaceuticals
Fixed Rate Zero Coupon Bond due 8/15/2026				15,585		12,069		12,468		(20)
						12,069		12,468
ShareThis, Inc.			Application Software
345,452 Series C Preferred Stock Warrants (exercise price $3.0395) expiration date 3/4/2024						367		—		(20)
						367		—
Sorrento Therapeutics, Inc.			Biotechnology
125,000 Common Stock Warrants (exercise price $3.94) expiration date 11/3/2029						—		1,123		(11)(20)
						—		1,123
Supermoose Borrower, LLC			Application Software
First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90	%		10,196		8,925		9,193		(6)
						8,925		9,193
Surgery Center Holdings, Inc.			Health Care Facilities
First Lien Term Loan, LIBOR+3.25% cash due 9/3/2024	4.25	%		3,850		3,133		3,640		(6)(11)
						3,133		3,640
Swordfish Merger Sub LLC			Auto Parts & Equipment
Second Lien Term Loan, LIBOR+6.75% cash due 2/2/2026	7.75	%		12,500		12,458		10,563		(6)(20)
						12,458		10,563
Tacala, LLC			Restaurants
Second Lien Term Loan, LIBOR+7.50% cash due 2/4/2028	7.65	%		7,276		7,167		6,903		(6)
						7,167		6,903
TerSera Therapeutics LLC			Pharmaceuticals
Second Lien Term Loan, LIBOR+9.50% cash due 3/30/2024	10.50	%		29,663		29,236		29,371		(6)(20)
668,879 Common Units of TerSera Holdings LLC						2,192		3,487		(20)
						31,428		32,858
TIBCO Software Inc.			Application Software
Second Lien Term Loan, LIBOR+7.25% cash due 3/3/2028	7.40	%		15,000		14,925		14,766		(6)
						14,925		14,766
TigerConnect, Inc.			Application Software
299,110 Series B Preferred Stock Warrants (exercise price $1.3373) expiration date 12/8/2024						60		525		(20)
						60		525
Transact Holdings Inc.			Application Software
First Lien Term Loan, LIBOR+4.75% cash due 4/30/2026	4.90	%		6,930		6,826		6,553		(6)(20)
						6,826		6,553

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)		Industry	Principal (7)		Cost		Fair Value		Notes
Truck Hero, Inc.			Auto Parts & Equipment
Second Lien Term Loan, LIBOR+8.25% cash due 4/21/2025	9.25	%		$	21,500	$	21,191	$	20,819	(6)(20)
						21,191		20,819
U.S. Renal Care, Inc.			Health Care Services
First Lien Term Loan, LIBOR+5.00% cash due 6/26/2026	5.15	%		1,122		934		1,096		(6)
						934		1,096
Uniti Group Inc.			Specialized REITs
21,072 Common Units				—		133		222		(11)(12)
						133		222
Verscend Holding Corp.			Health Care Technology
First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025	4.65	%		14,525		14,479		14,429		(6)
Fixed Rate Bond, 9.75% cash due 8/15/2026				7,000		7,020		7,629
						21,499		22,058
Vertex Aerospace Services Corp.			Aerospace & Defense
First Lien Term Loan, LIBOR+4.50% cash due 6/29/2025	4.65	%		10,168		10,133		10,073		(6)
						10,133		10,073
Vitalyst Holdings, Inc.			IT Consulting & Other Services
675 Series A Preferred Stock Units						675		440		(20)
7,500 Class A Common Stock Units						75		—		(20)
						750		440
William Morris Endeavor Entertainment, LLC			Movies & Entertainment
First Lien Term Loan, LIBOR+8.50% cash due 5/18/2025	9.50	%		33,298		31,594		33,298		(6)(20)
						31,594		33,298
Windstream Services II, LLC			Integrated Telecommunication Services
First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%		25,935		24,900		25,168		(6)
6,129 Shares of Common Stock in Windstream Holdings II, LLC						53		69		(20)
37,215 Warrants in Windstream Holdings II, LLC						913		444		(20)
						25,866		25,681
WP CPP Holdings, LLC			Aerospace & Defense
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%		15,000		14,893		11,700		(6)(20)
						14,893		11,700
WPEngine, Inc.			Application Software
First Lien Term Loan, LIBOR+6.50% cash due 3/27/2026	7.50	%		14,188		13,863		13,949		(6)(20)
First Lien Delayed Draw Term Loan, LIBOR+6.50% cash due 3/27/2026				—		(602)		(443)		(6)(19)(20)
						13,261		13,506
xMatters, Inc.			Application Software
600,000 Common Stock Warrants (exercise price $0.593333) expiration date 2/26/2025						709		336		(20)
						709		336
Zep Inc.			Specialty Chemicals
First Lien Term Loan, LIBOR+4.00% cash due 8/12/2024	5.00	%		1,955		1,895		1,845		(6)
Second Lien Term Loan, LIBOR+8.25% cash due 8/11/2025	9.25	%		30,000		29,908		24,180		(6)(20)
						31,803		26,025
Zephyr Bidco Limited			Specialized Finance
Second Lien Term Loan, UK LIBOR+7.50% cash due 7/23/2026	7.55	%		£	18,000	23,705		21,176		(6)(11)
						23,705		21,176
Total Non-Control/Non-Affiliate Investments (149.3% of net assets)						$	1,415,669	$	1,365,957

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)	Industry	Principal (7)	Cost		Fair Value		Notes
Total Portfolio Investments (172.0% of net assets)				$	1,669,170	$	1,573,851
Cash and Cash Equivalents
JP Morgan Prime Money Market Fund, Institutional Shares				$	35,248	$	35,248
Other cash accounts				3,848		3,848
Total Cash and Cash Equivalents (4.3% of net assets)				$	39,096	$	39,096
Total Portfolio Investments and Cash and Cash Equivalents (176.3% of net assets)				$	1,708,266	$	1,612,947


Derivative Instrument	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Counterparty	Cumulative Unrealized Appreciation /(Depreciation)
Foreign currency forward contract	$	35,577	£	27,494	11/12/2020	JPMorgan Chase Bank, N.A.	$	25
Foreign currency forward contract	$	30,260	€	25,614	11/12/2020	JPMorgan Chase Bank, N.A.	198
							$	223

Oaktree Specialty Lending Corporation

Consolidated Schedule of Investments

September 30, 2020

(dollar amounts in thousands)

(1)All debt investments are income producing unless otherwise noted. All equity investments are non-income producing unless otherwise noted.

(2)See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition by geographic region.

(3)Equity ownership may be held in shares or units of companies related to the portfolio companies.

(5)Each of the Company's investments is pledged as collateral under the ~~Credit~~Syndicated Facility (as defined in Note 6 to the accompanying notes to the Consolidated Financial Statements).

(6)The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars unless otherwise noted. As of September 30, 2020, the reference rates for the Company's variable rate loans were the 30-day LIBOR at 0.15%, the 60-day LIBOR at 0.19%, the 90-day LIBOR at 0.22%, the 180-day LIBOR at 0.27%, the 360-day LIBOR at 0.37%, the PRIME at 3.25%, the 30-day UK LIBOR at 0.05%, the 180-day UK LIBOR at 0.22%, the 30-day EURIBOR at (0.57)% and the 180-day EURIBOR at (0.36)%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(7)Principal includes accumulated PIK interest and is net of repayments, if any. “£” signifies the investment is denominated in British Pounds. "€" signifies the investment is denominated in Euros. All other investments are denominated in U.S. dollars.

(8)Control Investments generally are defined by the Investment Company Act as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.

(9)As defined in the Investment Company Act, the Company is deemed to be both an "Affiliated Person" of and to "Control" these portfolio companies 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). See Schedule 12-14 in the Company's annual report on Form 10-K for the year ended September 30, 2020 for transactions during the year ended September 30, 2020 in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to control.

(10)First Star Speir Aviation 1 Limited is a wholly-owned holding company formed by the Company in order to facilitate its investment strategy. In accordance with ASU 2013-08, the Company has deemed the holding company to be an investment company under GAAP and therefore deemed it appropriate to consolidate the financial results and financial position of the holding company and to recognize dividend income versus a combination of interest income and dividend income. Accordingly, the debt and equity investments in the wholly-owned holding company are disregarded for accounting purposes since the economic substance of these instruments are equity investments in the operating entities.

(11)Investment is not a "qualifying asset" as defined under Section 55(a) of the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company's total assets. As of September 30, 2020, qualifying assets represented 75.4% of the Company's total assets and non-qualifying assets represented 24.6% of the Company's total assets.

(12)Income producing through payment of dividends or distributions.

(13)PIK interest income for this investment accrues at an annualized rate of 15%, however, the PIK interest is not contractually capitalized on the investment. As a result, the principal amount of the investment does not increase over time for accumulated PIK interest. As of September 30, 2020, the accumulated PIK interest balance for each of the A notes and the B notes was $4.3 million. The fair value of this investment is inclusive of PIK.

(14)See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition.

(15)This investment was on PIK non-accrual status as of September 30, 2020. PIK non-accrual status is inclusive of other non-cash income, where applicable.

(16)This investment was valued using net asset value as a practical expedient for fair value. Consistent with ASC 820, these investments are excluded from the hierarchical levels.

(17)Affiliate Investments generally are defined by the Investment Company Act as investments in companies in which the Company owns between 5% and 25% of the voting securities.

(18)Non-Control/Non-Affiliate Investments are investments that are neither Control Investments nor Affiliate Investments.

(20)As of September 30, 2020, these investments were categorized as Level 3 within the fair value hierarchy established by ASC 820.

(21)This investment was on cash non-accrual status as of September 30, 2020. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.

See notes to Consolidated Financial Statements.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Note 1. Organization

Oaktree Specialty Lending Corporation (together with its consolidated subsidiaries, the "Company") is a specialty finance company that looks to provide customized, one-stop credit solutions to companies with limited access to public or syndicated capital markets. The Company was formed in late 2007 and operates as a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a Business Development Company under the Investment Company Act. The Company has qualified and elected to be treated as a regulated investment company ("RIC") under the Internal Revenue Code of 1986, as amended (the "Code"), for tax purposes.

The Company's investment objective is to generate current income and capital appreciation by providing companies with flexible and innovative financing solutions, including first and second lien loans, unsecured and mezzanine loans, bonds, preferred equity and certain equity co-investments. The Company may also seek to generate capital appreciation and income through secondary investments at discounts to par in either private or syndicated transactions.

The Company is externally managed by Oaktree Fund Advisors, LLC ("Oaktree"), a subsidiary of Oaktree Capital Group, LLC (“OCG”), pursuant to an investment advisory agreement between the Company and Oaktree ~~(the “Investment~~(as amended and restated, the "Investment Advisory ~~Agreement”~~Agreement"). Oaktree is an affiliate of Oaktree Capital Management, L.P. ("OCM"), the Company's external investment adviser from October 17, 2017 through May 3, 2020 and also a subsidiary of OCG. Oaktree Fund Administration, LLC (“("Oaktree ~~Administrator”~~Administrator"), a subsidiary of OCM, provides certain administrative and other services necessary for the Company to operate pursuant to an administration agreement between the Company and Oaktree Administrator (the ~~“Administration Agreement”~~"Administration Agreement"). See Note 11. In 2019, Brookfield Asset Management Inc. ("Brookfield") acquired a majority economic interest in OCG. OCG operates as an independent business within Brookfield, with its own product offerings and investment, marketing and support teams.

On ~~October 28, 2020,~~March 19, 2021, the Company ~~entered into an~~acquired Oaktree Strategic Income Corporation (“OCSI”), pursuant to that certain Agreement and Plan of Merger (the “Merger Agreement”) ~~with Oaktree Strategic Income Corporation, a Delaware corporation (“OCSI”)~~, dated as of October 28, 2020, by and among OCSI, the Company, Lion Merger Sub, Inc., a ~~Delaware corporation and~~ wholly-owned subsidiary of the Company (“Merger Sub”), and, solely for the limited purposes set forth therein, ~~Oaktree, the investment adviser~~Oaktree. Pursuant to ~~each of the Company and OCSI. The Merger Agreement provides that, subject to the conditions set forth in~~ the Merger Agreement, ~~at the effective time of the Merger (the “Effective Time”),~~ Merger Sub ~~will merge~~was first merged with and into OCSI, with OCSI ~~continuing~~ as the surviving ~~company and as a wholly-owned subsidiary of the Company~~corporation (the “Merger”), and, immediately ~~thereafter,~~following the Merger, OCSI ~~will merge~~was then merged with and into the Company, with the Company ~~continuing~~ as the surviving company (together with the Merger, the “Mergers”). ~~Both~~In accordance with the ~~Company’s Board~~terms of Directors and the Board of Directors of OCSI, including all of the respective independent directors, in each case, on the recommendation of a special committee comprised solely of certain independent directors of the Company or OCSI, as applicable, have approved the Merger Agreement, ~~and~~at the ~~transactions contemplated thereby. For more information about~~effective time of the Merger, each outstanding share of OCSI’s common stock was converted into the right to receive 1.3371 shares of the Company’s common stock (with OCSI’s stockholders receiving cash in lieu of fractional shares of the Company’s common stock). As a result of the Mergers, ~~see “Note~~the Company issued an aggregate of 39,400,011 shares of its common stock to former OCSI stockholders. See Note 15. ~~Pending Merger~~"Merger with ~~OCSI”~~OCSI".

Note 2. Significant Accounting Policies

Basis of Presentation:

The Consolidated Financial Statements of the Company have been prepared in accordance with GAAP and pursuant to the requirements for reporting on Form 10-Q and Regulation S-X. In the opinion of management, all adjustments of a normal recurring nature considered necessary for the fair presentation of the Consolidated Financial Statements have been made. All intercompany balances and transactions have been eliminated. The Company is an investment company following the accounting and reporting guidance in ASC Topic 946, Financial Services - Investment Companies ("ASC 946").

Use of Estimates:

The preparation of the financial statements in conformity with GAAP requires management to make certain estimates and assumptions affecting amounts reported in the financial statements and accompanying notes. These estimates are based on the information that is currently available to the Company and on various other assumptions that the Company believes to be reasonable under the circumstances. Changes in the economic and political environments, financial markets and any other parameters used in determining these estimates could cause actual results to differ and such differences could be material. Significant estimates include the valuation of investments and revenue recognition.

Consolidation:

The accompanying Consolidated Financial Statements include the accounts of Oaktree Specialty Lending Corporation and its consolidated subsidiaries. Each consolidated subsidiary is wholly-owned and, as such, consolidated into the Consolidated Financial Statements. Certain subsidiaries that hold investments are treated as pass through entities for tax purposes. The assets of certain of the consolidated subsidiaries are not directly available to satisfy the claims of the creditors of Oaktree Specialty Lending Corporation or any of its other subsidiaries.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

As an investment company, portfolio investments held by the Company are not consolidated into the Consolidated Financial Statements but rather are included on the Statements of Assets and Liabilities as investments at fair value.

Fair Value Measurements:

The Company values its investments in accordance with ASC 820, which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A liability's fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. ASC 820 prioritizes the use of observable market prices over entity-specific inputs. Where observable prices or inputs are not available or reliable, valuation techniques are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments' complexity.

Hierarchical levels, defined by ASC 820 and directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows:

•Level 1 — Unadjusted, quoted prices in active markets for identical assets or liabilities as of the measurement date.

•Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data at the measurement date for substantially the full term of the assets or liabilities.

•Level 3 — Unobservable inputs that reflect management's best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

If inputs used to measure fair value fall into different levels of the fair value hierarchy, an investment's level is based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment. This includes investment securities that are valued using "bid" and "ask" prices obtained from independent third party pricing services or directly from brokers. These investments may be classified as Level 3 because the quoted prices may be indicative in nature for securities that are in an inactive market, may be for similar securities or may require adjustments for investment-specific factors or restrictions.

Financial instruments with readily available quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment inherent in measuring fair value. As such, Oaktree obtains and analyzes readily available market quotations provided by pricing vendors and brokers for all of the Company's investments for which quotations are available. In determining the fair value of a particular investment, pricing vendors and brokers use observable market information, including both binding and non-binding indicative quotations.

The Company seeks to obtain at least two quotations for the subject or similar securities, typically from pricing vendors. If the Company is unable to obtain two quotes from pricing vendors, or if the prices obtained from pricing vendors are not within the Company's set threshold, the Company seeks to obtain a quote directly from a broker making a market for the asset. Oaktree evaluates the quotations provided by pricing vendors and brokers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. Oaktree also performs back-testing of valuation information obtained from pricing vendors and brokers against actual prices received in transactions. In addition to ongoing monitoring and back-testing, Oaktree performs due diligence procedures over pricing vendors to understand their methodology and controls to support their use in the valuation process. Generally, the Company does not adjust any of the prices received from these sources.

If the quotations obtained from pricing vendors or brokers are determined to not be reliable or are not readily available, the Company values such investments using any of three different valuation techniques. The first valuation technique is the transaction precedent technique, which utilizes recent or expected future transactions of the investment to determine fair value, to the extent applicable. The second valuation technique is an analysis of the enterprise value ("EV") of the portfolio company. EV means the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time. The EV analysis is typically performed to determine (i) the value of equity investments, (ii) whether there is credit impairment for debt investments and (iii) the value for debt investments that the Company is deemed to control under the Investment Company Act. To estimate the EV of a portfolio company, Oaktree analyzes various factors, including the portfolio company’s historical and projected financial results, macroeconomic impacts on the company and competitive dynamics in the company’s industry. Oaktree also utilizes some or all of the following information based on the individual circumstances of the portfolio company: (i) valuations of comparable public companies, (ii) recent sales of private and public comparable companies in similar industries or having similar business or earnings characteristics, (iii) purchase prices as a multiple of their earnings or cash flow, (iv) the portfolio company’s ability to meet its

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

forecasts and its business prospects, (v) a discounted cash flow analysis, (vi) estimated liquidation or collateral value of the portfolio company's assets and (vii) offers from third parties to buy the portfolio company. The Company may probability weight potential sale outcomes with respect to a portfolio company when uncertainty exists as of the valuation date. The third valuation technique is a market yield technique, which is typically performed for non-credit impaired debt investments. In the market yield technique, a current price is imputed for the investment based upon an assessment of the expected market yield for a similarly structured investment with a similar level of risk, and the Company considers the current contractual interest rate, the capital structure and other terms of the investment relative to risk of the company and the specific investment. A key determinant of risk, among other things, is the leverage through the investment relative to the EV of the portfolio company. As debt investments held by the Company are substantially illiquid with no active transaction market, the Company depends on primary market data, including newly funded transactions and industry specific market movements, as well as secondary market data with respect to high yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable.

In accordance with ASC 820-10, certain investments that qualify as investment companies in accordance with ASC 946 may be valued using net asset value as a practical expedient for fair value. Consistent with FASB guidance under ASC 820, these investments are excluded from the hierarchical levels. These investments are generally not redeemable.

The Company estimates the fair value of privately held warrants using a Black Scholes pricing model, which includes an analysis of various factors and subjective assumptions, including the current stock price (by using an EV analysis as described above), the expected period until exercise, expected volatility of the underlying stock price, expected dividends and the risk free rate. Changes in the subjective input assumptions can materially affect the fair value estimates.

The Company's Board of Directors undertakes a multi-step valuation process each quarter in connection with determining the fair value of the Company's investments:

•The quarterly valuation process begins with each portfolio company or investment being initially valued by Oaktree's valuation team in conjunction with Oaktree's portfolio management team and investment professionals responsible for each portfolio investment;

•Preliminary valuations are then reviewed and discussed with management of Oaktree;

•Separately, independent valuation firms engaged by the Board of Directors prepare valuations of the Company's investments, on a selected basis, for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment, and submit the reports to the Company and provide such reports to Oaktree and the Audit Committee of the Board of Directors;

•Oaktree compares and contrasts its preliminary valuations to the valuations of the independent valuation firms and prepares a valuation report for the Audit Committee;

•The Audit Committee reviews the preliminary valuations with Oaktree, and Oaktree responds and supplements the preliminary valuations to reflect any discussions between Oaktree and the Audit Committee;

•The Audit Committee makes a recommendation to the full Board of Directors regarding the fair value of the investments in the Company's portfolio; and

•The Board of Directors discusses valuations and determines the fair value of each investment in the Company's portfolio.

The fair value of the Company's investments as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020 was determined in good faith by the Board of Directors. The Board of Directors has and will continue to engage independent valuation firms to provide assistance regarding the determination of the fair value of a portion of the Company's portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment each quarter, and the Board of Directors may reasonably rely on that assistance. However, the Board of Directors is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to the Company's valuation policy and a consistently applied valuation process.

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. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been reported had a ready market for the investments existed, and it is reasonably possible that the difference could be material.

With the exception of the line items entitled "deferred financing costs," "deferred offering costs," "other assets," "deferred tax asset, net," "credit ~~facility~~facilities payable" and "unsecured notes payable," which are reported at amortized cost, all assets and liabilities approximate fair value on the Consolidated Statements of Assets and Liabilities. The carrying value of the line items titled "interest, dividends and fees receivable," "due from portfolio companies," "receivables from unsettled transactions," "due

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

from broker,"~~accounts~~ "accounts payable, accrued expenses and other liabilities," "base management fee and incentive fee payable," "due to affiliate," "interest payable" and "payables from unsettled transactions" approximate fair value due to their short maturities.

Foreign Currency Translation:

The accounting records of the Company are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the prevailing foreign exchange rate on the reporting date. The Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. The Company’s investments in foreign securities may involve certain risks, including foreign exchange restrictions, expropriation, taxation or other political, social or economic risks, all of which could affect the market and/or credit risk of the investment. In addition, changes in the relationship of foreign currencies to the U.S. dollar can significantly affect the value of these investments and therefore the earnings of the Company.

Derivative Instruments:

Foreign Currency Forward Contracts

The Company uses foreign currency forward contracts to reduce the Company's exposure to fluctuations in the value of foreign currencies. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another at a pre-determined price at a future date. Foreign currency forward contracts are marked-to-market at the applicable forward rate. Unrealized appreciation (depreciation) on foreign currency forward contracts are recorded within derivative assets or derivative liabilities on the Consolidated Statements of Assets and Liabilities by counterparty on a net basis, not taking into account collateral posted which is recorded separately, if applicable. Purchases and settlements of foreign currency forward contracts having the same settlement date and counterparty are generally settled net and any realized gains or losses are recognized on the settlement date. The Company does not utilize hedge accounting with respect to foreign currency forward contracts and as such, ~~values~~the Company recognizes its ~~derivative instruments~~foreign currency forward contracts at fair value with changes included in the ~~unrealized gains or losses recorded in “net~~net unrealized appreciation (depreciation)~~” in~~ on the ~~Company’s~~ Consolidated Statements of Operations.

Interest Rate Swaps

The Company uses an interest rate swap to hedge some of the Company's fixed rate debt. The Company designated the interest rate swap as the hedging instrument in an effective hedge accounting relationship, and therefore the periodic payments are recognized as components of interest expense in the Consolidated Statements of Operations. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a derivative asset or derivative liability on the Company's Consolidated Statements of Assets and Liabilities. The change in fair value of the interest rate swap is offset by the change in fair value of the fixed rate debt. Any amounts paid to the counterparty to cover collateral obligations under the terms of the interest rate swap agreement are included in due from broker on the Company's Consolidated Statements of Assets and Liabilities.

Secured Borrowings:

Securities sold and simultaneously repurchased at a premium are reported as financing transactions in accordance with FASB ASC Topic 860, Transfers and Servicing ("ASC 860"). Amounts payable to the counterparty are due on the repurchase settlement date and, excluding accrued interest, such amounts are presented in the accompanying Statements of Assets and Liabilities as secured borrowings. Premiums payable are separately reported as accrued interest.

Investment Income:

Interest Income

Interest income, adjusted for accretion of original issue discount ("OID"), is recorded on an accrual basis to the extent that such amounts are expected to be collected. The Company stops accruing interest on investments when it is determined that interest is no longer collectible. Investments that are expected to pay regularly scheduled interest in cash are generally placed on non-accrual status when there is reasonable doubt that principal or interest cash payments will be collected. Cash interest payments received on investments may be recognized as income or a return of capital depending upon management’s judgment.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

A non-accrual investment is restored to accrual status if past due principal and interest are paid in cash and the portfolio company, in management’s judgment, is likely to continue timely payment of its remaining obligations.

In connection with its investment in a portfolio company, the Company sometimes receives nominal cost equity that is valued as part of the negotiation process with the portfolio company. When the Company receives nominal cost equity, the Company allocates its cost basis in the investment between debt securities and the nominal cost equity at the time of origination. Any resulting discount from recording the loan, or otherwise purchasing a security at a discount, is accreted into interest income over the life of the loan.

For the Company's secured borrowings, the interest earned on the entire loan balance is recorded within interest income and the interest earned by the counterparty is recorded within interest expense in the Consolidated Statements of Operations.

PIK Interest Income

The Company's investments in debt securities may contain PIK interest provisions. PIK interest, which generally represents contractually deferred interest added to the loan balance that is generally due at the end of the loan term, is generally recorded on the accrual basis to the extent such amounts are expected to be collected. The Company generally ceases accruing PIK interest if there is insufficient value to support the accrual or if the Company does not expect the portfolio company to be able to pay all principal and interest due. The Company's decision to cease accruing PIK interest on a loan or debt security involves subjective judgments and determinations based on available information about a particular portfolio company, including whether the portfolio company is current with respect to its payment of principal and interest on its loans and debt securities; financial statements and financial projections for the portfolio company; the Company's assessment of the portfolio company's business development success; information obtained by the Company in connection with periodic formal update interviews with the portfolio company's management and, if appropriate, the private equity sponsor; and information about the general economic and market conditions in which the portfolio company operates. The Company's determination to cease accruing PIK interest is generally made well before the Company's full write-down of a loan or debt security. In addition, if it is subsequently determined that the Company will not be able to collect any previously accrued PIK interest, the fair value of the loans or debt securities would be reduced by the amount of such previously accrued, but uncollectible, PIK interest. The accrual of PIK interest on the Company’s debt investments increases the recorded cost bases of these investments in the Consolidated Financial Statements including for purposes of computing the capital gains incentive fee payable by the Company to Oaktree. To maintain its status as a RIC, certain income from PIK interest may be required to be distributed to the Company’s stockholders, even though the Company has not yet collected the cash and may never do so.

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

Fee Income

Oaktree or its affiliates may provide financial advisory services to portfolio companies and, in return, the Company may receive fees for capital structuring services. These fees are generally nonrecurring and are recognized by the Company upon the investment closing date. The Company may also receive additional fees in the ordinary course of business, including servicing, amendment and prepayment fees, which are classified as fee income and recognized as they are earned or the services are rendered.

The Company has also structured exit fees across certain of its portfolio investments to be received upon the future exit of those investments. These fees are typically paid to the Company upon the earliest to occur of (i) a sale of the borrower or substantially all of the assets of the borrower, (ii) the maturity date of the loan or (iii) the date when full prepayment of the loan occurs. The receipt of such fees is contingent upon the occurrence of one of the events listed above for each of the investments. These fees are included in net investment income over the life of the loan.

Dividend Income

The Company generally recognizes dividend income on the ex-dividend date for public securities and the record date for private equity investments. Distributions received from private equity investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from private equity investments as dividend income unless there are sufficient earnings at the portfolio company prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

Cash and Cash ~~Equivalents:~~Equivalents and Restricted Cash:

Cash and cash equivalents consist of demand deposits and highly liquid investments with maturities of three months or less when acquired. The Company places its cash and cash equivalents and restricted cash with financial institutions and, at times, cash held in bank accounts may exceed the Federal Deposit Insurance Corporation ("FDIC") insurance limit. Cash and

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

cash equivalents are included on the Company's Consolidated Schedule of Investments and cash equivalents are classified as Level 1 assets.

As of June 30, 2021, included in restricted cash was $2.8 million that was held at Wells Fargo Bank, N.A. in connection with the Company's Citibank Facility (as defined in Note 6. Borrowings). Pursuant to the terms of the Citibank Facility, the Company was restricted in terms of access to $2.8 million until the occurrence of the periodic distribution dates and, in connection therewith, the Company’s submission of its required periodic reporting schedules and verifications of the Company’s compliance with the terms of the credit agreement.

Due from Portfolio Companies:

Due from portfolio companies consists of amounts payable to the Company from its portfolio companies, including proceeds from the sale of portfolio companies not yet received or being held in escrow and excluding those amounts attributable to interest, dividends or fees receivable. These amounts are recognized as they become payable to the Company (e.g., principal payments on the scheduled amortization payment date).

Receivables/Payables from Unsettled Transactions:

Receivables/payables from unsettled transactions consist of amounts receivable to or payable by the Company for transactions that have not settled at the reporting date.

Deferred Financing Costs:

Deferred financing costs consist of fees and expenses paid in connection with the closing or amending of credit facilities and debt offerings. Deferred financing costs in connection with credit facilities are capitalized as an asset when incurred. Deferred financing costs in connection with all other debt arrangements are a direct deduction from the related debt liability when incurred. Deferred financing costs are amortized using the effective interest method over the term of the respective debt arrangement. This amortization expense is included in interest expense in the Company's Consolidated Statements of Operations. Upon early termination or modification of a credit facility, all or a portion of unamortized fees related to such facility may be accelerated into interest expense. For extinguishments of the Company’s unsecured notes payable, any unamortized deferred financing costs are deducted from the carrying amount of the debt in determining the gain or loss from the extinguishment.

Deferred Offering Costs:

Legal fees and other costs incurred in connection with the Company’s shelf registration statement are capitalized as deferred offering costs in the Consolidated Statements of Assets and Liabilities. To the extent any such costs relate to equity offerings, these costs are charged as a reduction of capital upon utilization. To the extent any such costs relate to debt offerings, these costs are treated as deferred financing costs and are amortized over the term of the respective debt arrangement. Any

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

deferred offering costs that remain at the expiration of the shelf registration statement or when it becomes probable that an offering will not be completed are expensed.

Income Taxes:

The Company has elected to be subject to tax as a RIC under Subchapter M of the Code and operates in a manner so as to qualify for the tax treatment applicable to RICs. In order to be subject to tax as a RIC, among other things, the Company is required to meet certain source of income and asset diversification requirements and timely distribute dividends to its stockholders of an amount generally at least equal to 90% of investment company taxable income, as defined by the Code and determined without regard to any deduction for dividends paid, for each taxable year. As a RIC, the Company is not subject to federal income tax on the portion of its taxable income and gains distributed currently to stockholders as a dividend. Depending on the level of taxable income earned during a taxable year, the Company may choose to retain taxable income in excess of current year dividend distributions and would distribute such taxable income in the next taxable year. The Company would then incur a 4% excise tax on such income, as required. To the extent that the Company determines that its estimated current year annual taxable income, determined on a calendar year basis, could exceed estimated current calendar year dividend distributions, the Company accrues excise tax, if any, on estimated excess taxable income as taxable income is earned. The Company anticipates timely distribution of its taxable income within the tax rules under Subchapter M of the Code. The Company did not incur a U.S. federal excise tax for calendar years 2019 and 2020 and does not expect to incur a U.S. federal excise tax for calendar year 2021.

The Company holds certain portfolio investments through taxable subsidiaries. The purpose of the Company's taxable subsidiaries is to permit the Company to hold equity investments in portfolio companies which are "pass through" entities for U.S. federal income tax purposes in order to comply with the RIC tax requirements. The taxable subsidiaries are consolidated

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

for financial reporting purposes, and portfolio investments held by them are included in the Company’s Consolidated Financial Statements as portfolio investments and recorded at fair value. The taxable subsidiaries are not consolidated with the Company for U.S. federal income tax purposes and may generate income tax expense, or benefit, and the related tax assets and liabilities, as a result of their ownership of certain portfolio investments. This income tax expense, if any, would be reflected in the Company's Consolidated Statements of Operations. The Company uses the liability method to account for its taxable subsidiaries' income taxes. Using this method, the Company recognizes deferred tax assets and liabilities for the estimated future tax effects attributable to temporary differences between financial reporting and tax bases of assets and liabilities. In addition, the Company recognizes deferred tax benefits associated with net operating loss carry forwards that it may use to offset future tax obligations. The Company measures deferred tax assets and liabilities using the enacted tax rates expected to apply to taxable income in the years in which it expects to recover or settle those temporary differences.

FASB ASC Topic 740, Accounting for Uncertainty in Income Taxes ("ASC 740"), provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the Company's Consolidated Financial Statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company's tax returns to determine whether the tax positions are "more-likely-than-not" of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Management's determinations regarding ASC 740 may be subject to review and adjustment at a later date based upon factors including an ongoing analysis of tax laws, regulations and interpretations thereof. The Company recognizes the tax benefits of uncertain tax positions only where the position is "more-likely-than-not" to be sustained assuming examination by tax authorities. Management has analyzed the Company's tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years 2018, 2019 and 2020. The Company identifies its major tax jurisdictions as U.S. Federal and California, and the Company is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

Note 3. Portfolio Investments

As of ~~December 31, 2020, 177.5%~~June 30, 2021, 179.6% of net assets at fair value, or ~~$1.7~~$2.3 billion, was invested in ~~115~~135 portfolio companies, including ~~$125.5~~(i) $132.9 million in subordinated notes and limited liability company ("LLC") equity interests of Senior Loan Fund JV I, LLC ("SLF JV I"), a joint venture through which the Company and Trinity Universal Insurance Company, a subsidiary of Kemper Corporation ("Kemper"), co-invest in senior secured loans of middle-market companies and other corporate debt ~~securities.~~securities and (ii) $55.4 million in subordinated notes and LLC equity interests of OCSI Glick JV LLC ("Glick JV" and, together with SLF JV I, the "JVs"), a joint venture through which the Company and GF Equity Funding 2014 LLC ("GF Equity Funding") co-invest primarily in senior secured loans of middle-market companies. As of ~~December 31, 2020, 2.5%~~June 30, 2021, 6.7% of net assets at fair value, or ~~$24.2~~$87.5 million, was invested in cash and cash ~~equivalents.~~equivalents (including $2.8 million of restricted cash). In comparison, as of September 30, 2020, 172.0% of net assets at fair value, or $1.6 billion, was invested in 113 portfolio investments, including $117.4 million in subordinated notes and LLC equity interests of SLF JV I, and 4.3% of net assets at fair value, or $39.1 million, was invested in cash and cash equivalents. As of ~~December 31, 2020, 85.7%~~June 30, 2021, 86.7% of the Company's portfolio at fair value consisted of senior secured debt investments and ~~8.7%~~7.9% consisted of subordinated debt investments, including the debt ~~investment~~investments in ~~SLF JV I.~~the JVs. As of September 30, 2020, 84.1% of the Company's portfolio at fair value consisted of senior secured debt investments and 10.3% consisted of subordinated debt investments, including the debt investment in SLF JV I.

The Company also held equity investments in certain of its portfolio companies consisting of common stock, preferred stock, warrants, limited partnership interests or LLC equity interests. These instruments generally do not produce a current return but are held for potential investment appreciation and capital gain.

During the three and nine months ended ~~December 31, 2020 and 2019,~~June 30, 2021, the Company recorded net realized gains of ~~$8.2~~$8.6 million and ~~$3.3~~$22.7 million, respectively. During the three and nine months ended ~~December 31,~~June 30, 2020, the Company recorded net realized gains (losses) of $2.8 million and ~~2019,~~$(20.4) million, respectively. During the three and nine months ended June 30, 2021, the Company recorded net unrealized appreciation of ~~$47.6~~$3.9 million and ~~$2.9~~$116.6 million, respectively.

~~The composition of~~ During the ~~Company's investments as of December 31, 2020~~three and ~~September~~nine months ended June 30, 2020, ~~at cost~~the Company recorded net unrealized appreciation (depreciation) of $100.6 million and ~~fair value was as follows:~~

December 31, 2020 September 30, 2020
Cost Fair Value Cost Fair Value
Investments in debt securities $ 1,514,258 $ 1,520,243 $ 1,422,487 $ 1,388,605
Investments in equity securities 97,831 66,567 101,111 67,806
Debt investment in SLF JV I 96,250 96,250 96,250 96,250
Equity investment in SLF JV I 49,322 29,264 49,322 21,190
Total $ 1,757,661 $ 1,712,324 $ 1,669,170 $ 1,573,851

~~The following table presents the composition of the Company's debt investments as of December 31, 2020 and September 30, 2020 at fixed rates and floating rates:~~

December 31, 2020 September 30, 2020
Fair Value % of Debt
Portfolio Fair Value % of Debt
Portfolio
Floating rate debt securities, including the debt investment in SLF JV I $ 1,436,071 88.84 % $ 1,311,509 88.33 %
Fixed rate debt securities 180,422 11.16 173,346 11.67
Total $ 1,616,493 100.00 % $ 1,484,855 100.00 %
$(60.1) million, respectively.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The composition of the Company's investments as of June 30, 2021 and September 30, 2020 at cost and fair value was as follows:


	June 30, 2021				September 30, 2020
	Cost		Fair Value		Cost		Fair Value
Investments in debt securities	$	2,013,006	$	2,059,352	$	1,422,487	$	1,388,605
Investments in equity securities	110,911		91,607		101,111		67,806
Debt investments in the JVs	146,985		151,647		96,250		96,250
Equity investments in the JVs	49,322		36,695		49,322		21,190
Total	$	2,320,224	$	2,339,301	$	1,669,170	$	1,573,851

The following table presents the composition of the Company's debt investments as of June 30, 2021 and September 30, 2020 at fixed rates and floating rates:


	June 30, 2021				September 30, 2020
	Fair Value		% of Debt Portfolio		Fair Value		% of Debt Portfolio
Floating rate debt securities, including the debt investments in the JVs	$	2,021,011	91.41	%	$	1,311,509	88.33	%
Fixed rate debt securities	189,988		8.59		173,346		11.67
Total	$	2,210,999	100.00	%	$	1,484,855	100.00	%

The following table presents the financial instruments carried at fair value as of ~~December 31, 2020~~June 30, 2021 on the Company's Consolidated Statement of Assets and Liabilities for each of the three levels of hierarchy established by ASC 820:


		Level 1		Level 2		Level 3		Measured at Net Asset Value (a)		Total			Level 1		Level 2		Level 3		Measured at Net Asset Value (a)		Total
Investments in debt securities (senior secured)	Investments in debt securities (senior secured)	$	—	$	389,161	$	1,078,416	$	—	$	1,467,577	Investments in debt securities (senior secured)	$	—	$	365,467	$	1,661,587	$	—	$	2,027,054
Investments in debt securities (subordinated, including the debt investment in SLF JV I)		—		34,744		114,172		—		148,916
Investments in debt securities (subordinated, including the debt investments in the JVs)												Investments in debt securities (subordinated, including the debt investments in the JVs)	—		22,505		161,440		—		183,945
Investments in equity securities (preferred)	Investments in equity securities (preferred)	—		—		29,731		—		29,731		Investments in equity securities (preferred)	—		—		52,460		—		52,460
Investments in equity securities (common and warrants, including LLC equity interests of SLF JV I)		—		—		35,472		30,628		66,100
Investments in equity securities (common and warrants, including LLC equity interests of the JVs)												Investments in equity securities (common and warrants, including LLC equity interests of the JVs)	485		—		38,548		36,809		75,842
Total investments at fair value	Total investments at fair value	—		423,905		1,257,791		30,628		1,712,324		Total investments at fair value	485		387,972		1,914,035		36,809		2,339,301
Cash equivalents	Cash equivalents	20,966		—		—		—		20,966		Cash equivalents	72,407		—		—		—		72,407
Derivative assets												Derivative assets	—		2,449		—		—		2,449
Total assets at fair value	Total assets at fair value	$	20,966	$	423,905	$	1,257,791	$	30,628	$	1,733,290	Total assets at fair value	$	72,892	$	390,421	$	1,914,035	$	36,809	$	2,414,157
Derivative liabilities		$	—	$	2,203	$	—	$	—	$	2,203
Derivative liability												Derivative liability	$	—	$	267	$	—	$	—	$	267
Total liabilities at fair value	Total liabilities at fair value	$	—	$	2,203	$	—	$	—	$	2,203	Total liabilities at fair value	$	—	$	267	$	—	$	—	$	267

__________

(a)In accordance with ASC 820-10, certain investments that are measured using the net asset value per share (or its equivalent) as a practical expedient for fair value have not been classified in the fair value hierarchy. These investments are generally not redeemable. 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.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following table presents the financial instruments carried at fair value as of September 30, 2020 on the Company's Consolidated Statement of Assets and Liabilities for each of the three levels of hierarchy established by ASC 820:


	Level 1		Level 2		Level 3		Measured at Net Asset Value (a)		Total
Investments in debt securities (senior secured)	$	—	$	418,806	$	904,237	$	—	$	1,323,043
Investments in debt securities (subordinated, including the debt investment in SLF JV I)	—		35,660		126,152		—		161,812
Investments in equity securities (preferred)	—		—		29,959		—		29,959
Investments in equity securities (common and warrants, including LLC equity interests of SLF JV I)	222		—		35,080		23,735		59,037
Total investments at fair value	222		454,466		1,095,428		23,735		1,573,851
Cash equivalents	35,248		—		—		—		35,248
Derivative assets	—		223		—		—		223
Total assets at fair value	$	35,470	$	454,689	$	1,095,428	$	23,735	$	1,609,322

__________

When a determination is made to classify a financial instrument within Level 3 of the valuation hierarchy, the determination is based upon the fact that the unobservable factors are significant to the overall fair value measurement. However, Level 3 financial instruments typically have both unobservable or Level 3 components and observable components (i.e. components that are actively quoted and can be validated by external sources). Accordingly, the appreciation (depreciation) in the tables below includes changes in fair value due in part to observable factors that are part of the valuation methodology. Transfers between levels are recognized at the beginning of the reporting period.

The following table provides a roll-forward in the changes in fair value from March 31, 2021 to June 30, 2021 for all investments for which the Company determined fair value using unobservable (Level 3) factors:


	Investments
	Senior Secured Debt		Subordinated Debt (including debt investments in the JVs)		Preferred Equity		Common Equity and Warrants		Total
Fair value as of March 31, 2021	$	1,590,290	$	157,954	$	51,796	$	50,339	$	1,850,379
Purchases	153,259		5,041		—		—		158,300
Sales and repayments	(91,799)		(2,977)		—		(22,422)		(117,198)
Transfers in (a)	—		—		—		6,322		6,322
Transfers out (a)	(6,322)		—		—		—		(6,322)
Capitalized PIK interest income	4,243		—		—		—		4,243
Accretion of OID	7,383		297		—		—		7,680
Net unrealized appreciation (depreciation)	4,585		781		664		(2,784)		3,246
Net realized gains (losses)	(52)		344		—		7,093		7,385
Fair value as of June 30, 2021	$	1,661,587	$	161,440	$	52,460	$	38,548	$	1,914,035
Net unrealized appreciation (depreciation) relating to Level 3 investments still held as of June 30, 2021 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended June 30, 2021	$	11,295	$	1,085	$	664	$	656	$	13,700

(a) There was one transfer from senior secured debt to common equity and warrants during the three months ended June 30, 2021 as a result of an investment restructuring, in which $6.3 million of senior secured debt was exchanged for $6.3 million of common equity.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following table provides a roll-forward in the changes in fair value from March 31, 2020 to June 30, 2020 for all investments for which the Company determined fair value using unobservable (Level 3) factors:


	Investments
	Senior Secured Debt		Subordinated Debt (including debt investment in SLF JV I)		Preferred Equity		Common Equity and Warrants		Total
Fair value as of March 31, 2020	$	720,110	$	105,167	$	31,367	$	45,150	$	901,794
Purchases	95,154		48,663		—		80		143,897
Sales and repayments	(23,010)		(93)		—		(2,889)		(25,992)
Capitalized PIK interest income	1,316		—		—		—		1,316
Accretion of OID	1,524		473		—		—		1,997
Net unrealized appreciation (depreciation)	24,035		12,820		(1,429)		(1,805)		33,621
Net realized gains (losses)	—		—		—		2,475		2,475
Fair value as of June 30, 2020	$	819,129	$	167,030	$	29,938	$	43,011	$	1,059,108
Net unrealized appreciation (depreciation) relating to Level 3 investments still held as of June 30, 2020 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended June 30, 2020	$	24,794	$	12,820	$	(1,429)	$	(127)	$	36,058

The following table provides a roll-forward in the changes in fair value from September 30, 2020 to June 30, 2021 for all investments for which the Company determined fair value using unobservable (Level 3) factors:


	Investments
	Senior Secured Debt		Subordinated Debt (including debt investment in the JVs)		Preferred Equity		Common Equity and Warrants		Total
Fair value as of September 30, 2020	$	904,237	$	126,152	$	29,959	$	35,080	$	1,095,428
Purchases (a)	923,185		51,327		19,958		2,377		996,847
Sales and repayments	(246,671)		(44,191)		(31)		(28,622)		(319,515)
Transfers in (b)(c)(d)	18,458		—		—		6,759		25,217
Transfers out (d)	(6,322)		—		—		—		(6,322)
Capitalized PIK interest income	10,991		—		—		—		10,991
Accretion of OID	11,806		1,328		—		—		13,134
Net unrealized appreciation (depreciation)	47,469		18,089		2,543		12,618		80,719
Net realized gains (losses)	(1,566)		8,735		31		10,336		17,536
Fair value as of June 30, 2021	$	1,661,587	$	161,440	$	52,460	$	38,548	$	1,914,035
Net unrealized appreciation (depreciation) relating to Level 3 investments still held as of June 30, 2021 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the nine months ended June 30, 2021	$	51,977	$	4,770	$	2,543	$	12,429	$	71,719

__________

(a) Includes the Level 3 investments acquired in connection with the Mergers during the nine months ended June 30, 2021.

(b) There were transfers into Level 3 from Level 2 for certain investments during the nine months ended June 30, 2021 as a result of a change in the number of market quotes available and/or a change in market liquidity.

(c) There was a transfer into Level 3 from Level 2 as a result of an investment restructuring in which Level 2 senior secured debt was exchanged for Level 3 senior secured debt and common equity.

(d) There was one transfer from senior secured debt to common equity and warrants during the nine months ended June 30, 2021 as a result of an investment restructuring, in which $6.3 million of senior secured debt was exchanged for $6.3 million of common equity.

3739

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following table provides a roll-forward in the changes in fair value from September 30, ~~2020~~2019 to ~~December 31,~~June 30, 2020 for all investments for which the Company determined fair value using unobservable (Level 3) factors:


		Investments											Investments
		Senior Secured Debt		Subordinated Debt (including debt investment in SLF JV I)		Preferred Equity		Common Equity and Warrants		Total			Senior Secured Debt		Subordinated Debt (including debt investment in SLF JV I)		Preferred Equity		Common Equity and Warrants		Total
Fair value as of September 30, 2020		$	904,237	$	126,152	$	29,959	$	35,080	$	1,095,428
Fair value as of September 30, 2019												Fair value as of September 30, 2019	$	653,334	$	110,309	$	40,578	$	41,006	$	845,227
Purchases	Purchases	209,177		—		—		—		209,177		Purchases	334,339		49,728		—		1,408		385,475
Sales and repayments	Sales and repayments	(68,895)		(34,905)		(31)		(5,147)		(108,978)		Sales and repayments	(177,958)		(3,956)		(1,388)		(9,463)		(192,765)
Transfers in (a)(b)	Transfers in (a)(b)	18,458		—		—		437		18,895		Transfers in (a)(b)	67,939		5,113		—		18,625		91,677
PIK interest income		2,873		—		—		—		2,873
Transfers out (a)(b)												Transfers out (a)(b)	(33,625)		—		—		—		(33,625)
Capitalized PIK interest income												Capitalized PIK interest income	4,276		—		—		—		4,276
Accretion of OID	Accretion of OID	1,379		992		—		—		2,371		Accretion of OID	5,089		1,090		—		—		6,179
Net unrealized appreciation (depreciation)	Net unrealized appreciation (depreciation)	12,751		14,648		(228)		2,467		29,638		Net unrealized appreciation (depreciation)	(5,362)		19,088		(9,747)		(15,655)		(11,676)
Net realized gains (losses)	Net realized gains (losses)	(1,564)		7,285		31		2,635		8,387		Net realized gains (losses)	(28,903)		(14,342)		495		7,090		(35,660)
Fair value as of December 31, 2020		$	1,078,416	$	114,172	$	29,731	$	35,472	$	1,257,791
Net unrealized appreciation (depreciation) relating to Level 3 investments still held as of December 31, 2020 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended December 31, 2020		$	15,672	$	(56)	$	(228)	$	2,209	$	17,597
Fair value as of June 30, 2020												Fair value as of June 30, 2020	$	819,129	$	167,030	$	29,938	$	43,011	$	1,059,108
Net unrealized appreciation (depreciation) relating to Level 3 investments still held as of June 30, 2020 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the nine months ended June 30, 2020												Net unrealized appreciation (depreciation) relating to Level 3 investments still held as of June 30, 2020 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the nine months ended June 30, 2020	$	(33,050)	$	7,698	$	(9,145)	$	(13,658)	$	(48,155)

__________

(a) There were transfers ~~into~~into/out of Level 3 ~~from~~from/to Level 2 for certain investments during the ~~three~~nine months ended ~~December 31,~~June 30, 2020 as a result of a change in the number of market quotes available and/or a change in market liquidity.

(b) There was aone transfer ~~into Level 3~~ from ~~Level 2~~senior secured debt to common equity and warrants during the nine months ended June 30, 2020 as a result of an investment restructuring, in which ~~Level 2~~$46.5 million of senior secured debt was exchanged for ~~Level 3~~new senior secured debt of $27.9 million and common ~~equity.~~equity of $18.6 million.

The following table provides a roll-forward in the changes in fair value from September 30, 2019 to December 31, 2019 for all investments for which the Company determined fair value using unobservable (Level 3) factors:

Investments
Senior Secured Debt Subordinated
Debt (including debt investment in SLF JV I) Preferred
Equity Common
Equity and Warrants Total
Fair value as of September 30, 2019 $ 653,334 $ 110,309 $ 40,578 $ 41,006 $ 845,227
New investments 96,395 959 — 1,328 98,682
Sales and repayments (73,292) (365) (1,388) (39) (75,084)
Transfers in (a) 33,252 — — — 33,252
Transfers out (a) (15,000) — — — (15,000)
PIK interest income 1,119 — — — 1,119
Accretion of OID 1,421 305 — — 1,726
Net unrealized appreciation (depreciation) 469 (2,860) (1,076) 2,311 (1,156)
Net realized gains (losses) (66) — 795 39 768
Fair value as of December 31, 2019 $ 697,632 $ 108,348 $ 38,909 $ 44,645 $ 889,534
Net unrealized appreciation (depreciation) relating to Level 3 assets & liabilities still held as of December 31, 2019 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended December 31, 2019 $ 1,313 $ (2,860) $ (174) $ 2,311 $ 590

~~__________~~

(a) There were transfers into/out of Level 3 from/to Level 2 for certain investments during the three months ended December 31, 2019 as a result of a change in the number of market quotes available and/or a change in market liquidity.

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

Significant Unobservable Inputs for Level 3 Investments

The following table provides quantitative information related to the significant unobservable inputs for Level 3 investments, which are carried at fair value, as of ~~December 31,~~June 30, 2021:

Asset

Fair Value

Valuation Technique

Unobservable Input

Range

Weighted
Average (a)

Senior Secured Debt

1,134,429

Market Yield

(b)

6.9%

30.0%

10.5%

35,330

Enterprise Value

EBITDA Multiple

(c)

3.0x

8.0x

4.1x

7,500

Enterprise Value

Asset Multiple

(c)

0.9x

1.1x

1.0x

6,096

Transactions Precedent

Transaction Price

(d)

N/A

478,232

Broker Quotations

Broker Quoted Price

(e)

N/A

Subordinated Debt

9,793

Market Yield

(b)

13.0%

14.0%

13.5%

Debt Investments in the JVs

151,647

Enterprise Value

N/A

(f)

N/A

Preferred & Common Equity

5,782

Enterprise Value

Revenue Multiple

(c)

0.9x

13.8x

3.0x

78,422

Enterprise Value

EBITDA Multiple

(c)

3.0x

18.0x

8.7x

482

Enterprise Value

Asset Multiple

(c)

0.9x

1.1x

1.0x

6,322

Transactions Precedent

Transaction Price

(d)

N/A

Total

1,914,035

__________

(a)Weighted averages are calculated based on fair value of investments.

(b)Used when market participants would take into account market yield when pricing the investment.

(c)Used when market participants would use such multiples when pricing the investment.

(d)Used when there is an observable transaction or pending event for the investment.

(e)The Company generally uses prices provided by an independent pricing service which are non-binding indicative prices on or near the valuation date as the primary basis for the fair value determinations for quoted senior secured debt investments. Since these prices are non-binding, they may not be indicative of fair value. The Company evaluates the quotations provided by pricing vendors and brokers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. Each quoted price is evaluated by the Audit Committee of the Company's Board of Directors in conjunction with additional information compiled by Oaktree.

(f)The Company determined the value of its subordinated notes of the JVs based on the total assets less the total liabilities senior to the subordinated notes held at the JVs in an amount not exceeding par under the EV technique.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following table provides quantitative information related to the significant unobservable inputs for Level 3 investments, which are carried at fair value, as of September 30, 2020:

Asset

Fair Value

Valuation Technique

Unobservable Input

Range

Weighted
Average (a)

Asset

Fair Value

Valuation Technique

Unobservable Input

Range

Weighted
Average (a)

Senior Secured Debt

563,045

Market Yield

(b)

6.9%

20.0%

11.2%

Senior Secured Debt

542,354

Market Yield

(b)

6.6%

30.0%

12.5%

35,289

Enterprise Value

EBITDA Multiple

(c)

5.8x

6.8x

6.3x

35,508

Enterprise Value

EBITDA Multiple

(c)

0.6x

6.3x

5.9x

9,971

Enterprise Value

Asset Multiple

(c)

0.9x

1.1x

1.0x

11,510

Enterprise Value

Asset Multiple

(c)

0.9x

1.1x

1.0x

79,113

Transactions Precedent

Transaction Price

(d)

N/A

314,865

Broker Quotations

Broker Quoted Price

(e)

N/A

Subordinated Debt

29,314

Market Yield

(b)

4.8%

15.0%

9.3%

390,998

Broker Quotations

Broker Quoted Price

(e)

N/A

588

Enterprise Value

EBITDA Multiple

(c)

7.6x

8.6x

8.1x

Subordinated Debt

17,922

Market Yield

(b)

3.6%

28.0%

17.8%

SLF JV I Debt Investment

96,250

Enterprise Value

N/A

(f)

N/A

SLF JV I Debt Investment

96,250

Enterprise Value

N/A

(f)

N/A

Preferred & Common Equity

19,389

Enterprise Value

Revenue Multiple

(c)

0.9x

6.4x

3.0x

Preferred & Common Equity

16,470

Enterprise Value

Revenue Multiple

(c)

0.9x

7.0x

3.1x

43,735

Enterprise Value

EBITDA Multiple

(c)

3.0x

15.0x

7.7x

45,934

Enterprise Value

EBITDA Multiple

(c)

0.6x

15.0x

7.6x

1,681

Enterprise Value

Asset Multiple

(c)

0.9x

1.1x

1.0x

1,622

Enterprise Value

Asset Multiple

(c)

0.9x

1.1x

1.0x

398

Broker Quotations

Broker Quoted Price

(e)

N/A

1,013

Transactions Precedent

Transaction Price

(d)

N/A

Total

1,257,791

Total

1,095,428

__________

(a)Weighted averages are calculated based on fair value of investments.

(b)Used when market participants would take into account market yield when pricing the investment.

(c)Used when market participants would use such multiples when pricing the investment.

(d)Used when there is an observable transaction or pending event for the investment.

(f)The Company determined the value of its subordinated notes of SLF JV I based on the total assets less the total liabilities senior to the subordinated notes held at SLF JV I in an amount not exceeding par under the EV technique.

~~The following table provides quantitative information related to the significant unobservable inputs for Level 3 investments, which are carried at fair value, as of September 30, 2020:~~

Asset Fair Value Valuation Technique Unobservable Input Range Weighted
Average (a)
Senior Secured Debt $ 542,354 Market Yield Market Yield (b) 6.6% - 30.0% 12.5%
35,508 Enterprise Value EBITDA Multiple (c) 0.6x - 6.3x 5.9x
11,510 Enterprise Value Asset Multiple (c) 0.9x - 1.1x 1.0x
314,865 Broker Quotations Broker Quoted Price (e) N/A - N/A N/A
Subordinated Debt 29,314 Market Yield Market Yield (b) 4.8% - 15.0% 9.3%
588 Enterprise Value EBITDA Multiple (c) 7.6x - 8.6x 8.1x
SLF JV I Debt Investment 96,250 Enterprise Value N/A (f) N/A - N/A N/A
Preferred & Common Equity 16,470 Enterprise Value Revenue Multiple (c) 0.9x - 7.0x 3.1x
45,934 Enterprise Value EBITDA Multiple (c) 0.6x - 15.0x 7.6x
1,622 Enterprise Value Asset Multiple (c) 0.9x - 1.1x 1.0x
1,013 Transactions Precedent Transaction Price (d) N/A - N/A N/A
Total $ 1,095,428

~~__________~~

~~(a)Weighted averages are calculated based on fair value of investments.~~

~~(b)Used when market participants would take into account market yield when pricing the investment.~~

~~(c)Used when market participants would use such multiples when pricing the investment.~~

~~(d)Used when there is an observable transaction or pending event for the investment.~~

~~(e)~~The Company generally uses prices provided by an independent pricing service which are non-binding indicative prices on or near the valuation date as the primary basis for the fair value determinations for quoted senior secured debt investments. Since these prices are non-binding, they may not be indicative of fair value. The Company evaluates the quotations provided by pricing vendors and brokers based on available market information,

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. Each quoted price is evaluated by the Audit Committee of the Company's Board of Directors in conjunction with additional information compiled by Oaktree.

~~(f)~~The Company determined the value of its subordinated notes of SLF JV I based on the total assets less the total liabilities senior to the subordinated notes held at SLF JV I in an amount not exceeding par under the EV technique.

Under the market yield technique, the significant unobservable input used in the fair value measurement of the Company's investments in debt securities is the market yield. Increases or decreases in the market yield may result in a lower or higher fair value measurement, respectively.

Under the EV technique, the significant unobservable input used in the fair value measurement of the Company's investments in debt or equity securities is the earnings before interest, taxes, depreciation and amortization ("EBITDA"), revenue or asset multiple, as applicable. Increases or decreases in the valuation multiples in isolation may result in a higher or lower fair value measurement, respectively.

Financial Instruments Disclosed, But Not Carried, At Fair Value

The following table presents the carrying value and fair value of the Company's financial liabilities disclosed, but not carried, at fair value as of ~~December 31, 2020~~June 30, 2021 and the level of each financial liability within the fair value hierarchy:

Carrying
Value Fair Value Level 1 Level 2 Level 3
Credit facility payable $ 400,025 $ 400,025 $ — $ — $ 400,025
Unsecured notes payable (net of unamortized financing costs and unaccreted discount) 294,802 311,346 — 311,346 —
Total $ 694,827 $ 711,371 $ — $ 311,346 $ 400,025


	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Syndicated Facility payable	$	350,000	$	350,000	$	—	$	—	$	350,000
Citibank Facility payable	114,057		114,057		—		—		114,057
2025 Notes payable (net of unamortized financing costs and unaccreted discount)	295,427		315,159		—		315,159		—
2027 Notes payable (net of unamortized financing costs and unaccreted discount)	344,615		356,587		—		356,587		—
Total	$	1,104,099	$	1,135,803	$	—	$	671,746	$	464,057

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following table presents the carrying value and fair value of the Company's financial liabilities disclosed, but not carried, at fair value as of September 30, 2020 and the level of each financial liability within the fair value hierarchy:

Carrying
Value Fair Value Level 1 Level 2 Level 3
Credit facility payable $ 414,825 $ 414,825 $ — $ — $ 414,825
Unsecured notes payable (net of unamortized financing costs and unaccreted discount) 294,490 301,431 — 301,431 —
Total $ 709,315 $ 716,256 $ — $ 301,431 $ 414,825


	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Syndicated Facility payable	$	414,825	$	414,825	$	—	$	—	$	414,825
2025 Notes payable (net of unamortized financing costs and unaccreted discount)	294,490		301,431		—		301,431		—
Total	$	709,315	$	716,256	$	—	$	301,431	$	414,825

The principal ~~value~~values of the credit ~~facility~~facilities payable ~~approximates~~approximate fair value due to ~~its~~their variable interest ~~rate~~rates and isare included in Level 3 of the hierarchy. ~~As of December 31, 2020 and September 30, 2020, unsecured notes payable consisted of the 3.500% unsecured notes due 2025 ("2025 Notes").~~ The Company used market quotes as of the valuation date to estimate the fair value of ~~the~~its 3.500% notes due 2025 ~~Notes,~~("2025 Notes") and 2.700% notes due 2027 ("2027 Notes"), which are included in Level 2 of the hierarchy.

Portfolio Composition

Summaries of the composition of the Company's portfolio at cost as a percentage of total investments and at fair value as a percentage of total investments and net assets are shown in the following tables:


		December 31, 2020				September 30, 2020					June 30, 2021				September 30, 2020
Cost:	Cost:			% of Total Investments				% of Total Investments		Cost:			% of Total Investments				% of Total Investments
Senior secured debt	Senior secured debt	$	1,464,479	83.31	%	$	1,345,012	80.58	%	Senior secured debt	$	1,981,565	85.40	%	$	1,345,012	80.58	%
Debt investment in SLF JV I		96,250		5.48	%	96,250		5.77	%
Debt investments in the JVs										Debt investments in the JVs	146,985		6.33	%	96,250		5.77	%
Preferred equity										Preferred equity	59,508		2.56	%	39,550		2.37	%
Common equity and warrants	Common equity and warrants	58,281		3.32	%	61,561		3.69	%	Common equity and warrants	51,403		2.22	%	61,561		3.69	%
LLC equity interests of the JVs										LLC equity interests of the JVs	49,322		2.13	%	49,322		2.95	%
Subordinated debt	Subordinated debt	49,779		2.83	%	77,475		4.64	%	Subordinated debt	31,441		1.36	%	77,475		4.64	%
LLC equity interests of SLF JV I		49,322		2.81	%	49,322		2.95	%
Preferred equity		39,550		2.25	%	39,550		2.37	%
Total	Total	$	1,757,661	100.00	%	$	1,669,170	100.00	%	Total	$	2,320,224	100.00	%	$	1,669,170	100.00	%


	June 30, 2021						September 30, 2020
Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Senior secured debt	$	2,027,054	86.66	%	155.63	%	$	1,323,043	84.06	%	144.61	%
Debt investments in the JVs	151,647		6.48	%	11.64	%	96,250		6.12	%	10.52	%
Preferred equity	52,460		2.24	%	4.03	%	29,959		1.90	%	3.27	%
Common equity and warrants	39,147		1.67	%	3.01	%	37,847		2.40	%	4.14	%
LLC equity interests of the JVs	36,695		1.57	%	2.82	%	21,190		1.35	%	2.32	%
Subordinated debt	32,298		1.38	%	2.48	%	65,562		4.17	%	7.17	%
Total	$	2,339,301	100.00	%	179.61	%	$	1,573,851	100.00	%	172.03	%

4042

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

December 31, 2020 September 30, 2020
Fair Value: % of Total Investments % of Net Assets % of Total Investments % of Net Assets
Senior secured debt $ 1,467,577 85.70 % 152.09 % $ 1,323,043 84.06 % 144.61 %
Debt investment in SLF JV I 96,250 5.62 % 9.97 % 96,250 6.12 % 10.52 %
Subordinated debt 52,666 3.08 % 5.46 % 65,562 4.17 % 7.17 %
Common equity and warrants 36,836 2.15 % 3.82 % 37,847 2.40 % 4.14 %
Preferred equity 29,731 1.74 % 3.08 % 29,959 1.90 % 3.27 %
LLC equity interests of SLF JV I 29,264 1.71 % 3.03 % 21,190 1.35 % 2.32 %
Total $ 1,712,324 100.00 % 177.45 % $ 1,573,851 100.00 % 172.03 %

The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which may not be indicative of the primary source of the portfolio company's business. The following tables show the composition of the Company's portfolio by geographic region at cost as a percentage of total investments and at fair value as a percentage of total investments and net assets:

December 31, 2020 September 30, 2020
Cost: % of Total Investments % of Total Investments
Northeast $ 546,733 31.09 % $ 495,440 29.69 %
West 354,623 20.18 % 330,468 19.80 %
Midwest 268,098 15.25 % 285,674 17.11 %
International 245,318 13.96 % 210,963 12.64 %
Southeast 171,853 9.78 % 171,330 10.26 %
South 70,073 3.99 % 72,150 4.32 %
Southwest 65,662 3.74 % 67,867 4.07 %
Northwest 35,301 2.01 % 35,278 2.11 %
Total $ 1,757,661 100.00 % $ 1,669,170 100.00 %


		December 31, 2020						September 30, 2020							June 30, 2021				September 30, 2020
Fair Value:				% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Cost:														Cost:			% of Total Investments				% of Total Investments
Northeast	Northeast	$	510,433	29.81	%	52.89	%	$	446,499	28.38	%	48.81	%	Northeast	$	637,468	27.48	%	$	495,440	29.69	%
West	West	356,515		20.82	%	36.95	%	325,708		20.69	%	35.60	%	West	411,321		17.73	%	330,468		19.80	%
Midwest	Midwest	255,389		14.91	%	26.47	%	252,482		16.04	%	27.60	%	Midwest	345,589		14.89	%	285,674		17.11	%
International	International	254,107		14.84	%	26.33	%	213,741		13.58	%	23.36	%	International	281,324		12.12	%	210,963		12.64	%
Southwest														Southwest	260,065		11.21	%	67,867		4.07	%
Southeast	Southeast	170,994		9.99	%	17.72	%	165,516		10.52	%	18.09	%	Southeast	208,553		8.99	%	171,330		10.26	%
South	South	67,211		3.93	%	6.97	%	70,551		4.48	%	7.71	%	South	92,196		3.97	%	72,150		4.32	%
Southwest		63,526		3.71	%	6.58	%	65,647		4.17	%	7.18	%
Northwest	Northwest	34,149		1.99	%	3.54	%	33,707		2.14	%	3.68	%	Northwest	83,708		3.61	%	35,278		2.11	%
Total	Total	$	1,712,324	100.00	%	177.45	%	$	1,573,851	100.00	%	172.03	%	Total	$	2,320,224	100.00	%	$	1,669,170	100.00	%


	June 30, 2021						September 30, 2020
Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Northeast	$	633,580	27.08	%	48.64	%	$	446,499	28.38	%	48.81	%
West	418,713		17.90	%	32.15	%	325,708		20.69	%	35.60	%
Midwest	343,961		14.70	%	26.41	%	252,482		16.04	%	27.60	%
International	291,187		12.45	%	22.36	%	213,741		13.58	%	23.36	%
Southwest	262,777		11.23	%	20.18	%	65,647		4.17	%	7.18	%
Southeast	214,011		9.15	%	16.43	%	165,516		10.52	%	18.09	%
South	90,908		3.89	%	6.98	%	70,551		4.48	%	7.71	%
Northwest	84,164		3.60	%	6.46	%	33,707		2.14	%	3.68	%
Total	$	2,339,301	100.00	%	179.61	%	$	1,573,851	100.00	%	172.03	%

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following tables show the composition of the Company's portfolio by industry at cost as a percentage of total investments and at fair value as a percentage of total investments and net assets as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020:


		December 31, 2020				September 30, 2020					June 30, 2021				September 30, 2020
Cost:	Cost:			% of Total Investments				% of Total Investments		Cost:			% of Total Investments				% of Total Investments
Application Software	Application Software	$	220,237	12.51	%	$	162,536	9.71	%	Application Software	$	328,780	14.18	%	$	162,536	9.71	%
Multi-Sector Holdings (1)	Multi-Sector Holdings (1)	147,238		8.38		148,116		8.87		Multi-Sector Holdings (1)	196,307		8.46		148,116		8.87
Data Processing & Outsourced Services	Data Processing & Outsourced Services	131,783		7.50		109,744		6.57		Data Processing & Outsourced Services	170,654		7.36		109,744		6.57
Pharmaceuticals	Pharmaceuticals	111,557		6.35		99,471		5.96		Pharmaceuticals	119,285		5.14		99,471		5.96
Biotechnology	Biotechnology	108,379		6.17		89,447		5.36		Biotechnology	114,296		4.93		89,447		5.36
Personal Products										Personal Products	104,300		4.50		50,091		3.00
Industrial Machinery										Industrial Machinery	79,456		3.42		15,081		0.90
Health Care Services	Health Care Services	73,758		4.20		71,139		4.26		Health Care Services	77,113		3.32		71,139		4.26
Construction & Engineering										Construction & Engineering	67,244		2.90		13,277		0.80
Specialized Finance	Specialized Finance	69,978		3.98		51,909		3.11		Specialized Finance	64,787		2.79		51,909		3.11
Personal Products		55,005		3.13		50,091		3.00
Internet & Direct Marketing Retail										Internet & Direct Marketing Retail	64,357		2.77		14,802		0.89
Aerospace & Defense										Aerospace & Defense	58,790		2.53		27,964		1.68
Integrated Telecommunication Services										Integrated Telecommunication Services	50,293		2.17		44,583		2.67
Specialty Chemicals										Specialty Chemicals	46,740		2.01		44,786		2.68
Internet Services & Infrastructure										Internet Services & Infrastructure	46,672		2.01		28,631		1.72
Fertilizers & Agricultural Chemicals										Fertilizers & Agricultural Chemicals	44,099		1.90		33,743		2.02
Electrical Components & Equipment										Electrical Components & Equipment	44,001		1.90		20,934		1.25
Diversified Support Services										Diversified Support Services	41,403		1.78		18,797		1.13
Real Estate Services										Real Estate Services	40,494		1.75		39,023		2.34
Oil & Gas Storage & Transportation										Oil & Gas Storage & Transportation	37,436		1.61		26,615		1.59
Oil & Gas Refining & Marketing										Oil & Gas Refining & Marketing	36,065		1.55		31,132		1.87
Real Estate Operating Companies										Real Estate Operating Companies	30,694		1.32		—		—
Health Care Supplies										Health Care Supplies	29,424		1.27		21,660		1.30
Advertising										Advertising	28,610		1.23		13,611		0.82
Property & Casualty Insurance										Property & Casualty Insurance	27,961		1.21		47,995		2.88
Insurance Brokers										Insurance Brokers	26,464		1.14		17,546		1.05
Movies & Entertainment	Movies & Entertainment	50,340		2.86		44,691		2.68		Movies & Entertainment	25,960		1.12		44,691		2.68
Property & Casualty Insurance		47,971		2.73		47,995		2.88
Integrated Telecommunication Services		44,499		2.53		44,583		2.67
Real Estate Services		38,946		2.22		39,023		2.34
Specialty Chemicals		38,581		2.20		44,786		2.68
Fertilizers & Agricultural Chemicals		34,467		1.96		33,743		2.02
Aerospace & Defense		34,018		1.94		27,964		1.68
Leisure Facilities										Leisure Facilities	24,000		1.03		1,887		0.11
Independent Power Producers & Energy Traders										Independent Power Producers & Energy Traders	23,704		1.02		21,462		1.29
Managed Health Care										Managed Health Care	22,689		0.98		27,479		1.65
Airport Services										Airport Services	22,268		0.96		22,376		1.34
Airlines										Airlines	21,845		0.94		10,535		0.63
Commercial Printing										Commercial Printing	20,049		0.86		7,868		0.47
Health Care Technology										Health Care Technology	16,642		0.72		21,499		1.29
Thrifts & Mortgage Finance										Thrifts & Mortgage Finance	16,143		0.70		938		0.06
Other Diversified Financial Services										Other Diversified Financial Services	14,234		0.61		113		0.01
Health Care Distributors										Health Care Distributors	12,763		0.55		12,810		0.77
Auto Parts & Equipment	Auto Parts & Equipment	33,651		1.91		33,649		2.02		Auto Parts & Equipment	12,464		0.54		33,649		2.02
Internet Services & Infrastructure		33,573		1.91		28,631		1.72
Oil & Gas Refining & Marketing		31,097		1.77		31,132		1.87
Managed Health Care		27,437		1.56		27,479		1.65
Apparel, Accessories & Luxury Goods										Apparel, Accessories & Luxury Goods	11,067		0.48		13,734		0.82
Health Care Equipment										Health Care Equipment	10,588		0.46		—		—
Electronic Components	Electronic Components	26,800		1.52		25,600		1.53		Electronic Components	10,077		0.43		25,600		1.53
Oil & Gas Storage & Transportation		25,965		1.48		26,615		1.59
IT Consulting & Other Services										IT Consulting & Other Services	10,032		0.43		14,919		0.89
Restaurants										Restaurants	9,312		0.40		10,248		0.61
Research & Consulting Services	Research & Consulting Services	24,830		1.41		24,837		1.49		Research & Consulting Services	7,354		0.32		24,837		1.49
Airport Services		22,341		1.27		22,376		1.34
Health Care Supplies		21,806		1.24		21,660		1.30
Health Care Technology		21,460		1.22		21,499		1.29
Construction & Engineering		21,384		1.22		13,277		0.80
Independent Power Producers & Energy Traders		21,224		1.21		21,462		1.29
Diversified Support Services		18,795		1.07		18,797		1.13
Industrial Machinery		18,647		1.06		15,081		0.90
Insurance Brokers		16,903		0.96		17,546		1.05
Leisure Products										Leisure Products	7,010		0.30		—		—
Systems Software	Systems Software	16,842		0.96		20,694		1.24		Systems Software	6,647		0.29		20,694		1.24
Electrical Components & Equipment		15,984		0.91		20,934		1.25
Alternative Carriers										Alternative Carriers	6,566		0.28		—		—
Automotive Retail										Automotive Retail	5,969		0.26		—		—
Integrated Oil & Gas										Integrated Oil & Gas	4,836		0.21		—		—
Food Distributors										Food Distributors	4,618		0.20		—		—
Food Retail										Food Retail	3,739		0.16		6,851		0.41
Diversified Banks										Diversified Banks	3,515		0.15		—		—
Oil & Gas Exploration & Production										Oil & Gas Exploration & Production	2,335		0.10		—		—
Construction Materials										Construction Materials	2,216		0.10		2,150		0.13
Housewares & Specialties										Housewares & Specialties	1,863		0.08		—		—
Metal & Glass Containers										Metal & Glass Containers	1,710		0.07		11,273		0.68
Specialty Stores										Specialty Stores	1,305		0.06		1,305		0.08
Education Services										Education Services	979		0.04		22,926		1.37
General Merchandise Stores										General Merchandise Stores	—		—		19,220		1.15
Hotels, Resorts & Cruise Lines	Hotels, Resorts & Cruise Lines	15,360		0.87		15,378		0.92		Hotels, Resorts & Cruise Lines	—		—		15,378		0.92
IT Consulting & Other Services		14,905		0.85		14,919		0.89
Internet & Direct Marketing Retail		14,803		0.84		14,802		0.89
Airlines		14,259		0.81		10,535		0.63
Advertising		13,611		0.77		13,611		0.82
Health Care Distributors		12,795		0.73		12,810		0.77
Apparel, Accessories & Luxury Goods		12,574		0.72		13,734		0.82
Restaurants		10,327		0.59		10,248		0.61
Commercial Printing		7,841		0.45		7,868		0.47
Education Services		7,438		0.42		22,926		1.37
Food Retail		6,857		0.39		6,851		0.41
Diversified Real Estate Activities	Diversified Real Estate Activities	6,283		0.36		15,288		0.92		Diversified Real Estate Activities	—		—		15,288		0.92
Trading Companies & Distributors	Trading Companies & Distributors	5,718		0.33		10,228		0.61		Trading Companies & Distributors	—		—		10,228		0.61
Oil & Gas Equipment & Services	Oil & Gas Equipment & Services	3,163		0.18		3,313		0.20		Oil & Gas Equipment & Services	—		—		3,313		0.20
Construction Materials		2,174		0.12		2,150		0.13
Leisure Facilities		1,887		0.11		1,887		0.11
Specialty Stores		1,305		0.07		1,305		0.08
Thrifts & Mortgage Finance		752		0.04		938		0.06
Other Diversified Financial Services		113		0.01		113		0.01
General Merchandise Stores		—		—		19,220		1.15
Metal & Glass Containers		—		—		11,273		0.68
Health Care Facilities	Health Care Facilities	—		—		3,133		0.19		Health Care Facilities	—		—		3,133		0.19
Specialized REITs	Specialized REITs	—		—		133		0.01		Specialized REITs	—		—		133		0.01
Total	Total	$	1,757,661	100.00	%	$	1,669,170	100.00	%	Total	$	2,320,224	100.00	%	$	1,669,170	100.00	%

4244

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)


		December 31, 2020						September 30, 2020							June 30, 2021						September 30, 2020
Fair Value:	Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets		Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Application Software	Application Software	$	221,153	12.88	%	22.88	%	$	160,591	10.21	%	17.57	%	Application Software	$	334,782	14.30	%	25.74	%	$	160,591	10.21	%	17.57	%
Multi-Sector Holdings (1)	Multi-Sector Holdings (1)	129,053		7.54		13.37		121,751		7.74		13.31		Multi-Sector Holdings (1)	188,342		8.05		14.46		121,751		7.74		13.31
Data Processing & Outsourced Services	Data Processing & Outsourced Services	122,188		7.14		12.66		99,589		6.33		10.89		Data Processing & Outsourced Services	165,343		7.07		12.70		99,589		6.33		10.89
Pharmaceuticals	Pharmaceuticals	118,253		6.91		12.26		103,092		6.55		11.27		Pharmaceuticals	124,186		5.31		9.54		103,092		6.55		11.27
Biotechnology	Biotechnology	111,941		6.54		11.60		96,624		6.14		10.56		Biotechnology	116,640		4.99		8.96		96,624		6.14		10.56
Personal Products														Personal Products	106,769		4.56		8.20		51,024		3.24		5.58
Industrial Machinery														Industrial Machinery	80,919		3.46		6.21		11,643		0.74		1.27
Health Care Services														Health Care Services	76,749		3.28		5.89		59,925		3.81		6.55
Internet & Direct Marketing Retail														Internet & Direct Marketing Retail	68,591		2.93		5.27		15,307		0.97		1.67
Construction & Engineering														Construction & Engineering	68,382		2.92		5.25		13,465		0.86		1.47
Specialized Finance	Specialized Finance	69,215		4.04		7.17		48,425		3.08		5.29		Specialized Finance	65,540		2.80		5.03		48,425		3.08		5.29
Health Care Services		62,275		3.64		6.45		59,925		3.81		6.55
Personal Products		55,959		3.27		5.80		51,024		3.24		5.58
Aerospace & Defense														Aerospace & Defense	61,000		2.61		4.68		24,521		1.56		2.68
Integrated Telecommunication Services														Integrated Telecommunication Services	52,079		2.23		4.00		41,091		2.61		4.49
Specialty Chemicals														Specialty Chemicals	46,922		2.01		3.60		39,008		2.48		4.26
Internet Services & Infrastructure														Internet Services & Infrastructure	46,560		1.99		3.57		26,587		1.69		2.91
Fertilizers & Agricultural Chemicals														Fertilizers & Agricultural Chemicals	44,964		1.92		3.45		33,719		2.14		3.69
Electrical Components & Equipment														Electrical Components & Equipment	44,415		1.90		3.41		20,465		1.30		2.24
Diversified Support Services														Diversified Support Services	42,558		1.82		3.27		17,689		1.12		1.93
Real Estate Services														Real Estate Services	41,330		1.77		3.17		37,723		2.40		4.12
Oil & Gas Refining & Marketing														Oil & Gas Refining & Marketing	36,894		1.58		2.83		29,826		1.90		3.26
Oil & Gas Storage & Transportation														Oil & Gas Storage & Transportation	35,753		1.53		2.75		25,749		1.64		2.81
Real Estate Operating Companies														Real Estate Operating Companies	31,684		1.35		2.43		—		—		—
Advertising														Advertising	30,368		1.30		2.33		13,440		0.85		1.47
Health Care Supplies														Health Care Supplies	30,016		1.28		2.30		21,634		1.37		2.36
Insurance Brokers														Insurance Brokers	29,080		1.24		2.23		18,083		1.15		1.98
Property & Casualty Insurance														Property & Casualty Insurance	28,584		1.22		2.19		46,737		2.97		5.11
Movies & Entertainment	Movies & Entertainment	51,318		3.00		5.32		43,592		2.77		4.76		Movies & Entertainment	27,270		1.17		2.09		43,592		2.77		4.76
Property & Casualty Insurance		48,067		2.81		4.98		46,737		2.97		5.11
Integrated Telecommunication Services		42,543		2.48		4.41		41,091		2.61		4.49
Real Estate Services		38,218		2.23		3.96		37,723		2.40		4.12
Specialty Chemicals		37,006		2.16		3.84		39,008		2.48		4.26
Fertilizers & Agricultural Chemicals		34,567		2.02		3.58		33,719		2.14		3.69
Airlines														Airlines	23,768		1.02		1.82		13,132		0.83		1.44
Independent Power Producers & Energy Traders														Independent Power Producers & Energy Traders	23,637		1.01		1.81		20,812		1.32		2.27
Managed Health Care														Managed Health Care	22,935		0.98		1.76		26,681		1.70		2.92
Leisure Facilities														Leisure Facilities	22,054		0.94		1.69		—		—		—
Airport Services														Airport Services	21,372		0.91		1.64		21,283		1.35		2.33
Commercial Printing														Commercial Printing	20,323		0.87		1.56		7,334		0.47		0.80
Health Care Technology														Health Care Technology	16,868		0.72		1.30		22,058		1.40		2.41
Thrifts & Mortgage Finance														Thrifts & Mortgage Finance	16,044		0.69		1.23		353		0.02		0.04
Other Diversified Financial Services														Other Diversified Financial Services	14,406		0.62		1.11		—		—		—
Health Care Distributors														Health Care Distributors	12,823		0.55		0.98		12,260		0.78		1.34
Auto Parts & Equipment	Auto Parts & Equipment	32,516		1.90		3.37		31,382		1.99		3.43		Auto Parts & Equipment	12,256		0.52		0.94		31,382		1.99		3.43
Aerospace & Defense		31,694		1.85		3.28		24,521		1.56		2.68
Internet Services & Infrastructure		31,322		1.83		3.25		26,587		1.69		2.91
Oil & Gas Refining & Marketing		29,673		1.73		3.08		29,826		1.90		3.26
Health Care Equipment														Health Care Equipment	10,695		0.46		0.82		—		—		—
Electronic Components	Electronic Components	29,207		1.71		3.03		26,552		1.69		2.90		Electronic Components	10,140		0.43		0.78		26,552		1.69		2.90
Managed Health Care		27,141		1.59		2.81		26,681		1.70		2.92
IT Consulting & Other Services														IT Consulting & Other Services	9,891		0.42		0.76		13,905		0.88		1.52
Restaurants														Restaurants	9,489		0.41		0.73		7,886		0.50		0.86
Research & Consulting Services	Research & Consulting Services	24,945		1.46		2.59		24,212		1.54		2.65		Research & Consulting Services	7,578		0.32		0.58		24,212		1.54		2.65
Oil & Gas Storage & Transportation		23,231		1.36		2.41		25,749		1.64		2.81
Health Care Technology		22,109		1.29		2.29		22,058		1.40		2.41
Construction & Engineering		21,954		1.28		2.28		13,465		0.86		1.47
Health Care Supplies		21,755		1.27		2.25		21,634		1.37		2.36
Airport Services		21,275		1.24		2.20		21,283		1.35		2.33
Independent Power Producers & Energy Traders		20,538		1.20		2.13		20,812		1.32		2.27
Insurance Brokers		18,766		1.10		1.94		18,083		1.15		1.98
Diversified Support Services		18,302		1.07		1.90		17,689		1.12		1.93
Airlines		17,630		1.03		1.83		13,132		0.83		1.44
Leisure Products														Leisure Products	7,010		0.30		0.54		49		—		0.01
Alternative Carriers														Alternative Carriers	6,984		0.30		0.54		—		—		—
Systems Software														Systems Software	6,789		0.29		0.52		20,481		1.30		2.24
Apparel, Accessories & Luxury Goods														Apparel, Accessories & Luxury Goods	6,096		0.26		0.47		7,856		0.50		0.86
Automotive Retail														Automotive Retail	5,967		0.26		0.46		—		—		—
Integrated Oil & Gas														Integrated Oil & Gas	4,834		0.21		0.37		—		—		—
Food Distributors														Food Distributors	4,734		0.20		0.36		—		—		—
Food Retail														Food Retail	3,746		0.16		0.29		6,998		0.44		0.76
Diversified Banks														Diversified Banks	3,554		0.15		0.27		—		—		—
Oil & Gas Exploration & Production														Oil & Gas Exploration & Production	2,489		0.11		0.19		—		—		—
Construction Materials														Construction Materials	2,391		0.10		0.18		2,073		0.13		0.23
Housewares & Specialties														Housewares & Specialties	1,872		0.08		0.14		—		—		—
Metal & Glass Containers														Metal & Glass Containers	1,825		0.08		0.14		11,833		0.75		1.29
Education Services														Education Services	1,011		0.04		0.08		7,088		0.45		0.77
General Merchandise Stores														General Merchandise Stores	—		—		—		17,877		1.14		1.95
Hotels, Resorts & Cruise Lines	Hotels, Resorts & Cruise Lines	17,057		1.00		1.77		17,081		1.09		1.87		Hotels, Resorts & Cruise Lines	—		—		—		17,081		1.09		1.87
Systems Software		17,017		0.99		1.76		20,481		1.30		2.24
Electrical Components & Equipment		16,199		0.95		1.68		20,465		1.30		2.24
Internet & Direct Marketing Retail		16,015		0.94		1.66		15,307		0.97		1.67
Industrial Machinery		15,537		0.91		1.61		11,643		0.74		1.27
IT Consulting & Other Services		14,259		0.83		1.48		13,905		0.88		1.52
Advertising		13,857		0.81		1.44		13,440		0.85		1.47
Health Care Distributors		12,511		0.73		1.30		12,260		0.78		1.34
Restaurants		10,225		0.60		1.06		7,886		0.50		0.86
Diversified Real Estate Activities	Diversified Real Estate Activities	7,610		0.44		0.79		16,846		1.07		1.84		Diversified Real Estate Activities	—		—		—		16,846		1.07		1.84
Commercial Printing		7,306		0.43		0.76		7,334		0.47		0.80
Food Retail		6,998		0.41		0.73		6,998		0.44		0.76
Apparel, Accessories & Luxury Goods		6,753		0.39		0.70		7,856		0.50		0.86
Education Services		6,653		0.39		0.69		7,088		0.45		0.77
Trading Companies & Distributors	Trading Companies & Distributors	5,698		0.33		0.59		10,069		0.64		1.10		Trading Companies & Distributors	—		—		—		10,069		0.64		1.10
Health Care Facilities														Health Care Facilities	—		—		—		3,640		0.23		0.40
Oil & Gas Equipment & Services	Oil & Gas Equipment & Services	2,471		0.14		0.26		2,588		0.16		0.28		Oil & Gas Equipment & Services	—		—		—		2,588		0.16		0.28
Construction Materials		2,182		0.13		0.23		2,073		0.13		0.23
Thrifts & Mortgage Finance		113		0.01		0.01		353		0.02		0.04
Leisure Facilities		49		—		0.01		—		—		—
General Merchandise Stores		—		—		—		17,877		1.14		1.95
Metal & Glass Containers		—		—		—		11,833		0.75		1.29
Health Care Facilities		—		—		—		3,640		0.23		0.40
Specialized REITs	Specialized REITs	—		—		—		222		0.01		0.02		Specialized REITs	—		—		—		222		0.01		0.02
Leisure Products		—		—		—		49		—		0.01
Total	Total	$	1,712,324	100.00	%	177.45	%	$	1,573,851	100.00	%	172.03	%	Total	$	2,339,301	100.00	%	179.61	%	$	1,573,851	100.00	%	172.03	%

___________________

(1)This industry includes the Company's investments in ~~SLF JV I~~the JVs and certain limited partnership interests.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, the Company had no single investment that represented greater than 10% of the total investment portfolio at fair value. Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses, may fluctuate and in any given period can be highly concentrated among several investments.

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

Senior Loan Fund JV I, LLC

In May 2014, the Company entered into an LLC agreement with Kemper to form SLF JV I. The Company co-invests in senior secured loans of middle-market companies and other corporate debt securities with Kemper through its investment in SLF JV I. SLF JV I is managed by a four person Board of Directors, two of whom are selected by the Company and two of whom are selected by Kemper. All portfolio decisions and investment decisions in respect of SLF JV I must be approved by the SLF JV I investment committee, which consists of one representative selected by the Company and one representative selected by Kemper (with approval from a representative of each required). Since the Company does not have a controlling financial interest in SLF JV I, the Company does not consolidate SLF JV I.

SLF JV I is capitalized pro rata with LLC equity interests as transactions are completed and may be capitalized with additional subordinated notes issued to the Company and Kemper by SLF JV I. The subordinated notes issued by SLF JV I are referred to as the SLF JV I Notes. The SLF JV I Notes are senior in right of payment to SLF JV I LLC equity interests and subordinated in right of payment to SLF JV I’s secured debt. As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, the Company and Kemper owned, in the aggregate, 87.5% and 12.5%, respectively, of the LLC equity interests of SLF JV I and the outstanding SLF JV I Notes.

SLF JV I has a senior revolving credit facility with Deutsche Bank AG, New York Branch (as amended, the ~~"Deutsche~~"SLF JV I Deutsche Bank I Facility"), which permitted up to ~~$225.0~~$260.0 million and $250.0 million of borrowings (subject to borrowing base and other limitations) as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, respectively. Borrowings under the SLF JV I Deutsche Bank I Facility are secured by all of the assets of SLF JV I Funding LLC, a special purpose financing subsidiary of SLF JV I. As of ~~December 31, 2020,~~June 30, 2021, the reinvestment period of the SLF JV I Deutsche Bank I Facility was scheduled to expire ~~June 28, 2021~~May 3, 2023 and the maturity date for the SLF JV I Deutsche Bank I Facility was ~~June 29, 2026.~~May 3, 2028. As of ~~December 31, 2020,~~June 30, 2021, borrowings under the SLF JV I Deutsche Bank I Facility accrued interest at a rate equal to 3-month LIBOR plus ~~1.85%~~2.00% per annum during the reinvestment period, ~~and~~ 3-month LIBOR plus ~~2.00%~~2.15% per annum ~~during~~for the ~~amortization period.~~first year after the reinvestment period, plus 2.25% for the following year and plus 2.50% thereafter, in each case with a 0.125% LIBOR floor. Under the SLF JV I Deutsche Bank I Facility, ~~$175.4~~$209.6 million and $167.9 million of borrowings were outstanding as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, respectively.

On December 9, 2020, the waiver period under the Deutsche Bank I Facility during which the facility agent was restricted from revaluing certain collateral obligations where the change in valuation was caused by or resulted from a business disruption due primarily to the COVID-19 pandemic was terminated.

As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, SLF JV I had total assets of ~~$341.2~~$386.5 million and $313.5 million, respectively. SLF JV I's portfolio primarily consisted of senior secured loans to 57 and 56 portfolio companies as of ~~each of December 31, 2020~~June 30, 2021 and September 30, ~~2020.~~2020, respectively. The portfolio companies in SLF JV I are in industries similar to those in which the Company may invest directly. As of ~~December 31, 2020,~~June 30, 2021, the Company's investment in SLF JV I consisted of LLC equity interests and SLF JV I Notes of ~~$125.5~~$132.9 million in aggregate, at fair value. As of September 30, 2020, the Company's investment in SLF JV I consisted of LLC equity interests and SLF JV I Notes of $117.4 million in aggregate, at fair value.

As of ~~each of December 31, 2020~~June 30, 2021 and September 30, 2020, the Company and Kemper had funded approximately $165.5 million to SLF JV I, of which $144.8 million was from the Company. As of ~~December 31, 2020 and September~~June 30, ~~2020,~~2021, the Company ~~and Kemper~~ had ~~the option~~aggregate commitments to fund SLF JV I of $35.0 million, of which approximately $26.2 million was to fund additional SLF JV I Notes ~~subject~~and approximately $8.8 million was to ~~additional~~fund LLC equity ~~funding to~~interests in SLF JV I. As of ~~each of December 31, 2020 and~~ September 30, 2020, the Company had commitments to fund LLC equity interests in SLF JV I of $17.5 million, of which $1.3 million was unfunded.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Below is a summary of SLF JV I's portfolio, followed by a listing of the individual loans in SLF JV I's portfolio as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020:


		December 31, 2020	September 30, 2020		June 30, 2021	September 30, 2020
Senior secured loans (1)	Senior secured loans (1)	$313,978	$307,579	Senior secured loans (1)	$359,079	$307,579
Weighted average interest rate on senior secured loans (2)	Weighted average interest rate on senior secured loans (2)	5.65%	5.44%	Weighted average interest rate on senior secured loans (2)	5.61%	5.44%
Number of borrowers in SLF JV I	Number of borrowers in SLF JV I	56	56	Number of borrowers in SLF JV I	57	56
Largest exposure to a single borrower (1)	Largest exposure to a single borrower (1)	$9,879	$10,487	Largest exposure to a single borrower (1)	$9,938	$10,487
Total of five largest loan exposures to borrowers (1)	Total of five largest loan exposures to borrowers (1)	$46,981	$49,097	Total of five largest loan exposures to borrowers (1)	$47,100	$49,097

__________

(1) At principal amount.

(2) Computed using the weighted average annual interest rate on accruing senior secured loans at fair value.

4447

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

SLF JV I Portfolio as of ~~December 31, 2020~~June 30, 2021


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Access CIG, LLC	Access CIG, LLC	First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.98	%	Diversified Support Services	$	9,182	$	9,149	$	9,107		Access CIG, LLC	First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.84	%	Diversified Support Services	$	9,135	$	9,106	$	9,092	(4)
ADB Companies, LLC	ADB Companies, LLC	First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	7.25	%	Construction & Engineering	6,667		6,500		6,533		(4)	ADB Companies, LLC	First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	7.25	%	Construction & Engineering	7,832		7,654		7,711		(4)
		First Lien Delayed Draw Term Loan, LIBOR+6.25% cash due 12/18/2025			Construction & Engineering	—		(33)		(27)		(4)(5)
Total ADB Companies, LLC								6,467		6,506
AdVenture Interactive, Corp.		927 shares of common stock			Advertising			1,390		1,416		(4)
AI Ladder (Luxembourg) Subco S.a.r.l.	AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.65	%	Electrical Components & Equipment	6,011		5,894		5,974		(4)	AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.58	%	Electrical Components & Equipment	5,957		5,855		5,963		(4)
Airbnb, Inc.		First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025	8.50	%	Hotels, Resorts & Cruise Lines	3,044		2,977		3,306		(4)
Altice France S.A.	Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	4.24	%	Integrated Telecommunication Services	4,631		4,447		4,623			Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	4.15	%	Integrated Telecommunication Services	4,607		4,440		4,606
Alvogen Pharma US, Inc.	Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25	%	Pharmaceuticals	9,879		9,643		9,500			Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25	%	Pharmaceuticals	9,879		9,682		9,749
Amplify Finco Pty Ltd.	Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	5.00	%	Movies & Entertainment	7,940		7,861		7,384		(4)	Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	5.00	%	Movies & Entertainment	7,900		7,821		7,762		(4)
Anastasia Parent, LLC	Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025			Personal Products	2,821		2,247		1,890		(6)	Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025	3.90	%	Personal Products	2,806		2,216		2,257
Apptio, Inc.	Apptio, Inc.	First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	4,615		4,554		4,529		(4)	Apptio, Inc.	First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	4,615		4,561		4,533		(4)
		First Lien Revolver, LIBOR+7.25% cash due 1/10/2025			Application Software	—		(5)		(7)		(4)(5)
Apptio, Inc.													Apptio, Inc.	First Lien Revolver, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	154		149		147		(4)(5)
Total Apptio, Inc.	Total Apptio, Inc.							4,549		4,522			Total Apptio, Inc.					4,769		4,710		4,680
Aurora Lux Finco S.À.R.L.	Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+5.75% cash due 12/24/2026	6.75	%	Airport Services	6,451		6,314		6,013		(4)	Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00	%	Airport Services	6,419		6,293		6,040		(4)
BAART Programs, Inc.													BAART Programs, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 6/11/2027	6.00	%	Health Care Equipment	6,750		6,683		6,716
BAART Programs, Inc.													BAART Programs, Inc.	First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 6/11/2027			Health Care Equipment	—		(8)		(4)		(5)
Total BAART Programs, Inc.													Total BAART Programs, Inc.					6,750		6,675		6,712
Blackhawk Network Holdings, Inc.	Blackhawk Network Holdings, Inc.	First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025	3.15	%	Data Processing & Outsourced Services	9,750		9,734		9,517			Blackhawk Network Holdings, Inc.	First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025	3.10	%	Data Processing & Outsourced Services	9,700		9,686		9,604
Boxer Parent Company Inc.	Boxer Parent Company Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025	4.40	%	Systems Software	7,513		7,430		7,497		(4)	Boxer Parent Company Inc.	First Lien Term Loan, LIBOR+3.75% cash due 10/2/2025	3.85	%	Systems Software	6,662		6,589		6,632
Brazos Delaware II, LLC	Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.15	%	Oil & Gas Equipment & Services	7,311		7,288		6,405			Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.09	%	Oil & Gas Equipment & Services	7,272		7,252		7,112
C5 Technology Holdings, LLC	C5 Technology Holdings, LLC	171 Common Units			Data Processing & Outsourced Services			—		—		(4)	C5 Technology Holdings, LLC	171 Common Units			Data Processing & Outsourced Services			—		—		(4)
		7,193,539.63 Preferred Units			Data Processing & Outsourced Services			7,194		5,683		(4)
C5 Technology Holdings, LLC													C5 Technology Holdings, LLC	7,193,539.63 Preferred Units			Data Processing & Outsourced Services			7,194		5,683		(4)
Total C5 Technology Holdings, LLC	Total C5 Technology Holdings, LLC							7,194		5,683			Total C5 Technology Holdings, LLC							7,194		5,683
Carrols Restaurant Group, Inc.		First Lien Term Loan, LIBOR+6.25% cash due 4/30/2026	7.25	%	Restaurants	3,980		3,792		3,965
CITGO Petroleum Corp.	CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+6.25% cash due 3/28/2024	7.25	%	Oil & Gas Refining & Marketing	7,165		7,094		7,140		(4)	CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+6.25% cash due 3/28/2024	7.25	%	Oil & Gas Refining & Marketing	7,129		7,058		7,187		(4)
Clear Channel Outdoor Holdings, Inc.		First Lien Term Loan, LIBOR+3.50% cash due 8/21/2026	3.71	%	Advertising	330		291		318
Connect U.S. Finco LLC	Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/11/2026	5.50	%	Alternative Carriers	7,418		7,252		7,462			Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+3.50% cash due 12/11/2026	4.50	%	Alternative Carriers	7,381		7,220		7,400
Convergeone Holdings, Inc.													Convergeone Holdings, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 1/4/2026	5.10	%	IT Consulting & Other Services	4,975		4,810		4,930		(4)
Curium Bidco S.à.r.l.	Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+3.75% cash due 7/9/2026	4.00	%	Biotechnology	5,925		5,881		5,890			Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026	4.15	%	Biotechnology	5,895		5,851		5,888
Dcert Buyer, Inc.	Dcert Buyer, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026	4.15	%	Internet Services & Infrastructure	7,940		7,920		7,945			Dcert Buyer, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026	4.10	%	Internet Services & Infrastructure	7,900		7,880		7,920
Dealer Tire, LLC		First Lien Term Loan, LIBOR+4.25% cash due 12/12/2025	4.40	%	Distributors	940		902		937
Enviva Holdings, LP													Enviva Holdings, LP	First Lien Term Loan, LIBOR+5.50% cash due 2/17/2026	6.50	%	Forest Products	5,893		5,834		5,959
eResearch Technology, Inc.	eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50	%	Application Software	7,463		7,388		7,411			eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50	%	Application Software	7,425		7,351		7,468
Gibson Brands, Inc.													Gibson Brands, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 6/25/2028	5.75	%	Leisure Products	7,500		7,425		7,500
GI Chill Acquisition LLC													GI Chill Acquisition LLC	First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025	4.15	%	Managed Health Care	3,731		3,748		3,730		(4)
GI Chill Acquisition LLC													GI Chill Acquisition LLC	Second Lien Term Loan, LIBOR+7.50% cash due 8/6/2026	7.65	%	Managed Health Care	3,750		3,670		3,731		(4)
Total GI Chill Acquisition LLC													Total GI Chill Acquisition LLC					7,481		7,418		7,461
Gigamon, Inc.	Gigamon, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	5.25	%	Systems Software	7,762		7,717		7,708			Gigamon, Inc.	First Lien Term Loan, LIBOR+3.75% cash due 12/27/2024	4.50	%	Systems Software	7,619		7,581		7,648

4548

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Global Medical Response, Inc.	Global Medical Response, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 10/2/2025	5.75	%	Health Care Services	$	2,231	$	2,188	$	2,221		Global Medical Response, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 10/2/2025	5.75	%	Health Care Services	$	2,220	$	2,181	$	2,233
Guidehouse LLP		Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	8.15	%	Research & Consulting Services	6,000		5,980		6,000		(4)
Helios Software Holdings, Inc.		First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025	4.52	%	Systems Software	3,960		3,920		3,946
Grab Holdings Inc.													Grab Holdings Inc.	First Lien Term Loan, LIBOR+4.50% cash due 1/29/2026	5.50	%	Interactive Media & Services	2,993		2,910		3,045
Indivior Finance S.À.R.L.													Indivior Finance S.À.R.L.	First Lien Term Loan, LIBOR+5.25% cash due 6/28/2026	6.00	%	Pharmaceuticals	7,500		7,350		7,350
Intelsat Jackson Holdings S.A.	Intelsat Jackson Holdings S.A.	First Lien Term Loan, PRIME+4.75% cash due 11/27/2023	8.00	%	Alternative Carriers	3,568		3,543		3,628			Intelsat Jackson Holdings S.A.	First Lien Term Loan, PRIME+4.75% cash due 11/27/2023	8.00	%	Alternative Carriers	3,568		3,547		3,633
		First Lien Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50	%	Alternative Carriers	1,943		1,762		1,988
Intelsat Jackson Holdings S.A.													Intelsat Jackson Holdings S.A.	First Lien Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50	%	Alternative Carriers	1,943		1,769		1,960
Total Intelsat Jackson Holdings S.A.	Total Intelsat Jackson Holdings S.A.							5,305		5,616			Total Intelsat Jackson Holdings S.A.					5,511		5,316		5,593
INW Manufacturing, LLC													INW Manufacturing, LLC	First Lien Term Loan, LIBOR+5.75% cash due 5/7/2027	6.50	%	Personal Products	9,938		9,645		9,739		(4)
Lightbox Intermediate, L.P.													Lightbox Intermediate, L.P.	First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026	5.15	%	Real Estate Services	7,462		7,392		7,425		(4)
LogMeIn, Inc.	LogMeIn, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.90	%	Application Software	5,000		4,880		4,994			LogMeIn, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.83	%	Application Software	7,960		7,827		7,957		(4)
LTI Holdings, Inc.													LTI Holdings, Inc.	First Lien Term Loan, LIBOR+3.50% cash due 9/6/2025	3.60	%	Electronic Components	7,462		7,341		7,373
Maravai Intermediate Holdings, LLC	Maravai Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+4.25% cash due 10/19/2027	5.25	%	Biotechnology	6,875		6,806		6,952			Maravai Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+3.75% cash due 10/19/2027	4.75	%	Biotechnology	6,838		6,769		6,874		(4)
Mindbody, Inc.	Mindbody, Inc.	First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025	8.00	%	Internet Services & Infrastructure	4,564		4,502		4,181		(4)	Mindbody, Inc.	First Lien Term Loan, LIBOR+7.00% cash 1.50% PIK due 2/14/2025	8.00	%	Internet Services & Infrastructure	4,598		4,544		4,373		(4)
		First Lien Revolver, LIBOR+8.00% cash due 2/14/2025			Internet Services & Infrastructure	—		(7)		(40)		(4)(5)
Mindbody, Inc.													Mindbody, Inc.	First Lien Revolver, LIBOR+8.00% cash due 2/14/2025			Internet Services & Infrastructure	—		(6)		(23)		(4)(5)
Total Mindbody, Inc.	Total Mindbody, Inc.							4,495		4,141			Total Mindbody, Inc.					4,598		4,538		4,350
MRI Software LLC	MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%	Application Software	3,863		3,829		3,854		(4)	MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%	Application Software	3,844		3,809		3,849		(4)
		First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(1)		—		(4)(5)
		First Lien Revolver, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(3)		(1)		(4)(5)
MRI Software LLC													MRI Software LLC	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(6)		3		(4)(5)
MRI Software LLC													MRI Software LLC	First Lien Revolver, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(3)		—		(4)(5)
Total MRI Software LLC	Total MRI Software LLC							3,825		3,853			Total MRI Software LLC					3,844		3,800		3,852
Navicure, Inc.	Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.15	%	Health Care Technology	5,955		5,925		5,955			Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.10	%	Health Care Technology	5,925		5,894		5,944
New IPT, Inc.		First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021	6.00	%	Oil & Gas Equipment & Services	941		941		735		(4)
		21.876 Class A Common Units in New IPT Holdings, LLC			Oil & Gas Equipment & Services			—		—		(4)
Total New IPT, Inc.								941		735
Northern Star Industries Inc.	Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025	5.75	%	Electrical Components & Equipment	6,807		6,787		6,671			Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025	5.50	%	Electrical Components & Equipment	6,773		6,754		6,756
Northwest Fiber, LLC		First Lien Term Loan, LIBOR+5.50% cash due 4/30/2027	5.65	%	Integrated Telecommunication Services	2,394		2,311		2,406
Novetta Solutions, LLC	Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00	%	Application Software	5,915		5,897		5,903			Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00	%	Application Software	5,884		5,871		5,891
OEConnection LLC	OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.15	%	Application Software	7,879		7,843		7,820			OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.10	%	Application Software	7,871		7,836		7,872		(4)
		First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026			Application Software	—		—		—		(5)
Total OEConnection LLC								7,843		7,820
Olaplex, Inc.	Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%	Personal Products	6,395		6,298		6,395		(4)	Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%	Personal Products	6,313		6,226		6,313		(4)
		First Lien Revolver, LIBOR+6.50% cash due 1/8/2025			Personal Products	—		(9)		—		(4)(5)
Olaplex, Inc.													Olaplex, Inc.	First Lien Revolver, LIBOR+6.50% cash due 1/8/2025			Personal Products	—		(8)		(4)		(4)(5)
Total Olaplex, Inc.	Total Olaplex, Inc.							6,289		6,395			Total Olaplex, Inc.					6,313		6,218		6,309
Park Place Technologies, LLC	Park Place Technologies, LLC	First Lien Term Loan, LIBOR+5.00% cash due 11/10/2027	6.00	%	Internet Services & Infrastructure	5,000		4,804		4,817		(4)	Park Place Technologies, LLC	First Lien Term Loan, LIBOR+5.00% cash due 11/10/2027	6.00	%	Internet Services & Infrastructure	4,988		4,806		5,011		(4)
PetVet Care Centers, LLC		First Lien Term Loan, LIBOR+4.25% cash due 2/14/2025	5.25	%	Specialized Consumer Services	2,736		2,729		2,753
PG&E Corporation		First Lien Term Loan, LIBOR+4.50% cash due 6/23/2025	5.50	%	Electric Utilities	5,970		5,889		6,051
PaySimple, Inc.													PaySimple, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025	5.61	%	Data Processing & Outsourced Services	7,462		7,427		7,425		(4)
Planview Parent, Inc.	Planview Parent, Inc.	Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028	8.00	%	Application Software	4,503		4,435		4,503		(4)	Planview Parent, Inc.	Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028	8.00	%	Application Software	4,503		4,435		4,514		(4)
Recorded Books Inc.		First Lien Term Loan, LIBOR+4.25% cash due 8/29/2025	4.75	%	Publishing	6,000		5,940		6,025
Pluralsight, LLC													Pluralsight, LLC	First Lien Term Loan, LIBOR+8.00% cash due 4/6/2027	9.00	%	Application Software	4,983		4,887		4,883		(4)
Pluralsight, LLC													Pluralsight, LLC	First Lien Revolver, LIBOR+8.00% cash due 4/6/2027			Application Software	—		(8)		(8)		(4)(5)
Total Pluralsight, LLC													Total Pluralsight, LLC					4,983		4,879		4,875
RS Ivy Holdco, Inc.	RS Ivy Holdco, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 12/23/2027	6.50	%	Oil & Gas Exploration & Production	7,000		6,895		6,965			RS Ivy Holdco, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 12/23/2027	6.50	%	Oil & Gas Exploration & Production	6,965		6,861		6,969		(4)
Sabert Corporation													Sabert Corporation	First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%	Metal & Glass Containers	2,735		2,707		2,738		(4)
Salient CRGT, Inc.													Salient CRGT, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%	Aerospace & Defense	4,916		4,881		4,885		(4)

4649

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Sabert Corporation		First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%	Metal & Glass Containers	$	2,742	$	2,714	$	2,743
Salient CRGT, Inc.		First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%	Aerospace & Defense	2,080		2,070		2,002		(4)
SHO Holding I Corporation	SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.25% cash due 4/27/2024	6.25	%	Footwear	8,445		8,430		7,347			SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.25% cash due 4/27/2024	6.25	%	Footwear	$	8,310	$	8,297	$	7,812
Signify Health, LLC		First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	5.50	%	Health Care Services	9,725		9,669		9,433
SHO Holding I Corporation													SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.23% cash due 4/27/2024	6.23	%	Footwear	138		138		129
Total SHO Holding I Corporation													Total SHO Holding I Corporation					8,448		8,435		7,941
Sirva Worldwide, Inc.	Sirva Worldwide, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.65	%	Diversified Support Services	4,750		4,679		4,352			Sirva Worldwide, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.60	%	Diversified Support Services	3,694		3,639		3,490		(4)
Sorenson Communications, LLC													Sorenson Communications, LLC	First Lien Term Loan, LIBOR+5.50% cash due 3/17/2026	6.25	%	Communications Equipment	2,929		2,900		2,958
Star US Bidco LLC	Star US Bidco LLC	First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%	Industrial Machinery	3,709		3,529		3,649			Star US Bidco LLC	First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%	Industrial Machinery	8,276		8,088		8,281		(4)
Sunshine Luxembourg VII SARL		First Lien Term Loan, LIBOR+4.00% cash due 10/1/2026	5.00	%	Personal Products	7,920		7,880		7,969
Supermoose Borrower, LLC	Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	4.00	%	Application Software	4,876		4,580		4,574		(4)	Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90	%	Application Software	7,843		7,461		7,353		(4)
Surgery Center Holdings, Inc.	Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 9/3/2024	4.25	%	Health Care Facilities	4,949		4,931		4,876			Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.75% cash due 8/31/2026	4.50	%	Health Care Facilities	4,924		4,908		4,950
Trench Plate Rental, Co.													Trench Plate Rental, Co.	First Lien Term Loan, LIBOR+4.75% cash due 12/3/2026	5.75	%	Construction Materials	3,951		3,892		3,891
Trench Plate Rental, Co.													Trench Plate Rental, Co.	First Lien Delayed Draw Term Loan, LIBOR+4.75% cash due 12/3/2026			Construction Materials	—		(11)		(11)		(5)
Trench Plate Rental, Co.													Trench Plate Rental, Co.	First Lien Revolver, LIBOR+4.75% cash due 12/3/2026	5.75	%	Construction Materials	24		15		15		(5)
Total Trench Plate Rental, Co.													Total Trench Plate Rental, Co.					3,975		3,896		3,895
Veritas US Inc.	Veritas US Inc.	First Lien Term Loan, LIBOR+5.50% cash due 9/1/2025	6.50	%	Application Software	6,484		6,362		6,475			Veritas US Inc.	First Lien Term Loan, LIBOR+5.00% cash due 9/1/2025	6.00	%	Application Software	6,450		6,343		6,501		(4)
Verscend Holding Corp.	Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025	4.65	%	Health Care Technology	4,101		4,070		4,107		(4)	Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.00% cash due 8/27/2025	4.10	%	Health Care Technology	4,090		4,061		4,107
Windstream Services II, LLC	Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%	Integrated Telecommunication Services	7,960		7,654		7,808		(4)	Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%	Integrated Telecommunication Services	7,920		7,638		7,956		(4)
WP CPP Holdings, LLC	WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%	Aerospace & Defense	6,000		5,959		5,085		(4)	WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%	Aerospace & Defense	6,000		5,962		5,870		(4)
						$	313,978	$	317,432	$	313,261
Total Portfolio Investments													Total Portfolio Investments					$	359,079	$	360,570	$	361,246

__________

(1) Represents the interest rate as of ~~December 31, 2020.~~June 30, 2021. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All the LIBOR shown above is in U.S. dollars. As of ~~December 31, 2020,~~June 30, 2021, the reference rates for SLF JV I's variable rate loans were the 30-day LIBOR at ~~0.15%~~0.10%, the 60-day LIBOR at ~~0.19%~~0.13%, the 90-day LIBOR at ~~0.25%~~0.15%, the 180-day LIBOR at ~~0.26%~~0.17%, the 360-day LIBOR at 0.25% and the PRIME at 3.25%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of ~~December 31, 2020~~June 30, 2021 utilizing a similar technique as the Company in accordance with ASC 820. However, the determination of such fair value is not included in the Company's Board of Directors' valuation process described elsewhere herein.

(4) This investment was held by both the Company and SLF JV I as of ~~December 31, 2020.~~June 30, 2021.

(5) Investment had undrawn commitments. Unamortized fees are classified as unearned income which reduces cost basis, which may result in a negative cost basis. A negative fair value may result from the unfunded commitment being valued below par.

~~(6) This investment was on cash non-accrual status as of December 31, 2020. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.~~

4750

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

SLF JV I Portfolio as of September 30, 2020


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Access CIG, LLC	Access CIG, LLC	First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.91	%	Diversified Support Services	$	9,206	$	9,170	$	9,029		Access CIG, LLC	First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.91	%	Diversified Support Services	$	9,206	$	9,170	$	9,029
AdVenture Interactive, Corp.	AdVenture Interactive, Corp.	927 shares of common stock			Advertising			1,390		1,373		(4)	AdVenture Interactive, Corp.	927 shares of common stock			Advertising			1,390		1,373		(4)
AI Ladder (Luxembourg) Subco S.a.r.l.	AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.65	%	Electrical Components & Equipment	6,038		5,914		5,781		(4)	AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.65	%	Electrical Components & Equipment	6,038		5,914		5,781		(4)
Airbnb, Inc.	Airbnb, Inc.	First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025	8.50	%	Hotels, Resorts & Cruise Lines	3,051		2,981		3,311		(4)	Airbnb, Inc.	First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025	8.50	%	Hotels, Resorts & Cruise Lines	3,051		2,981		3,311		(4)
Altice France S.A.	Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	4.15	%	Integrated Telecommunication Services	4,643		4,450		4,527			Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	4.15	%	Integrated Telecommunication Services	4,643		4,450		4,527
Alvogen Pharma US, Inc.	Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25	%	Pharmaceuticals	9,879		9,623		9,566			Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25	%	Pharmaceuticals	9,879		9,623		9,566
Amplify Finco Pty Ltd.	Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.00% cash due 11/26/2026	4.75	%	Movies & Entertainment	7,960		7,880		6,846		(4)	Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.00% cash due 11/26/2026	4.75	%	Movies & Entertainment	7,960		7,880		6,846		(4)
Anastasia Parent, LLC	Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025			Personal Products	2,828		2,282		1,248		(6)	Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025			Personal Products	2,828		2,282		1,248		(6)
Apptio, Inc.	Apptio, Inc.	First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	4,615		4,550		4,526		(4)	Apptio, Inc.	First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	4,615		4,550		4,526		(4)
		First Lien Revolver, LIBOR+7.25% cash due 1/10/2025			Application Software	—		(5)		(8)		(4)(5)
Apptio, Inc.													Apptio, Inc.	First Lien Revolver, LIBOR+7.25% cash due 1/10/2025			Application Software	—		(5)		(8)		(4)(5)
Total Apptio, Inc.	Total Apptio, Inc.							4,545		4,518			Total Apptio, Inc.					4,615		4,545		4,518
Aurora Lux Finco S.À.R.L.	Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00	%	Airport Services	6,468		6,324		6,015		(4)	Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00	%	Airport Services	6,468		6,324		6,015		(4)
Blackhawk Network Holdings, Inc.	Blackhawk Network Holdings, Inc.	First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025	3.15	%	Data Processing & Outsourced Services	9,775		9,758		9,251			Blackhawk Network Holdings, Inc.	First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025	3.15	%	Data Processing & Outsourced Services	9,775		9,758		9,251
Boxer Parent Company Inc.	Boxer Parent Company Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025	4.40	%	Systems Software	7,532		7,448		7,331		(4)	Boxer Parent Company Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025	4.40	%	Systems Software	7,532		7,448		7,331		(4)
Brazos Delaware II, LLC	Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.16	%	Oil & Gas Equipment & Services	7,331		7,306		5,600			Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.16	%	Oil & Gas Equipment & Services	7,331		7,306		5,600
C5 Technology Holdings, LLC	C5 Technology Holdings, LLC	171 Common Units			Data Processing & Outsourced Services			—		—		(4)	C5 Technology Holdings, LLC	171 Common Units			Data Processing & Outsourced Services			—		—		(4)
		7,193,539.63 Preferred Units			Data Processing & Outsourced Services			7,194		5,683		(4)
C5 Technology Holdings, LLC													C5 Technology Holdings, LLC	7,193,539.63 Preferred Units			Data Processing & Outsourced Services			7,194		5,683		(4)
Total C5 Technology Holdings, LLC	Total C5 Technology Holdings, LLC							7,194		5,683			Total C5 Technology Holdings, LLC							7,194		5,683
Carrols Restaurant Group, Inc.	Carrols Restaurant Group, Inc.	First Lien Term Loan, LIBOR+6.25% cash due 4/30/2026	7.25	%	Restaurants	3,990		3,792		3,960			Carrols Restaurant Group, Inc.	First Lien Term Loan, LIBOR+6.25% cash due 4/30/2026	7.25	%	Restaurants	3,990		3,792		3,960
CITGO Petroleum Corp.	CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	6.00	%	Oil & Gas Refining & Marketing	7,184		7,112		6,842		(4)	CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	6.00	%	Oil & Gas Refining & Marketing	7,184		7,112		6,842		(4)
Clear Channel Outdoor Holdings, Inc.	Clear Channel Outdoor Holdings, Inc.	First Lien Term Loan, LIBOR+3.50% cash due 8/21/2026	3.76	%	Advertising	331		290		302			Clear Channel Outdoor Holdings, Inc.	First Lien Term Loan, LIBOR+3.50% cash due 8/21/2026	3.76	%	Advertising	331		290		302
Connect U.S. Finco LLC	Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/11/2026	5.50	%	Alternative Carriers	7,437		7,262		7,228			Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/11/2026	5.50	%	Alternative Carriers	7,437		7,262		7,228
Curium Bidco S.à.r.l.	Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+3.75% cash due 7/9/2026	3.97	%	Biotechnology	5,940		5,895		5,895			Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+3.75% cash due 7/9/2026	3.97	%	Biotechnology	5,940		5,895		5,895
Dcert Buyer, Inc.	Dcert Buyer, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026	4.15	%	Internet Services & Infrastructure	7,960		7,940		7,879			Dcert Buyer, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026	4.15	%	Internet Services & Infrastructure	7,960		7,940		7,879
Dealer Tire, LLC	Dealer Tire, LLC	First Lien Term Loan, LIBOR+4.25% cash due 12/12/2025	4.40	%	Distributors	943		902		924			Dealer Tire, LLC	First Lien Term Loan, LIBOR+4.25% cash due 12/12/2025	4.40	%	Distributors	943		902		924
eResearch Technology, Inc.	eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50	%	Application Software	7,481		7,406		7,461			eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50	%	Application Software	7,481		7,406		7,461
Frontier Communications Corporation	Frontier Communications Corporation	First Lien Term Loan, PRIME+2.75% cash due 6/15/2024	6.00	%	Integrated Telecommunication Services	3,939		3,901		3,887			Frontier Communications Corporation	First Lien Term Loan, PRIME+2.75% cash due 6/15/2024	6.00	%	Integrated Telecommunication Services	3,939		3,901		3,887
Gigamon, Inc.	Gigamon, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	5.25	%	Systems Software	7,781		7,734		7,684			Gigamon, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	5.25	%	Systems Software	7,781		7,734		7,684
Global Medical Response, Inc.	Global Medical Response, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 10/2/2025	5.75	%	Health Care Services	2,231		2,187		2,185			Global Medical Response, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 10/2/2025	5.75	%	Health Care Services	2,231		2,187		2,185
Guidehouse LLP	Guidehouse LLP	Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	8.15	%	Research & Consulting Services	6,000		5,979		5,790		(4)	Guidehouse LLP	Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	8.15	%	Research & Consulting Services	6,000		5,979		5,790		(4)

4851

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Helios Software Holdings, Inc.	Helios Software Holdings, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025	4.52	%	Systems Software	$	3,970	$	3,930	$	3,923		Helios Software Holdings, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025	4.52	%	Systems Software	$	3,970	$	3,930	$	3,923
Intelsat Jackson Holdings S.A.	Intelsat Jackson Holdings S.A.	First Lien Term Loan, PRIME+4.75% cash due 11/27/2023	8.00	%	Alternative Carriers	3,568		3,541		3,598			Intelsat Jackson Holdings S.A.	First Lien Term Loan, PRIME+4.75% cash due 11/27/2023	8.00	%	Alternative Carriers	3,568		3,541		3,598
		First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50	%	Alternative Carriers	971		801		1,011		(5)
Intelsat Jackson Holdings S.A.													Intelsat Jackson Holdings S.A.	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50	%	Alternative Carriers	971		801		1,011		(5)
Total Intelsat Jackson Holdings S.A.	Total Intelsat Jackson Holdings S.A.							4,342		4,609			Total Intelsat Jackson Holdings S.A.					4,539		4,342		4,609
KIK Custom Products Inc.	KIK Custom Products Inc.	First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023	5.00	%	Household Products	5,322		5,308		5,302			KIK Custom Products Inc.	First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023	5.00	%	Household Products	5,322		5,308		5,302
LogMeIn, Inc.	LogMeIn, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.91	%	Application Software	5,000		4,876		4,842			LogMeIn, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.91	%	Application Software	5,000		4,876		4,842
Mindbody, Inc.	Mindbody, Inc.	First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025	8.00	%	Internet Services & Infrastructure	4,546		4,481		4,192		(4)	Mindbody, Inc.	First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025	8.00	%	Internet Services & Infrastructure	4,546		4,481		4,192		(4)
		First Lien Revolver, LIBOR+8.00% cash due 2/14/2025			Internet Services & Infrastructure	—		(7)		(38)		(4)(5)
Mindbody, Inc.													Mindbody, Inc.	First Lien Revolver, LIBOR+8.00% cash due 2/14/2025			Internet Services & Infrastructure	—		(7)		(38)		(4)(5)
Total Mindbody, Inc.	Total Mindbody, Inc.							4,474		4,154			Total Mindbody, Inc.					4,546		4,474		4,154
MRI Software LLC	MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%	Application Software	3,830		3,795		3,737		(4)	MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%	Application Software	3,830		3,795		3,737		(4)
		First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(1)		(4)		(4)(5)
		First Lien Revolver, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(3)		(8)		(4)(5)
MRI Software LLC													MRI Software LLC	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(1)		(4)		(4)(5)
MRI Software LLC													MRI Software LLC	First Lien Revolver, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(3)		(8)		(4)(5)
Total MRI Software LLC	Total MRI Software LLC							3,791		3,725			Total MRI Software LLC					3,830		3,791		3,725
Navicure, Inc.	Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.15	%	Health Care Technology	5,970		5,940		5,849			Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.15	%	Health Care Technology	5,970		5,940		5,849
New IPT, Inc.	New IPT, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021	6.00	%	Oil & Gas Equipment & Services	1,006		1,006		786		(4)	New IPT, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021	6.00	%	Oil & Gas Equipment & Services	1,006		1,006		786		(4)
		21.876 Class A Common Units in New IPT Holdings, LLC			Oil & Gas Equipment & Services			—		—		(4)
New IPT, Inc.													New IPT, Inc.	21.876 Class A Common Units in New IPT Holdings, LLC			Oil & Gas Equipment & Services			—		—		(4)
Total New IPT, Inc.	Total New IPT, Inc.							1,006		786			Total New IPT, Inc.					1,006		1,006		786
Northern Star Industries Inc.	Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025	5.75	%	Electrical Components & Equipment	6,825		6,803		6,518			Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025	5.75	%	Electrical Components & Equipment	6,825		6,803		6,518
Northwest Fiber, LLC	Northwest Fiber, LLC	First Lien Term Loan, LIBOR+5.50% cash due 4/30/2027	5.66	%	Integrated Telecommunication Services	2,400		2,314		2,403			Northwest Fiber, LLC	First Lien Term Loan, LIBOR+5.50% cash due 4/30/2027	5.66	%	Integrated Telecommunication Services	2,400		2,314		2,403
Novetta Solutions, LLC	Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00	%	Application Software	5,931		5,909		5,827			Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00	%	Application Software	5,931		5,909		5,827
OEConnection LLC	OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.15	%	Application Software	7,455		7,418		7,371			OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.15	%	Application Software	7,455		7,418		7,371
		First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026			Application Software	—		(2)		(5)		(5)
OEConnection LLC													OEConnection LLC	First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026			Application Software	—		(2)		(5)		(5)
Total OEConnection LLC	Total OEConnection LLC							7,416		7,366			Total OEConnection LLC					7,455		7,416		7,366
Olaplex, Inc.	Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%	Personal Products	4,938		4,851		4,938		(4)	Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%	Personal Products	4,938		4,851		4,938		(4)
		First Lien Revolver, LIBOR+6.50% cash due 1/8/2025	7.50	%	Personal Products	270		261		270		(4)(5)
Olaplex, Inc.													Olaplex, Inc.	First Lien Revolver, LIBOR+6.50% cash due 1/8/2025	7.50	%	Personal Products	270		261		270		(4)(5)
Total Olaplex, Inc.	Total Olaplex, Inc.							5,112		5,208			Total Olaplex, Inc.					5,208		5,112		5,208
PetVet Care Centers, LLC	PetVet Care Centers, LLC	First Lien Term Loan, LIBOR+4.25% cash due 2/14/2025	5.25	%	Specialized Consumer Services	2,743		2,736		2,747			PetVet Care Centers, LLC	First Lien Term Loan, LIBOR+4.25% cash due 2/14/2025	5.25	%	Specialized Consumer Services	2,743		2,736		2,747
PG&E Corporation	PG&E Corporation	First Lien Term Loan, LIBOR+4.50% cash due 6/23/2025	5.50	%	Electric Utilities	5,985		5,899		5,875			PG&E Corporation	First Lien Term Loan, LIBOR+4.50% cash due 6/23/2025	5.50	%	Electric Utilities	5,985		5,899		5,875
Recorded Books, Inc.	Recorded Books, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 8/31/2025	4.75	%	Publishing	6,000		5,940		5,940			Recorded Books, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 8/31/2025	4.75	%	Publishing	6,000		5,940		5,940
Sabert Corporation	Sabert Corporation	First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%	Metal & Glass Containers	2,828		2,800		2,791			Sabert Corporation	First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%	Metal & Glass Containers	2,828		2,800		2,791
Salient CRGT, Inc.	Salient CRGT, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%	Aerospace & Defense	2,111		2,099		1,963		(4)	Salient CRGT, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%	Aerospace & Defense	2,111		2,099		1,963		(4)
SHO Holding I Corporation	SHO Holding I Corporation	First Lien Term Loan, LIBOR+3.00% cash PIK 2.25% due 4/27/2024	4.00	%	Footwear	8,396		8,380		5,898			SHO Holding I Corporation	First Lien Term Loan, LIBOR+3.00% cash PIK 2.25% due 4/27/2024	4.00	%	Footwear	8,396		8,380		5,898
Signify Health, LLC	Signify Health, LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	5.50	%	Health Care Services	9,750		9,690		9,409			Signify Health, LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	5.50	%	Health Care Services	9,750		9,690		9,409
Sirva Worldwide, Inc.	Sirva Worldwide, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.65	%	Diversified Support Services	4,781		4,709		3,992			Sirva Worldwide, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.65	%	Diversified Support Services	4,781		4,709		3,992

4952

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Star US Bidco LLC	Star US Bidco LLC	First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%	Industrial Machinery	$	3,718	$	3,532	$	3,551		Star US Bidco LLC	First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%	Industrial Machinery	$	3,718	$	3,532	$	3,551
Sunshine Luxembourg VII SARL	Sunshine Luxembourg VII SARL	First Lien Term Loan, LIBOR+4.25% cash due 10/1/2026	5.25	%	Personal Products	7,940		7,900		7,911			Sunshine Luxembourg VII SARL	First Lien Term Loan, LIBOR+4.25% cash due 10/1/2026	5.25	%	Personal Products	7,940		7,900		7,911
Supermoose Borrower, LLC	Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90	%	Application Software	4,888		4,575		4,407		(4)	Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90	%	Application Software	4,888		4,575		4,407		(4)
Surgery Center Holdings, Inc.	Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 9/3/2024	4.25	%	Health Care Facilities	4,962		4,943		4,691		(4)	Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 9/3/2024	4.25	%	Health Care Facilities	4,962		4,943		4,691		(4)
Uber Technologies, Inc.	Uber Technologies, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025	5.00	%	Application Software	2,997		2,959		2,980			Uber Technologies, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025	5.00	%	Application Software	2,997		2,959		2,980
UFC Holdings, LLC	UFC Holdings, LLC	First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	4.25	%	Movies & Entertainment	2,856		2,816		2,814			UFC Holdings, LLC	First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	4.25	%	Movies & Entertainment	2,856		2,816		2,814
Veritas US Inc.	Veritas US Inc.	First Lien Term Loan, LIBOR+5.50% cash due 9/1/2025	6.50	%	Application Software	6,500		6,371		6,375			Veritas US Inc.	First Lien Term Loan, LIBOR+5.50% cash due 9/1/2025	6.50	%	Application Software	6,500		6,371		6,375
Verscend Holding Corp.	Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025	4.65	%	Health Care Technology	4,112		4,080		4,084		(4)	Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025	4.65	%	Health Care Technology	4,112		4,080		4,084		(4)
VM Consolidated, Inc.	VM Consolidated, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 2/28/2025	3.40	%	Data Processing & Outsourced Services	10,487		10,495		10,291			VM Consolidated, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 2/28/2025	3.40	%	Data Processing & Outsourced Services	10,487		10,495		10,291
Windstream Services II, LLC	Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%	Integrated Telecommunication Services	7,980		7,662		7,744		(4)	Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%	Integrated Telecommunication Services	7,980		7,662		7,744		(4)
WP CPP Holdings, LLC	WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%	Aerospace & Defense	6,000		5,956		4,680		(4)	WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%	Aerospace & Defense	6,000		5,956		4,680		(4)
						$	307,579	$	311,428	$	298,771
Total Portfolio Investments													Total Portfolio Investments					$	307,579	$	311,428	$	298,771

__________

(1) Represents the interest rate as of September 30, 2020. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All the LIBOR shown above is in U.S. dollars. As of September 30, 2020, the reference rates for SLF JV I's variable rate loans were the 30-day LIBOR at 0.15%, the 60-day LIBOR at 0.19%, the 90-day LIBOR at 0.22%, the 180-day LIBOR at 0.27% and the PRIME at 3.25%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of September 30, 2020 utilizing a similar technique as the Company in accordance with ASC 820. However, the determination of such fair value is not included in the Company's Board of Directors' valuation process described elsewhere herein.

(4) This investment was held by both the Company and SLF JV I as of September 30, 2020.

(6) This investment was on cash non-accrual status as of September 30, 2020. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.

Both the cost and fair value of the Company's debt investment in SLF JV I were $96.3 million as of each of ~~December 31, 2020~~June 30, 2021 and September 30, 2020. The Company earned interest income of ~~$1.8~~$1.9 million and ~~$2.2~~$5.4 million on its debt investment in the SLF JV I for the three and nine months ended ~~December 31,~~June 30, 2021, respectively. The Company earned interest income of $2.0 million and $6.3 million on its debt investment in the SLF JV I for the three and nine months ended June 30, 2020, ~~and 2019,~~ respectively. ~~The~~As of June 30, 2021, the Company's debt investment in SLF JV I ~~bears~~bore interest at a rate of one-month LIBOR plus 7.0% per annum with a LIBOR floor of 1.00% and ~~matures~~will mature on December 29, 2028.

The cost and fair value of the LLC equity interests in SLF JV I held by the Company were $49.3 million and ~~$29.3~~$36.7 million, respectively, as of ~~December 31, 2020~~June 30, 2021, and $49.3 million and $21.2 million, respectively, as of September 30, 2020. The Company earned $0.5 million in dividend income for the three and nine months ended June 30, 2021 with respect to its investment in the LLC equity interests of SLF JV I. The Company did not earn dividend income for the three and nine months ended ~~December 31,~~June 30, 2020 ~~and 2019,~~ with respect to its investment in the LLC equity interests of SLF JV I. The LLC equity interests of SLF JV I are generally dividend producing to the extent SLF JV I has residual cash to be distributed on a quarterly basis.

5053

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Below is certain summarized financial information for SLF JV I as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020 and for the three and nine months ended ~~December 31, 2020~~June 30, 2021 and ~~2019:~~2020:


		December 31, 2020		September 30, 2020			June 30, 2021		September 30, 2020
Selected Balance Sheet Information:	Selected Balance Sheet Information:					Selected Balance Sheet Information:
Investments at fair value (cost December 31, 2020: $317,432; cost September 30, 2020: $311,428)		$	313,261	$	298,771
Investments at fair value (cost June 30, 2021: $360,570; cost September 30, 2020: $311,428)						Investments at fair value (cost June 30, 2021: $360,570; cost September 30, 2020: $311,428)	$	361,246	$	298,771
Cash and cash equivalents	Cash and cash equivalents	20,575		5,389		Cash and cash equivalents	14,620		5,389
Restricted cash	Restricted cash	4,262		4,211		Restricted cash	4,438		4,211
Other assets	Other assets	3,147		5,093		Other assets	6,191		5,093
Total assets	Total assets	$	341,245	$	313,464	Total assets	$	386,495	$	313,464

Senior credit facility payable	Senior credit facility payable	$	175,410	$	167,910	Senior credit facility payable	$	209,620	$	167,910
Debt securities payable at fair value (proceeds December 31, 2020: $110,000; proceeds September 30, 2020: $110,000)		110,000		110,000
Debt securities payable at fair value (proceeds June 30, 2021: $110,000; proceeds September 30, 2020: $110,000)						Debt securities payable at fair value (proceeds June 30, 2021: $110,000; proceeds September 30, 2020: $110,000)	110,000		110,000
Other liabilities	Other liabilities	22,390		11,336		Other liabilities	24,941		11,336
Total liabilities	Total liabilities	$	307,800	$	289,246	Total liabilities	$	344,561	$	289,246
Members' equity	Members' equity	33,445		24,218		Members' equity	41,934		24,218
Total liabilities and members' equity	Total liabilities and members' equity	$	341,245	$	313,464	Total liabilities and members' equity	$	386,495	$	313,464


		Three months ended December 31, 2020		Three months ended December 31, 2019			Three months ended June 30, 2021		Three months ended June 30, 2020		Nine months ended June 30, 2021		Nine months ended June 30, 2020
Selected Statements of Operations Information:	Selected Statements of Operations Information:					Selected Statements of Operations Information:
Interest income	Interest income	$	4,475	$	5,393	Interest income	$	5,247	$	4,419	$	14,535	$	15,358
Other income	Other income	54		6		Other income	19		—		546		297
Total investment income	Total investment income	4,529		5,399		Total investment income	5,266		4,419		15,081		15,655
Interest expense		3,581		4,641
Senior credit facility interest expense						Senior credit facility interest expense	1,430		1,847		4,222		6,019
Subordinated notes interest expense						Subordinated notes interest expense	2,224		2,229		6,195		7,191
Other expenses	Other expenses	62		67		Other expenses	56		47		193		178
Total expenses (1)	Total expenses (1)	3,643		4,708		Total expenses (1)	3,710		4,123		10,610		13,388
Net unrealized appreciation (depreciation)	Net unrealized appreciation (depreciation)	8,486		2,941		Net unrealized appreciation (depreciation)	1,407		16,829		13,334		(17,721)
Net realized gains (losses)	Net realized gains (losses)	(144)		(1,152)		Net realized gains (losses)	426		(1,285)		427		(3,052)
Net income (loss)	Net income (loss)	$	9,228	$	2,480	Net income (loss)	$	3,389	$	15,840	$	18,232	$	(18,506)

__________

(1) There are no management fees or incentive fees charged at SLF JV I.

For the three months ended December 31, 2020, SLF JV I's interest expense included $1.6 million related to the Deutsche Bank I Facility and $2.0 million related to the SLF JV I Notes, of which $1.8 million was payable to the Company and $0.2 million was payable to Kemper.

SLF JV I has elected to fair value the debt securities issued to the Company and Kemper under FASB ASC Topic 825, Financial Instruments - Fair Value Option. The debt securities are valued based on the total assets less the total liabilities senior to the ~~subordinated notes of~~ SLF JV I Notes in an amount not exceeding par under the EV technique.

During the three and nine months ended ~~December 31,~~June 30, 2021, the Company sold $10.5 million and $45.5 million, respectively, of senior secured debt investments to SLF JV I, for $10.3 million and $44.8 million cash consideration, respectively, which represented the fair value at the time of sale. During the three and nine months ended June 30, 2020, ~~and 2019,~~ the Company did not sell any debt investments to SLF JV I.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Glick JV

On March 19, 2021, as a result of the consummation of the Mergers, the Company became party to the LLC agreement of Glick JV. The Glick JV invests primarily in senior secured loans of middle-market companies. The Company co-invests in these securities with GF Equity Funding through the Glick JV. The Glick JV is managed by a four person Board of Directors, two of whom are selected by the Company and two of whom are selected by GF Equity Funding. The Glick JV is capitalized as transactions are completed, and portfolio decisions and investment decisions in respect of the Glick JV must be approved by the Glick JV investment committee, which consists of one representative selected by the Company and one representative selected by GF Equity Funding (with approval from a representative of each required). Since the Company does not have a controlling financial interest in the Glick JV, the Company does not consolidate the Glick JV. The members provide capital to the Glick JV in exchange for LLC equity interests, and the Company and GF Debt Funding 2014 LLC ("GF Debt Funding"), an entity advised by affiliates of GF Equity Funding, provide capital to the Glick JV in exchange for subordinated notes issued by the Glick JV (the "Glick JV Notes"). As of June 30, 2021, the Company and GF Equity Funding owned 87.5% and 12.5%, respectively, of the outstanding LLC equity interests, and the Company and GF Debt Funding owned 87.5% and 12.5%, respectively, of the Glick JV Notes. The Glick JV is not an "eligible portfolio company" as defined in section 2(a)(46) of the Investment Company Act.

The Glick JV's portfolio consisted of middle-market and other corporate debt securities of 38 portfolio companies as of June 30, 2021. The portfolio companies in the Glick JV are in industries similar to those in which the Company may invest directly.

The Glick JV has a senior revolving credit facility with Deutsche Bank AG, New York Branch (the "Glick JV Deutsche Bank Facility"), which, as of June 30, 2021, had a reinvestment period end date and maturity date of May 3, 2023 and May 3, 2028, respectively, and permitted borrowings of up to $90.0 million (subject to borrowing base and other limitations). Borrowings under the Glick JV Deutsche Bank Facility are secured by all of the assets of the Glick JV and all of the equity interests in the Glick JV and, as of June 30, 2021, bore interest at a rate equal to 3-month LIBOR plus 2.25% per annum during the reinvestment period, 3-month LIBOR plus 2.40% for the first year after the end of the reinvestment period, 3-month LIBOR plus 2.50% for the following year and 2.75% thereafter, in each case with a 0.125% LIBOR floor. Under the Glick JV Deutsche Bank Facility, $71.9 million of borrowings were outstanding as of June 30, 2021.

As of June 30, 2021, the Glick JV had total assets of $148.1 million. The Company's investment in the Glick JV consisted of LLC equity interests and Glick JV Notes of $55.4 million in the aggregate at fair value as of June 30, 2021. The Glick JV Notes are junior in right of payment to the repayment of temporary contributions made by the Company to fund investments of the Glick JV that are repaid when GF Equity Funding and GF Debt Funding make their capital contributions and fund their Glick JV Notes, respectively.

As of June 30, 2021, the Glick JV had total capital commitments of $100.0 million, $87.5 million of which was from the Company and the remaining $12.5 million of which was from GF Equity Funding and GF Debt Funding. Approximately $84.0 million in aggregate commitments were funded as of June 30, 2021, of which $73.5 million was from the Company. As of June 30, 2021, the Company had commitments to fund Glick JV Notes of $78.8 million, of which $12.4 million were unfunded as of such date. As of June 30, 2021, the Company had commitments to fund LLC equity interests in the Glick JV of $8.7 million, of which $1.6 million were unfunded.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Below is a summary of the Glick JV's portfolio, followed by a listing of the individual loans in the Glick JV's portfolio as of June 30, 2021:


						June 30, 2021
Senior secured loans (1)						$131,675
Weighted average current interest rate on senior secured loans (2)						5.92%
Number of borrowers in the Glick JV						38
Largest loan exposure to a single borrower (1)						$6,995
Total of five largest loan exposures to borrowers (1)						$29,305

__________

(1) At principal amount.

(2) Computed using the weighted average annual interest rate on accruing senior secured loans at fair value.

Glick JV Portfolio as of June 30, 2021


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes
ADB Companies, LLC	First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	7.25%	Construction & Engineering	$	3,915	$	3,827	$	3,856	(4)
AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.58%	Electrical Components & Equipment	2,636		2,591		2,639		(4)
Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25%	Pharmaceuticals	6,995		6,852		6,903
Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	5.00%	Movies & Entertainment	2,963		2,933		2,911		(4)
Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025	3.90%	Personal Products	1,672		1,313		1,344
Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00%	Airport Services	3,703		3,631		3,485		(4)
BAART Programs, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 6/11/2027	6.00%	Health Care Equipment	3,600		3,564		3,582
BAART Programs, Inc.	First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 6/11/2027		Health Care Equipment	—		(4)		(2)		(5)
Total BAART Programs, Inc.				3,600		3,560		3,580
Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.09%	Oil & Gas Equipment & Services	4,848		4,835		4,741
CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+6.25% cash due 3/28/2024	7.25%	Oil & Gas Refining & Marketing	3,564		3,529		3,593		(4)
Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026	4.15%	Biotechnology	4,913		4,876		4,906
Enviva Holdings, LP	First Lien Term Loan, LIBOR+5.50% cash due 2/17/2026	6.50%	Forest Products	3,929		3,889		3,973
eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50%	Application Software	2,475		2,450		2,489
Gibson Brands, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 6/25/2028	5.75%	Leisure Products	4,000		3,960		4,001
Houghton Mifflin Harcourt Publishers Inc.	First Lien Term Loan, LIBOR+6.25% cash due 11/22/2024	7.25%	Education Services	431		420		434		(4)
Indivior Finance S.À.R.L.	First Lien Term Loan, LIBOR+5.25% cash due 6/28/2026	6.00%	Pharmaceuticals	4,000		3,920		3,920
Integro Parent, Inc.	First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022	6.75%	Insurance Brokers	3,241		3,228		3,185
Intelsat Jackson Holdings S.A.	First Lien Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50%	Alternative Carriers	797		725		803
INW Manufacturing, LLC	First Lien Term Loan, LIBOR+5.75% cash due 5/7/2027	6.50%	Personal Products	2,484		2,411		2,435		(4)
Lightstone Holdco LLC	First Lien Term Loan, LIBOR+3.75% cash due 1/30/2024	4.75%	Electric Utilities	3,439		3,079		2,667
LTI Holdings, Inc.	First Lien Term Loan, LIBOR+3.50% cash due 9/6/2025	3.60%	Electronic Components	1,376		1,135		1,359
MHE Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	6.00%	Diversified Support Services	4,892		4,847		4,783		(4)

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes
MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50%	Application Software	$	1,621	$	1,607	$	1,623	(4)
MRI Software LLC	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026		Application Software	—		(1)		—		(4)(5)
MRI Software LLC	First Lien Revolver, LIBOR+5.50% cash due 2/10/2026		Application Software	—		(1)		—		(4)(5)
Total MRI Software LLC				1,621		1,605		1,623
Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.10%	Health Care Technology	3,950		3,930		3,962
Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025	5.50%	Electrical Components & Equipment	5,321		5,307		5,308
Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00%	Application Software	5,762		5,730		5,769
OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.10%	Application Software	3,936		3,918		3,936		(4)
Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50%	Personal Products	3,524		3,474		3,524		(4)
Olaplex, Inc.	First Lien Revolver, LIBOR+6.50% cash due 1/8/2025		Personal Products	—		(5)		(3)		(4)(5)
Total Olaplex, Inc.				3,524		3,469		3,521
Planview Parent, Inc.	Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028	8.00%	Application Software	2,842		2,799		2,849		(4)
Pluralsight, LLC	First Lien Term Loan, LIBOR+8.00% cash due 4/6/2027	9.00%	Application Software	3,706		3,635		3,632		(4)
Pluralsight, LLC	First Lien Revolver, LIBOR+8.00% cash due 4/6/2027		Application Software	—		(6)		(6)		(4)(5)
Total Pluralsight, LLC				3,706		3,629		3,626
RS Ivy Holdco, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 12/23/2027	6.50%	Oil & Gas Exploration & Production	3,980		3,920		3,982		(4)
Sabert Corporation	First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50%	Metal & Glass Containers	1,823		1,805		1,825		(4)
SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.25% cash due 4/27/2024	6.25%	Footwear	6,175		6,154		5,805
SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.23% cash due 4/27/2024	6.23%	Footwear	102		102		96
Total SHO Holding I Corporation				6,277		6,256		5,901
Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90%	Application Software	2,857		2,700		2,678		(4)
Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.75% cash due 8/31/2026	4.50%	Health Care Facilities	4,924		4,908		4,950
Tribe Buyer LLC	First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	5.50%	Human Resource & Employment Services	1,604		1,602		1,402
Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.00% cash due 8/27/2025	4.10%	Health Care Technology	1,725		1,712		1,732
Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25%	Integrated Telecommunication Services	4,950		4,774		4,973		(4)
WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75%	Aerospace & Defense	3,000		2,981		2,935		(4)
Total Portfolio Investments				$	131,675	$	129,056	$	128,979

__________

(1) Represents the interest rate as of June 30, 2021. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars. As of June 30, 2021, the reference rates for the Glick JV's variable rate loans were the 30-day LIBOR at 0.10%, the 60-day LIBOR at 0.13%, the 90-day LIBOR at 0.15%, the 180-day LIBOR at 0.17% and the 360-day LIBOR at 0.25%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of June 30, 2021 utilizing a similar technique as the Company in accordance with ASC 820. However, the determination of such fair value is not included in the Company's Board of Directors' valuation process described elsewhere herein.

(4) This investment was held by both the Company and the Glick JV as of June 30, 2021.

The cost and fair value of the Company's aggregate investment in the Glick JV was $50.7 million and $55.4 million, respectively, as of June 30, 2021. For the three months ended June 30, 2021, the Company's investment in the Glick JV Notes earned cash interest income of $0.7 million. For the period from March 19, 2021 to June 30, 2021, the Company's investment in the Glick JV Notes earned cash interest income of $0.8 million. The Company did not earn any dividend income for the period from March 19, 2021 to June 30, 2021 with respect to its investment in the LLC equity interests of the Glick JV. The LLC equity interests of the Glick JV are income producing to the extent there is residual cash to be distributed on a quarterly basis.

Below is certain summarized financial information for the Glick JV as of June 30, 2021, for the three months ended June 30, 2021 and for the period from March 19, 2021 to June 30, 2021:


	June 30, 2021
Selected Balance Sheet Information:
Investments at fair value (cost June 30, 2021: $129,056)	$	128,979
Cash and cash equivalents	15,218
Restricted cash	1,389
Other assets	2,534
Total assets	$	148,120

Senior credit facility payable	$	71,882
Glick JV Notes payable at fair value (proceeds June 30, 2021: $71,195)	63,311
Other liabilities	12,927
Total liabilities	$	148,120
Members' equity	—
Total liabilities and members' equity	$	148,120


	Three months ended June 30, 2021		For the period from March 19, 2021 to June 30, 2021
Selected Statements of Operations Information:
Interest income	$	2,161	$	2,465
Fee income	56		59
Total investment income	2,217		2,524
Senior credit facility interest expense	557		646
Glick JV Notes interest expense	830		950
Other expenses	48		54
Total expenses (1)	1,435		1,650
Net unrealized appreciation (depreciation)	(778)		(902)
Realized gain (loss)	(4)		28
Net income (loss)	$	—	$	—

__________

(1) There are no management fees or incentive fees charged at the Glick JV.

The Glick JV has elected to fair value the Glick JV Notes issued to the Company and GF Debt Funding under FASB ASC Topic 825, Financial Instruments - Fair Value Option. The Glick JV Notes are valued based on the total assets less the liabilities senior to the Glick JV Notes in an amount not exceeding par under the EV technique.

During the period from March 19, 2021 to June 30, 2021, the Company did not sell any debt investments to the Glick JV.

Note 4. Fee Income

For the three and nine months ended ~~December 31, 2020 and 2019,~~June 30, 2021, the Company recorded total fee income of ~~$3.4~~$7.8 million and ~~$1.1~~$13.5 million, respectively, of which $0.1 million and $0.3 million, respectively, was recurring in nature. For the three and nine months ended June 30, 2020, the Company recorded total fee income of $1.8 million and $4.9 million, respectively, of which $0.2 million and $0.5 million, respectively, was recurring in nature. Recurring fee income primarily consisted of servicing fees and exit fees.

5158

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Note 5. Share Data and Net Assets

Earnings per Share

The following table sets forth the computation of basic and diluted earnings per share, pursuant to ASC Topic 260-10, Earnings per Share, for the three and nine months ended ~~December 31, 2020~~June 30, 2021 and ~~2019:~~2020:


(Share amounts in thousands)	(Share amounts in thousands)	Three months ended December 31, 2020		Three months ended December 31, 2019		(Share amounts in thousands)	Three months ended June 30, 2021		Three months ended June 30, 2020		Nine months ended June 30, 2021		Nine months ended June 30, 2020
Earnings (loss) per common share — basic and diluted:	Earnings (loss) per common share — basic and diluted:					Earnings (loss) per common share — basic and diluted:
Net increase (decrease) in net assets resulting from operations	Net increase (decrease) in net assets resulting from operations	$	65,544	$	13,843	Net increase (decrease) in net assets resulting from operations	$	47,038	$	120,231	$	200,699	$	(31,393)
Weighted average common shares outstanding — basic and diluted	Weighted average common shares outstanding — basic and diluted	140,961		140,961		Weighted average common shares outstanding — basic and diluted	180,361		140,961		155,970		140,961
Earnings (loss) per common share — basic and diluted	Earnings (loss) per common share — basic and diluted	$	0.46	$	0.10	Earnings (loss) per common share — basic and diluted	$	0.26	$	0.85	$	1.29	$	(0.22)

Changes in Net Assets

The following table presents the changes in net assets for the three and nine months ended ~~December 31, 2020:~~June 30, 2021:

Common Stock
Shares Par Value Additional paid-in-capital Accumulated Overdistributed Earnings Total Net Assets
Balance as of September 30, 2020 140,961 $ 1,409 $ 1,487,774 $ (574,304) $ 914,879
Net investment income — — — 10,018 10,018
Net unrealized appreciation (depreciation) — — — 47,556 47,556
Net realized gains (losses) — — — 8,215 8,215
Provision for income tax (expense) benefit — — — (245) (245)
Distributions to stockholders — — — (15,506) (15,506)
Issuance of common stock under dividend reinvestment plan 94 1 527 — 528
Repurchases of common stock under dividend reinvestment plan (94) (1) (527) — (528)
Balance as of December 31, 2020 140,961 $ 1,409 $ 1,487,774 $ (524,266) $ 964,917

~~The following table presents the changes in net assets for the three months ended December 31, 2019:~~

Common Stock
Shares Par Value Additional paid-in-capital Accumulated Overdistributed Earnings Total Net Assets
Balance as of September 30, 2019 140,961 $ 1,409 $ 1,487,774 $ (558,553) $ 930,630
Net investment income — — — 7,836 7,836
Net unrealized appreciation (depreciation) — — — 2,879 2,879
Net realized gains (losses) — — — 3,288 3,288
Provision for income tax (expense) benefit — — — (160) (160)
Distributions to stockholders — — — (13,391) (13,391)
Issuance of common stock under dividend reinvestment plan 88 1 480 — 481
Repurchases of common stock under dividend reinvestment plan (88) (1) (480) — (481)
Balance as of December 31, 2019 140,961 $ 1,409 $ 1,487,774 $ (558,101) $ 931,082


	Common Stock
	Shares	Par Value		Additional paid-in-capital		Accumulated Overdistributed Earnings		Total Net Assets
Balance as of September 30, 2020	140,961	$	1,409	$	1,487,774	$	(574,304)	$	914,879
Net investment income	—	—		—		10,018		10,018
Net unrealized appreciation (depreciation)	—	—		—		47,556		47,556
Net realized gains (losses)	—	—		—		8,215		8,215
(Provision) benefit for taxes on realized and unrealized gains (losses)	—	—		—		(245)		(245)
Distributions to stockholders	—	—		—		(15,506)		(15,506)
Issuance of common stock under dividend reinvestment plan	94	1		527		—		528
Repurchases of common stock under dividend reinvestment plan	(94)	(1)		(527)		—		(528)
Balance as of December 31, 2020	140,961	$	1,409	$	1,487,774	$	(524,266)	$	964,917
Net investment income	—	—		—		18,114		18,114
Net unrealized appreciation (depreciation)	—	—		—		65,144		65,144
Net realized gains (losses)	—	—		—		5,856		5,856
(Provision) benefit for taxes on realized and unrealized gains (losses)	—	—		—		(997)		(997)
Distributions to stockholders	—	—		—		(16,915)		(16,915)
Issuance of common stock in connection with the Mergers	39,400	395		242,309		—		242,704
Issuance of common stock under dividend reinvestment plan	82	1		510		—		511
Repurchases of common stock under dividend reinvestment plan	(82)	(1)		(510)		—		(511)
Balance as of March 31, 2021	180,361	$	1,804	$	1,730,083	$	(453,064)	$	1,278,823
Net investment income	—	—		—		35,932		35,932
Net unrealized appreciation (depreciation)	—	—		—		3,917		3,917
Net realized gains (losses)	—	—		—		8,610		8,610
(Provision) benefit for taxes on realized and unrealized gains (losses)	—	—		—		(1,421)		(1,421)
Distributions to stockholders	—	—		—		(23,447)		(23,447)
Issuance of common stock under dividend reinvestment plan	77	1		519		—		520
Repurchases of common stock under dividend reinvestment plan	(77)	(1)		(519)		—		(520)
Balance as of June 30, 2021	180,361	$	1,804	$	1,730,083	$	(429,473)	$	1,302,414

5259

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following table presents the changes in net assets for the three and nine months ended June 30, 2020:


	Common Stock
	Shares	Par Value		Additional paid-in-capital		Accumulated Overdistributed Earnings		Total Net Assets
Balance as of September 30, 2019	140,961	$	1,409	$	1,487,774	$	(558,553)	$	930,630
Net investment income	—	—		—		7,836		7,836
Net unrealized appreciation (depreciation)	—	—		—		2,879		2,879
Net realized gains (losses)	—	—		—		3,288		3,288
(Provision) benefit for taxes on realized and unrealized gains (losses)	—	—		—		(160)		(160)
Distributions to stockholders	—	—		—		(13,391)		(13,391)
Issuance of common stock under dividend reinvestment plan	88	1		480		—		481
Repurchases of common stock under dividend reinvestment plan	(88)	(1)		(480)		—		(481)
Balance as of December 31, 2019	140,961	$	1,409	$	1,487,774	$	(558,101)	$	931,082
Net investment income	—	—		—		22,841		22,841
Net unrealized appreciation (depreciation)	—	—		—		(163,533)		(163,533)
Net realized gains (losses)	—	—		—		(26,480)		(26,480)
(Provision) benefit for taxes on realized and unrealized gains (losses)	—	—		—		1,705		1,705
Distributions to stockholders	—	—		—		(13,391)		(13,391)
Issuance of common stock under dividend reinvestment plan	158	2		504		—		506
Repurchases of common stock under dividend reinvestment plan	(158)	(2)		(504)		—		(506)
Balance at March 31, 2020	140,961	$	1,409	$	1,487,774	$	(736,959)	$	752,224
Net investment income	—	—		—		16,770		16,770
Net unrealized appreciation (depreciation)	—	—		—		100,572		100,572
Net realized gains (losses)	—	—		—		2,821		2,821
(Provision) benefit for taxes on realized and unrealized gains (losses)	—	—		—		68		68
Distributions to stockholders	—	—		—		(13,392)		(13,392)
Issuance of common stock under dividend reinvestment plan	87	1		389		—		390
Repurchases of common stock under dividend reinvestment plan	(87)	(1)		(389)		—		(390)
Balance at June 30, 2020	140,961	$	1,409	$	1,487,774	$	(630,120)	$	859,063

Distributions

Distributions to common stockholders are recorded on the ex-dividend date. The amount to be paid out as a dividend is determined by the Board of Directors and is based on management’s estimate of the Company’s annual taxable income. Net realized capital gains, if any, may be distributed to stockholders or retained for reinvestment.

The Company has adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of any distributions the Company declares in cash on behalf of its stockholders, unless a stockholder elects to receive cash. As a result, if the Company’s Board of Directors declares a cash distribution, then the Company’s stockholders who have not “opted out” of the Company’s DRIP will have their cash distribution automatically reinvested in additional shares of the Company’s common stock, rather than receiving the cash distribution. If the Company’s shares are trading at a premium to net asset value, the Company typically issues new shares to implement the DRIP with such shares issued at the greater of the most recently computed net asset value per share of common stock or 95% of the current market price per share of common stock on the payment date for such distribution. If the Company’s shares are trading at a discount to net asset value, the Company typically purchases shares in the open market in connection with the Company’s obligations under the DRIP.

For income tax purposes, the Company has reported its distributions for the 2020 calendar year as ordinary income. The character of such distributions was appropriately reported to the Internal Revenue Service and stockholders for the 2020 calendar year. To the extent the Company’s taxable earnings for a fiscal and taxable year fall below the amount of distributions paid for the fiscal and taxable year, a portion of the total amount of the Company’s distributions for the fiscal and taxable year is deemed a return of capital for tax purposes to the Company’s stockholders.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following table reflects the distributions per share that the Company has paid, including shares issued under the DRIP, on its common stock during the ~~three~~nine months ended ~~December 31, 2020~~June 30, 2021 and ~~2019:~~2020:

Date Declared

Record Date

Payment Date

Amount
per Share

Cash
Distribution

DRIP Shares
Issued (1)

DRIP Shares
Value

Date Declared

Record Date

Payment Date

Amount
per Share

Cash
Distribution

DRIP Shares
Issued (1)

DRIP Shares
Value (2)

November 13, 2020

December 15, 2020

December 31, 2020

0.11

$ 15.0 million

93,964

$ 0.5 million

November 13, 2020

December 15, 2020

December 31, 2020

0.11

$ 15.0 million

93,964

$ 0.5 million

Total for the three months ended December 31, 2020

0.11

$ 15.0 million

93,964

$ 0.5 million

January 29, 2021

March 15, 2021

March 31, 2021

0.12

16.4 million

81,702

0.5 million

April 30, 2021

June 15, 2021

June 30, 2021

0.13

22.9 million

76,979

0.5 million

Total for the nine months ended June 30, 2021

0.360

$ 54.3 million

252,645

$ 1.6 million

Date Declared

Record Date

Payment Date

Amount
per Share

Cash
Distribution

DRIP Shares
Issued (1)

DRIP Shares
Value

Date Declared

Record Date

Payment Date

Amount
per Share

Cash
Distribution

DRIP Shares
Issued (1)

DRIP Shares
Value

November 12, 2019

December 13, 2019

December 31, 2019

0.095

$ 12.9 million

87,747

$ 0.5 million

November 12, 2019

December 13, 2019

December 31, 2019

0.095

$ 12.9 million

87,747

0.5 million

Total for the three months ended December 31, 2019

0.095

$ 12.9 million

87,747

$ 0.5 million

January 31, 2020

March 13, 2020

March 31, 2020

0.095

12.9 million

157,523

0.5 million

April 30, 2020

June 15, 2020

June 30, 2020

0.095

13.0 million

87,351

0.4 million

Total for the nine months ended June 30, 2020

0.285

$ 38.8 million

332,621

$ 1.4 million

__________

(1) Shares were purchased on the open market and distributed.

(2) Rounded balance may not sum to the total.

Common Stock ~~Offering~~Issuances

On March 19, 2021, in connection with the Mergers, the Company issued an aggregate of 39,400,011 shares of common stock to former OCSI stockholders. There were no other common stock ~~offerings~~issuances during the ~~three~~nine months ended ~~December 31, 2020~~June 30, 2021 and ~~2019.~~2020.

Note 6. Borrowings

~~Credit~~Syndicated Facility

On November 30, 2017, the Company entered into a senior secured revolving credit facility (as amended and restated, the ~~“Credit~~“Syndicated Facility”) pursuant to a Senior Secured Revolving Credit Agreement with the lenders party thereto, ING Capital LLC, as administrative agent, ING Capital LLC, JPMorgan Chase Bank, N.A. and Merrill Lynch, Pierce, Fenner & Smith Incorporated as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A. and Bank of America, N.A., as syndication agents. The ~~Credit~~Syndicated Facility provides that the Company may use the proceeds of the loans and issuances of letters of credit under the ~~Credit~~Syndicated Facility for general corporate purposes, including acquiring and funding leveraged loans, mezzanine loans, high-yield securities, convertible securities, preferred stock, common stock and other investments. The ~~Credit~~Syndicated Facility further allows the Company to request letters of credit from ING Capital LLC, as the issuing bank.

On October 28, 2020, the Company entered into an incremental commitment and assumption agreement in connection with the Company’s exercise of $75 million of the accordion feature under the ~~Credit~~Syndicated Facility. On December 28, 2020, the Company entered into an incremental commitment agreement pursuant to which a lender under the ~~Credit~~Syndicated Facility increased its commitment amount under the ~~Credit~~Syndicated Facility by $25 million. On May 4, 2021, the Company amended the Syndicated Credit Facility to, among other things, increase the size of the facility by $150 million (and increase the “accordion” feature to permit the Company, under certain circumstances, to increase the size of the facility to up to the greater of $1.25 billion and the Company’s net worth, as defined in the facility). As a result of such agreements, as of ~~December 31, 2020,~~June 30, 2021, the size of the ~~Credit~~Syndicated Facility was ~~$800 million (with an “accordion” feature that permits~~$950 million.

As of June 30, 2021, (i) the period during which the Company may make drawings will expire on May 4, 2025 and the maturity date is May 4, 2026 and (ii) the interest rate margin for (a) LIBOR loans (which may be 1-, 2-, 3- or 6-month, at the Company’s option) was 2.00% and (b) alternate base rate loans was 1.00%.

The Syndicated Facility is secured by substantially all of the Company’s assets (excluding, among other things, investments held in and by certain subsidiaries of the Company (including OCSL Senior Funding II LLC) or investments in certain portfolio companies of the Company) and guaranteed by certain subsidiaries of the Company. As of June 30, 2021, except for assets that were held by OCSL Senior Funding II LLC and certain immaterial subsidiaries, substantially all of the Company's assets are pledged as collateral under ~~certain~~the Syndicated Facility.

5361

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

~~circumstances, to increase the size of the facility to up to the amount of the Company’s net worth (as defined in the Credit Facility) on the date of such increase).~~

As of December 31, 2020, (i) the period during which the Company may make drawings will expire on February 25, 2023 and the maturity date is February 25, 2024 and (ii) the interest rate margin for (a) LIBOR loans (which may be 1-, 2-, 3- or 6-month, at the Company’s option) was 2.00% (which can be increased up to 2.25%) and (b) alternate base rate loans was 1.00% (which can be increased up to 1.25%); provided that the interest margin will increase to 2.75% and 1.75% for LIBOR loans and alternative base rate loans, respectively, if the Company’s stockholders’ equity is below $700 million, each depending on the Company’s senior debt coverage ratio.

The Credit Facility is secured by substantially all of the Company’s assets (excluding, among other things, investments held in and by certain subsidiaries of the Company or investments in certain portfolio companies of the Company) and guaranteed by certain subsidiaries of the Company. As of December 31, 2020, except for assets that were held by certain immaterial subsidiaries, substantially all of the Company's assets are pledged as collateral under the Credit Facility.

~~The Credit~~Syndicated Facility requires the Company to, among other things, (i) make representations and warranties regarding the collateral as well as each of the Company’s portfolio companies’ businesses, (ii) agree to certain indemnification obligations, and (iii) comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar revolving credit facilities, including covenants related to: (A) limitations on the incurrence of additional indebtedness and liens, (B) limitations on certain investments, (C) limitations on certain asset transfers and restricted payments, (D) maintaining a certain minimum stockholders’ equity, (E) maintaining a ratio of total assets (less total liabilities) to total indebtedness, of the Company and its subsidiaries (subject to certain exceptions), of not less than 1.50 to 1.00, (F) maintaining a ratio of consolidated EBITDA to consolidated interest expense, of the Company and its subsidiaries (subject to certain exceptions), of not less than 2.00 to 1.00 until March 31, 2022, and 2.25 to 1.00 thereafter, (G) maintaining a minimum liquidity and net worth, and (H) limitations on the creation or existence of agreements that prohibit liens on certain properties of the Company and certain of its subsidiaries. The ~~Credit~~Syndicated Facility also includes usual and customary default provisions such as the failure to make timely payments under the facility, the occurrence of a change in control, and the failure by the Company to materially perform under the agreements governing the facility, which, if not complied with, could accelerate repayment under the facility. As of ~~December 31, 2020,~~June 30, 2021, the Company was in compliance with all financial covenants under the ~~Credit~~Syndicated Facility. In addition to the asset coverage ratio described above, borrowings under the ~~Credit~~Syndicated Facility (and the incurrence of certain other permitted debt) are subject to compliance with a borrowing base that will apply different advance rates to different types of assets in the Company’s portfolio. Each loan or letter of credit originated or assumed under the ~~Credit~~Syndicated Facility is subject to the satisfaction of certain conditions. On December 10, 2020, the Company entered into an amendment to the Credit Facility that, among other things, (i) increases the minimum stockholders’ equity covenant as of closing of the Mergers; (ii) increases the minimum obligors’ net worth covenant as of the date of the closing of the Mergers; (iii) modifies the covenants, including the negative covenants relating to investments and transactions with affiliates, to permit the Mergers; and (iv) adds provisions relating to the transition from the LIBOR to the Secured Overnight Financing Rate.

As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, the Company had ~~$400.0~~$350.0 million and $414.8 million of borrowings outstanding under the ~~Credit~~Syndicated Facility, respectively, which had a fair value of ~~$400.0~~$350.0 million and $414.8 million, respectively. The Company's borrowings under the ~~Credit~~Syndicated Facility bore interest at a weighted average interest rate of ~~2.323%~~2.202% and ~~3.983%~~3.325% for the ~~three~~nine months ended ~~December 31,~~June 30, 2021 and 2020, ~~and 2019,~~ respectively. For the three and nine months ended ~~December 31, 2020 and 2019,~~June 30, 2021, the Company recorded interest expense (inclusive of fees) of ~~$3.2~~$4.0 million and ~~$4.0~~$10.5 million, respectively, related to the Syndicated Facility. For the three and nine months ended June 30, 2020, the Company recorded interest expense (inclusive of fees) of $3.5 million and $11.7 million, respectively, related to the Syndicated Facility.

Citibank Facility

On March 19, 2021, as a result of the consummation of the Mergers, the Company became party to a revolving credit facility (as amended and/or restated from time to time, the “Citibank Facility”) with OCSL Senior Funding II LLC (formerly OCSI Senior Funding II LLC), the Company’s wholly-owned, special purpose financing subsidiary, as the borrower, the Company, as collateral manager and seller, each of the lenders from time to time party thereto, Citibank, N.A., as administrative agent, and Wells Fargo Bank, National Association, as collateral agent and custodian.

As of June 30, 2021, the Company was able to borrow up to $150 million under the Citibank Facility (subject to borrowing base and other limitations). As of June 30, 2021, the reinvestment period under the Citibank Facility was scheduled to expire on July 19, 2021 and the maturity date for the Citibank Facility was July 18, 2023. See "Note 16. Subsequent Events - Citibank Facility Amendment".

As of June 30, 2021, borrowings under the Citibank Facility are subject to certain customary advance rates and accrue interest at a rate equal to LIBOR plus 1.70% per annum on broadly syndicated loans and LIBOR plus 2.25% per annum on all other eligible loans during the reinvestment period. Following termination of the reinvestment period, borrowings under the Citibank Facility will accrue interest at rates equal to LIBOR plus 3.50% per annum during the first year after the reinvestment period and LIBOR plus 4.00% per annum during the subsequent two years, respectively. In addition, as of June 30, 2021, for the duration of the reinvestment period there is a non-usage fee payable of 0.50% per annum on the undrawn amount under the Citibank Facility. The minimum asset coverage ratio applicable to the Company under the Citibank Facility is 150% as determined in accordance with the requirements of the Investment Company Act. Borrowings under the Citibank Facility are secured by all of the assets of OCSL Senior Funding II LLC and all of the Company’s equity interests in OCSL Senior Funding II LLC. The Company may use the Citibank Facility to fund a portion of its loan origination activities and for general corporate purposes. Each loan origination under the Citibank Facility is subject to the satisfaction of certain conditions.

As of June 30, 2021, the Company had $114.1 million outstanding under the Citibank Facility. The Company's borrowings under the Citibank Facility bore interest at a weighted average interest rate of 2.198% for the period from March 19, 2021 to June 30, 2021. For the three months ended June 30, 2021 and the period from March 19, 2021 to June 30, 2021, the Company recorded interest expense (inclusive of fees) of $0.8 million and $0.9 million, respectively, related to the Citibank Facility.

Deutsche Bank Facility

On March 19, 2021, as a result of the consummation of the Mergers, the Company became party a loan financing and servicing agreement (as amended, the “Deutsche Bank Facility”) with OCSI Senior Funding Ltd., the Company’s wholly-

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

owned, special purpose financing subsidiary, as borrower, the Company, as equityholder and as servicer, the lenders from time to time party thereto, Deutsche Bank AG, New York Branch, as facility agent, and Wells Fargo Bank, National Association, as collateral agent and as collateral custodian. On May 4, 2021, the Company repaid all outstanding borrowings under the Deutsche Bank Facility using borrowings under the Syndicated Credit Facility, following which the Deutsche Bank Facility was terminated. For the period from March 19, 2021 to May 4, 2021, the Company’s borrowings under the Deutsche Bank Facility bore interest at a weighted average interest rate of 2.900%. For the three months ended June 30, 2021 and the period from March 19, 2021 to June 30, 2021, the Company recorded interest expense (inclusive of fees) of $0.2 million and $0.3 million, respectively, related to the Deutsche Bank Facility.

2025 Notes

On February 25, 2020, the Company issued $300.0 million in aggregate principal amount of the 2025 Notes for net proceeds of $293.8 million after deducting OID of $2.5 million, underwriting commissions and discounts of $3.0 million and offering costs of $0.7 million. The OID on the 2025 Notes is amortized based on the effective interest method over the term of the 2025 Notes.

The 2025 Notes were issued pursuant to an indenture, dated April 30, 2012, as supplemented by the fifth supplemental indenture, dated February 25, 2020 (collectively, the "2025 Notes Indenture"), between the Company and Deutsche Bank Trust Company Americas (the "Trustee"). The 2025 Notes are the Company's general unsecured obligations that rank senior in right of payment to all of the Company's existing and future indebtedness that is expressly subordinated in right of payment to the 2025 Notes. The 2025 Notes rank equally in right of payment with all of the Company's existing and future liabilities that are not so subordinated. The 2025 Notes effectively rank junior to any of the Company's secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness. The 2025

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

Notes rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company's subsidiaries, financing vehicles or similar facilities.

Interest on the 2025 Notes is paid semi-annually on February 25 and August 25 at a rate of 3.500% per annum. The 2025 Notes mature on February 25, 2025 and may be redeemed in whole or in part at any time or from time to time at the Company's option prior to maturity at par plus a “make-whole” premium, if applicable. In addition, holders of the 2025 Notes can require the Company to repurchase the 2025 Notes at 100% of their principal amount upon the occurrence of certain change of control events as described in the 2025 Notes Indenture. The 2025 Notes were issued in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. During the three and nine months ended ~~December 31, 2020,~~June 30, 2021, the Company did not repurchase any of the 2025 Notes in the open market.

The 2025 Notes Indenture contains certain covenants, including covenants requiring the Company's compliance with the asset coverage requirements set forth in Section 18(a)(1)(A) as modified by Section 61(a)(1) and (2) of the Investment Company Act or any successor provisions (but giving effect to any exemptive relief granted to the Company by the U.S. Securities and Exchange Commission ("SEC")), as well as covenants requiring the Company to provide financial information to the holders of the 2025 Notes and the Trustee if the Company ceases to be subject to the reporting requirements of the Securities Exchange Act of 1934, as ~~amended.~~amended (the "Exchange Act"). These covenants are subject to limitations and exceptions that are described in the 2025 Notes Indenture.

~~For~~2027 Notes

On May 18, 2021, the Company issued $350.0 million in aggregate principal amount of the 2027 Notes for net proceeds of $344.8 million after deducting OID of $1.0 million, underwriting commissions and discounts of $3.5 million and offering costs of $0.7 million. The OID on the 2027 Notes is amortized based on the effective interest method over the term of the 2027 Notes.

The 2027 Notes were issued pursuant to an indenture, dated April 30, 2012, as supplemented by the sixth supplemental indenture, dated May 18, 2021 (collectively, the "2027 Notes Indenture"), between the Company and the Trustee. The 2027 Notes are the Company's general unsecured obligations that rank senior in right of payment to all of the Company's existing and future indebtedness that is expressly subordinated in right of payment to the 2027 Notes. The 2027 Notes rank equally in right of payment with all of the Company's existing and future liabilities that are not so subordinated. The 2027 Notes effectively rank junior to any of the Company's secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness. The 2027 Notes rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company's subsidiaries, financing vehicles or similar facilities.

Interest on the 2027 Notes is paid semi-annually on January 15 and July 15, beginning on January 15, 2022, at a rate of 2.700% per annum. The 2027 Notes mature on January 15, 2027 and may be redeemed in whole or in part at any time or from

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

time to time at the Company's option prior to maturity at par plus a “make-whole” premium, if applicable. In addition, holders of the 2027 Notes can require the Company to repurchase the 2027 Notes at 100% of their principal amount upon the occurrence of certain change of control events as described in the 2027 Notes Indenture. The 2027 Notes were issued in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. During the three months ended ~~December 31, 2020,~~June 30, 2021, the Company ~~recorded~~did not repurchase any of the 2027 Notes in the open market.

The 2027 Notes Indenture contains certain covenants, including covenants requiring the Company's compliance with the asset coverage requirements set forth in Section 18(a)(1)(A) as modified by Section 61(a)(1) and (2) of the Investment Company Act or any successor provisions (but giving effect to any exemptive relief granted to the Company by the SEC, as well as covenants requiring the Company to provide financial information to the holders of the 2027 Notes and the Trustee if the Company ceases to be subject to the reporting requirements of the Exchange Act. These covenants are subject to limitations and exceptions that are described in the 2027 Notes Indenture.

In connection with the 2027 Notes, the Company entered into an interest ~~expense (inclusive~~rate swap to more closely align the interest rates of ~~fees)~~its liabilities with its investment portfolio, which consists of ~~$2.9 million~~predominately floating rate loans. Under the interest rate swap agreement, the Company receives a fixed interest rate of 2.700% and pays a floating interest rate of the three-month LIBOR plus 1.658% on a notional amount of $350 million. The Company designated the interest rate swap as the hedging instrument in an effective hedge accounting relationship. See Note 13 for more information regarding the interest rate swaps.

The below table presents the components of the carrying value of the 2025 Notes and the 2027 Notes as of June 30, 2021:


	As of June 30, 2021
($ in millions)	2025 Notes		2027 Notes
Principal	$	300.0	$	350.0
Unamortized financing costs	(2.7)		(4.1)
Unaccreted discount	(1.9)		(1.0)
Interest rate swap fair value adjustment	—		(0.3)
Net carrying value	$	295.4	$	344.6
Fair Value	$	315.2	$	356.6

The below table presents the components of the carrying value of the 2025 Notes as of September 30, 2020:


	As of September 30, 2020
($ in millions)	2025 Notes
Principal	$	300.0
Unamortized financing costs	(3.3)
Unaccreted discount	(2.2)
Net carrying value	$	294.5
Fair Value	$	301.4

The below table presents the components of interest and other debt expenses related to the 2025 ~~Notes.~~Notes and the 2027 Notes for the three and nine months ended June 30, 2021:


	2025 Notes						2027 Notes
($ in millions)	Three Months Ended June 30, 2021			Nine Months Ended June 30, 2021			Three Months Ended June 30, 2021			Nine Months Ended June 30, 2021
Coupon interest	$	2.6		$	7.9		$	1.1		$	1.1
Amortization of financing costs and discount	0.3			0.9			0.1			0.1
Effect of interest rate swap	—			—			(0.3)			(0.3)
Total interest expense	$	2.9		$	8.8		$	0.9		$	0.9
Coupon interest rate (net of effect of interest rate swap for 2027 Notes)	3.500		%	3.500		%	1.813		%	1.813		%

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The below table presents the components of ~~December 31, 2020, there were $300.0 million of~~interest and other debt expenses related to the 2025 Notes ~~outstanding, which had a carrying value~~for the three and ~~fair value of $294.8 million and $311.3 million, respectively. As of September~~nine months ended June 30, ~~2020, there were $300.0 million of 2025 Notes outstanding, which had a carrying value and fair value of $294.5 million and $301.4 million, respectively.~~2020:The carrying value represents the aggregate principal amount outstanding less unamortized deferred financing costs and the unaccreted discount recorded upon the issuance of the 2025 Notes. As of December 31, 2020, the total unamortized deferred financing costs and the net unaccreted discount were $3.1 million and $2.1 million, respectively. As of September 30, 2020, the total unamortized deferred financing costs and the net unaccreted discount were $3.3 million and $2.2 million, respectively.


	2025 Notes
($ in millions)	Three Months Ended June 30, 2020			Nine Months Ended June 30, 2020
Coupon interest	$	2.6		$	3.6
Amortization of financing costs and discount	0.3			0.4
Total interest expense	$	2.9		$	4.0
Coupon interest rate	3.500		%	3.500		%

2024 Notes

On October 18, 2012, the Company issued $75.0 million in aggregate principal amount of the 5.875% notes due 2024 (the "2024 Notes") for net proceeds of $72.5 million after deducting underwriting commissions of $2.2 million and offering costs of $0.3 million. The 2024 Notes were issued pursuant to an indenture, dated April 30, 2012, as supplemented by the first supplemental indenture, dated October 18, 2012, between the Company and the Trustee.

Interest on the 2024 Notes was paid quarterly in arrears on January 30, April 30, July 30 and October 30 at a rate of 5.875% per annum. On March 2, 2020, the Company redeemed 100%, or $75.0 million aggregate principal amount, of the issued and outstanding 2024 Notes, following which they were delisted from the New York Stock Exchange. The redemption price per 2024 Note was $25 plus accrued and unpaid interest. The Company recognized a loss of $1.0 million in connection with the redemption of the 2024 Notes during the nine months ended June 30, 2020.

For the ~~three~~nine months ended ~~December 31, 2019,~~June 30, 2020, the Company recorded interest expense of ~~$1.2~~$1.9 million (inclusive of fees) related to the 2024 Notes. As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, there were no 2024 Notes outstanding.

2028 Notes

In April and May 2013, the Company issued $86.3 million in aggregate principal amount of the 6.125% notes due 2028 (the "2028 Notes") for net proceeds of $83.4 million after deducting underwriting commissions of $2.6 million and offering costs of $0.3 million. The 2028 Notes were issued pursuant to an indenture, dated April 30, 2012, as supplemented by the second supplemental indenture, dated April 4, 2013, between the Company and the Trustee.

Interest on the 2028 Notes was paid quarterly in arrears on January 30, April 30, July 30 and October 30 at a rate of 6.125% per annum. On March 13, 2020, the Company redeemed 100%, or $86.3 million aggregate principal amount, of the issued and outstanding 2028 Notes, following which they were delisted from the Nasdaq Global Select Market. The redemption price per 2028 Note was $25 plus accrued and unpaid interest. The Company recognized a loss of $1.5 million in connection with the redemption of the 2028 Notes during each of the nine months ended June 30, 2020.

For the ~~three~~nine months ended ~~December 31, 2019,~~June 30, 2020, the Company recorded interest expense of ~~$1.4~~$2.5 million (inclusive of fees) related to the 2028 Notes. As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, there were no 2028 Notes outstanding.

Secured Borrowings

As of June 30, 2021 and September 30, 2020, the Company did not have any secured borrowings outstanding. On March 19, 2021, as a result of the consummation of the Mergers, the Company became party to a secured borrowing arrangement under which certain securities were sold and simultaneously repurchased at a premium. The amounts due under the secured borrowing arrangement were settled prior to June 30, 2021. For the period from March 19, 2021 to June 30, 2021, the Company recorded less than $0.1 million of interest expense in connection with secured borrowings. The Company's secured borrowings bore interest at a weighted average rate of 3.123% for the period from March 19, 2021 to June 30, 2021.

5565

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Note 7. Interest and Dividend Income

As of ~~December 31, 2020 and~~June 30, 2021, there were no investments on non-accrual status. As of September 30, 2020, there were ~~one and~~ two investments ~~respectively,~~ on which the Company had stopped accruing cash and/or PIK interest or OID income. The percentages of the Company's debt investments at cost and fair value by accrual status as of ~~December 31, 2020 and~~ September 30, 2020 were as follows:


		December 31, 2020								September 30, 2020									September 30, 2020
		Cost		% of Debt Portfolio		Fair Value		% of Debt Portfolio		Cost		% of Debt Portfolio		Fair Value		% of Debt Portfolio			Cost		% of Debt Portfolio		Fair Value		% of Debt Portfolio
Accrual	Accrual	$	1,609,920	99.96	%	$	1,616,023	99.97	%	$	1,500,364	98.79	%	$	1,483,284	99.89	%	Accrual	$	1,500,364	98.79	%	$	1,483,284	99.89	%
PIK non-accrual (1)	PIK non-accrual (1)	—		—		—		—		12,661		0.83		—		—		PIK non-accrual (1)	12,661		0.83		—		—
Cash non-accrual (2)	Cash non-accrual (2)	588		0.04		470		0.03		5,712		0.38		1,571		0.11		Cash non-accrual (2)	5,712		0.38		1,571		0.11
Total	Total	$	1,610,508	100.00	%	$	1,616,493	100.00	%	$	1,518,737	100.00	%	$	1,484,855	100.00	%	Total	$	1,518,737	100.00	%	$	1,484,855	100.00	%

___________________

(1)PIK non-accrual status is inclusive of other non-cash income, where applicable.

(2)Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.

Note 8. Taxable/Distributable Income and Dividend Distributions

Taxable income differs from net increase (decrease) in net assets resulting from operations primarily due to: (1) unrealized appreciation (depreciation) on investments and foreign currency, as gains and losses are not included in taxable income until they are realized; (2) origination and exit fees received in connection with investments in portfolio companies; (3) organizational costs; (4) income or loss recognition on exited investments; (5) recognition of interest income on certain loans; and (6) investments in controlled foreign corporations.

As of September 30, 2020, the Company had net capital loss carryforwards of $515.3 million to offset net capital gains that will not expire, to the extent available and permitted by U.S. federal income tax law, of which $84.3 million are available to offset future short-term capital gains and $431.0 million are available to offset future long-term capital gains.

Listed below is a reconciliation of "net increase (decrease) in net assets resulting from operations" to taxable income for the three and nine months ended ~~December 31, 2020~~June 30, 2021 and ~~2019.~~2020.


		Three months ended December 31, 2020		Three months ended December 31, 2019			Three months ended June 30, 2021		Three months ended June 30, 2020		Nine months ended June 30, 2021		Nine months ended June 30, 2020
Net increase (decrease) in net assets resulting from operations	Net increase (decrease) in net assets resulting from operations	$	65,544	$	13,843	Net increase (decrease) in net assets resulting from operations	$	47,038	$	120,231	$	200,699	$	(31,393)
Net unrealized (appreciation) depreciation	Net unrealized (appreciation) depreciation	(47,556)		(2,879)		Net unrealized (appreciation) depreciation	(3,917)		(100,572)		(116,617)		60,082
Book/tax difference due to organizational costs	Book/tax difference due to organizational costs	(22)		(22)		Book/tax difference due to organizational costs	—		(22)		(22)		(65)
Book/tax difference due to interest income on certain loans	Book/tax difference due to interest income on certain loans	130		—		Book/tax difference due to interest income on certain loans	339		—		—		—
Book/tax difference due to capital losses utilized	Book/tax difference due to capital losses utilized	(9,943)		(3,977)		Book/tax difference due to capital losses utilized	(12,728)		(3,465)		(34,625)		16,516
Other book/tax differences	Other book/tax differences	5,614		5,144		Other book/tax differences	(3,785)		(1,269)		13,847		(4,127)
Taxable/Distributable Income (1)	Taxable/Distributable Income (1)	$	13,767	$	12,109	Taxable/Distributable Income (1)	$	26,947	$	14,903	$	63,282	$	41,013

__________

(1) The Company's taxable income for the three and nine months ended ~~December 31, 2020~~June 30, 2021 is an estimate and will not be finally determined until the Company files its tax return for the fiscal year ending September 30, 2021. Therefore, the final taxable income may be different than the estimate.

The Company uses the liability method to account for its taxable subsidiaries' income taxes. Using this method, the Company recognizes deferred tax assets and liabilities for the estimated future tax effects attributable to temporary differences between financial reporting and tax bases of assets and liabilities. In addition, the Company recognizes deferred tax benefits associated with net loss carry forwards that it may use to offset future tax obligations. The Company measures deferred tax assets and liabilities using the enacted tax rates expected to apply to taxable income in the years in which it expects to recover or settle those temporary differences.

When assessing the realizability of deferred tax assets, the Company considers whether it is probable that some or all of the deferred tax assets will not be realized. In determining whether the deferred tax assets are realizable, the Company considers the period of expiration of the tax asset, historical and projected taxable income and tax liabilities for the tax jurisdiction in which the tax asset is located. The deferred tax asset recognized by the Company, as it relates to the higher tax basis in the

5666

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

~~which the tax asset is located. The deferred tax asset recognized by the Company, as it relates to the higher tax basis in the~~ carrying value of certain assets compared to the book basis of those assets, will be recognized in future years by these taxable entities. Deferred tax assets are based on the amount of the tax benefit that the Company’s management has determined is more likely than not to be realized in future periods. In determining the realizability of this tax benefit, management considered numerous factors that will give rise to pre-tax income in future periods. Among these are the historical and expected future book and tax basis pre-tax income of the Company and unrealized gains in the Company’s assets at the determination date. Based on these and other factors, the Company determined that, as of ~~December 31, 2020, $1.8~~June 30, 2021, $0.3 million of the ~~$2.9~~$1.0 million ~~net~~ deferred tax assets would not more likely than not be realized in future periods. As of ~~December 31, 2020,~~June 30, 2021, the Company recorded a net deferred tax asset of ~~$1.1~~$0.7 million on the Consolidated Statements of Assets and Liabilities.

For the three months ended ~~December 31, 2020,~~June 30, 2021, the Company recognized a ~~total~~ provision for income tax ~~expense~~related to realized and unrealized gains of ~~$0.2~~$1.4 million, which was comprised of (i) a current income tax expense of approximately ~~$0.5~~$1.6 million, and (ii) a deferred income tax benefit of approximately ~~$0.3~~$0.2 million, which resulted from unrealized depreciation on investments held by the Company’s wholly-owned taxable subsidiaries. For the three months ended June 30, 2021, the Company recognized a provision for income tax related to net investment income of $0.4 million.

For the nine months ended June 30, 2021, the Company recognized a total provision for income tax related to realized and unrealized gains of $2.7 million, which was comprised of (i) a current income tax expense of approximately $2.6 million, and (ii) a deferred income tax expense of approximately $0.1 million, which resulted from unrealized appreciation on investments held by the Company’s wholly-owned taxable subsidiaries. For the nine months ended June 30, 2021, the Company recognized a provision for income tax related to net investment income of $0.4 million.

As of September 30, 2020, the Company's last tax year end, the components of accumulated overdistributed earnings on a tax basis were as follows:


Undistributed ordinary income, net	$	9,392
Net realized capital losses	515,255
Unrealized losses, net	68,439

The aggregate cost of investments for income tax purposes was $1.6 billion as of September 30, 2020. As of September 30, 2020, the aggregate gross unrealized appreciation for all investments in which there was an excess of value over cost for income tax purposes was $300.3 million. As of September 30, 2020, the aggregate gross unrealized depreciation for all investments in which there was an excess of cost for income tax purposes over value was $368.7 million. Net unrealized depreciation based on the aggregate cost of investments for income tax purposes was $68.4 million.

Note 9. Realized Gains or Losses and Net Unrealized Appreciation or Depreciation

Realized Gains or Losses

Realized gains or losses are measured by the difference between the net proceeds from the sale or redemption and the cost basis of the investment without regard to unrealized appreciation or depreciation previously recognized, and include investments written-off during the period, net of recoveries. Realized losses may also be recorded in connection with the Company's determination that certain investments are considered worthless securities and/or meet the conditions for loss recognition per the applicable tax rules.

During the three months ended ~~December 31, 2020,~~June 30, 2021, the Company recorded an aggregate net realized gain of ~~$8.2~~$8.6 million, which consisted of the following:


($ in millions)
Portfolio Company	Net Realized Gain (Loss)
~~PLATO Learning Inc.~~Keypath Education Holdings, LLC	$	~~7.8~~6.8
~~L Squared Capital~~Signify Health, LLC	~~1.4~~
~~BX Commercial Mortgage Trust 2020-VIVA~~	~~1.2~~
~~ExamSoft Worldwide Inc.~~	~~0.9~~
~~California Pizza Kitchen Inc.~~	~~(2.1)~~
~~99 Cents Only Stores~~	~~(0.9)~~0.6
Other, net	~~(0.1)~~1.2
Total, net	$	~~8.2~~8.6

5767

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

During the three months ended ~~December 31, 2019,~~June 30, 2020, the Company recorded an aggregate net realized gain of ~~$3.3~~$2.8 million, which consisted of the following:


($ in millions)
Portfolio Company	Net Realized Gain (Loss)
~~YETI Holdings,~~HealthEdge Software, Inc.	$	~~3.4~~ 1.7
Sorrento Therapeutics, Inc.	1.4
Covia Holdings Corporation	(3.3)
Other, net	~~(0.1)~~3.0
Total, net	$	~~3.3~~2.8

During the nine months ended June 30, 2021, the Company recorded an aggregate net realized gain of $22.7 million, which consisted of the following:


($ in millions)
Portfolio Company	Net Realized Gain (Loss)
PLATO Learning Inc.	$	7.8
Keypath Education Holdings, LLC	6.8
L Squared Capital Partners LLC	3.4
LTI Holdings, Inc.	2.6
BX Commercial Mortgage Trust 2020-VIVA	2.6
California Pizza Kitchen Inc.	(1.8)
Other, net	1.3
Total, net	$	22.7

During the nine months ended June 30, 2020, the Company recorded an aggregate net realized loss of $20.4 million, which consisted of the following:


($ in millions)
Portfolio Company	Net Realized Gain (Loss)
Cenegenics, LLC	$	(29.2)
Dominion Diagnostics, LLC	(15.6)
Covia Holdings Corporation	(3.3)
YETI Holdings, Inc.	17.6
Lytx Holdings, LLC	5.2
HealthEdge Software, Inc.	1.7
Sorrento Therapeutics, Inc.	1.4
Other, net	1.8
Total, net	$	(20.4)

Net Unrealized Appreciation or Depreciation

Net unrealized appreciation or depreciation reflects the net change in the valuation of the portfolio pursuant to the Company's valuation guidelines and the reclassification of any prior period unrealized appreciation or depreciation.

During the three months ended ~~December 31,~~June 30, 2021 and 2020, ~~and 2019,~~ the Company recorded net unrealized appreciation of ~~$47.6~~$3.9 million and ~~$2.9~~$100.6 million, respectively. For the three months ended ~~December 31, 2020,~~June 30, 2021, this consisted of ~~$27.2~~$12.3 million of net unrealized appreciation on debt investments, ~~$12.8~~$3.8 million of net unrealized appreciation on equity investments and $1.1 million of net unrealized appreciation of foreign currency forward contracts, partially offset by $13.3 million of net unrealized depreciation related to exited investments (a portion of which resulted in a reclassification to realized gains). For the three months ended June 30, 2020, this consisted of $85.2 million of net unrealized appreciation on debt investments, $11.8 million of net unrealized appreciation on equity investments and $3.9 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses), partially offset by $0.4 million of net unrealized depreciation of foreign currency forward contracts.

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

During the nine months ended June 30, 2021 and 2020, the Company recorded net unrealized appreciation (depreciation) of $116.6 million and $(60.1) million, respectively. For the nine months ended June 30, 2021, this consisted of $79.7 million of net unrealized appreciation on debt investments, $30.7 million of net unrealized appreciation on equity investments, $4.0 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses) and ~~$9.9~~$2.2 million of net unrealized appreciation ~~on equity investments, partially offset by $2.4 million of net unrealized depreciation~~ of foreign currency forward contracts. For the ~~three~~nine months ended ~~December 31, 2019,~~June 30, 2020, this consisted of ~~$3.9~~$42.5 million of net unrealized ~~appreciation~~depreciation on ~~equity~~debt investments and ~~$2.2~~$39.3 million of net unrealized ~~appreciation~~depreciation on ~~debt~~equity investments, partially offset by ~~$1.7~~$21.3 million of net unrealized ~~depreciation~~appreciation related to exited investments (a portion of which resulted in a reclassification to realized ~~gains)~~losses) and ~~$1.5~~$0.4 million of net unrealized ~~depreciation~~appreciation of foreign currency forward contracts.

For the three and nine months ended June 30, 2021, there were $(5.0) million and $28.4 million of net realized and unrealized gains (losses) that resulted solely from accounting adjustments related to the Mergers.

Note 10. Concentration of Credit Risks

The Company deposits its cash with financial institutions and at times such balances may be in excess of the FDIC insurance limit. The Company limits its exposure to credit loss by depositing its cash with high credit quality financial institutions and monitoring their financial stability.

Note 11. Related Party Transactions

As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, the Company had a liability on its Consolidated Statements of Assets and Liabilities in the amount of ~~$20.2~~$31.1 million and $11.2 million, respectively, reflecting the unpaid portion of the base management fees and incentive fees payable to Oaktree.

Investment Advisory Agreement

The Company is party to the Investment Advisory Agreement. Under the Investment Advisory Agreement, the Company pays Oaktree a fee for its services under the Investment Advisory Agreement consisting of two components: a base management fee and an incentive fee. The cost of both the base management fee payable to Oaktree and any incentive fees earned by Oaktree is ultimately borne by common stockholders of the Company.

From October 17, 2017 through May 3, 2020, the Company was externally managed by OCM pursuant to an investment advisory agreement. On May 4, 2020, OCM effected the novation of such investment advisory agreement to Oaktree. Immediately following such novation, the Company and Oaktree entered into a new investment advisory agreement with the same terms, including fee structure, as the investment advisory agreement with OCM. The investment advisory agreement with Oaktree was amended and restated on March 19, 2021 in connection with the closing of the Mergers. The term “Investment Advisory Agreement” refers collectively to the agreements with Oaktree and, prior to its novation, with OCM. Prior to October 17, 2017, the Company was externally managed by Fifth Street Management LLC (the "Former Adviser”), an indirect, partially-owned subsidiary of Fifth Street Asset Management Inc., pursuant to an investment advisory agreement between the Company and the Former Adviser, which was terminated on October 17, 2017.

Unless earlier terminated as described below, the Investment Advisory Agreement will remain in effect until September 30, 2021 and thereafter from year-to-year if approved annually by the Board of Directors of the Company or by the affirmative vote of the holders of a majority of the Company’s outstanding voting securities, including, in either case, approval by a majority of the directors of the Company who are not interested persons. The Investment Advisory Agreement will automatically terminate in the event of its assignment. The Investment Advisory Agreement may be terminated by

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

either party without penalty upon 60 days’ written notice to the other. The Investment Advisory Agreement may also be terminated, without penalty, upon the vote of a majority of the outstanding voting securities of the Company.

Base Management Fee

Under the Investment Advisory Agreement, the base management fee is calculated at an annual rate of 1.50% of total gross assets, including any investment made with borrowings, but excluding cash and cash equivalents. The base management fee is payable quarterly in arrears and the fee for any partial month or quarter is appropriately prorated. Effective May 3, 2019, the base management fee on the Company’s gross assets, including any investments made with borrowings, but excluding any cash and cash equivalents, that exceed the product of (A) 200% and (B) the Company’s net asset value will be 1.00%. For the avoidance of doubt, the 200% will be calculated in accordance with the Investment Company Act and will give effect to exemptive relief the Company received from the SEC with respect to debentures issued by a small business investment company subsidiary. In connection with ~~entry~~the Mergers, the Company and Oaktree entered into ~~the Merger Agreement, Oaktree has agreed to waive $750,000~~an amended and restated

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

investment advisory agreement, which among other items, waived an aggregate of $6 million of base management fees otherwise payable to ~~it under~~Oaktree in the ~~Investment Advisory Agreement in each of the eight quarters immediately~~two years following the closing of the Mergers ~~(for an aggregate waiver~~on March 19, 2021 at a rate of ~~$6.0 million of base management fees)~~$750,000 per quarter (with such amount appropriately prorated for any partial quarter).

For the three and nine months ended ~~December 31, 2020 and 2019,~~June 30, 2021, the base management fee incurred under the Investment Advisory Agreement was ~~$6.5~~$8.2 million (net of waiver) and $21.7 million (net of waiver), respectively. For the three and nine months ended June 30, 2020, the base management fee incurred under the Investment Advisory Agreement was $6.0 million and ~~$5.6~~$16.9 million, respectively.

Incentive Fee

The incentive fee consists of two parts. Under the Investment Advisory Agreement, the first part of the incentive fee (the “incentive fee on income” or "Part I incentive fee") is calculated and payable quarterly in arrears based upon the “pre-incentive fee net investment income” of the Company for the immediately preceding quarter. The payment of the incentive fee on income is subject to payment of a preferred return to investors each quarter (i.e., a “hurdle rate”), expressed as a rate of return on the value of the Company’s net assets at the end of the most recently completed quarter, of 1.50%, subject to a “catch up” feature.

For this purpose, “pre-incentive fee net investment income” means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies, other than fees for providing managerial assistance) accrued during the fiscal quarter, minus the Company’s operating expenses for the quarter (including the base management fee, expenses payable under the Administration Agreement and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the incentive fee). Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature (such as OID debt, instruments with PIK interest and zero coupon securities), accrued income that the Company has not yet received in cash. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. In addition, pre-incentive fee net investment income does not include any amortization or accretion of any purchase premium or purchase discount to interest income resulting solely from merger-related accounting adjustments in connection with the assets acquired in the Mergers, including any premium or discount paid for the acquisition of such assets, solely to the extent that the inclusion of such merger-related accounting adjustments, in the aggregate, would result in an increase in pre-incentive fee net investment income.

Under the Investment Advisory Agreement, the calculation of the incentive fee on income for each quarter is as follows:

•No incentive fee is payable to Oaktree in any quarter in which the Company’s pre-incentive fee net investment income does not exceed the preferred return rate of 1.50% (the “preferred return”) on net assets;

•100% of the Company’s pre-incentive fee net investment income, if any, that exceeds the preferred return but is less than or equal to 1.8182% in any fiscal quarter is payable to Oaktree. This portion of the incentive fee on income is referred to as the “catch-up” provision, and it is intended to provide Oaktree with an incentive fee of 17.5% on all of the Company’s pre-incentive fee net investment income when the Company’s pre-incentive fee net investment income exceeds 1.8182% on net assets in any fiscal quarter; and

•For any quarter in which the Company’s pre-incentive fee net investment income exceeds 1.8182% on net assets, the incentive fee on income is equal to 17.5% of the amount of the Company’s pre-incentive fee net investment income, as the preferred return and catch-up will have been achieved.

There is no accumulation of amounts on the hurdle rate from quarter to quarter and accordingly there is no clawback of amounts previously paid if subsequent quarters are below the quarterly hurdle.

For the three and nine months ended ~~December 31, 2020 and 2019,~~June 30, 2021, the first part of the incentive fee (incentive fee on income) incurred under the Investment Advisory Agreement was ~~$4.1~~$7.0 million and ~~$3.0~~$15.6 million, respectively. For the three and nine months ended June 30, 2020, the first part of the incentive fee (incentive fee on income) incurred under the Investment Advisory Agreement was $3.6 million and $10.0 million, respectively.

Under the Investment Advisory Agreement, the second part of the incentive fee (the "capital gains incentive fee") is determined and payable in arrears as of the end of each fiscal year (or upon termination of the Investment Advisory Agreement,

~~OAKTREE SPECIALTY LENDING CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

as of the termination date) commencing with the fiscal year ended September 30, 2019 and equals 17.5% of the Company’s realized capital gains, if any, on a cumulative basis from the beginning of the fiscal year ended September 30, 2019 through the end of each subsequent fiscal year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees under the Investment Advisory

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Agreement. Any realized capital gains, realized capital losses, unrealized capital appreciation and unrealized capital depreciation with respect to the Company’s portfolio as of the end of the fiscal year ended September 30, 2018 are excluded from the calculations of the second part of the incentive fee. AsIn addition, the calculation of ~~December 31, 2020,~~realized capital gains, realized capital losses and unrealized capital depreciation does (1) not include any such amounts resulting solely from merger-related accounting adjustments in connection with the ~~Company incurred $4.6 million~~assets acquired in the Mergers, including any premium or discount paid for the acquisition of such assets, solely to the extent that the inclusion of such merger-related accounting adjustments, in the aggregate, would result in an increase in the capital gains incentive ~~fees cumulatively under~~fee and (2) include any such amounts associated with the ~~Investment Advisory Agreement (prior~~investments acquired in the Mergers for the period from October 1, 2018 to ~~waivers). For~~ the ~~three months ended December 31, 2020,~~date of closing of the ~~Company did not incur any~~Mergers, solely to the extent that the exclusion of such amounts, in the aggregate, would result in an increase in the capital gains incentive ~~fees under the Investment Advisory Agreement.~~fee.

GAAP requires that the capital gains incentive fee accrual consider the cumulative aggregate unrealized capital appreciation in the calculation, as a capital gains incentive fee would be payable if such unrealized capital appreciation were realized on a theoretical "liquidation basis." A fee so calculated and accrued would not be payable under applicable law and may never be paid based upon the computation of capital gains incentive fees in subsequent periods. Amounts ultimately paid under the Investment Advisory Agreement will be consistent with the formula reflected in the Investment Advisory Agreement. This GAAP accrual is calculated using the aggregate cumulative realized capital gains and losses and aggregate cumulative unrealized capital depreciation included in the calculation of the capital gains incentive fee plus the aggregate cumulative unrealized capital appreciation. Any realized capital gains and losses and cumulative unrealized capital appreciation and depreciation with respect to the Company’s portfolio as of the end of the fiscal year ended September 30, 2018 are excluded from the GAAP accrual. If such amount is positive at the end of a period, then GAAP requires the Company to record a capital gains incentive fee equal to 17.5% of such cumulative amount, less the aggregate amount of actual capital gains incentive fees payable or capital gains incentive fees accrued under GAAP in all prior periods. The resulting accrual for any capital gains incentive fee under GAAP in a given period may result in an additional expense if such cumulative amount is greater than in the prior period or a reversal of previously recorded expense if such cumulative amount is less than in the prior period. If such cumulative amount is negative, then there is no accrual. There can be no assurance that such unrealized capital appreciation will be realized in the future or any accrued capital gains incentive fee will become payable under the Investment Advisory Agreement. ~~For the three months ended December 31, 2020 and 2019, the Company recorded $9.5 million and $1.1 million of accrued capital gains incentive fees, respectively.~~

~~Any amounts resulting solely from~~For the ~~new cost basis~~three and nine months ended June 30, 2021, $2.8 million and $16.0 million of accrued Part II incentive fees were expensed. As of June 30, 2021, the total accrued Part II incentive fee liability was $16.0 million. Part II incentive fees are contractually calculated and paid at the end of the ~~acquired OCSI investments established by ASC 805-50 (as defined~~fiscal year in ~~Note 15) as a result of the Mergers will be excluded from the calculation of the incentive fee on income and the incentive fee on capital gains,~~accordance with ~~such exclusion to be implemented either through an amendment to~~ the Investment Advisory Agreement, ~~or a waiver~~which, as described above, differs from Part II incentive fees accrued under GAAP. Hypothetically, if Part II incentive fees were calculated as of ~~such amounts by Oaktree.~~June 30, 2021 under the Investment Advisory Agreement, the amount payable would have been $7.2 million.

To ensure compliance with Section 15(f) of the Investment Company Act, OCM entered into a two-year contractual fee waiver with the Company, which ended on October 17, 2019, pursuant to which OCM waived any management or incentive fees payable under the Investment Advisory Agreement that exceeded what would have been paid to the Former Adviser in the aggregate under the investment advisory agreement with the Former ~~Investment Advisory Agreement.~~Advisor. The contractual amount of fees permanently waived at the end of the two-year period was $3.9 million. Prior to the end of the two-year period, amounts potentially subject to waiver under the two-year contractual fee waiver were accrued quarterly based on a theoretical “liquidation basis.” As of September 30, 2019, the Company had accrued cumulative fee waivers of $9.1 million. During the three months ended December 31, 2019, the Company reversed $5.2 million of previously accrued fee waivers since the two-year fee waiver period ~~has~~ ended.

6071

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

The following table provides a roll-forward of the accrued waiver balance and illustrates the impact of the end of the two-year contractual fee waiver period:


($ in millions)
Accrued fee waivers as of September 30, 2019 (1)	$	9.1
Reversal of previously accrued fee waivers (2)	(5.2)
Contractual fees waived under the Investment Advisory Agreement (3)	(3.9)
Accrued fee waivers as of December 31, 2019	$	—

(1)Calculated in accordance with GAAP as of September 30, 2019 and is based on a hypothetical liquidation basis.

(2)Reflects the reversal of fee waivers that were previously accrued based on a hypothetical liquidation basis when the two-year contractual fee waiver was in effect. This reversal was recognized in connection with the expiration of the two-year contractual fee waiver, which ended on October 17, 2019, and is reflected in reversal of fees waived in the Consolidated Statement of Operations for the three months ended December 31, 2019.

(3)Reflects the amount of fees permanently waived pursuant to the two-year contractual fee waiver.

As of September 30, 2019, the capital gains incentive fee payable under the Investment Advisory Agreement (net of waivers) was $0.8 million as shown below:


($ in millions)	September 30, 2019 (1)
Capital gains incentive fee payable under the Investment Advisory Agreement (prior to waivers)	$	4.6
Contractual fees waived	(3.9)
Capital gains incentive fee payable under the Investment Advisory Agreement (net of waivers)	$	0.8

(1)Amounts may not sum due to rounding.

From October 1, 2018 to June 30, 2021, the Company paid $0.8 million of capital gains incentive fees (net of waivers) cumulatively under the Investment Advisory Agreement.

Indemnification

The Investment Advisory Agreement provides that, absent willful misfeasance, bad faith or gross negligence in the performance of their respective duties or by reason of the reckless disregard of their respective duties and obligations, Oaktree and its officers, managers, partners, members (and their members, including the owners of their members), agents, employees, controlling persons and any other person or entity affiliated with it, are entitled to indemnification from the Company for any damages, liabilities, costs and expenses (including reasonable attorneys' fees and amounts reasonably paid in settlement) arising from the rendering of Oaktree's services under the Investment Advisory Agreement or otherwise as investment adviser.

Administrative Services

The Company is party to the Administration Agreement with Oaktree Administrator. Pursuant to the Administration Agreement, Oaktree Administrator provides administrative services to the Company necessary for the operations of the Company, which include providing office facilities, equipment, clerical, bookkeeping and record keeping services at such facilities and such other services as Oaktree Administrator, subject to review by the Company’s Board of Directors, shall from time to time deem to be necessary or useful to perform its obligations under the Administration Agreement. Oaktree Administrator may, on behalf of the Company, conduct relations and negotiate agreements with custodians, trustees, depositories, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Oaktree Administrator makes reports to the Company’s Board of Directors of its performance of obligations under the Administration Agreement and furnishes advice and recommendations with respect to such other aspects of the Company’s business and affairs, in each case, as it shall determine to be desirable or as reasonably required by the Company’s Board of Directors; provided that Oaktree Administrator shall not provide any investment advice or recommendation.

Oaktree Administrator also provides portfolio collection functions for interest income, fees and warrants and is responsible for the financial and other records that the Company is required to maintain and prepares, prints and disseminates reports to the Company’s stockholders and all other materials filed with the SEC. In addition, Oaktree Administrator assists the Company in determining and publishing the Company’s net asset value, overseeing the preparation and filing of the Company’s tax returns, and generally overseeing the payment of the Company’s expenses and the performance of administrative and professional ~~services rendered to the Company by others. Oaktree Administrator may also offer to provide, on the Company’s behalf, managerial assistance to the Company’s portfolio companies.~~

6172

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

services rendered to the Company by others. Oaktree Administrator may also offer to provide, on the Company’s behalf, managerial assistance to the Company’s portfolio companies.

For providing these services, facilities and personnel, the Company reimburses Oaktree Administrator the allocable portion of overhead and other expenses incurred by Oaktree Administrator in performing its obligations under the Administration Agreement, including the Company’s allocable portion of the rent of the Company’s principal executive offices (which are located in a building owned by a Brookfield affiliate) at market rates and the Company’s allocable portion of the costs of compensation and related expenses of its Chief Financial Officer, Chief Compliance Officer, their staffs and other non-investment professionals at Oaktree that perform duties for the Company. Such reimbursement is at cost, with no profit to, or markup by, Oaktree Administrator. The Administration Agreement may be terminated by either party without penalty upon 60 days’ written notice to the other. The Administration Agreement may also be terminated, without penalty, upon the vote of a majority of the Company’s outstanding voting securities.

For the three months ended ~~December 31,~~June 30, 2021 and 2020, ~~and 2019,~~ the Company accrued administrative expenses of ~~$0.4~~$0.5 million and ~~$0.5~~$0.4 million, respectively, including $0.1 million and $0.1 million of general and administrative expenses, respectively. For the nine months ended June 30, 2021 and 2020, the Company accrued administrative expenses of $1.2 million and $1.4 million, respectively, including $0.1 million and $0.2 million of general and administrative expenses, respectively.

As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, ~~$2.4~~$5.0 million and $2.1 million, respectively, was included in “Due to affiliate” in the Consolidated Statements of Assets and Liabilities, reflecting the unpaid portion of administrative expenses and other reimbursable expenses payable to Oaktree Administrator.

6273

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Note 12. Financial Highlights


(Share amounts in thousands)	(Share amounts in thousands)	Three months ended December 31, 2020	Three months ended December 31, 2019	(Share amounts in thousands)	Three months ended June 30, 2021	Three months ended June 30, 2020	Nine months ended June 30, 2021	Nine months ended June 30, 2020
Net asset value per share at beginning of period	Net asset value per share at beginning of period	$6.49	$6.60	Net asset value per share at beginning of period	$7.09	$5.34	$6.49	$6.60
Net investment income (1)	Net investment income (1)	0.07	0.06	Net investment income (1)	0.20	0.12	0.41	0.34
Net unrealized appreciation (depreciation) ~~(1)~~(2)	Net unrealized appreciation (depreciation) ~~(1)~~(2)	0.34	0.03	Net unrealized appreciation (depreciation) ~~(1)~~(2)	0.02	0.71	0.74	(0.43)
Net realized gains (losses) (1)	Net realized gains (losses) (1)	0.06	0.02	Net realized gains (losses) (1)	0.05	0.02	0.15	(0.14)
(Provision) benefit for taxes on realized and unrealized gains (losses) (1)				(Provision) benefit for taxes on realized and unrealized gains (losses) (1)	(0.01)	—	(0.02)	0.01
Distributions of net investment income to stockholders	Distributions of net investment income to stockholders	(0.11)	(0.10)	Distributions of net investment income to stockholders	(0.13)	(0.10)	(0.36)	(0.29)
Issuance of common stock				Issuance of common stock	—	—	(0.19)	—
Net asset value per share at end of period	Net asset value per share at end of period	$6.85	$6.61	Net asset value per share at end of period	$7.22	$6.09	$7.22	$6.09
Per share market value at beginning of period	Per share market value at beginning of period	$4.84	$5.18	Per share market value at beginning of period	$6.20	$3.24	$4.84	$5.18
Per share market value at end of period	Per share market value at end of period	$5.57	$5.46	Per share market value at end of period	$6.69	$4.47	$6.69	$4.47
Total return (2)		17.34%	7.23%
Total return (3)				Total return (3)	9.98%	40.90%	46.39%	(7.69)%
Common shares outstanding at beginning of period	Common shares outstanding at beginning of period	140,961	140,961	Common shares outstanding at beginning of period	180,361	140,961	140,961	140,961
Common shares outstanding at end of period	Common shares outstanding at end of period	140,961	140,961	Common shares outstanding at end of period	180,361	140,961	180,361	140,961
Net assets at beginning of period	Net assets at beginning of period	$914,879	$930,630	Net assets at beginning of period	$1,278,823	$752,224	$914,879	$930,630
Net assets at end of period	Net assets at end of period	$964,917	$931,082	Net assets at end of period	$1,302,414	$859,063	$1,302,414	$859,063
Average net assets (3)		$944,955	$934,932
Ratio of net investment income to average net assets (4)		4.21%	3.33%
Ratio of total expenses to average net assets (4)		11.83%	7.61%
Ratio of net expenses to average net assets (4)		11.83%	9.81%
Average net assets (4)				Average net assets (4)	$1,298,995	$810,793	$1,094,761	$864,370
Ratio of net investment income to average net assets (5)				Ratio of net investment income to average net assets (5)	11.09%	8.30%	7.82%	7.31%
Ratio of total expenses to average net assets (5)				Ratio of total expenses to average net assets (5)	9.23%	8.72%	10.02%	7.23%
Ratio of net expenses to average net assets (5)				Ratio of net expenses to average net assets (5)	9.00%	8.72%	9.91%	8.03%
Ratio of portfolio turnover to average investments at fair value	Ratio of portfolio turnover to average investments at fair value	10.34%	6.68%	Ratio of portfolio turnover to average investments at fair value	7.43%	9.27%	31.59%	26.51%
Weighted average outstanding debt (5)		$703,403	$489,564
Weighted average outstanding debt (6)				Weighted average outstanding debt (6)	$1,140,774	$738,891	$884,525	$616,917
Average debt per share (1)	Average debt per share (1)	$4.99	$3.47	Average debt per share (1)	$6.32	$5.24	$5.67	$4.38
Asset coverage ratio at end of period (6)		236.67%	271.92%
Asset coverage ratio at end of period (7)				Asset coverage ratio at end of period (7)	216.01%	211.27%	216.01%	211.27%

__________


(1)			Calculated based upon weighted average shares outstanding for the period.
(2)			For the nine months ended June 30, 2021, the amount shown for net unrealized appreciation (depreciation) includes the effect of the timing of common stock issuances in connection with the Mergers.
(3)			Total return equals the increase or decrease of ending market value over beginning market value, plus distributions, divided by the beginning market value, assuming dividend reinvestment prices obtained under the Company's DRIP. Total return does not include sales load.
~~(3)~~(4)			Calculated based upon the weighted average net assets for the period.
~~(4)~~(5)			Interim periods are annualized.
~~(5)~~(6)			Calculated based upon the weighted average of principal debt outstanding for the period.
~~(6)~~(7)			Based on outstanding senior securities of ~~$702.2~~$1,114.1 million and ~~$540.0~~$766.8 million as of ~~December 31,~~June 30, 2021 and 2020, ~~and 2019,~~ respectively.

6374

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Note 13. Derivative Instruments

The Company enters into foreign currency forward ~~currency~~ contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on the value of the Company’s investments denominated in foreign currencies.

In order to better define its contractual rights and to secure rights that will help the Company mitigate its counterparty risk, the Company entered into an International Swaps and Derivatives Association, Inc. Master Agreement (the "ISDA Master Agreement") with its derivative counterparty, JPMorgan Chase Bank, N.A. The ISDA Master Agreement permits a single net payment in the event of a default or similar event. As of ~~December 31, 2020,~~June 30, 2021, no cash collateral has been pledged to cover obligations and no cash collateral has been received from the counterparty with respect to the Company's forward currency contracts.

~~Net unrealized gains or losses on foreign currency contracts are~~During the three months ended June 30, 2021, in connection with the issuance of the 2027 Notes, the Company entered into an interest rate swap agreement with the Royal Bank of Canada pursuant to an ISDA Master Agreement. As of June 30, 2021, the Company paid $1.6 million to the Royal Bank of Canada to cover collateral obligations under the terms of the interest swap agreement, which is included in ~~“net unrealized appreciation (depreciation)”~~due from broker on the Consolidated Statement of Assets and net realized gains or losses on forward currency contracts are included in “net realized gains (losses)” in the accompanying Consolidated Statements of Operations. Forward currency contracts are considered undesignated derivative instruments.Liabilities.

Certain information related to the Company’s foreign currency forward contracts is presented below as of ~~December 31, 2020.~~June 30, 2021.


Description	Description	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities		Balance Sheet Location of Net Amounts	Description	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities		Balance Sheet Location of Net Amounts
Foreign currency forward contract	Foreign currency forward contract	$	36,999	£	27,894	2/11/2021	$	—	$	(1,141)	Derivative liability	Foreign currency forward contract	$	53,390	£	37,709	8/12/2021	$	1,292	$	—	Derivative asset
Foreign currency forward contract	Foreign currency forward contract	$	30,308	€	25,614	2/11/2021	$	—	$	(1,062)	Derivative liability	Foreign currency forward contract	$	46,457	€	38,165	8/12/2021	$	1,157	$	—	Derivative asset
							$	—	$	(2,203)								$	2,449	$	—

Certain information related to the Company’s interest rate swap is presented below as of June 30, 2021.


Description	Notional Amount		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities		Balance Sheet Location of Net Amounts
Interest rate swap	$	350,000	1/15/2027	$	—	$	267	Derivative liability
				$	—	$	267

Certain information related to the Company’s foreign currency forward contracts is presented below as of September 30, 2020.


Description	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities		Balance Sheet Location of Net Amounts
Foreign currency forward contract	$	35,577	£	27,494	11/12/2020	$	25	$	—	Derivative asset
Foreign currency forward contract	$	30,260	€	25,614	11/12/2020	$	198	$	—	Derivative asset
						$	223	$	—

Note 14. Commitments and Contingencies

Merger Litigation

On December 18, 2020, putative stockholder Oklahoma Firefighters Pension and Retirement System filed a complaint on behalf of itself and all other similarly situated holders of the Company’s common stock and derivatively on behalf of usthe Company as nominal defendant in the Delaware Court of Chancery, captioned Oklahoma Firefighters Pension and Retirement System v. Frank, et al., No. 2020-1075-VCM (Del. Ch.). This lawsuit is referred to herein as the “Merger Litigation”. The Merger Litigation alleges a direct breach of fiduciary duty claim against the Board of Directors in connection with the solicitation of the approval by the Company’s stockholders of the issuance of shares of the Company’s common stock to be issued pursuant to the Merger Agreement and a derivative breach of fiduciary duty claim against the Board of Directors in connection with its negotiation and approval of the Mergers. The Merger Litigation alleges, among other things, that the members of the Board of Directors had certain conflicts of interest in the negotiation and approval of the Mergers and that the initial filing of the joint proxy statement/prospectus relating to the Mergers omitted certain information that the plaintiff claims is material. The Merger Litigation, among other things, ~~requests~~requested that the court enjoin the vote of the Company’s stockholders with respect to the approval of the issuance of shares of the Company’s common stock to be issued pursuant to the Merger Agreement and award attorneys’ fees and damages in an unspecified amount.

The defendants believe that the Company previously made complete disclosure of all information required to be disclosed to ensure that the Company’s stockholders can make an informed vote at the Company’s Annual Meeting of Stockholders and that the additional disclosures requested by On February 16, 2021, the plaintiff ~~are immaterial and/or were included in~~withdrew the ~~preliminary joint proxy statement/prospectus filed as part of the Company’s Registration Statement on Form N-14 on November 23, 2020.~~

6475

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

~~Accordingly,~~request that the ~~defendants believe these claims are without merit and intend to vigorously defend against them. However, in an attempt to reduce~~court enjoin the ~~costs, risks and uncertainties inherent in litigation and to maximize~~vote of the Company’s ~~net asset value at~~stockholders. On April 26, 2021, putative stockholder Oklahoma Firefighters Pension and Retirement System filed a proposed order voluntarily dismissing its claims surrounding the ~~time~~Mergers, with prejudice as to the plaintiff and without prejudice as to any other stockholder of the ~~Mergers,~~Company.

The court entered the order of dismissal on May 10, 2021. The Court retained jurisdiction solely for the purpose of adjudicating the anticipated application of plaintiff’s counsel for an award of attorneys’ fees and reimbursement of expenses in connection with the supplemental disclosures included in the amended joint proxy statement/prospectus. The Company subsequently agreed to pay $0.4 million to plaintiff’s counsel for attorneys’ fees and expenses in full satisfaction of the claim for attorneys’ fees and expenses in the action.

For the three and nine months ended June 30, 2021, the Company recognized a $0.4 million loss in connection with the litigation matter described above. Additionally, the Company determined ~~to voluntarily include certain supplemental disclosures~~that it is probable that it will receive $0.4 million of insurance recoveries in connection with such loss and has recognized such amount for the ~~amendment to its Registration Statement on Form N-14 filed on January 19,~~three and nine months ended June 30, 2021. The inclusion of such disclosures shall not be deemed an admission of the legal necessity or materiality of any of these disclosures under applicable law. Rather, the Company and its Board of Directors specifically deny all allegations in the Merger Litigation that any additional disclosure was or is required.

Neither the outcome of the lawsuit nor an estimate of any reasonably possible losses is determinable as of December 31, 2020. No provision for any losses related to the lawsuit has been recorded in the consolidated financial statements as of December 31, 2020. In connection with the lawsuit, the Company incurred professional fees of ~~$0.2~~$0.1 million and $0.6 million, respectively, during the three and nine months ended ~~December 31, 2020.~~June 30, 2021.

Off-Balance Sheet Arrangements

The Company may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of its portfolio companies. As of ~~December 31, 2020,~~June 30, 2021, the Company's only off-balance sheet arrangements consisted of ~~$197.6~~$288.0 million of unfunded commitments, which was comprised of ~~$192.8~~$235.5 million to provide debt financing to certain of its portfolio companies, ~~$1.3~~$49.0 million to provide ~~equity~~ financing to ~~SLF JV I~~the JVs and $3.5 million related to unfunded limited partnership interests. As of September 30, 2020, the Company's only off-balance sheet arrangements consisted of $157.5 million of unfunded commitments, which was comprised of $152.7 million to provide debt financing to certain of its portfolio companies, $1.3 million to provide equity financing to SLF JV I and $3.5 million related to unfunded limited partnership interests. Such commitments are subject to the portfolio companies' satisfaction of certain financial and nonfinancial covenants and may involve, to varying degrees, elements of credit risk in excess of the amount recognized in the Company's Consolidated Statements of Assets and Liabilities.

6576

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

A list of unfunded commitments by investment (consisting of revolvers, term loans with delayed draw components, ~~SLF JV I LLC~~ subordinated notes and LLC equity interests in the JVs, preferred stock and limited partnership interests) as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020 is shown in the table below:


		December 31, 2020		September 30, 2020			June 30, 2021		September 30, 2020
Senior Loan Fund JV I, LLC						Senior Loan Fund JV I, LLC	$	35,000	$	1,328
Assembled Brands Capital LLC	Assembled Brands Capital LLC	$	33,326	$	36,079	Assembled Brands Capital LLC	28,842		36,079
WPEngine, Inc.	WPEngine, Inc.	26,348		26,348		WPEngine, Inc.	26,348		26,348
Marinus Pharmaceuticals, Inc.						Marinus Pharmaceuticals, Inc.	25,230		—
Athenex, Inc.						Athenex, Inc.	21,072		22,780
Thrasio, LLC						Thrasio, LLC	20,864		—
OCSI Glick JV LLC						OCSI Glick JV LLC	13,998		—
Jazz Acquisition, Inc.						Jazz Acquisition, Inc.	13,825		—
Dominion Diagnostics, LLC						Dominion Diagnostics, LLC	11,148		5,887
Gulf Operating, LLC						Gulf Operating, LLC	10,064		—
Coty Inc.						Coty Inc.	9,886		—
Latam Airlines Group S.A.						Latam Airlines Group S.A.	7,267		—
NeuAG, LLC						NeuAG, LLC	5,441		4,382
MHE Intermediate Holdings, LLC						MHE Intermediate Holdings, LLC	5,255		—
SumUp Holdings Luxembourg S.À.R.L.						SumUp Holdings Luxembourg S.À.R.L.	5,154		—
Olaplex, Inc.						Olaplex, Inc.	4,806		1,917
MRI Software LLC						MRI Software LLC	4,723		7,239
Mindbody, Inc.						Mindbody, Inc.	4,000		3,048
CorEvitas, LLC						CorEvitas, LLC	3,968		5,189
Pluralsight, LLC						Pluralsight, LLC	3,532		—
Pingora MSR Opportunity Fund I-A, LP						Pingora MSR Opportunity Fund I-A, LP	3,500		3,500
The Avery						The Avery	3,257		—
Accupac, Inc.						Accupac, Inc.	3,063		2,346
PRGX Global, Inc.						PRGX Global, Inc.	2,518		—
Relativity ODA LLC						Relativity ODA LLC	2,218		—
Acquia Inc.						Acquia Inc.	2,061		2,240
Telestream Holdings Corporation						Telestream Holdings Corporation	1,759		—
Apptio, Inc.						Apptio, Inc.	1,338		1,538
Coyote Buyer, LLC						Coyote Buyer, LLC	1,333		942
Sunland Asphalt & Construction, LLC						Sunland Asphalt & Construction, LLC	1,258		—
4 Over International, LLC						4 Over International, LLC	1,183		—
109 Montgomery Owner LLC						109 Montgomery Owner LLC	1,104		—
Ministry Brands, LLC						Ministry Brands, LLC	1,100		425
Digital.AI Software Holdings, Inc.						Digital.AI Software Holdings, Inc.	1,077		—
Thermacell Repellents, Inc.						Thermacell Repellents, Inc.	438		—
GKD Index Partners, LLC						GKD Index Partners, LLC	320		231
CircusTrix Holdings, LLC						CircusTrix Holdings, LLC	61		—
NuStar Logistics, L.P.	NuStar Logistics, L.P.	17,911		17,911		NuStar Logistics, L.P.	—		17,911
Athenex, Inc.		17,085		22,780
FFI Holdings I Corp		16,529		—
Thrasio, LLC		11,355		—
Jazz Acquisition, Inc.		10,147		—
Gulf Operating, LLC		10,064		—
Latam Airlines Group S.A.		8,177		—
MRI Software LLC		6,473		7,239
NeuAG, LLC		4,382		4,382
Corrona, LLC		3,968		5,189
Olaplex, Inc.		3,834		1,917
Pingora MSR Opportunity Fund I-A, LP		3,500		3,500
Dominion Diagnostics, LLC		3,449		5,887
Mindbody, Inc.		3,048		3,048
A.T. Holdings II SÀRL						A.T. Holdings II SÀRL	—		7,541
Ardonagh Midco 3 PLC	Ardonagh Midco 3 PLC	2,506		3,007		Ardonagh Midco 3 PLC	—		3,007
Accupac, Inc.		2,346		2,346
Acquia Inc.		2,240		2,240
New IPT, Inc.	New IPT, Inc.	2,229		2,229		New IPT, Inc.	—		2,229
ADB Companies, LLC		1,667		—
Apptio, Inc.		1,538		1,538
Telestream Holdings Corporation		1,417		—
Senior Loan Fund JV I, LLC		1,328		1,328
Ministry Brands, LLC		1,000		425
Coyote Buyer, LLC		942		942
iCIMs, Inc.						iCIMs, Inc.	—		882
Immucor, Inc.	Immucor, Inc.	541		541		Immucor, Inc.	—		541
GKD Index Partners, LLC		231		231
A.T. Holdings II SÀRL		—		7,541
iCIMs, Inc.		—		882
Total	Total	$	197,581	$	157,530	Total	$	288,011	$	157,530

6677

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Note 15. ~~Pending~~ Merger with OCSI

On ~~October 28, 2020,~~March 19, 2021, the Company ~~entered into~~completed its previously announced acquisition of OCSI. The Company was the ~~Merger Agreement, which provides that, subject to~~accounting survivor of the ~~conditions set forth in~~Mergers. In accordance with the terms of the Merger Agreement, at the ~~Effective Time Merger Sub will merge with and into OCSI, with OCSI continuing as the surviving company and as a wholly-owned subsidiary~~effective time of the ~~Company and, immediately thereafter, OCSI will merge with and into the Company, with the Company continuing as the surviving company.~~

~~At the Effective Time,~~Merger, each ~~share of common stock, par value $0.01 per~~outstanding share of OCSI (“OCSI Common Stock”) issued and outstanding immediately prior to the Effective Time (other than shares owned by the Company or any of its consolidated subsidiaries (the “Cancelled Shares”)) will becommon stock was converted into the right to receive ~~a number~~1.3371 shares of common stock of the Company (with OCSI stockholders receiving cash in lieu of fractional shares of the Company’s common ~~stock equal to the Exchange Ratio (as defined below), plus any cash (without interest) in lieu of fractional shares.~~

stock). As of a mutually agreed date no earlier than 48 hours (excluding Sundays and holidays) prior to the Effective Time (such date, the “Determination Date”), each of the Company and OCSI will deliver to the other a calculation of its net asset value as of such date (such calculation with respect to the Company, the “Closing OCSL Net Asset Value” and such calculation with respect to OCSI, the “Closing OCSI Net Asset Value”), in each case using a pre-agreed set of assumptions, methodologies and adjustments. Based on such calculations, the parties will calculate the “OCSI Per Share NAV”, which will be equal to (i) the Closing OCSI Net Asset Value divided by (ii) the number of shares of OCSI Common Stock issued and outstanding as of the Determination Date (excluding any Cancelled Shares), and the “OCSL Per Share NAV”, which will be equal to (A) the Closing OCSL Net Asset Value divided by (B) the number of shares of the Company’s common stock issued and outstanding as of the Determination Date. The “Exchange Ratio” will be equal to the quotient (rounded to four decimal places) of (i) the OCSI Per Share NAV divided by (ii) the OCSL Per Share NAV.

The Company and OCSI will update and redeliver the Closing OCSL Net Asset Value or the Closing OCSI Net Asset Value, respectively, in the event of a material change to such calculation between the Determination Date and the closing of the Mergers and if needed to ensure that the calculation is determined within 48 hours (excluding Sundays and holidays) prior to the Effective Time.

The Merger Agreement contains customary representations and warranties by each of the Company, OCSI and Oaktree. The Merger Agreement also contains customary covenants, including, among others, covenants relating to the operation of each of the Company’s and OCSI’s businesses during the period prior to the closing of the Mergers.

Consummation of the Mergers, which is currently anticipated to occur during the first half of calendar year 2021, is subject to certain closing conditions, including requisite approvals of the Company’s and OCSI’s stockholders and certain other closing conditions.

The Merger Agreement also contains certain termination rights in favor of the Company and OCSI, including if the Mergers are not completed on or before July 28, 2021 or if the requisite approvals of the Company’s or OCSI’s stockholders are not obtained. The Merger Agreement provides that, upon the terminationresult of the Merger, ~~Agreement under certain circumstances, a third party acquiring OCSI may be required to pay~~ the Company ~~a termination fee~~issued an aggregate of ~~approximately $5.7 million. The Merger Agreement provides that, upon the termination~~39,400,011 shares of ~~the Merger Agreement under certain circumstances, a third party acquiring the Company may be required~~its common stock to ~~pay~~former OCSI ~~a termination fee of approximately $20.0 million.~~stockholders.

The Mergers ~~are expected to be~~were accounted for as an asset acquisition ~~of OCSI by the Company~~ in accordance with the asset acquisition method of accounting as detailed in ASC 805-50, Business Combinations—Related Issues~~, with~~ ("ASC 805"). The Company determined the fair value of ~~total~~the shares of the Company's common stock that were issued to former OCSI stockholders pursuant to the Merger Agreement plus transaction costs to be the consideration paid in ~~conjunction~~connection with the Mergers under ASC 805. The consideration paid to OCSI stockholders was less than the aggregate fair values of the assets acquired and liabilities assumed, which resulted in a purchase discount (the “purchase discount”). The consideration paid was allocated to the individual assets acquired and liabilities assumed based on ~~their relative fair values as of~~ the date of the Mergers. Under asset acquisition accounting, acquiring assets in groups not only requires ascertaining the cost of the asset (or net assets), but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. The consideration paid by the Company will be allocated to the individual assets acquired or liabilities assumed based on their relative fair values of net identifiable assets acquired other than “non-qualifying” assets (for example, cash) and ~~does~~did not give rise to goodwill. The Company has determined the fair value of its shares of common stock to be issued pursuant to the Merger Agreement plus transaction costs (“purchase price”) to be most evident of fair value for measuring the consideration given in connection with the Mergers. To the extent thatAs a result, the purchase price does not closely approximate the net asset value of the Company’s common stock at such time, the difference between the purchase price and the fair value of OCSI’s net assets acquired would result in a purchase discount ~~or premium (henceforth referred to as the (“purchase discount (or premium)”). The purchase discount (or premium) will be~~was allocated to the cost basis of the OCSI investments acquired ~~assets and assumed liabilities of OCSI~~by the Company on a pro-rata basis based on their relative fair values as of the ~~Effective Time.~~effective time of the Mergers. Immediately following the Mergers, the investments were marked to their respective fair values in accordance with ASC 820 which resulted in $34.1 million of unrealized appreciation in the Consolidated Statement of Operations as a result of the Mergers. The purchase discount allocated to the debt investments acquired will accrete over the life of each respective debt investment through interest income, with a corresponding adjustment recorded to unrealized appreciation on such investment acquired through its ultimate disposition. The purchase discount allocated to equity investments acquired will not amortize over the life of such investments through interest income and, assuming no subsequent change to the fair value of the equity investments acquired and disposition of such equity investments at fair value, the Company will ~~record its~~recognize a realized gain with a corresponding reversal of the unrealized appreciation on disposition of such equity investments ~~including~~acquired. The Mergers were considered a tax-free reorganization and the Company has elected to carry forward the historical cost basis of the acquired OCSI investments ~~at their respective fair values~~for tax purposes.

The following table summarizes the allocation of the consideration paid to the assets acquired and liabilities assumed as a result ~~the purchase discount (or premium) allocated to the cost basis~~ of the ~~investments acquired from OCSI will be recognized as unrealized appreciation (or depreciation). The purchase discount (or premium) allocated to the acquired OCSI investments in~~Mergers:



Common stock issued by the Company	$	242,704
Transaction costs	1,593
Consideration paid	$	244,297

Investments	$	470,155
Cash and cash equivalents	20,945
Other assets	8,995
Total assets acquired	500,095

Debt	249,098
Other liabilities	6,700
Total liabilities assumed	255,798
Net assets acquired	$	244,297

6778

OAKTREE SPECIALTY LENDING CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

loans would accrete (or amortize) over the life of the loans through interest income with a corresponding reversal of the initial unrealized appreciation (or depreciation) on the acquired OCSI loans through their ultimate disposition. The purchase discount (or premium) allocated to the acquired OCSI investments in equity securities would not accrete (or amortize) over the life of the equity securities through interest income and, assuming no subsequent change to the fair value of the acquired OCSI equity securities and disposition of such equity securities at fair value, would be recognized as realized gain (or loss) with a corresponding reversal of the unrealized appreciation (or depreciation) upon disposition of such equity securities. The final allocation of the purchase price will be determined after the Mergers are completed and after completion of a final analysis to determine the estimated relative fair values of OCSI’s assets and liabilities.

Note 16. Subsequent Events

The Company’s management evaluated subsequent events through the date of issuance of the Consolidated Financial Statements. There have been no subsequent events that occurred during such period that would require disclosure in, or would be required to be recognized in the Consolidated Financial Statements as of and for the three months ended ~~December 31, 2020,~~June 30, 2021, except as discussed below.

Distribution Declaration

On ~~January 29,~~July 30, 2021, the Company’s Board of Directors declared a quarterly distribution of ~~$0.12~~$0.145 per share, payable in cash on ~~March 31,~~September 30, 2021 to stockholders of record on ~~March~~September 15, 2021.

Citibank Facility Amendment

On July 2, 2021, the Company amended the Citibank facility to, among other things, (1) reduce the size of the facility from $180 million to $150 million, (2) extend the reinvestment period to July 18, 2023, (3) extend the maturity date to July 18, 2024, (4) modify the interest rate on outstanding borrowings to LIBOR plus between 1.25% and 2.20% per annum on broadly syndicated loans subject to the observable market depth and pricing and LIBOR plus 2.25% per annum on all other eligible loans during the reinvestment period and (5) add provisions relating to the transition from LIBOR to the Secured Overnight Financing Rate.

6879

Schedule 12-14

Oaktree Specialty Lending Corporation

Schedule of Investments in and Advances to Affiliates

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

~~Three~~Nine months ended ~~December 31, 2020~~June 30, 2021

(unaudited)


Portfolio Company/Type of Investment (1)	Cash Interest Rate		Industry	Principal		Net Realized Gain (Loss)		Amount of Interest, Fees or Dividends Credited in Income (2)		Fair Value as of October 1, 2020		Gross Additions (3)		Gross Reductions (4)		Fair Value as of June 30, 2021		% of Total Net Assets
Control Investments
C5 Technology Holdings, LLC			Data Processing & Outsourced Services
829 Common Units						$	—	$	—	$	—	$	—	$	—	$	—	—	%
34,984,460.37 Preferred Units						—		—		27,638		—		—		27,638		2.1	%
Dominion Diagnostics, LLC			Health Care Services
First Lien Term Loan, LIBOR+5.00% cash due 2/28/2024	6.00	%		$	27,451	—		1,293		27,660		—		(209)		27,451		2.1	%
First Lien Revolver, LIBOR+5.00% cash due 2/28/2024				—		—		261		5,260		2,439		(7,699)		—		—	%
30,030.8 Common Units in DD Healthcare Services Holdings, LLC						—		358		7,667		10,398		—		18,065		1.4	%

First Star Speir Aviation Limited (5)			Airlines
First Lien Term Loan, 9.00% cash due 12/15/2025				7,500		—		—		11,510		—		(4,010)		7,500		0.6	%
100% equity interest						—		550		1,622		1,021		(2,161)		482		—	%
New IPT, Inc.			Oil & Gas Equipment & Services
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021				—		—		42		1,800		504		(2,304)		—		—	%
First Lien Revolver, LIBOR+5.00% cash due 3/17/2021				—		—		17		788		221		(1,009)		—		—	%
50.087 Class A Common Units in New IPT Holdings, LLC						—		—		—		—		—		—		—	%
OCSI Glick JV LLC (6)			Multi-Sector Holdings
Subordinated Debt, LIBOR+4.50% cash due 10/20/2028	4.70	%		62,296		—		1,134		—		55,923		(526)		55,397		4.3	%
87.5% equity interest						—		—		—		—		—		—		—	%
Senior Loan Fund JV I, LLC (7)			Multi-Sector Holdings
Subordinated Debt, LIBOR+7.00% cash due 12/29/2028	8.00	%		96,250		—		5,420		96,250		—		—		96,250		7.4	%
87.5% LLC equity interest						—		451		21,190		15,505		—		36,695		2.8	%
Total Control Investments				$	193,497	$	—	$	9,526	$	201,385	$	86,011	$	(17,918)	$	269,478	20.7	%

Affiliate Investments
Assembled Brands Capital LLC			Specialized Finance
First Lien Revolver, LIBOR+6.00% cash due 10/17/2023	7.00	%		$	11,924	$	—	$	452	$	4,194	$	7,996	$	(510)	$	11,680	0.9	%
1,609,201 Class A Units						—		—		483		96		—		579		—	%
1,019,168.80 Preferred Units, 6%						—		—		1,091		40		—		1,131		0.1	%
70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029						—		—		—		—		—		—		—	%
Caregiver Services, Inc.			Health Care Services
1,080,399 shares of Series A Preferred Stock, 10%				—		—		—		741		—		(172)		569		—	%
Total Affiliate Investments				$	11,924	$	—	$	452	$	6,509	$	8,132	$	(682)	$	13,959	1.1	%
Total Control & Affiliate Investments				$	205,421	$	—	$	9,978	$	207,894	$	94,143	$	(18,600)	$	283,437	21.8	%

Portfolio Company/Type of Investment (1) Cash Interest Rate Industry Principal Net Realized Gain (Loss) Amount of
Interest,
Fees or
Dividends
Credited in
Income (2) Fair Value
as of October 1,
2020 Gross
Additions (3) Gross
Reductions (4) Fair Value
as of December 31, 2020 % of Total Net Assets
Control Investments
C5 Technology Holdings, LLC Data Processing & Outsourced Services
829 Common Units $ — $ — $ — $ — $ — $ — — %
34,984,460.37 Preferred Units — — 27,638 — — 27,638 2.9 %
Dominion Diagnostics, LLC Health Care Services
First Lien Term Loan, LIBOR+5.00% cash due 2/28/2024 6.00 % $ 27,590 — 437 27,660 — (70) 27,590 2.9 %
First Lien Revolver, LIBOR+5.00% cash due 2/28/2024 6.00 % 7,699 — 111 5,260 2,439 — 7,699 0.8 %
30,030.8 Common Units in DD Healthcare Services Holdings, LLC — — 7,667 — — 7,667 0.8 %
First Star Speir Aviation Limited (5) Airlines
First Lien Term Loan, 9.00% cash due 12/15/2025 7,500 — 130 11,510 — (4,010) 7,500 0.8 %
100% equity interest — — 1,622 2,204 (2,145) 1,681 0.2 %
New IPT, Inc. Oil & Gas Equipment & Services
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021 6.00 % 2,154 — 37 1,800 33 (150) 1,683 0.2 %
First Lien Revolver, LIBOR+5.00% cash due 3/17/2021 6.00 % 1,009 — 17 788 — — 788 0.1 %
50.087 Class A Common Units in New IPT Holdings, LLC — — — — — — — %
Senior Loan Fund JV I, LLC (6) Multi-Sector Holdings
Subordinated Debt, LIBOR+7.00% cash due 12/29/2028 7.14 % 96,250 — 1,756 96,250 — — 96,250 10.0 %
87.5% LLC equity interest — — 21,190 8,074 — 29,264 3.0 %
Total Control Investments $ 142,202 $ — $ 2,488 $ 201,385 $ 12,750 $ (6,375) $ 207,760 21.5 %
Affiliate Investments
Assembled Brands Capital LLC Specialized Finance
First Lien Revolver, LIBOR+6.00% cash due 10/17/2023 7.00 % $ 7,440 $ — $ 110 $ 4,194 $ 2,755 $ — $ 6,949 0.7 %
1,609,201 Class A Units — — 483 — (65) 418 — %
1,019,168.80 Preferred Units, 6% — — 1,091 10 — 1,101 0.1 %
70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029 — — — — — — — %
Caregiver Services, Inc. Health Care Services
1,080,399 shares of Series A Preferred Stock, 10% — — — 741 — (238) 503 0.1 %
Total Affiliate Investments $ 7,440 $ — $ 110 $ 6,509 $ 2,765 $ (303) $ 8,971 0.9 %
Total Control & Affiliate Investments $ 149,642 $ — $ 2,598 $ 207,894 $ 15,515 $ (6,678) $ 216,731 22.5 %

This schedule should be read in connection with the Company's Consolidated Financial Statements, including the Consolidated Schedules of Investments and Notes to the Consolidated Financial Statements.

______________________

(1)The principal amount and ownership detail are shown in the Company's Consolidated Schedules of ~~Investments.~~Investments .

(2)Represents the total amount of interest (net of non-accrual amounts), fees and dividends credited to income for the portion of the period an investment was included in the Control or Affiliate categories.

(3)Gross additions include increases in the cost basis of investments resulting from new portfolio investments, follow-on investments, accrued PIK interest (net of non-accrual amounts) and the exchange of one or more existing securities for one or more new securities. Gross additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation as well as the movement of an existing portfolio company into this category or out of a different category.

(4)Gross reductions include decreases in the cost basis of investments resulting from principal payments or sales and exchanges of one or more existing securities for one or more new securities. Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation as well as the movement of an existing portfolio company out of this category and into a different category.

(5)First Star Speir Aviation Limited is a wholly-owned holding company formed by the Company in order to facilitate its investment strategy. In accordance with ASU 2013-08, the Company has deemed the holding company to be an investment company under GAAP and therefore deemed it appropriate to consolidate the financial results and financial position of the holding company and to recognize dividend income versus a combination of interest income and dividend income. Accordingly, the debt and equity investments in the wholly-owned holding company are disregarded for accounting purposes since the economic substance of these instruments are equity investments in the operating entities.

(6)Together with GF Equity Funding, the Company co-invests through Glick JV. Glick JV is capitalized as transactions are completed and all portfolio and investment decisions in respect to Glick JV must be approved by the Glick JV investment committee consisting of representatives of the Company and GF Equity Funding (with approval from a representative of each required).

(7)Together with Kemper, the Company co-invests through SLF JV I. SLF JV I is capitalized as transactions are completed and all portfolio and investment decisions in respect to SLF JV I must be approved by the SLF JV I investment committee consisting of representatives of the Company and Kemper (with approval from a representative of each required).

Schedule 12-14

Oaktree Specialty Lending Corporation

Schedule of Investments in and Advances to Affiliates

(in thousands, except share and per share amounts, percentages and as otherwise indicated)

Nine months ended June 30, 2020

(unaudited)


Portfolio Company/Type of Investment (1)	Cash Interest Rate		Industry	Principal		Net Realized Gain (Loss)		Amount of Interest, Fees or Dividends Credited in Income (2)		Fair Value at October 1, 2019		Gross Additions (3)		Gross Reductions (4)		Fair Value at June 30, 2020		% of Total Net Assets
Control Investments
C5 Technology Holdings, LLC			Data Processing & Outsourced Services
829 Common Units						$	—	$	—	$	—	$	—	$	—	$	—	—	%
34,984,460.37 Preferred Units						—		—		34,984		—		(7,346)		27,638		3.2	%
Dominion Diagnostics, LLC			Health Care Services
First Lien Term Loan, LIBOR+5.00% cash due 2/28/2024	6.00	%		$	27,730	—		639		—		27,869		(139)		27,730		3.2	%
First Lien Revolver, LIBOR+5.00% cash due 2/28/2024	6.00	%		5,260		—		128		—		5,260		—		5,260		0.6	%
30,030.8 Common Units in DD Healthcare Services Holdings, LLC						—		—		—		18,627		(10,960)		7,667		0.9	%

First Star Speir Aviation Limited (5)			Airlines
First Lien Term Loan, 9.00% cash due 12/15/2020				11,510		—		881		11,510		81		(81)		11,510		1.3	%
100% equity interest						—		—		4,630		—		(1,465)		3,165		0.4	%
New IPT, Inc.			Oil & Gas Equipment & Services
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021	6.00	%		2,454		—		154		3,256		—		(802)		2,454		0.3	%
First Lien Revolver, LIBOR+5.00% cash due 3/17/2021	6.00	%		1,009		—		58		1,009		—		—		1,009		0.1	%
50.087 Class A Common Units in New IPT Holdings, LLC						—		—		2,903		—		(1,730)		1,173		0.1	%
Senior Loan Fund JV I, LLC (6)			Multi-Sector Holdings
Subordinated Debt, LIBOR+7.00% cash due 12/29/2028	8.02	%		96,250		—		6,292		96,250		—		—		96,250		11.2	%
87.5% LLC equity interest						—		—		30,052		—		(16,256)		13,796		1.6	%
Thruline Marketing, Inc.			Advertising
First Lien Term Loan, LIBOR+7.00% cash due 4/3/2022				—		—		257		18,146		—		(18,146)		—		—	%
First Lien Revolver, LIBOR+7.75% cash due 4/3/2022				—		—		1		—		—		—		—		—	%
9,073 Class A Units in FS AVI Holdco, LLC						—		—		6,438		—		(3,291)		3,147		0.4	%
Total Control Investments				$	144,213	$	—	$	8,410	$	209,178	$	51,837	$	(60,216)	$	200,799	23.4	%

Affiliate Investments
Assembled Brands Capital LLC			Specialized Finance
First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 10/17/2023	7.00	%		$	5,504	$	—	$	394	$	5,585	$	2,038	$	(3,279)	$	4,344	0.5	%
1,609,201 Class A Units						—		—		782		312		—		1,094		0.1	%
1,019,168.80 Preferred Units, 6%						—		—		1,019		51		—		1,070		0.1	%
70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029						—		—		—		—		—		—		—	%
Caregiver Services, Inc.			Health Care Services
1,080,399 shares of Series A Preferred Stock, 10%				—		—		—		1,784		—		(1,043)		741		0.1	%
Total Affiliate Investments				$	5,504	$	—	$	394	$	9,170	$	2,401	$	(4,322)	$	7,249	0.8	%
Total Control & Affiliate Investments				$	149,717	$	—	$	8,804	$	218,348	$	54,238	$	(64,538)	$	208,048	24.2	%

______________________

(1)The principal amount and ownership detail are shown in the Company's Consolidated Schedules of Investments as of June 30, 2020 included in the Company's quarterly report on Form 10-Q for the quarter ended June 30, 2020.

(6)Together with Kemper, the Company co-invests through SLF JV I. SLF JV I is capitalized as transactions are completed and all portfolio and investment decisions in respect to SLF JV I must be approved by the SLF JV I investment committee consisting of representatives of the Company and Kemper (with approval from a representative of each required).

~~Schedule 12-14~~

~~Oaktree Specialty Lending Corporation~~

~~Schedule of Investments in and Advances to Affiliates~~

~~(in thousands, except share and per share amounts, percentages and as otherwise indicated)~~

~~Three months ended December 31, 2019~~

Portfolio Company/Type of Investment (1) Cash Interest Rate Industry Principal Net Realized Gain (Loss) Amount of
Interest,
Fees or
Dividends
Credited in
Income (2) Fair Value
as of October 1,
2019 Gross
Additions (3) Gross
Reductions (4) Fair Value
as of December 31, 2019 % of Total Net Assets
Control Investments
C5 Technology Holdings, LLC Data Processing & Outsourced Services
829 Common Units $ — $ — $ — $ — $ — $ — — %
34,984,460.37 Preferred Units — — 34.984 — — 34,984 3.8 %
First Star Speir Aviation Limited (5) Airlines
First Lien Term Loan, 9.00% cash due 12/15/2020 $ 11,510 — 323 11,510 — — 11,510 1.2 %
100% equity interest — — — 4,630 — (174) 4,456 0.5 %
New IPT, Inc. Oil & Gas Equipment & Services
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021 6.94 % 2,755 — 61 3,256 — (501) 2,755 0.3 %
First Lien Revolver, LIBOR+5.00% cash due 3/17/2021 6.94 % 1,009 — 20 1,009 — — 1,009 0.1 %
50.087 Class A Common Units in New IPT Holdings, LLC — — 2,903 — — 2,903 0.3 %
Senior Loan Fund JV I, LLC (6) Multi-Sector Holdings
Subordinated Debt, LIBOR+7.00% cash due 12/29/2028 9.01 % 96,250 — 2,217 96,250 — — 96,250 10.3 %
87.5% LLC equity interest — — 30,052 2,171 — 32,223 3.5 %
Thruline Marketing, Inc. Advertising
First Lien Term Loan, LIBOR+7.00% cash due 4/3/2022 — — 257 18,146 — (18,146) — — %
First Lien Revolver, LIBOR+7.75% cash due 4/3/2022 — — 2 — — — — — %
9,073 Class A Units in FS AVI Holdco, LLC — — 6,438 — — 6,438 0.7 %
Total Control Investments $ 111,524 $ — $ 2,880 $ 209,178 $ 2,171 $ (18,821) $ 192,528 20.7 %
Affiliate Investments
Assembled Brands Capital LLC Specialized Finance
First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 10/17/2023 7.94 % $ 5,585 $ — $ 119 $ 5,585 $ — $ — $ 5,585 0.6 %
1,609,201 Class A Units — — 782 135 — 917 0.1 %
1,019,168.80 Preferred Units, 6% — — 1,019 21 — 1,040 0.1 %
70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029 — — — — — — — %
Caregiver Services, Inc. Health Care Services
1,080,399 shares of Series A Preferred Stock, 10% — — — 1,784 — (220) 1,564 0.2 %
Total Affiliate Investments $ 5,585 $ — $ 119 $ 9,170 $ 156 $ (220) $ 9,106 1.0 %
Total Control & Affiliate Investments $ 117,109 $ — $ 2,999 $ 218,348 $ 2,327 $ (19,041) $ 201,634 21.7 %

~~This schedule should be read in connection with the Company's Consolidated Financial Statements, including the Consolidated Schedules of Investments and Notes to the Consolidated Financial Statements.~~

~~______________________~~

~~(1)~~The principal amount and ownership detail are shown in the Company's Consolidated Schedules of Investments as of December 31, 2019 included in the Company's quarterly report on Form 10-Q for the quarter ended December 31, 2019.

~~(2)~~Represents the total amount of interest (net of non-accrual amounts), fees and dividends credited to income for the portion of the period an investment was included in the Control or Affiliate categories.

~~(3)~~Gross additions include increases in the cost basis of investments resulting from new portfolio investments, follow-on investments, accrued PIK interest (net of non-accrual amounts) and the exchange of one or more existing securities for one or more new securities.

Gross additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation as well as the movement of an existing portfolio company into this category or out of a different category.

~~(4)~~Gross reductions include decreases in the cost basis of investment resulting from principal payments or sales and exchanges of one or more existing securities for one or more new securities. Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation as well as the movement of an existing portfolio company out of this category and into a different category.

~~(5)~~First Star Speir Aviation Limited is a wholly-owned holding company formed by the Company in order to facilitate its investment strategy. In accordance with ASU 2013-08, the Company has deemed the holding company to be an investment company under GAAP and therefore deemed it appropriate to consolidate the financial results and financial position of the holding company and to recognize dividend income versus a combination of interest income and dividend income. Accordingly, the debt and equity investments in the holding company is disregarded for accounting purposes since the economic substance of this instrument is an equity investment in the operating entity.

~~(6)~~Together with Kemper, the Company co-invests through SLF JV I. SLF JV I is capitalized as transactions are completed and all portfolio and investment decisions in respect to SLF JV I must be approved by the SLF JV I investment committee consisting of representatives of the Company and Kemper (with approval from a representative of each required).

7283

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in connection with our Consolidated Financial Statements and the notes thereto included elsewhere in this quarterly report on Form 10-Q.

Some of the statements in this quarterly report on Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. The forward-looking statements contained in this quarterly report on Form 10-Q may include statements as to:

•our future operating results and distribution projections;

•the ability of Oaktree Fund Advisors, LLC, or Oaktree, to reposition our portfolio and to implement Oaktree's future plans with respect to our business;

•the ability of Oaktree and its affiliates to attract and retain highly talented professionals;

•our business prospects and the prospects of our portfolio companies;

•the impact of the investments that we expect to make;

•the ability of our portfolio companies to achieve their objectives;

•our expected financings and investments and additional leverage we may seek to incur in the future;

•the adequacy of our cash resources and working capital;

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

•the cost or potential outcome of any litigation to which we may be a party.

In addition, words such as “anticipate,” “believe,” “expect,” “seek,” “plan,” “should,” “estimate,” “project” and “intend” indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Item 1A. Risk Factors” in our annual report on Form 10-K for the year ended September 30, 2020 and elsewhere in this quarterly report on Form 10-Q.

Other factors that could cause actual results to differ materially include:

•changes or potential disruptions in our operations, the economy, financial markets or political environment;

•risks associated with possible disruption in our operations or the economy generally due to terrorism, natural disasters or the COVID-19 pandemic;

•future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities) and conditions in our operating areas, particularly with respect to Business Development Companies or regulated investment companies, or RICs;

•general considerations associated with the COVID-19 pandemic;

•the ability ~~of the parties to consummate the Mergers (as defined below) on the expected timeline, or at all;~~

•~~the ability~~ to realize the anticipated benefits of the ~~Mergers;~~

•~~the effects of disruption on our business from the proposed Mergers;~~

•~~the combined company’s plans, expectations, objectives and intentions, as a result of the Mergers;~~

•~~any potential termination of the Merger Agreement;~~

•~~the actions of our stockholders or the stockholders of Oaktree Strategic Income Corporation, or OCSI, with respect to the~~ ~~proposals submitted for their approval in connection with the~~ Mergers (as defined below); and

•other considerations that may be disclosed from time to time in our publicly disseminated documents and filings.

We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the Securities and Exchange Commission, or the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

All dollar amounts in tables are in thousands, except share and per share amounts and as otherwise indicated.

Business Overview

We are a specialty finance company that looks to provide customized, one-stop credit solutions to companies with limited access to public or syndicated capital markets. We are a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a Business Development Company under the Investment Company Act

of 1940, as amended, or the Investment Company Act. In addition, we have qualified and elected to be treated as a RIC under the Internal Revenue Code of 1986, as amended, or the Code, for tax purposes.

We are externally managed by Oaktree pursuant to an investment advisory agreement, as amended from time to time, or the Investment Advisory Agreement. Oaktree Fund Administration, LLC, or the Oaktree Administrator, an affiliate of Oaktree, provides certain administrative and other services necessary for us to operate pursuant to an administration agreement, as amended from time to time, or the Administration Agreement.

Our investment objective is to generate current income and capital appreciation by providing companies with flexible and innovative financing solutions, including first and second lien loans, unsecured and mezzanine loans, bonds, preferred equity and certain equity co-investments. We may also seek to generate capital appreciation and income through secondary investments at discounts to par in either private or syndicated transactions. Our portfolio may also include certain structured finance and other non-traditional structures. We invest in companies that typically possess resilient business models with strong underlying fundamentals. We intend to deploy capital across credit and economic cycles with a focus on long-term results, which we believe will enable us to build lasting partnerships with financial sponsors and management teams, and we may seek to opportunistically take advantage of dislocations in the financial markets and other situations that may benefit from Oaktree’s credit and structuring expertise, including during the COVID-19 pandemic. Sponsors may include financial sponsors, such as an institutional investor or a private equity firm, or a strategic entity seeking to invest in a portfolio company. Oaktree is generally focused on middle-market companies, which we define as companies with enterprise values of between $100 million and $750 million. We generally invest in securities that are rated below investment grade by rating agencies or that would be rated below investment grade if they were rated. Below investment grade securities, which are often referred to as “high yield” and “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.

In the current market environment, Oaktree intends to focus on the following areas, in which Oaktree believes there is less competition and thus potential for greater returns, for our new investment opportunities: (1) situational lending, which we define to include directly originated loans to non-sponsor companies that are hard to understand and value using traditional underwriting techniques, (2) select sponsor lending, which we define to include financing to support leveraged buyouts of companies with specialized sponsors that have expertise in certain industries, and (3) stressed sector and rescue lending, which we define to include opportunistic private loans in industries experiencing stress or limited access to capital.

Oaktree intends to continue to rotate our portfolio into investments that are better aligned with Oaktree's overall approach to credit investing and that it believes have the potential to generate attractive returns across market cycles (which we call "core investments"). Oaktree has performed a comprehensive review of our portfolio and categorized our portfolio into core investments, non-core performing investments and underperforming investments. Certain additional information on such categorization and our portfolio composition is included in investor presentations that we file with the SEC. Since an Oaktree affiliate became our investment adviser in October 2017, Oaktree and its affiliates have reduced the investments identified as non-core by over $700 million at fair value. Over time, Oaktree intends to rotate us out of the remaining non-core investments, which were approximately ~~$125~~$136 million at fair value as of ~~December 31, 2020.~~June 30, 2021. Oaktree periodically reviews designations of investments as core and non-core and may change such designations over time.

On ~~October 28, 2020,~~March 19, 2021, we ~~entered into an~~acquired Oaktree Strategic Income Corporation, or OCSI, pursuant to that certain Agreement and Plan of Merger, or the Merger Agreement, ~~with~~dated as of October 28, 2020, by and among OCSI, us, Lion Merger Sub, Inc., ~~a Delaware corporation and~~ our wholly-owned subsidiary, or ~~the~~ Merger Sub, and, solely for the limited purposes set forth therein, Oaktree. ~~The Merger Agreement provides that, subject~~Pursuant to ~~the conditions set forth in~~ the Merger Agreement, Merger Sub ~~will merge~~was first merged with and into OCSI, with OCSI ~~continuing~~ as the surviving ~~company and as our wholly-owned subsidiary,~~corporation, or the Merger, and, immediately ~~thereafter,~~following the Merger, OCSI ~~will merge~~was then merged with and into us, with us ~~continuing~~ as the surviving company, or together with the Merger, the Mergers. ~~Consummation~~In accordance with the terms of the Merger Agreement, at the effective time of the Merger, each outstanding share of OCSI’s common stock was converted into the right to receive 1.3371 shares of our common stock (with OCSI’s stockholders receiving cash in lieu of fractional shares of our common stock). As a result of the Mergers, ~~which is currently anticipated to occur during the first half~~we issued an aggregate of ~~calendar year 2021, is subject to certain closing conditions, including requisite approvals~~39,400,011 shares of our ~~and OCSI’s stockholders and certain other closing conditions. For more information about the Mergers, see Note 15~~common stock to ~~our consolidated financial statements included in this quarterly report on Form 10-Q and our final joint proxy statement/prospectus filed with the SEC on January 21, 2021.~~former OCSI stockholders.

Business Environment and Developments

~~We believe that the~~The rapid spread of COVID-19 ~~pandemic may have lasting effects on~~in early 2020 led to disruptions in the U.S. and global financial ~~markets~~markets. While several countries, including the U.S., have eased certain travel restrictions, business closures and ~~may cause further economic uncertainties or deterioration in~~social distancing measures, the ~~performance of the middle market in the United States~~U.S. and ~~worldwide. While the initial market disruptions have somewhat eased, the~~ global economy continues to experience economic uncertainty,, particularly due to ~~difficulties in the reopening~~recurring COVID-19 outbreaks, vaccine hesitancy and potential re-imposition of certain ~~economies,~~restrictions or ~~portions thereof, and delays in vaccine rollout.~~lockdowns. This uncertainty can ultimately impact the overall supply and demand of the market through changing spreads, deal terms and structures, and equity purchase price multiples.

We are unable to predict the full effects of the COVID-19 pandemic or how long any further outbreaks, market disruptions or volatility might last at this time. We continue to closely monitor the impact that this has had on our business, industry and portfolio companies, which we believe may help us identify vulnerabilities and allow us to address potential problems early and provide constructive solutions if necessary.

Despite ~~this economic uncertainty,~~the challenges brought forth by the COVID-19 pandemic, we believe attractive risk-adjusted returns can be achieved by making loans to companies in the middle market. Given the breadth of the investment platform of Oaktree and its affiliates, we believe that we have the resources and experience to source, diligence and structure investments in these companies and are well placed to generate attractive returns for investors.

7485

We have proactively taken a number of actions to evaluate and support our portfolio companies in light of the COVID-19 pandemic, including outreach to a variety of management teams and sponsors. We have been in close contact with many of our portfolio companies to understand their liquidity and solvency positions. We believe that these efforts to closely monitor and identify vulnerable investments will allow us to address potential problems early and provide constructive solutions to our portfolio companies.

As of ~~December 31, 2020, 88.8%~~June 30, 2021, 91.4% of our debt investment portfolio (at fair value) and ~~89.6%~~91.8% of our debt investment portfolio (at cost) bore interest at floating rates indexed to the LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly or monthly at the borrower’s option. As a result of the COVID-19 pandemic and the related decision of the U.S. Federal Reserve to reduce certain interest rates, LIBOR decreased beginning in March 2020. A prolonged reduction in interest rates will result in a decrease in our total investment income and could result in a decrease in our net investment income to the extent the decreases are not offset by an increase in the spread on our floating rate investments, a decrease in our interest expense or a reduction of our incentive fee on income. In July 2017, the head of the United Kingdom Financial Conduct Authority, or the FCA, announced the desire to phase out the use of LIBOR by the end of 2021. However, the FCA recently announced that most US Dollar LIBOR would continue to be published through June 30, 2023. In anticipation of the cessation of LIBOR, we may need to renegotiate any credit agreements extending beyond the applicable phase out date with our prospective portfolio companies that utilize LIBOR as a factor in determining the interest rate. Certain of the loan agreements with our portfolio companies have included fallback language in the event that LIBOR becomes unavailable. This language generally provides that the administrative agent may identify a replacement reference rate, typically with the consent of (or prior consultation with) the borrower. In certain cases, the administrative agent will be required to obtain the consent of either a majority of the lenders under the facility, or the consent of each lender, prior to identifying a replacement reference rate. Certain of the loan agreements with our portfolio companies do not include any fallback language providing a mechanism for the parties to negotiate a new reference interest rate and will instead revert to the base rate in the event LIBOR ceases to exist.

Critical Accounting Policies

Basis of Presentation

Our Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and pursuant to the requirements for reporting on Form 10-Q and Regulation S-X. In the opinion of management, all adjustments of a normal recurring nature considered necessary for the fair presentation of the Consolidated Financial Statements have been made. All intercompany balances and transactions have been eliminated. We are an investment company following the accounting and reporting guidance in Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, Topic 946, Financial Services-Investment Companies, or ASC 946.

Investment Valuation

We value our investments in accordance with FASB ASC Topic 820, Fair Value Measurements and Disclosures, or ASC 820, which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. ASC 820 prioritizes the use of observable market prices over entity-specific inputs. Where observable prices or inputs are not available or reliable, valuation techniques are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments’ complexity.

Hierarchical levels, defined by ASC 820 and directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows:

•Level 1 — Unadjusted, quoted prices in active markets for identical assets or liabilities as of the measurement date.

•Level 3 — Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

includes investment securities that are valued using "bid" and "ask" prices obtained from independent third party pricing services or directly from brokers. These investments may be classified as Level 3 because the quoted prices may be indicative in nature for securities that are in an inactive market, may be for similar securities or may require adjustments for investment-specific factors or restrictions.

Financial instruments with readily available quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment inherent in measuring fair value. As such, Oaktree obtains and analyzes readily available market quotations provided by pricing vendors and brokers for all of our investments for which quotations are available. In determining the fair value of a particular investment, pricing vendors and brokers use observable market information, including both binding and non-binding indicative quotations.

We seek to obtain at least two quotations for the subject or similar securities, typically from pricing vendors. If we are unable to obtain two quotes from pricing vendors, or if the prices obtained from pricing vendors are not within our set threshold, we seek to obtain a quote directly from a broker making a market for the asset. Oaktree evaluates the quotations provided by pricing vendors and brokers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. Oaktree also performs back-testing of valuation information obtained from pricing vendors and brokers against actual prices received in transactions. In addition to ongoing monitoring and back-testing, Oaktree performs due diligence procedures over pricing vendors to understand their methodology and controls to support their use in the valuation process. Generally, we do not adjust any of the prices received from these sources.

If the quotations obtained from pricing vendors or brokers are determined to not be reliable or are not readily available, we value such investments using any of three different valuation techniques. The first valuation technique is the transaction precedent technique, which utilizes recent or expected future transactions of the investment to determine fair value, to the extent applicable. The second valuation technique is an analysis of the enterprise value, or EV, of the portfolio company. EV means the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time. The EV analysis is typically performed to determine (i) the value of equity investments, (ii) whether there is credit impairment for debt investments and (iii) the value for debt investments that we are deemed to control under the Investment Company Act. To estimate the EV of a portfolio company, Oaktree analyzes various factors, including the portfolio company’s historical and projected financial results, macroeconomic impacts on the company and competitive dynamics in the company’s industry. Oaktree also utilizes some or all of the following information based on the individual circumstances of the portfolio company: (i) valuations of comparable public companies, (ii) recent sales of private and public comparable companies in similar industries or having similar business or earnings characteristics, (iii) purchase prices as a multiple of their earnings or cash flow, (iv) the portfolio company’s ability to meet its forecasts and its business prospects, (v) a discounted cash flow analysis, (vi) estimated liquidation or collateral value of the portfolio company’s assets and (vii) offers from third parties to buy the portfolio company. We may probability weight potential sale outcomes with respect to a portfolio company when uncertainty exists as of the valuation date. The third valuation technique is a market yield technique, which is typically performed for non-credit impaired debt investments. In the market yield technique, a current price is imputed for the investment based upon an assessment of the expected market yield for a similarly structured investment with a similar level of risk, and we consider the current contractual interest rate, the capital structure and other terms of the investment relative to risk of the company and the specific investment. A key determinant of risk, among other things, is the leverage through the investment relative to the EV of the portfolio company. As debt investments held by us are substantially illiquid with no active transaction market, we depend on primary market data, including newly funded transactions and industry-specific market movements, as well as secondary market data with respect to high yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable.

We estimate the fair value of privately held warrants using a Black Scholes pricing model, which includes an analysis of various factors and subjective assumptions, including the current stock price (by using an EV analysis as described above), the expected period until exercise, expected volatility of the underlying stock price, expected dividends and the risk-free rate. Changes in the subjective input assumptions can materially affect the fair value estimates.

Our Board of Directors undertakes a multi-step valuation process each quarter in connection with determining the fair value of our investments:

•The quarterly valuation process begins with each portfolio company or investment being initially valued by Oaktree’s valuation team in conjunction with Oaktree’s portfolio management team and investment professionals responsible for each portfolio investment;

•Preliminary valuations are then reviewed and discussed with management of Oaktree;

•Separately, independent valuation firms engaged by our Board of Directors prepare valuations of our investments, on a selected basis, for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment, and submit the reports to us and provide such reports to Oaktree and the Audit Committee of our Board of Directors;

•Oaktree compares and contrasts its preliminary valuations to the valuations of the independent valuation firms and prepares a valuation report for the Audit Committee;

•The Audit Committee makes a recommendation to our full Board of Directors regarding the fair value of the investments in our portfolio; and

•Our Board of Directors discusses valuations and determines the fair value of each investment in our portfolio.

The fair value of our investments as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020 was determined in good faith by our Board of Directors. Our Board of Directors has and will continue to engage independent valuation firms to provide assistance regarding the determination of the fair value of a portion of our portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment each quarter, and the Board of Directors may reasonably rely on that assistance. As of ~~December 31, 2020, 94.3%~~June 30, 2021, 89.6% of our portfolio at fair value was valued either based on market quotations, the transactions precedent approach or corroborated by independent valuation firms. However, our Board of Directors is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to our valuation policy and a consistently applied valuation process.

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 our investments may fluctuate from period to period. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been reported had a ready market for the investments existed, and it is reasonably possible that the difference could be material.

As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, approximately ~~95.5%~~95.0% and 95.9%, respectively, of our total assets represented investments at fair value.

Revenue Recognition

Interest Income

Interest income, adjusted for accretion of original issue discount, or OID, is recorded on an accrual basis to the extent that such amounts are expected to be collected. We stop accruing interest on investments when it is determined that interest is no longer collectible. Investments that are expected to pay regularly scheduled interest in cash are generally placed on non-accrual status when there is reasonable doubt that principal or interest cash payments will be collected. Cash interest payments received on investments may be recognized as income or a return of capital depending upon management’s judgment. A non-accrual investment is restored to accrual status if past due principal and interest are paid in cash, and the portfolio company, in management’s judgment, is likely to continue timely payment of its remaining obligations. As of ~~December 31, 2020,~~June 30, 2021, there ~~was one investment~~were no investments on ~~which we had stopped accruing cash and/or payment in kind, or PIK, interest or OID income.~~non-accrual status.

In connection with our investment in a portfolio company, we sometimes receive nominal cost equity that is valued as part of the negotiation process with the portfolio company. When we receive nominal cost equity, we allocate our cost basis in the investment between debt securities and the nominal cost equity at the time of origination. Any resulting discount from recording the loan, or otherwise purchasing a security at a discount, is accreted into interest income over the life of the loan.

PIK Interest Income

Our investments in debt securities may contain PIK interest provisions. PIK interest, which typically represents contractually deferred interest added to the loan balance that is generally due at the end of the loan term, is generally recorded on the accrual basis to the extent such amounts are expected to be collected. We generally cease accruing PIK interest if there is insufficient value to support the accrual or if we do not expect the portfolio company to be able to pay all principal and interest due. Our decision to cease accruing PIK interest on a loan or debt security involves subjective judgments and determinations based on available information about a particular portfolio company, including whether the portfolio company is current with respect to its payment of principal and interest on its loans and debt securities; financial statements and financial projections for the portfolio company; our assessment of the portfolio company's business development success; information obtained by us in connection with periodic formal update interviews with the portfolio company's management and, if appropriate, the private equity sponsor; and information about the general economic and market conditions in which the portfolio company operates. Our determination to cease accruing PIK interest is generally made well before our full write-down of a loan or debt security. In

addition, if it is subsequently determined that we will not be able to collect any previously accrued PIK interest, the fair value of the loans or debt securities would be reduced by the amount of such previously accrued, but uncollectible, PIK interest. The accrual of PIK interest on our debt investments increases the recorded cost bases of these investments in our Consolidated Financial Statements including for purposes of computing the capital gains incentive fee payable by us to Oaktree. To maintain

our status as a RIC, certain income from PIK interest may be required to be distributed to our stockholders, even though we have not yet collected the cash and may never do so.

Fee Income

Oaktree or its affiliates may provide financial advisory services to portfolio companies and, in return, we may receive fees for capital structuring services. These fees are generally nonrecurring and are recognized by us upon the investment closing date. We may also receive additional fees in the ordinary course of business, including servicing, amendment and prepayment fees, which are classified as fee income and recognized as they are earned or the services are rendered.

We have also structured exit fees across certain of our portfolio investments to be received upon the future exit of those investments. These fees are typically paid to us upon the earliest to occur of (i) a sale of the borrower or substantially all of the assets of the borrower, (ii) the maturity date of the loan or (iii) the date when full prepayment of the loan occurs. The receipt of such fees is contingent upon the occurrence of one of the events listed above for each of the investments. These fees are included in net investment income over the life of the loan.

Dividend Income

We generally recognize dividend income on the ex-dividend date for public securities and the record date for private equity investments. Distributions received from private equity investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from private equity investments as dividend income unless there are sufficient earnings at the portfolio company prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

Portfolio Composition

Our investments principally consist of loans, common and preferred equity and warrants in privately-held companies, ~~and~~ Senior Loan Fund JV I, LLC, or SLF JV I, a joint venture through which we and Trinity Universal Insurance Company, a subsidiary of Kemper Corporation, or Kemper, co-invest in senior secured loans of middle-market companies and other corporate debt ~~securities.~~securities, and OCSI Glick JV LLC, or the Glick JV, a joint venture through which we and GF Equity Funding 2014 LLC, or GF Equity Funding, co-invest primarily in senior secured loans of middle-market companies. We refer to SLF JV I and the Glick JV collectively as the JVs. Our loans are typically secured by a first, second or subordinated lien on the assets of the portfolio company and generally have terms of up to ten years (but an expected average life of between three and four years).

During the ~~three~~nine months ended ~~December 31, 2020,~~June 30, 2021, we originated ~~$286.3~~$782.4 million of investment commitments in 1441 new and ~~seven~~10 existing portfolio companies and funded ~~$241.5~~$708.6 million of investments.

During the ~~three~~nine months ended ~~December 31, 2020,~~June 30, 2021, we received ~~$160.7~~$560.2 million of proceeds from prepayments, exits, other paydowns and sales and exited 1235 portfolio companies.

A summary of the composition of our investment portfolio at cost and fair value as a percentage of total investments is shown in the following tables:


		December 31, 2020		September 30, 2020			June 30, 2021		September 30, 2020
Cost:	Cost:					Cost:
Senior secured debt	Senior secured debt	83.31	%	80.58	%	Senior secured debt	85.40	%	80.58	%
Debt investment in SLF JV I		5.48		5.77
Debt investments in the JVs						Debt investments in the JVs	6.33		5.77
Preferred equity						Preferred equity	2.56		2.37
Common equity and warrants	Common equity and warrants	3.32		3.69		Common equity and warrants	2.22		3.69
LLC equity interests of the JVs						LLC equity interests of the JVs	2.13		2.95
Subordinated debt	Subordinated debt	2.83		4.64		Subordinated debt	1.36		4.64
LLC equity interests of SLF JV I		2.81		2.95
Preferred equity		2.25		2.37
Total	Total	100.00	%	100.00	%	Total	100.00	%	100.00	%

7889


		December 31, 2020		September 30, 2020			June 30, 2021		September 30, 2020
Fair value:	Fair value:					Fair value:
Senior secured debt	Senior secured debt	85.70	%	84.06	%	Senior secured debt	86.66	%	84.06	%
Debt investment in SLF JV I		5.62		6.12
Debt investments in the JVs						Debt investments in the JVs	6.48		6.12
Preferred equity						Preferred equity	2.24		1.90
Common equity and warrants						Common equity and warrants	1.67		2.40
LLC equity interests of the JVs						LLC equity interests of the JVs	1.57		1.35
Subordinated debt	Subordinated debt	3.08		4.17		Subordinated debt	1.38		4.17
Common equity and warrants		2.15		2.40
Preferred equity		1.74		1.90
LLC equity interests of SLF JV I		1.71		1.35
Total	Total	100.00	%	100.00	%	Total	100.00	%	100.00	%

7990

The industry composition of our portfolio at cost and fair value as a percentage of total investments was as follows:


		December 31, 2020		September 30, 2020			June 30, 2021		September 30, 2020
Cost:	Cost:					Cost:
Application Software	Application Software	12.51	%	9.71	%	Application Software	14.18	%	9.71	%
Multi-Sector Holdings (1)	Multi-Sector Holdings (1)	8.38		8.87		Multi-Sector Holdings (1)	8.46		8.87
Data Processing & Outsourced Services	Data Processing & Outsourced Services	7.50		6.57		Data Processing & Outsourced Services	7.36		6.57
Pharmaceuticals	Pharmaceuticals	6.35		5.96		Pharmaceuticals	5.14		5.96
Biotechnology	Biotechnology	6.17		5.36		Biotechnology	4.93		5.36
Personal Products						Personal Products	4.50		3.00
Industrial Machinery						Industrial Machinery	3.42		0.90
Health Care Services	Health Care Services	4.20		4.26		Health Care Services	3.32		4.26
Construction & Engineering						Construction & Engineering	2.90		0.80
Specialized Finance	Specialized Finance	3.98		3.11		Specialized Finance	2.79		3.11
Personal Products		3.13		3.00
Internet & Direct Marketing Retail						Internet & Direct Marketing Retail	2.77		0.89
Aerospace & Defense						Aerospace & Defense	2.53		1.68
Integrated Telecommunication Services						Integrated Telecommunication Services	2.17		2.67
Specialty Chemicals						Specialty Chemicals	2.01		2.68
Internet Services & Infrastructure						Internet Services & Infrastructure	2.01		1.72
Fertilizers & Agricultural Chemicals						Fertilizers & Agricultural Chemicals	1.90		2.02
Electrical Components & Equipment						Electrical Components & Equipment	1.90		1.25
Diversified Support Services						Diversified Support Services	1.78		1.13
Real Estate Services						Real Estate Services	1.75		2.34
Oil & Gas Storage & Transportation						Oil & Gas Storage & Transportation	1.61		1.59
Oil & Gas Refining & Marketing						Oil & Gas Refining & Marketing	1.55		1.87
Real Estate Operating Companies						Real Estate Operating Companies	1.32		—
Health Care Supplies						Health Care Supplies	1.27		1.30
Advertising						Advertising	1.23		0.82
Property & Casualty Insurance						Property & Casualty Insurance	1.21		2.88
Insurance Brokers						Insurance Brokers	1.14		1.05
Movies & Entertainment	Movies & Entertainment	2.86		2.68		Movies & Entertainment	1.12		2.68
Property & Casualty Insurance		2.73		2.88
Integrated Telecommunication Services		2.53		2.67
Real Estate Services		2.22		2.34
Specialty Chemicals		2.20		2.68
Fertilizers & Agricultural Chemicals		1.96		2.02
Aerospace & Defense		1.94		1.68
Leisure Facilities						Leisure Facilities	1.03		0.11
Independent Power Producers & Energy Traders						Independent Power Producers & Energy Traders	1.02		1.29
Managed Health Care						Managed Health Care	0.98		1.65
Airport Services						Airport Services	0.96		1.34
Airlines						Airlines	0.94		0.63
Commercial Printing						Commercial Printing	0.86		0.47
Health Care Technology						Health Care Technology	0.72		1.29
Thrifts & Mortgage Finance						Thrifts & Mortgage Finance	0.70		0.06
Other Diversified Financial Services						Other Diversified Financial Services	0.61		0.01
Health Care Distributors						Health Care Distributors	0.55		0.77
Auto Parts & Equipment	Auto Parts & Equipment	1.91		2.02		Auto Parts & Equipment	0.54		2.02
Internet Services & Infrastructure		1.91		1.72
Oil & Gas Refining & Marketing		1.77		1.87
Managed Health Care		1.56		1.65
Apparel, Accessories & Luxury Goods						Apparel, Accessories & Luxury Goods	0.48		0.82
Health Care Equipment						Health Care Equipment	0.46		—
Electronic Components	Electronic Components	1.52		1.53		Electronic Components	0.43		1.53
Oil & Gas Storage & Transportation		1.48		1.59
IT Consulting & Other Services						IT Consulting & Other Services	0.43		0.89
Restaurants						Restaurants	0.40		0.61
Research & Consulting Services	Research & Consulting Services	1.41		1.49		Research & Consulting Services	0.32		1.49
Airport Services		1.27		1.34
Health Care Supplies		1.24		1.30
Health Care Technology		1.22		1.29
Construction & Engineering		1.22		0.80
Independent Power Producers & Energy Traders		1.21		1.29
Diversified Support Services		1.07		1.13
Industrial Machinery		1.06		0.90
Insurance Brokers		0.96		1.05
Leisure Products						Leisure Products	0.30		—
Systems Software	Systems Software	0.96		1.24		Systems Software	0.29		1.24
Electrical Components & Equipment		0.91		1.25
Alternative Carriers						Alternative Carriers	0.28		—
Automotive Retail						Automotive Retail	0.26		—
Integrated Oil & Gas						Integrated Oil & Gas	0.21		—
Food Distributors						Food Distributors	0.20		—
Food Retail						Food Retail	0.16		0.41
Diversified Banks						Diversified Banks	0.15		—
Oil & Gas Exploration & Production						Oil & Gas Exploration & Production	0.10		—
Construction Materials						Construction Materials	0.10		0.13
Housewares & Specialties						Housewares & Specialties	0.08		—
Metal & Glass Containers						Metal & Glass Containers	0.07		0.68
Specialty Stores						Specialty Stores	0.06		0.08
Education Services						Education Services	0.04		1.37
General Merchandise Stores						General Merchandise Stores	—		1.15
Hotels, Resorts & Cruise Lines	Hotels, Resorts & Cruise Lines	0.87		0.92		Hotels, Resorts & Cruise Lines	—		0.92
IT Consulting & Other Services		0.85		0.89
Internet & Direct Marketing Retail		0.84		0.89
Airlines		0.81		0.63
Advertising		0.77		0.82
Health Care Distributors		0.73		0.77
Apparel, Accessories & Luxury Goods		0.72		0.82
Restaurants		0.59		0.61
Commercial Printing		0.45		0.47
Education Services		0.42		1.37
Food Retail		0.39		0.41
Diversified Real Estate Activities	Diversified Real Estate Activities	0.36		0.92		Diversified Real Estate Activities	—		0.92
Trading Companies & Distributors	Trading Companies & Distributors	0.33		0.61		Trading Companies & Distributors	—		0.61
Oil & Gas Equipment & Services	Oil & Gas Equipment & Services	0.18		0.20		Oil & Gas Equipment & Services	—		0.20
Construction Materials		0.12		0.13
Leisure Facilities		0.11		0.11
Specialty Stores		0.07		0.08
Thrifts & Mortgage Finance		0.04		0.06
Other Diversified Financial Services		0.01		0.01
General Merchandise Stores		—		1.15
Metal & Glass Containers		—		0.68
Health Care Facilities	Health Care Facilities	—		0.19		Health Care Facilities	—		0.19
Specialized REITs	Specialized REITs	—		0.01		Specialized REITs	—		0.01
Total	Total	100.00	%	100.00	%	Total	100.00	%	100.00	%

8091


		December 31, 2020		September 30, 2020			June 30, 2021		September 30, 2020
Fair value:	Fair value:					Fair value:
Application Software	Application Software	12.88	%	10.21	%	Application Software	14.30	%	10.21	%
Multi-Sector Holdings (1)	Multi-Sector Holdings (1)	7.54		7.74		Multi-Sector Holdings (1)	8.05		7.74
Data Processing & Outsourced Services	Data Processing & Outsourced Services	7.14		6.33		Data Processing & Outsourced Services	7.07		6.33
Pharmaceuticals	Pharmaceuticals	6.91		6.55		Pharmaceuticals	5.31		6.55
Biotechnology	Biotechnology	6.54		6.14		Biotechnology	4.99		6.14
Personal Products						Personal Products	4.56		3.24
Industrial Machinery						Industrial Machinery	3.46		0.74
Health Care Services						Health Care Services	3.28		3.81
Internet & Direct Marketing Retail						Internet & Direct Marketing Retail	2.93		0.97
Construction & Engineering						Construction & Engineering	2.92		0.86
Specialized Finance	Specialized Finance	4.04		3.08		Specialized Finance	2.80		3.08
Health Care Services		3.64		3.81
Personal Products		3.27		3.24
Aerospace & Defense						Aerospace & Defense	2.61		1.56
Integrated Telecommunication Services						Integrated Telecommunication Services	2.23		2.61
Specialty Chemicals						Specialty Chemicals	2.01		2.48
Internet Services & Infrastructure						Internet Services & Infrastructure	1.99		1.69
Fertilizers & Agricultural Chemicals						Fertilizers & Agricultural Chemicals	1.92		2.14
Electrical Components & Equipment						Electrical Components & Equipment	1.90		1.30
Diversified Support Services						Diversified Support Services	1.82		1.12
Real Estate Services						Real Estate Services	1.77		2.40
Oil & Gas Refining & Marketing						Oil & Gas Refining & Marketing	1.58		1.90
Oil & Gas Storage & Transportation						Oil & Gas Storage & Transportation	1.53		1.64
Real Estate Operating Companies						Real Estate Operating Companies	1.35		—
Advertising						Advertising	1.30		0.85
Health Care Supplies						Health Care Supplies	1.28		1.37
Insurance Brokers						Insurance Brokers	1.24		1.15
Property & Casualty Insurance						Property & Casualty Insurance	1.22		2.97
Movies & Entertainment	Movies & Entertainment	3.00		2.77		Movies & Entertainment	1.17		2.77
Property & Casualty Insurance		2.81		2.97
Integrated Telecommunication Services		2.48		2.61
Real Estate Services		2.23		2.40
Specialty Chemicals		2.16		2.48
Fertilizers & Agricultural Chemicals		2.02		2.14
Airlines						Airlines	1.02		0.83
Independent Power Producers & Energy Traders						Independent Power Producers & Energy Traders	1.01		1.32
Managed Health Care						Managed Health Care	0.98		1.70
Leisure Facilities						Leisure Facilities	0.94		—
Airport Services						Airport Services	0.91		1.35
Commercial Printing						Commercial Printing	0.87		0.47
Health Care Technology						Health Care Technology	0.72		1.40
Thrifts & Mortgage Finance						Thrifts & Mortgage Finance	0.69		0.02
Other Diversified Financial Services						Other Diversified Financial Services	0.62		—
Health Care Distributors						Health Care Distributors	0.55		0.78
Auto Parts & Equipment	Auto Parts & Equipment	1.90		1.99		Auto Parts & Equipment	0.52		1.99
Aerospace & Defense		1.85		1.56
Internet Services & Infrastructure		1.83		1.69
Oil & Gas Refining & Marketing		1.73		1.90
Health Care Equipment						Health Care Equipment	0.46		—
Electronic Components	Electronic Components	1.71		1.69		Electronic Components	0.43		1.69
Managed Health Care		1.59		1.70
IT Consulting & Other Services						IT Consulting & Other Services	0.42		0.88
Restaurants						Restaurants	0.41		0.50
Research & Consulting Services	Research & Consulting Services	1.46		1.54		Research & Consulting Services	0.32		1.54
Oil & Gas Storage & Transportation		1.36		1.64
Health Care Technology		1.29		1.40
Construction & Engineering		1.28		0.86
Health Care Supplies		1.27		1.37
Airport Services		1.24		1.35
Independent Power Producers & Energy Traders		1.20		1.32
Insurance Brokers		1.10		1.15
Diversified Support Services		1.07		1.12
Airlines		1.03		0.83
Leisure Products						Leisure Products	0.30		—
Alternative Carriers						Alternative Carriers	0.30		—
Systems Software						Systems Software	0.29		1.30
Apparel, Accessories & Luxury Goods						Apparel, Accessories & Luxury Goods	0.26		0.50
Automotive Retail						Automotive Retail	0.26		—
Integrated Oil & Gas						Integrated Oil & Gas	0.21		—
Food Distributors						Food Distributors	0.20		—
Food Retail						Food Retail	0.16		0.44
Diversified Banks						Diversified Banks	0.15		—
Oil & Gas Exploration & Production						Oil & Gas Exploration & Production	0.11		—
Construction Materials						Construction Materials	0.10		0.13
Housewares & Specialties						Housewares & Specialties	0.08		—
Metal & Glass Containers						Metal & Glass Containers	0.08		0.75
Education Services						Education Services	0.04		0.45
General Merchandise Stores						General Merchandise Stores	—		1.14
Hotels, Resorts & Cruise Lines	Hotels, Resorts & Cruise Lines	1.00		1.09		Hotels, Resorts & Cruise Lines	—		1.09
Systems Software		0.99		1.30
Electrical Components & Equipment		0.95		1.30
Internet & Direct Marketing Retail		0.94		0.97
Industrial Machinery		0.91		0.74
IT Consulting & Other Services		0.83		0.88
Advertising		0.81		0.85
Health Care Distributors		0.73		0.78
Restaurants		0.60		0.50
Diversified Real Estate Activities	Diversified Real Estate Activities	0.44		1.07		Diversified Real Estate Activities	—		1.07
Commercial Printing		0.43		0.47
Food Retail		0.41		0.44
Apparel, Accessories & Luxury Goods		0.39		0.50
Education Services		0.39		0.45
Trading Companies & Distributors	Trading Companies & Distributors	0.33		0.64		Trading Companies & Distributors	—		0.64
Health Care Facilities						Health Care Facilities	—		0.23
Oil & Gas Equipment & Services	Oil & Gas Equipment & Services	0.14		0.16		Oil & Gas Equipment & Services	—		0.16
Construction Materials		0.13		0.13
Thrifts & Mortgage Finance		0.01		0.02
Leisure Facilities		—		—
General Merchandise Stores		—		1.14
Metal & Glass Containers		—		0.75
Health Care Facilities		—		0.23
Specialized REITs	Specialized REITs	—		0.01		Specialized REITs	—		0.01
Total	Total	100.00	%	100.00	%	Total	100.00	%	100.00	%

___________________

(1)This industry includes our investments in ~~SLF JV I~~the JVs and certain limited partnership interests.

8192

Loans and Debt Securities on Non-Accrual Status

The percentages of our debt investments at cost and fair value by accrual status as of ~~December 31, 2020 and~~ September 30, 2020 were as follows:


		December 31, 2020								September 30, 2020									September 30, 2020
		Cost		% of Debt Portfolio		Fair Value		% of Debt Portfolio		Cost		% of Debt Portfolio		Fair Value		% of Debt Portfolio			Cost		% of Debt Portfolio		Fair Value		% of Debt Portfolio
Accrual	Accrual	$	1,609,920	99.96	%	$	1,616,023	99.97	%	$	1,500,364	98.79	%	$	1,483,284	99.89	%	Accrual	$	1,500,364	98.79	%	$	1,483,284	99.89	%
PIK non-accrual (1)	PIK non-accrual (1)	—		—		—		—		12,661		0.83		—		—		PIK non-accrual (1)	12,661		0.83		—		—
Cash non-accrual (2)	Cash non-accrual (2)	588		0.04		470		0.03		5,712		0.38		1,571		0.11		Cash non-accrual (2)	5,712		0.38		1,571		0.11
Total	Total	$	1,610,508	100.00	%	$	1,616,493	100.00	%	$	1,518,737	100.00	%	$	1,484,855	100.00	%	Total	$	1,518,737	100.00	%	$	1,484,855	100.00	%

___________________

(1)PIK non-accrual status is inclusive of other non-cash income, where applicable.

(2)Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.

Senior Loan Fund JV I, LLC

In May 2014, we entered into a limited liability company, or LLC, agreement with Kemper to form SLF JV I. We co-invest in senior secured loans of middle-market companies and other corporate debt securities with Kemper through our investment in SLF JV I. SLF JV I is managed by a four person Board of Directors, two of whom are selected by us and two of whom are selected by Kemper. All portfolio decisions and investment decisions in respect of SLF JV I must be approved by the SLF JV I investment committee, which consists of one representative selected by us and one representative selected by Kemper (with approval from a representative of each required). Since we do not have a controlling financial interest in SLF JV I, we do not consolidate SLF JV I.

SLF JV I is capitalized pro rata with LLC equity interests as transactions are completed and may be capitalized with additional subordinated notes issued to us and Kemper by SLF JV I. The subordinated notes issued by SLF JV I are referred to as the SLF JV I Notes. The SLF JV I Notes are senior in right of payment to SLF JV I LLC equity interests and subordinated in right of payment to SLF JV I’s secured debt. As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, we and Kemper owned, in the aggregate, 87.5% and 12.5%, respectively, of the LLC equity interests of SLF JV I and the outstanding SLF JV I Notes.

SLF JV I has a senior revolving credit facility with Deutsche Bank AG, New York Branch, or, as amended, the SLF JV I Deutsche Bank I Facility, which permitted up to ~~$225.0~~$260.0 million and $250.0 million of borrowings (subject to borrowing base and other limitations) as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, respectively. Borrowings under the SLF JV I Deutsche Bank I Facility are secured by all of the assets of SLF JV I Funding LLC, a special purpose financing subsidiary of SLF JV I. As of ~~December 31, 2020,~~June 30, 2021, the reinvestment period of the SLF JV I Deutsche Bank I Facility was scheduled to expire ~~June 28, 2021~~May 3, 2023 and the maturity date for the SLF JV I Deutsche Bank I Facility was ~~June 29, 2026.~~May 3, 2028. As of ~~December 31, 2020,~~June 30, 2021, borrowings under the SLF JV I Deutsche Bank I Facility accrued interest at a rate equal to the 3-month LIBOR plus ~~1.85%~~2.00% per annum during the reinvestment period, 3-month LIBOR plus 2.15% for the first year after the end of the reinvestment period, 3-month LIBOR plus 2.25% for the following year and 3-month LIBOR plus ~~2.00% per annum during the amortization period.~~2.50% thereafter, in each case with a 0.125% LIBOR floor. Under the SLF JV I Deutsche Bank I Facility, ~~$175.4~~$209.6 million and $167.9 million of borrowings were outstanding as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, respectively.

As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, SLF JV I had total assets of ~~$341.2~~$386.5 million and $313.5 million, respectively. SLF JV I's portfolio primarily consisted of senior secured loans to 57 and 56 portfolio companies as of ~~each of December 31, 2020~~June 30, 2021 and September 30, ~~2020.~~2020, respectively. The portfolio companies in SLF JV I are in industries similar to those in which we may invest directly. As of ~~December 31, 2020,~~June 30, 2021, our investment in SLF JV I consisted of LLC equity interests and SLF JV I Notes of ~~$125.5~~$132.9 million in aggregate at fair value. As of September 30, 2020, our investment in SLF JV I consisted of LLC equity interests and SLF JV I Notes of $117.4 million in aggregate at fair value.

As of each of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, we and Kemper had funded approximately $165.5 million to SLF JV I, of which $144.8 million was from us. As of ~~December 31, 2020 and September~~June 30, ~~2020,~~2021, we ~~and Kemper~~ had ~~the option~~aggregate commitments to fund SLF JV I of $35.0 million, of which approximately $26.2 million was to fund additional SLF JV I Notes ~~subject~~and approximately $8.8 million was to ~~additional~~fund LLC equity ~~funding to~~interests in SLF JV I. As of ~~each of December 31, 2020 and~~ September 30, 2020, we had commitments to fund LLC equity interests in SLF JV I of $17.5 million, of which $1.3 million was unfunded.

8293

Below is a summary of SLF JV I's portfolio, followed by a listing of the individual loans in SLF JV I's portfolio as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020:


		December 31, 2020	September 30, 2020		June 30, 2021	September 30, 2020
Senior secured loans (1)	Senior secured loans (1)	$313,978	$307,579	Senior secured loans (1)	$359,079	$307,579
Weighted average interest rate on senior secured loans (2)	Weighted average interest rate on senior secured loans (2)	5.65%	5.44%	Weighted average interest rate on senior secured loans (2)	5.61%	5.44%
Number of borrowers in SLF JV I	Number of borrowers in SLF JV I	56	56	Number of borrowers in SLF JV I	57	56
Largest exposure to a single borrower (1)	Largest exposure to a single borrower (1)	$9,879	$10,487	Largest exposure to a single borrower (1)	$9,938	$10,487
Total of five largest loan exposures to borrowers (1)	Total of five largest loan exposures to borrowers (1)	$46,981	$49,097	Total of five largest loan exposures to borrowers (1)	$47,100	$49,097

__________________

(1) At principal amount.

(2) Computed using the weighted average annual interest rate on accruing senior secured loans at fair value.

8394

SLF JV I Portfolio as of ~~December 31, 2020~~June 30, 2021


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Access CIG, LLC	Access CIG, LLC	First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.98	%	Diversified Support Services	$	9,182	$	9,149	$	9,107		Access CIG, LLC	First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.84	%	Diversified Support Services	$	9,135	$	9,106	$	9,092	(4)
ADB Companies, LLC	ADB Companies, LLC	First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	7.25	%	Construction & Engineering	6667		6,500		6,533		(4)	ADB Companies, LLC	First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	7.25	%	Construction & Engineering	7832		7,654		7,711		(4)
		First Lien Delayed Draw Term Loan, LIBOR+6.25% cash due 12/18/2025			Construction & Engineering	—		(33)		(27)		(4)(5)
Total ADB Companies, LLC								6,467		6,506
AdVenture Interactive, Corp.		927 shares of common stock			Advertising			1,390		1,416		(4)
AI Ladder (Luxembourg) Subco S.a.r.l.	AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.65	%	Electrical Components & Equipment	6,011		5,894		5,974		(4)	AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.58	%	Electrical Components & Equipment	5,957		5,855		5,963		(4)
Airbnb, Inc.		First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025	8.50	%	Hotels, Resorts & Cruise Lines	3,044		2,977		3,306		(4)
Altice France S.A.	Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	4.24	%	Integrated Telecommunication Services	4,631		4,447		4,623			Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	4.15	%	Integrated Telecommunication Services	4,607		4,440		4,606
Alvogen Pharma US, Inc.	Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25	%	Pharmaceuticals	9,879		9,643		9,500			Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25	%	Pharmaceuticals	9,879		9,682		9,749
Amplify Finco Pty Ltd.	Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	5.00	%	Movies & Entertainment	7,940		7,861		7,384		(4)	Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	5.00	%	Movies & Entertainment	7,900		7,821		7,762		(4)
Anastasia Parent, LLC	Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025			Personal Products	2,821		2,247		1,890		(6)	Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025	3.90	%	Personal Products	2,806		2,216		2,257
Apptio, Inc.	Apptio, Inc.	First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	4,615		4,554		4,529		(4)	Apptio, Inc.	First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	4,615		4,561		4,533		(4)
		First Lien Revolver, LIBOR+7.25% cash due 1/10/2025			Application Software	—		(5)		(7)		(4)(5)
Apptio, Inc.													Apptio, Inc.	First Lien Revolver, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	154		149		147		(4)(5)
Total Apptio, Inc.	Total Apptio, Inc.							4,549		4,522			Total Apptio, Inc.					4,769		4,710		4,680
Aurora Lux Finco S.À.R.L.	Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+5.75% cash due 12/24/2026	6.75	%	Airport Services	6,451		6,314		6,013		(4)	Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00	%	Airport Services	6,419		6,293		6,040		(4)
BAART Programs, Inc.													BAART Programs, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 6/11/2027	6.00	%	Health Care Equipment	6,750		6,683		6,716
BAART Programs, Inc.													BAART Programs, Inc.	First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 6/11/2027			Health Care Equipment	—		(8)		(4)		(5)
Total BAART Programs, Inc.													Total BAART Programs, Inc.					6,750		6,675		6,712
Blackhawk Network Holdings, Inc.	Blackhawk Network Holdings, Inc.	First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025	3.15	%	Data Processing & Outsourced Services	9,750		9,734		9,517			Blackhawk Network Holdings, Inc.	First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025	3.10	%	Data Processing & Outsourced Services	9,700		9,686		9,604
Boxer Parent Company Inc.	Boxer Parent Company Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025	4.40	%	Systems Software	7,513		7,430		7,497		(4)	Boxer Parent Company Inc.	First Lien Term Loan, LIBOR+3.75% cash due 10/2/2025	3.85	%	Systems Software	6,662		6,589		6,632
Brazos Delaware II, LLC	Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.15	%	Oil & Gas Equipment & Services	7,311		7,288		6,405			Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.09	%	Oil & Gas Equipment & Services	7,272		7,252		7,112
C5 Technology Holdings, LLC	C5 Technology Holdings, LLC	171 Common Units			Data Processing & Outsourced Services			—		—		(4)	C5 Technology Holdings, LLC	171 Common Units			Data Processing & Outsourced Services			—		—		(4)
		7,193,539.63 Preferred Units			Data Processing & Outsourced Services			7,194		5,683		(4)
C5 Technology Holdings, LLC													C5 Technology Holdings, LLC	7,193,539.63 Preferred Units			Data Processing & Outsourced Services			7,194		5,683		(4)
Total C5 Technology Holdings, LLC	Total C5 Technology Holdings, LLC							7,194		5,683			Total C5 Technology Holdings, LLC							7,194		5,683
Carrols Restaurant Group, Inc.		First Lien Term Loan, LIBOR+6.25% cash due 4/30/2026	7.25	%	Restaurants	3,980		3,792		3,965
CITGO Petroleum Corp.	CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+6.25% cash due 3/28/2024	7.25	%	Oil & Gas Refining & Marketing	7,165		7,094		7,140		(4)	CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+6.25% cash due 3/28/2024	7.25	%	Oil & Gas Refining & Marketing	7,129		7,058		7,187		(4)
Clear Channel Outdoor Holdings, Inc.		First Lien Term Loan, LIBOR+3.50% cash due 8/21/2026	3.71	%	Advertising	330		291		318
Connect U.S. Finco LLC	Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/11/2026	5.50	%	Alternative Carriers	7,418		7,252		7,462			Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+3.50% cash due 12/11/2026	4.50	%	Alternative Carriers	7,381		7,220		7,400
Convergeone Holdings, Inc.													Convergeone Holdings, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 1/4/2026	5.10	%	IT Consulting & Other Services	4,975		4,810		4,930		(4)
Curium Bidco S.à.r.l.	Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+3.75% cash due 7/9/2026	4.00	%	Biotechnology	5,925		5,881		5,890			Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026	4.15	%	Biotechnology	5,895		5,851		5,888
Dcert Buyer, Inc.	Dcert Buyer, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026	4.15	%	Internet Services & Infrastructure	7,940		7,920		7,945			Dcert Buyer, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026	4.10	%	Internet Services & Infrastructure	7,900		7,880		7,920
Dealer Tire, LLC		First Lien Term Loan, LIBOR+4.25% cash due 12/12/2025	4.40	%	Distributors	940		902		937
Enviva Holdings, LP													Enviva Holdings, LP	First Lien Term Loan, LIBOR+5.50% cash due 2/17/2026	6.50	%	Forest Products	5,893		5,834		5,959
eResearch Technology, Inc.													eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50	%	Application Software	7,425		7,351		7,468
Gibson Brands, Inc.													Gibson Brands, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 6/25/2028	5.75	%	Leisure Products	7,500		7,425		7,500
GI Chill Acquisition LLC													GI Chill Acquisition LLC	First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025	4.15	%	Managed Health Care	3,731		3,748		3,730		(4)
GI Chill Acquisition LLC													GI Chill Acquisition LLC	Second Lien Term Loan, LIBOR+7.50% cash due 8/6/2026	7.65	%	Managed Health Care	3,750		3,670		3,731		(4)
Total GI Chill Acquisition LLC													Total GI Chill Acquisition LLC					7,481		7,418		7,461
Gigamon, Inc.													Gigamon, Inc.	First Lien Term Loan, LIBOR+3.75% cash due 12/27/2024	4.50	%	Systems Software	7,619		7,581		7,648

8495


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
eResearch Technology, Inc.		First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50	%	Application Software	$	7,463	$	7,388	$	7,411
Gigamon, Inc.		First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	5.25	%	Systems Software	7,762		7,717		7,708
Global Medical Response, Inc.	Global Medical Response, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 10/2/2025	5.75	%	Health Care Services	2,231		2,188		2,221			Global Medical Response, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 10/2/2025	5.75	%	Health Care Services	$	2,220	$	2,181	$	2,233
Guidehouse LLP		Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	8.15	%	Research & Consulting Services	6,000		5,980		6,000		(4)
Helios Software Holdings, Inc.		First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025	4.52	%	Systems Software	3,960		3,920		3,946
Grab Holdings Inc.													Grab Holdings Inc.	First Lien Term Loan, LIBOR+4.50% cash due 1/29/2026	5.50	%	Interactive Media & Services	2,993		2,910		3,045
Indivior Finance S.À.R.L.													Indivior Finance S.À.R.L.	First Lien Term Loan, LIBOR+5.25% cash due 6/28/2026	6.00	%	Pharmaceuticals	7,500		7,350		7,350
Intelsat Jackson Holdings S.A.	Intelsat Jackson Holdings S.A.	First Lien Term Loan, PRIME+4.75% cash due 11/27/2023	8.00	%	Alternative Carriers	3,568		3,543		3,628			Intelsat Jackson Holdings S.A.	First Lien Term Loan, PRIME+4.75% cash due 11/27/2023	8.00	%	Alternative Carriers	3,568		3,547		3,633
		First Lien Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50	%	Alternative Carriers	1,943		1,762		1,988
Intelsat Jackson Holdings S.A.													Intelsat Jackson Holdings S.A.	First Lien Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50	%	Alternative Carriers	1,943		1,769		1,960
Total Intelsat Jackson Holdings S.A.	Total Intelsat Jackson Holdings S.A.							5,305		5,616			Total Intelsat Jackson Holdings S.A.					5,511		5,316		5,593
INW Manufacturing, LLC													INW Manufacturing, LLC	First Lien Term Loan, LIBOR+5.75% cash due 5/7/2027	6.50	%	Personal Products	9,938		9,645		9,739		(4)
Lightbox Intermediate, L.P.													Lightbox Intermediate, L.P.	First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026	5.15	%	Real Estate Services	7,462		7,392		7,425		(4)
LogMeIn, Inc.	LogMeIn, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.90	%	Application Software	5,000		4,880		4,994			LogMeIn, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.83	%	Application Software	7,960		7,827		7,957		(4)
LTI Holdings, Inc.													LTI Holdings, Inc.	First Lien Term Loan, LIBOR+3.50% cash due 9/6/2025	3.60	%	Electronic Components	7,462		7,341		7,373
Maravai Intermediate Holdings, LLC	Maravai Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+4.25% cash due 10/19/2027	5.25	%	Biotechnology	6,875		6,806		6,952			Maravai Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+3.75% cash due 10/19/2027	4.75	%	Biotechnology	6,838		6,769		6,874		(4)
Mindbody, Inc.	Mindbody, Inc.	First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025	8.00	%	Internet Services & Infrastructure	4,564		4,502		4,181		(4)	Mindbody, Inc.	First Lien Term Loan, LIBOR+7.00% cash 1.50% PIK due 2/14/2025	8.00	%	Internet Services & Infrastructure	4,598		4,544		4,373		(4)
		First Lien Revolver, LIBOR+8.00% cash due 2/14/2025			Internet Services & Infrastructure	—		(7)		(40)		(4)(5)
Mindbody, Inc.													Mindbody, Inc.	First Lien Revolver, LIBOR+8.00% cash due 2/14/2025			Internet Services & Infrastructure	—		(6)		(23)		(4)(5)
Total Mindbody, Inc.	Total Mindbody, Inc.							4,495		4,141			Total Mindbody, Inc.					4,598		4,538		4,350
MRI Software LLC	MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%	Application Software	3,863		3,829		3,854		(4)	MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%	Application Software	3,844		3,809		3,849		(4)
		First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(1)		—		(4)(5)
		First Lien Revolver, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(3)		(1)		(4)(5)
MRI Software LLC													MRI Software LLC	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(6)		3		(4)(5)
MRI Software LLC													MRI Software LLC	First Lien Revolver, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(3)		—		(4)(5)
Total MRI Software LLC	Total MRI Software LLC							3,825		3,853			Total MRI Software LLC					3,844		3,800		3,852
Navicure, Inc.	Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.15	%	Health Care Technology	5,955		5,925		5,955			Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.10	%	Health Care Technology	5,925		5,894		5,944
New IPT, Inc.		First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021	6.00	%	Oil & Gas Equipment & Services	941		941		735		(4)
		21.876 Class A Common Units in New IPT Holdings, LLC			Oil & Gas Equipment & Services			—		—		(4)
Total New IPT, Inc.								941		735
Northern Star Industries Inc.	Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025	5.75	%	Electrical Components & Equipment	6,807		6,787		6,671			Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025	5.50	%	Electrical Components & Equipment	6,773		6,754		6,756
Northwest Fiber, LLC		First Lien Term Loan, LIBOR+5.50% cash due 4/30/2027	5.65	%	Integrated Telecommunication Services	2,394		2,311		2,406
Novetta Solutions, LLC	Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00	%	Application Software	5,915		5,897		5,903			Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00	%	Application Software	5,884		5,871		5,891
OEConnection LLC	OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.15	%	Application Software	7,879		7,843		7,820			OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.10	%	Application Software	7,871		7,836		7,872		(4)
		First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026			Application Software	—		—		—		(5)
Total OEConnection LLC								7,843		7,820
Olaplex, Inc.	Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%	Personal Products	6,395		6,298		6,395		(4)	Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%	Personal Products	6,313		6,226		6,313		(4)
		First Lien Revolver, LIBOR+6.50% cash due 1/8/2025			Personal Products	—		(9)		—		(4)(5)
Olaplex, Inc.													Olaplex, Inc.	First Lien Revolver, LIBOR+6.50% cash due 1/8/2025			Personal Products	—		(8)		(4)		(4)(5)
Total Olaplex, Inc.	Total Olaplex, Inc.							6,289		6,395			Total Olaplex, Inc.					6,313		6,218		6,309
Park Place Technologies, LLC	Park Place Technologies, LLC	First Lien Term Loan, LIBOR+5.00% cash due 11/10/2027	6.00	%	Internet Services & Infrastructure	5,000		4,804		4,817		(4)	Park Place Technologies, LLC	First Lien Term Loan, LIBOR+5.00% cash due 11/10/2027	6.00	%	Internet Services & Infrastructure	4,988		4,806		5,011		(4)
PetVet Care Centers, LLC		First Lien Term Loan, LIBOR+4.25% cash due 2/14/2025	5.25	%	Specialized Consumer Services	2,736		2,729		2,753
PaySimple, Inc.													PaySimple, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025	5.61	%	Data Processing & Outsourced Services	7,462		7,427		7,425		(4)
Planview Parent, Inc.													Planview Parent, Inc.	Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028	8.00	%	Application Software	4,503		4,435		4,514		(4)
Pluralsight, LLC													Pluralsight, LLC	First Lien Term Loan, LIBOR+8.00% cash due 4/6/2027	9.00	%	Application Software	4,983		4,887		4,883		(4)
Pluralsight, LLC													Pluralsight, LLC	First Lien Revolver, LIBOR+8.00% cash due 4/6/2027			Application Software	—		(8)		(8)		(4)(5)
Total Pluralsight, LLC													Total Pluralsight, LLC					4,983		4,879		4,875
RS Ivy Holdco, Inc.													RS Ivy Holdco, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 12/23/2027	6.50	%	Oil & Gas Exploration & Production	6,965		6,861		6,969		(4)
Sabert Corporation													Sabert Corporation	First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%	Metal & Glass Containers	2,735		2,707		2,738		(4)
Salient CRGT, Inc.													Salient CRGT, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%	Aerospace & Defense	4,916		4,881		4,885		(4)

8596


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
PG&E Corporation		First Lien Term Loan, LIBOR+4.50% cash due 6/23/2025	5.50	%	Electric Utilities	$	5,970	$	5,889	$	6,051
Planview Parent, Inc.		Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028	8.00	%	Application Software	4,503		4,435		4,503		(4)
Recorded Books Inc.		First Lien Term Loan, LIBOR+4.25% cash due 8/29/2025	4.75	%	Publishing	6,000		5,940		6,025
RS Ivy Holdco, Inc.		First Lien Term Loan, LIBOR+5.50% cash due 12/23/2027	6.50	%	Oil & Gas Exploration & Production	7,000		6,895		6,965
Sabert Corporation		First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%	Metal & Glass Containers	2,742		2,714		2,743
Salient CRGT, Inc.		First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%	Aerospace & Defense	2,080		2,070		2,002		(4)
SHO Holding I Corporation	SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.25% cash due 4/27/2024	6.25	%	Footwear	8,445		8,430		7,347			SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.25% cash due 4/27/2024	6.25	%	Footwear	$	8,310	$	8,297	$	7,812
Signify Health, LLC		First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	5.50	%	Health Care Services	9,725		9,669		9,433
SHO Holding I Corporation													SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.23% cash due 4/27/2024	6.23	%	Footwear	138		138		129
Total SHO Holding I Corporation													Total SHO Holding I Corporation					8,448		8,435		7,941
Sirva Worldwide, Inc.	Sirva Worldwide, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.65	%	Diversified Support Services	4,750		4,679		4,352			Sirva Worldwide, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.60	%	Diversified Support Services	3,694		3,639		3,490		(4)
Sorenson Communications, LLC													Sorenson Communications, LLC	First Lien Term Loan, LIBOR+5.50% cash due 3/17/2026	6.25	%	Communications Equipment	2,929		2,900		2,958
Star US Bidco LLC	Star US Bidco LLC	First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%	Industrial Machinery	3,709		3,529		3,649			Star US Bidco LLC	First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%	Industrial Machinery	8,276		8,088		8,281		(4)
Sunshine Luxembourg VII SARL		First Lien Term Loan, LIBOR+4.00% cash due 10/1/2026	5.00	%	Personal Products	7,920		7,880		7,969
Supermoose Borrower, LLC	Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	4.00	%	Application Software	4,876		4,580		4,574		(4)	Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90	%	Application Software	7,843		7,461		7,353		(4)
Surgery Center Holdings, Inc.	Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 9/3/2024	4.25	%	Health Care Facilities	4,949		4,931		4,876			Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.75% cash due 8/31/2026	4.50	%	Health Care Facilities	4,924		4,908		4,950
Trench Plate Rental, Co.													Trench Plate Rental, Co.	First Lien Term Loan, LIBOR+4.75% cash due 12/3/2026	5.75	%	Construction Materials	3,951		3,892		3,891
Trench Plate Rental, Co.													Trench Plate Rental, Co.	First Lien Delayed Draw Term Loan, LIBOR+4.75% cash due 12/3/2026			Construction Materials	—		(11)		(11)		(5)
Trench Plate Rental, Co.													Trench Plate Rental, Co.	First Lien Revolver, LIBOR+4.75% cash due 12/3/2026	5.75	%	Construction Materials	24		15		15		(5)
Total Trench Plate Rental, Co.													Total Trench Plate Rental, Co.					3,975		3,896		3,895
Veritas US Inc.	Veritas US Inc.	First Lien Term Loan, LIBOR+5.50% cash due 9/1/2025	6.50	%	Application Software	6,484		6,362		6,475			Veritas US Inc.	First Lien Term Loan, LIBOR+5.00% cash due 9/1/2025	6.00	%	Application Software	6,450		6,343		6,501		(4)
Verscend Holding Corp.	Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025	4.65	%	Health Care Technology	4,101		4,070		4,107		(4)	Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.00% cash due 8/27/2025	4.10	%	Health Care Technology	4,090		4,061		4,107
Windstream Services II, LLC	Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%	Integrated Telecommunication Services	7,960		7,654		7,808		(4)	Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%	Integrated Telecommunication Services	7,920		7,638		7,956		(4)
WP CPP Holdings, LLC	WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%	Aerospace & Defense	6,000		5,959		5,085		(4)	WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%	Aerospace & Defense	6,000		5,962		5,870		(4)
						$	313,978	$	317,432	$	313,261
Total Portfolio Investments													Total Portfolio Investments					$	359,079	$	360,570	$	361,246

__________________

(1) Represents the interest rate as of ~~December 31, 2020.~~June 30, 2021. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, we have provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All the LIBOR shown above is in U.S. dollars. As of ~~December 31, 2020,~~June 30, 2021, the reference rates for SLF JV I's variable rate loans were the 30-day LIBOR at ~~0.15%~~0.10%, the 60-day LIBOR at ~~0.19%~~0.13%, the 90-day LIBOR at ~~0.25%~~0.15%, the 180-day LIBOR at ~~0.26%~~0.17%, the 360-day LIBOR at 0.25% and the PRIME at 3.25%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of ~~December 31, 2020~~June 30, 2021 utilizing a similar technique as us in accordance with ASC 820. However, the determination of such fair value is not included in our Board of Directors' valuation process described elsewhere herein.

(4) This investment is held by both us and SLF JV I as of ~~December 31, 2020.~~June 30, 2021.

(5) Investment has undrawn commitments. Unamortized fees are classified as unearned income which reduces cost basis, which may result in a negative cost basis. A negative fair value may result from the unfunded commitment being valued below par.

~~(6) This investment was on cash non-accrual status as of December 31, 2020. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.~~

8697

SLF JV I Portfolio as of September 30, 2020


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Access CIG, LLC	Access CIG, LLC	First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.91	%	Diversified Support Services	$	9,206	$	9,170	$	9,029		Access CIG, LLC	First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	3.91	%	Diversified Support Services	$	9,206	$	9,170	$	9,029
AdVenture Interactive, Corp.	AdVenture Interactive, Corp.	927 shares of common stock			Advertising			1,390		1,373		(4)	AdVenture Interactive, Corp.	927 shares of common stock			Advertising			1,390		1,373		(4)
AI Ladder (Luxembourg) Subco S.a.r.l.	AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.65	%	Electrical Components & Equipment	6,038		5,914		5,781		(4)	AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.65	%	Electrical Components & Equipment	6,038		5,914		5,781		(4)
Airbnb, Inc.	Airbnb, Inc.	First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025	8.50	%	Hotels, Resorts & Cruise Lines	3,051		2,981		3,311		(4)	Airbnb, Inc.	First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025	8.50	%	Hotels, Resorts & Cruise Lines	3,051		2,981		3,311		(4)
Altice France S.A.	Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	4.15	%	Integrated Telecommunication Services	4,643		4,450		4,527			Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	4.15	%	Integrated Telecommunication Services	4,643		4,450		4,527
Alvogen Pharma US, Inc.	Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25	%	Pharmaceuticals	9,879		9,623		9,566			Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25	%	Pharmaceuticals	9,879		9,623		9,566
Amplify Finco Pty Ltd.	Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.00% cash due 11/26/2026	4.75	%	Movies & Entertainment	7,960		7,880		6,846		(4)	Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.00% cash due 11/26/2026	4.75	%	Movies & Entertainment	7,960		7,880		6,846		(4)
Anastasia Parent, LLC	Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025			Personal Products	2,828		2,282		1,248		(6)	Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025			Personal Products	2,828		2,282		1,248		—
Apptio, Inc.	Apptio, Inc.	First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	4,615		4,550		4,526		(4)	Apptio, Inc.	First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	8.25	%	Application Software	4,615		4,550		4,526		(4)
		First Lien Revolver, LIBOR+7.25% cash due 1/10/2025			Application Software	—		(5)		(8)		(4)(5)
Apptio, Inc.													Apptio, Inc.	First Lien Revolver, LIBOR+7.25% cash due 1/10/2025			Application Software	—		(5)		(8)		(4)(5)
Total Apptio, Inc.	Total Apptio, Inc.							4,545		4,518			Total Apptio, Inc.					4,615		4,545		4,518
Aurora Lux Finco S.À.R.L.	Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00	%	Airport Services	6,468		6,324		6,015		(4)	Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00	%	Airport Services	6,468		6,324		6,015		(4)
Blackhawk Network Holdings, Inc.	Blackhawk Network Holdings, Inc.	First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025	3.15	%	Data Processing & Outsourced Services	9,775		9,758		9,251			Blackhawk Network Holdings, Inc.	First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025	3.15	%	Data Processing & Outsourced Services	9,775		9,758		9,251
Boxer Parent Company Inc.	Boxer Parent Company Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025	4.40	%	Systems Software	7,532		7,448		7,331		(4)	Boxer Parent Company Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025	4.40	%	Systems Software	7,532		7,448		7,331		(4)
Brazos Delaware II, LLC	Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.16	%	Oil & Gas Equipment & Services	7,331		7,306		5,600			Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.16	%	Oil & Gas Equipment & Services	7,331		7,306		5,600
C5 Technology Holdings, LLC	C5 Technology Holdings, LLC	171 Common Units			Data Processing & Outsourced Services			—		—		(4)	C5 Technology Holdings, LLC	171 Common Units			Data Processing & Outsourced Services			—		—		(4)
		7,193,539.63 Preferred Units			Data Processing & Outsourced Services			7,194		5,683		(4)
C5 Technology Holdings, LLC													C5 Technology Holdings, LLC	7,193,539.63 Preferred Units			Data Processing & Outsourced Services			7,194		5,683		(4)
Total C5 Technology Holdings, LLC	Total C5 Technology Holdings, LLC							7,194		5,683			Total C5 Technology Holdings, LLC							7,194		5,683
Carrols Restaurant Group, Inc.	Carrols Restaurant Group, Inc.	First Lien Term Loan, LIBOR+6.25% cash due 4/30/2026	7.25	%	Restaurants	3,990		3,792		3,960			Carrols Restaurant Group, Inc.	First Lien Term Loan, LIBOR+6.25% cash due 4/30/2026	7.25	%	Restaurants	3,990		3,792		3,960
CITGO Petroleum Corp.	CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	6.00	%	Oil & Gas Refining & Marketing	7,184		7,112		6,842		(4)	CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	6.00	%	Oil & Gas Refining & Marketing	7,184		7,112		6,842		(4)
Clear Channel Outdoor Holdings, Inc.	Clear Channel Outdoor Holdings, Inc.	First Lien Term Loan, LIBOR+3.50% cash due 8/21/2026	3.76	%	Advertising	331		290		302			Clear Channel Outdoor Holdings, Inc.	First Lien Term Loan, LIBOR+3.50% cash due 8/21/2026	3.76	%	Advertising	331		290		302
Connect U.S. Finco LLC	Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/11/2026	5.50	%	Alternative Carriers	7,437		7,262		7,228			Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/11/2026	5.50	%	Alternative Carriers	7,437		7,262		7,228
Curium Bidco S.à.r.l.	Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+3.75% cash due 7/9/2026	3.97	%	Biotechnology	5,940		5,895		5,895			Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+3.75% cash due 7/9/2026	3.97	%	Biotechnology	5,940		5,895		5,895
Dcert Buyer, Inc.	Dcert Buyer, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026	4.15	%	Internet Services & Infrastructure	7,960		7,940		7,879			Dcert Buyer, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026	4.15	%	Internet Services & Infrastructure	7,960		7,940		7,879
Dealer Tire, LLC	Dealer Tire, LLC	First Lien Term Loan, LIBOR+4.25% cash due 12/12/2025	4.40	%	Distributors	943		902		924			Dealer Tire, LLC	First Lien Term Loan, LIBOR+4.25% cash due 12/12/2025	4.40	%	Distributors	943		902		924
eResearch Technology, Inc.	eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50	%	Application Software	7,481		7,406		7,461			eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50	%	Application Software	7,481		7,406		7,461
Frontier Communications Corporation	Frontier Communications Corporation	First Lien Term Loan, PRIME+2.75% cash due 6/15/2024	6.00	%	Integrated Telecommunication Services	3,939		3,901		3,887			Frontier Communications Corporation	First Lien Term Loan, PRIME+2.75% cash due 6/15/2024	6.00	%	Integrated Telecommunication Services	3,939		3,901		3,887
Gigamon, Inc.	Gigamon, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	5.25	%	Systems Software	7,781		7,734		7,684			Gigamon, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	5.25	%	Systems Software	7,781		7,734		7,684

8798


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Global Medical Response, Inc.	Global Medical Response, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 10/2/2025	5.75	%	Health Care Services	$	2,231	$	2,187	$	2,185		Global Medical Response, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 10/2/2025	5.75	%	Health Care Services	$	2,231	$	2,187	$	2,185
Guidehouse LLP	Guidehouse LLP	Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	8.15	%	Research & Consulting Services	6,000		5,979		5,790		(4)	Guidehouse LLP	Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	8.15	%	Research & Consulting Services	6,000		5,979		5,790		(4)
Helios Software Holdings, Inc.	Helios Software Holdings, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025	4.52	%	Systems Software	3,970		3,930		3,923			Helios Software Holdings, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025	4.52	%	Systems Software	3,970		3,930		3,923
Intelsat Jackson Holdings S.A.	Intelsat Jackson Holdings S.A.	First Lien Term Loan, PRIME+4.75% cash due 11/27/2023	8.00	%	Alternative Carriers	3,568		3,541		3,598			Intelsat Jackson Holdings S.A.	First Lien Term Loan, PRIME+4.75% cash due 11/27/2023	8.00	%	Alternative Carriers	3,568		3,541		3,598
		First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50	%	Alternative Carriers	971		801		1,011		(5)
Intelsat Jackson Holdings S.A.													Intelsat Jackson Holdings S.A.	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50	%	Alternative Carriers	971		801		1,011		(5)
Total Intelsat Jackson Holdings S.A.	Total Intelsat Jackson Holdings S.A.							4,342		4,609			Total Intelsat Jackson Holdings S.A.					4,539		4,342		4,609
KIK Custom Products Inc.	KIK Custom Products Inc.	First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023	5.00	%	Household Products	5,322		5,308		5,302			KIK Custom Products Inc.	First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023	5.00	%	Household Products	5,322		5,308		5,302
LogMeIn, Inc.	LogMeIn, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.91	%	Application Software	5,000		4,876		4,842			LogMeIn, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027	4.91	%	Application Software	5,000		4,876		4,842
Mindbody, Inc.	Mindbody, Inc.	First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025	8.00	%	Internet Services & Infrastructure	4,546		4,481		4,192		(4)	Mindbody, Inc.	First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025	8.00	%	Internet Services & Infrastructure	4,546		4,481		4,192		(4)
		First Lien Revolver, LIBOR+8.00% cash due 2/14/2025			Internet Services & Infrastructure	—		(7)		(38)		(4)(5)
Mindbody, Inc.													Mindbody, Inc.	First Lien Revolver, LIBOR+8.00% cash due 2/14/2025			Internet Services & Infrastructure	—		(7)		(38)		(4)(5)
Total Mindbody, Inc.	Total Mindbody, Inc.							4,474		4,154			Total Mindbody, Inc.					4,546		4,474		4,154
MRI Software LLC	MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%	Application Software	3,830		3,795		3,737		(4)	MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50	%	Application Software	3,830		3,795		3,737		(4)
		First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(1)		(4)		(4)(5)
		First Lien Revolver, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(3)		(8)		(4)(5)
MRI Software LLC													MRI Software LLC	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(1)		(4)		(4)(5)
MRI Software LLC													MRI Software LLC	First Lien Revolver, LIBOR+5.50% cash due 2/10/2026			Application Software	—		(3)		(8)		(4)(5)
Total MRI Software LLC	Total MRI Software LLC							3,791		3,725			Total MRI Software LLC					3,830		3,791		3,725
Navicure, Inc.	Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.15	%	Health Care Technology	5,970		5,940		5,849			Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.15	%	Health Care Technology	5,970		5,940		5,849
New IPT, Inc.	New IPT, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021	6.00	%	Oil & Gas Equipment & Services	1,006		1,006		786		(4)	New IPT, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021	6.00	%	Oil & Gas Equipment & Services	1,006		1,006		786		(4)
		21.876 Class A Common Units in New IPT Holdings, LLC			Oil & Gas Equipment & Services			—		—		(4)
New IPT, Inc.													New IPT, Inc.	21.876 Class A Common Units in New IPT Holdings, LLC			Oil & Gas Equipment & Services			—		—		(4)
Total New IPT, Inc.	Total New IPT, Inc.							1,006		786			Total New IPT, Inc.					1,006		1,006		786
Northern Star Industries Inc.	Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025	5.75	%	Electrical Components & Equipment	6,825		6,803		6,518			Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025	5.75	%	Electrical Components & Equipment	6,825		6,803		6,518
Northwest Fiber, LLC	Northwest Fiber, LLC	First Lien Term Loan, LIBOR+5.50% cash due 4/30/2027	5.66	%	Integrated Telecommunication Services	2,400		2,314		2,403			Northwest Fiber, LLC	First Lien Term Loan, LIBOR+5.50% cash due 4/30/2027	5.66	%	Integrated Telecommunication Services	2,400		2,314		2,403
Novetta Solutions, LLC	Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00	%	Application Software	5,931		5,909		5,827			Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00	%	Application Software	5,931		5,909		5,827
OEConnection LLC	OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.15	%	Application Software	7,455		7,418		7,371			OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.15	%	Application Software	7,455		7,418		7,371
		First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026			Application Software	—		(2)		(5)		(5)
OEConnection LLC													OEConnection LLC	First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026			Application Software	—		(2)		(5)		(5)
Total OEConnection LLC	Total OEConnection LLC							7,416		7,366			Total OEConnection LLC					7,455		7,416		7,366
Olaplex, Inc.	Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%	Personal Products	4,938		4,851		4,938		(4)	Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50	%	Personal Products	4,938		4,851		4,938		(4)
		First Lien Revolver, LIBOR+6.50% cash due 1/8/2025	7.50	%	Personal Products	270		261		270		(4)(5)
Olaplex, Inc.													Olaplex, Inc.	First Lien Revolver, LIBOR+6.50% cash due 1/8/2025	7.50	%	Personal Products	270		261		270		(4)(5)
Total Olaplex, Inc.	Total Olaplex, Inc.							5,112		5,208			Total Olaplex, Inc.					5,208		5,112		5,208
PetVet Care Centers, LLC	PetVet Care Centers, LLC	First Lien Term Loan, LIBOR+4.25% cash due 2/14/2025	5.25	%	Specialized Consumer Services	2,743		2,736		2,747			PetVet Care Centers, LLC	First Lien Term Loan, LIBOR+4.25% cash due 2/14/2025	5.25	%	Specialized Consumer Services	2,743		2,736		2,747
PG&E Corporation	PG&E Corporation	First Lien Term Loan, LIBOR+4.50% cash due 6/23/2025	5.50	%	Electric Utilities	5,985		5,899		5,875			PG&E Corporation	First Lien Term Loan, LIBOR+4.50% cash due 6/23/2025	5.50	%	Electric Utilities	5,985		5,899		5,875
Recorded Books, Inc.	Recorded Books, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 8/31/2025	4.75	%	Publishing	6,000		5,940		5,940			Recorded Books, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 8/31/2025	4.75	%	Publishing	6,000		5,940		5,940
Sabert Corporation	Sabert Corporation	First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%	Metal & Glass Containers	2,828		2,800		2,791			Sabert Corporation	First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50	%	Metal & Glass Containers	2,828		2,800		2,791

8899


Portfolio Company	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes	Portfolio Company	Investment Type	Cash Interest Rate (1)(2)		Industry	Principal		Cost		Fair Value (3)		Notes
Salient CRGT, Inc.	Salient CRGT, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%	Aerospace & Defense	$	2,111	$	2,099	$	1,963	(4)	Salient CRGT, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022	7.50	%	Aerospace & Defense	$	2,111	$	2,099	$	1,963	(4)
SHO Holding I Corporation	SHO Holding I Corporation	First Lien Term Loan, LIBOR+3.00% cash PIK 2.25% due 4/27/2024	4.00	%	Footwear	8,396		8,380		5,898			SHO Holding I Corporation	First Lien Term Loan, LIBOR+3.00% cash PIK 2.25% due 4/27/2024	4.00	%	Footwear	8,396		8,380		5,898
Signify Health, LLC	Signify Health, LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	5.50	%	Health Care Services	9,750		9,690		9,409			Signify Health, LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	5.50	%	Health Care Services	9,750		9,690		9,409
Sirva Worldwide, Inc.	Sirva Worldwide, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.65	%	Diversified Support Services	4,781		4,709		3,992			Sirva Worldwide, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	5.65	%	Diversified Support Services	4,781		4,709		3,992
Star US Bidco LLC	Star US Bidco LLC	First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%	Industrial Machinery	3,718		3,532		3,551			Star US Bidco LLC	First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027	5.25	%	Industrial Machinery	3,718		3,532		3,551
Sunshine Luxembourg VII SARL	Sunshine Luxembourg VII SARL	First Lien Term Loan, LIBOR+4.25% cash due 10/1/2026	5.25	%	Personal Products	7,940		7,900		7,911			Sunshine Luxembourg VII SARL	First Lien Term Loan, LIBOR+4.25% cash due 10/1/2026	5.25	%	Personal Products	7,940		7,900		7,911
Supermoose Borrower, LLC	Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90	%	Application Software	4,888		4,575		4,407		(4)	Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90	%	Application Software	4,888		4,575		4,407		(4)
Surgery Center Holdings, Inc.	Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 9/3/2024	4.25	%	Health Care Facilities	4,962		4,943		4,691		(4)	Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 9/3/2024	4.25	%	Health Care Facilities	4,962		4,943		4,691		(4)
Uber Technologies, Inc.	Uber Technologies, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025	5.00	%	Application Software	2,997		2,959		2,980			Uber Technologies, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025	5.00	%	Application Software	2,997		2,959		2,980
UFC Holdings, LLC	UFC Holdings, LLC	First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	4.25	%	Movies & Entertainment	2,856		2,816		2,814			UFC Holdings, LLC	First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	4.25	%	Movies & Entertainment	2,856		2,816		2,814
Veritas US Inc.	Veritas US Inc.	First Lien Term Loan, LIBOR+5.50% cash due 9/1/2025	6.50	%	Application Software	6,500		6,371		6,375			Veritas US Inc.	First Lien Term Loan, LIBOR+5.50% cash due 9/1/2025	6.50	%	Application Software	6,500		6,371		6,375
Verscend Holding Corp.	Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025	4.65	%	Health Care Technology	4,112		4,080		4,084		(4)	Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025	4.65	%	Health Care Technology	4,112		4,080		4,084		(4)
VM Consolidated, Inc.	VM Consolidated, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 2/28/2025	3.40	%	Data Processing & Outsourced Services	10,487		10,495		10,291			VM Consolidated, Inc.	First Lien Term Loan, LIBOR+3.25% cash due 2/28/2025	3.40	%	Data Processing & Outsourced Services	10,487		10,495		10,291
Windstream Services II, LLC	Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%	Integrated Telecommunication Services	7,980		7,662		7,744		(4)	Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25	%	Integrated Telecommunication Services	7,980		7,662		7,744		(4)
WP CPP Holdings, LLC	WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%	Aerospace & Defense	6,000		5,956		4,680		(4)	WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75	%	Aerospace & Defense	6,000		5,956		4,680		(4)
						$	307,579	$	311,428	$	298,771
Total Portfolio Investments													Total Portfolio Investments					$	307,579	$	311,428	$	298,771

__________________

(1) Represents the interest rate as of September 30, 2020. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, ~~the Company has~~we have provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All the LIBOR shown above is in U.S. dollars. As of September 30, 2020, the reference rates for SLF JV I's variable rate loans were the 30-day LIBOR at 0.15%, the 60-day LIBOR at 0.19%, the 90-day LIBOR at 0.22%, the 180-day LIBOR at 0.27% and the PRIME at 3.25%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of September 30, 2020 utilizing a similar technique as ~~the Company~~us in accordance with ASC 820. However, the determination of such fair value is not included in ~~the Company's~~our Board of Directors' valuation process described elsewhere herein.

(4) This investment was held by both ~~the Company~~us and SLF JV I as of September 30, 2020.

(6) This investment was on cash non-accrual status as of September 30, 2020. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.

Both the cost and fair value of our debt investment in the SLF JV I were $96.3 million as of each of ~~December 31, 2020~~June 30, 2021 and September 30, 2020. We earned interest income of ~~$1.8~~$1.9 million and ~~$2.2~~$5.4 million on our ~~investments~~investment in the SLF JV I ~~Subordinated~~ Notes for the three and nine months ended ~~December 31, 2020~~June 30, 2021, respectively. We earned interest income of $2.0 million and ~~2019, respectively. The~~$6.3 million on our investment in the SLF JV I ~~Subordinated~~ Notes ~~bear~~for the three and nine months ended June 30, 2020, respectively. As of June 30, 2021, the SLF JV I Notes bore interest at a rate of one-month LIBOR plus 7.0% per annum with a LIBOR floor of 1.00% and will mature on December 29, 2028.

The cost and fair value of the LLC equity interests in SLF JV I held by us was $49.3 million and ~~$29.3~~$36.7 million, respectively, as of ~~December 31, 2020~~June 30, 2021 and $49.3 million and $21.2 million, respectively, as of September 30, 2020. We earned $0.5 million in dividend income for the three and nine months ended June 30, 2021 with respect to our investment in the LLC equity interests of SLF JV I. We did not earn dividend income for the three and nine months ended ~~December 31,~~June 30, 2020 ~~and 2019~~ with respect to our investment in the LLC equity interests of SLF JV I. The LLC equity interests of SLF JV I are dividend producing to the extent SLF JV I has residual cash to be distributed on a quarterly basis.

89100


		December 31, 2020		September 30, 2020			June 30, 2021		September 30, 2020
Selected Balance Sheet Information:	Selected Balance Sheet Information:					Selected Balance Sheet Information:
Investments at fair value (cost December 31, 2020: $317,432; cost September 30, 2020: $311,428)		$	313,261	$	298,771
Investments at fair value (cost June 30, 2021: $360,570; cost September 30, 2020: $311,428)						Investments at fair value (cost June 30, 2021: $360,570; cost September 30, 2020: $311,428)	$	361,246	$	298,771
Cash and cash equivalents	Cash and cash equivalents	20,575		5,389		Cash and cash equivalents	14,620		5,389
Restricted cash	Restricted cash	4,262		4,211		Restricted cash	4,438		4,211
Other assets	Other assets	3,147		5,093		Other assets	6,191		5,093
Total assets	Total assets	$	341,245	$	313,464	Total assets	$	386,495	$	313,464

Senior credit facility payable	Senior credit facility payable	$	175,410	$	167,910	Senior credit facility payable	$	209,620	$	167,910
Debt securities payable at fair value (proceeds December 31, 2020: $110,000; proceeds September 30, 2020: $110,000)		110,000		110,000
Debt securities payable at fair value (proceeds June 30, 2021: $110,000; proceeds September 30, 2020: $110,000)						Debt securities payable at fair value (proceeds June 30, 2021: $110,000; proceeds September 30, 2020: $110,000)	110,000		110,000
Other liabilities	Other liabilities	22,390		11,336		Other liabilities	24,941		11,336
Total liabilities	Total liabilities	307,800		289,246		Total liabilities	344,561		289,246
Members' equity	Members' equity	33,445		24,218		Members' equity	41,934		24,218
Total liabilities and members' equity	Total liabilities and members' equity	$	341,245	$	313,464	Total liabilities and members' equity	$	386,495	$	313,464


		Three months ended December 31, 2020		Three months ended December 31, 2019			Three months ended June 30, 2021		Three months ended June 30, 2020		Nine months ended June 30, 2021		Nine months ended June 30, 2020
Selected Statements of Operations Information:	Selected Statements of Operations Information:					Selected Statements of Operations Information:
Interest income	Interest income	$	4,475	$	5,393	Interest income	$	5,247	$	4,419	$	14,535	$	15,358
Other income	Other income	54		6		Other income	19		—		546		297
Total investment income	Total investment income	4,529		5,399		Total investment income	5,266		4,419		15,081		15,655
Interest expense		3,581		4,641
Senior credit facility interest expense						Senior credit facility interest expense	1,430		1,847		4,222		6,019
Subordinated notes interest expense						Subordinated notes interest expense	2,224		2,229		6,195		7,191
Other expenses	Other expenses	62		67		Other expenses	56		47		193		178
Total expenses (1)	Total expenses (1)	3,643		4,708		Total expenses (1)	3,710		4,123		10,610		13,388
Net unrealized appreciation (depreciation)	Net unrealized appreciation (depreciation)	8,486		2,941		Net unrealized appreciation (depreciation)	1,407		16,829		13,334		(17,721)
Net realized gains (losses)	Net realized gains (losses)	(144)		(1,152)		Net realized gains (losses)	426		(1,285)		427		(3,052)
Net income (loss)	Net income (loss)	$	9,228	$	2,480	Net income (loss)	$	3,389	$	15,840	$	18,232	$	(18,506)

__________

(1) There are no management fees or incentive fees charged at SLF JV I.

SLF JV I has elected to fair value the debt securities issued to us and Kemper under FASB ASC Topic 825, Financial Instruments - Fair Value Option. The debt securities are valued based on the total assets less the total liabilities senior to the SLF JV I Notes in an amount not exceeding par under the ~~enterprise value~~EV technique.

During the three and nine months ended ~~December 31, 2020~~June 30, 2021, we sold $10.5 million and ~~2019,~~$45.5 million, respectively, of senior secured debt investments to SLF JV I, for $10.3 million and $44.8 million cash consideration, respectively, which represented the fair value at the time of sale. During the nine months ended June 30, 2021, we did not sell any debt investments to SLF JV I.

Glick JV

On March 19, 2021, as a result of the consummation of the Mergers, we became party to the LLC agreement of Glick JV. The Glick JV invests primarily in senior secured loans of middle-market companies. We co-invest in these securities with GF Equity Funding through the Glick JV. The Glick JV is managed by a four person Board of Directors, two of whom are selected by us and two of whom are selected by GF Equity Funding. The Glick JV is capitalized as transactions are completed, and portfolio decisions and investment decisions in respect of the Glick JV must be approved by the Glick JV investment committee, consisting of one representative selected by us and one representative selected by GF Equity Funding (with approval from a representative of each required). The members provide capital to the Glick JV in exchange for LLC equity interests, and we and GF Debt Funding 2014 LLC, or GF Debt Funding, an entity advised by affiliates of GF Equity Funding, provide capital to the Glick JV in exchange for subordinated notes issued by the Glick JV, or the Glick JV Notes. As of June 30, 2021, we and GF Equity Funding owned 87.5% and 12.5%, respectively, of the outstanding LLC equity interests, and we and GF Debt Funding owned 87.5% and 12.5%, respectively, of the Glick JV Notes. The Glick JV is not an "eligible portfolio company" as defined in section 2(a)(46) of the Investment Company Act.

101

As of June 30, 2021, the Glick JV had total assets of $148.1 million. Our investment in the Glick JV consisted of LLC equity interests and Glick JV Notes of $55.4 million in the aggregate at fair value as of June 30, 2021. The Glick JV Notes are junior in right of payment to the repayment of temporary contributions made by us to fund investments of the Glick JV that are repaid when GF Equity Funding and GF Debt Funding make their capital contributions and fund their Glick JV Notes, respectively.

As of June 30, 2021, the Glick JV had total capital commitments of $100.0 million, $87.5 million of which was from us and the remaining $12.5 million from GF Equity Funding and GF Debt Funding. Approximately $84.0 million in aggregate commitments was funded as of June 30, 2021, of which $73.5 million was from us. As of June 30, 2021, we had commitments to fund Glick JV Notes of $78.8 million, of which $12.4 million was unfunded. As of June 30, 2021, we had commitments to fund LLC equity interests in the Glick JV of $8.7 million, of which $1.6 million was unfunded as of each such date.

Below is a summary of the Glick JV's portfolio, followed by a listing of the individual loans in the Glick JV's portfolio as of June 30, 2021:


						June 30, 2021
Senior secured loans (1)						$131,675
Weighted average current interest rate on senior secured loans (2)						5.92%
Number of borrowers in the Glick JV						38
Largest loan exposure to a single borrower (1)						$6,995
Total of five largest loan exposures to borrowers (1)						$29,305

__________

(1) At principal amount.

(2) Computed using the weighted average annual interest rate on accruing senior secured loans at fair value.

102

Glick JV Portfolio as of June 30, 2021


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes
ADB Companies, LLC	First Lien Term Loan, LIBOR+6.25% cash due 12/18/2025	7.25%	Construction & Engineering	$	3,915	$	3,827	$	3,856	(4)
AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	4.58%	Electrical Components & Equipment	2,636		2,591		2,639		(4)
Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+5.25% cash due 12/31/2023	6.25%	Pharmaceuticals	6,995		6,852		6,903
Amplify Finco Pty Ltd.	First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026	5.00%	Movies & Entertainment	2,963		2,933		2,911		(4)
Anastasia Parent, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025		Personal Products	1,672		1,313		1,344
Aurora Lux Finco S.À.R.L.	First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.00%	Airport Services	3,703		3,631		3,485		(4)
BAART Programs, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 6/11/2027	6.00%	Health Care Equipment	3,600		3,564		3,582
BAART Programs, Inc.	First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 6/11/2027		Health Care Equipment	—		(4)		(2)		(5)
Total BAART Programs, Inc.				3,600		3,560		3,580
Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	4.09%	Oil & Gas Equipment & Services	4,848		4,835		4,741
CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+6.25% cash due 3/28/2024	7.25%	Oil & Gas Refining & Marketing	3,564		3,529		3,593		(4)
Curium Bidco S.à.r.l.	First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026	4.15%	Biotechnology	4,913		4,876		4,906
Enviva Holdings, LP	First Lien Term Loan, LIBOR+5.50% cash due 2/17/2026	6.50%	Forest Products	3,929		3,889		3,973
eResearch Technology, Inc.	First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027	5.50%	Application Software	2,475		2,450		2,489
Gibson Brands, Inc.	First Lien Term Loan, LIBOR+5.00% cash due 6/25/2028	5.75%	Leisure Products	4,000		3,960		4,001
Houghton Mifflin Harcourt Publishers Inc.	First Lien Term Loan, LIBOR+6.25% cash due 11/22/2024	7.25%	Education Services	431		420		434		(4)
Indivior Finance S.À.R.L.	First Lien Term Loan, LIBOR+5.25% cash due 6/28/2026	6.00%	Pharmaceuticals	4,000		3,920		3,920
Integro Parent, Inc.	First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022	6.75%	Insurance Brokers	3,241		3,228		3,185
Intelsat Jackson Holdings S.A.	First Lien Term Loan, LIBOR+5.50% cash due 7/13/2022	6.50%	Alternative Carriers	797		725		803
INW Manufacturing, LLC	First Lien Term Loan, LIBOR+5.75% cash due 5/7/2027	6.50%	Personal Products	2,484		2,411		2,435		(4)
Lightstone Holdco LLC	First Lien Term Loan, LIBOR+3.75% cash due 1/30/2024	4.75%	Electric Utilities	3,439		3,079		2,667
LTI Holdings, Inc.	First Lien Term Loan, LIBOR+3.50% cash due 9/6/2025	3.60%	Electronic Components	1,376		1,135		1,359
MHE Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	6.00%	Diversified Support Services	4,892		4,847		4,783		(4)
MRI Software LLC	First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026	6.50%	Application Software	1,621		1,607		1,623		(4)
MRI Software LLC	First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026		Application Software	—		(1)		—		(4)(5)
MRI Software LLC	First Lien Revolver, LIBOR+5.50% cash due 2/10/2026		Application Software	—		(1)		—		(4)(5)
Total MRI Software LLC				1,621		1,605		1,623
Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	4.10%	Health Care Technology	3,950		3,930		3,962
Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025	5.50%	Electrical Components & Equipment	5,321		5,307		5,308
Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.00%	Application Software	5,762		5,730		5,769
OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	4.10%	Application Software	3,936		3,918		3,936		(4)
Olaplex, Inc.	First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026	7.50%	Personal Products	3,524		3,474		3,524		(4)
Olaplex, Inc.	First Lien Revolver, LIBOR+6.50% cash due 1/8/2025		Personal Products	—		(5)		(3)		(4)(5)
Total Olaplex, Inc.				3,524		3,469		3,521

103


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes
Planview Parent, Inc.	Second Lien Term Loan, LIBOR+7.25% cash due 12/18/2028	8.00%	Application Software	$	2,842	$	2,799	$	2,849	(4)
Pluralsight, LLC	First Lien Term Loan, LIBOR+8.00% cash due 4/6/2027	9.00%	Application Software	3,706		3,635		3,632		(4)
Pluralsight, LLC	First Lien Revolver, LIBOR+8.00% cash due 4/6/2027		Application Software	—		(6)		(6)		(4)(5)
Total Pluralsight, LLC				3,706		3,629		3,626
RS Ivy Holdco, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 12/23/2027	6.50%	Oil & Gas Exploration & Production	3,980		3,920		3,982		(4)
Sabert Corporation	First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026	5.50%	Metal & Glass Containers	1,823		1,805		1,825		(4)
SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.25% cash due 4/27/2024	6.25%	Footwear	6,175		6,154		5,805
SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.23% cash due 4/27/2024	6.23%	Footwear	102		102		96
Total SHO Holding I Corporation				6,277		6,256		5,901
Supermoose Borrower, LLC	First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	3.90%	Application Software	2,857		2,700		2,678		(4)
Surgery Center Holdings, Inc.	First Lien Term Loan, LIBOR+3.75% cash due 8/31/2026	4.50%	Health Care Facilities	4,924		4,908		4,950
Tribe Buyer LLC	First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	5.50%	Human Resource & Employment Services	1,604		1,602		1,402
Verscend Holding Corp.	First Lien Term Loan, LIBOR+4.00% cash due 8/27/2025	4.10%	Health Care Technology	1,725		1,712		1,732
Windstream Services II, LLC	First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027	7.25%	Integrated Telecommunication Services	4,950		4,774		4,973		(4)
WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	8.75%	Aerospace & Defense	3,000		2,981		2,935		(4)
Total Portfolio Investments				$	131,675	$	129,056	$	128,979

__________

(1) Represents the interest rate as of June 30, 2021. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, we have provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars. As of June 30, 2021, the reference rates for the Glick JV's variable rate loans were the 30-day LIBOR at 0.10%, the 60-day LIBOR at 0.13%, the 90-day LIBOR at 0.15%, the 180-day LIBOR at 0.17% and the 360-day LIBOR at 0.25%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of June 30, 2021 utilizing a similar technique as us in accordance with ASC 820. However, the determination of such fair value is not included in our Board of Directors' valuation process described elsewhere herein.

(4) This investment was held by both us and the Glick JV as of June 30, 2021.

104

The cost and fair value of our aggregate investment in the Glick JV was $50.7 million and $55.4 million, respectively, as of June 30, 2021. For the three months ended June 30, 2021, our investment in the Glick JV Notes earned cash interest income of $0.7 million. For the period from March 19, 2021 to June 30, 2021, our investment in the Glick JV Notes earned cash interest income of $0.8 million. We did not earn any dividend income for the period from March 19, 2021 to June 30, 2021 with respect to our investment in the LLC equity interests of the Glick JV. The LLC equity interests of the Glick JV are income producing to the extent there is residual cash to be distributed on a quarterly basis.

Below is certain summarized financial information for the Glick JV as of June 30, 2021, for the three months ended June 30, 2021 and for the period from March 19, 2021 to June 30, 2021:


	June 30, 2021
Selected Balance Sheet Information:
Investments at fair value (cost June 30, 2021: $129,056)	$	128,979
Cash and cash equivalents	15,218
Restricted cash	1,389
Other assets	2,534
Total assets	$	148,120

Senior credit facility payable	$	71,882
Glick JV Notes payable at fair value (proceeds June 30, 2021: $71,195)	63,311
Other liabilities	12,927
Total liabilities	$	148,120
Members' equity	—
Total liabilities and members' equity	$	148,120


	Three months ended June 30, 2021		For the period from March 19, 2021 to June 30, 2021
Selected Statements of Operations Information:
Interest income	$	2,161	$	2,465
Fee income	56		59
Total investment income	2,217		2,524
Senior credit facility interest expense	557		646
Glick JV Notes interest expense	830		950
Other expenses	48		54
Total expenses (1)	1,435		1,650
Net unrealized appreciation (depreciation)	(778)		(902)
Realized gain (loss)	(4)		28
Net income (loss)	$	—	$	—

__________

(1) There are no management fees or incentive fees charged at the Glick JV.

The Glick JV has elected to fair value the Glick JV Notes issued to us and GF Debt Funding under FASB ASC Topic 825, Financial Instruments - Fair Value Option. The Glick JV Notes are valued based on the total assets less the liabilities senior to the Glick JV Notes in an amount not exceeding par under the EV technique.

During the period from March 19, 2021 to June 30, 2021, we did not sell any debt investments to the Glick JV.

Discussion and Analysis of Results and Operations

Results of Operations

Net increase (decrease) in net assets resulting from operations includes net investment income, net realized gains (losses) and net unrealized appreciation (depreciation). Net investment income is the difference between our income from interest, dividends and fees and net expenses. Net realized gains (losses) is the difference between the proceeds received from dispositions of investment related assets and liabilities and their stated costs. Net unrealized appreciation (depreciation) is the

105

net change in the fair value of our investment related assets and liabilities carried at fair value during the reporting period, including the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized.

On March 19, 2021, we completed our previously announced acquisition of OCSI pursuant to the Merger Agreement. We were the accounting survivor of the Mergers. The Mergers were accounted for as an asset acquisition in accordance with the asset acquisition method of accounting as detailed in ASC 805-50, Business Combinations—Related Issues, or ASC 805. We determined the fair value of the shares of our common stock that were issued to former OCSI stockholders pursuant to the Merger Agreement plus transaction costs to be the consideration paid in connection with the Mergers under ASC 805. The consideration paid to OCSI stockholders was less than the aggregate fair values of the assets acquired and liabilities assumed, which resulted in a purchase discount (the “purchase discount”). The consideration paid was allocated to the individual assets acquired and liabilities assumed based on the relative fair values of net identifiable assets acquired other than “non-qualifying” assets (for example, cash) and did not give rise to goodwill. As a result, the purchase discount was allocated to the cost basis of the OCSI investments acquired by us on a pro-rata basis based on their relative fair values as of the effective time of the Mergers. Immediately following the Mergers, the investments were marked to their respective fair values in accordance with ASC 820, which resulted in $34.1 million of unrealized appreciation in the Consolidated Statement of Operations as a result of the Mergers. The purchase discount allocated to the debt investments acquired will accrete over the life of each respective debt investment through interest income, with a corresponding adjustment recorded to unrealized appreciation on such investment acquired through its ultimate disposition. The purchase discount allocated to equity investments acquired will not amortize over the life of such investments through interest income and, assuming no subsequent change to the fair value of the equity investments acquired and disposition of such equity investments at fair value, we will recognize a realized gain with a corresponding reversal of the unrealized appreciation on disposition of such equity investments acquired. The Mergers were considered a tax-free reorganization and we have elected to carry forward the historical cost basis of the acquired OCSI investments for tax purposes.

Comparison of three and nine months ended ~~December 31,~~June 30, 2021 and June 30, 2020 ~~and December 31, 2019~~

Total Investment Income

Total investment income includes interest on our investments, fee income and dividend income.

Total investment income for the three months ended ~~December 31,~~June 30, 2021 and 2020 ~~and 2019~~ was ~~$38.2~~$65.4 million and ~~$31.0~~$34.4 million, respectively. For the three months ended ~~December 31, 2020,~~June 30, 2021, this amount consisted of ~~$34.7~~$56.6 million of interest income from

portfolio investments (which included ~~$3.1~~$4.6 million of PIK interest), ~~$3.4~~$7.8 million of fee income and ~~$0.1~~$1.0 million of dividend income. For the three months ended ~~December 31, 2019,~~June 30, 2020, this amount consisted of ~~$29.6~~$32.3 million of interest income from portfolio investments (which included ~~$1.2~~$2.2 million of PIK interest), ~~$1.1~~$1.8 million of fee income and $0.3 million of dividend income. The increase of ~~$7.2~~$31.0 million, or ~~23.4%~~90.2%, in our total investment income for the three months ended ~~December 31, 2020,~~June 30, 2021, as compared to the three months ended ~~December 31, 2019,~~June 30, 2020, was due primarily to (1) a ~~$5.2~~$24.3 million increase in interest income, which was ~~primarily attributable~~due to a larger investment portfolio, primarily driven by the first full quarter of interest income earned on the assets acquired from the Merger and new originations, original issue discount ("OID") accretion that resulted from merger-related accounting adjustments and higher OID acceleration resulting from exits of investments, and (2) a ~~$2.3~~$6.0 million increase in fee income primarily due to higher prepayment fees and amendment fees.

Total investment income for the nine months ended June 30, 2021 and 2020 was $145.6 million and $99.5 million, respectively. For the nine months ended June 30, 2021, this amount consisted of $130.8 million of interest income from portfolio investments (which included $11.5 million of PIK interest), $13.5 million of fee income and $1.4 million of dividend income. For the nine months ended June 30, 2020, this amount consisted of $93.7 million of interest income from portfolio investments (which included $5.3 million of PIK interest), $4.9 million of fee income and $0.9 million of dividend income. The increase of $46.1 million, or 46.3%, in our total investment income for the nine months ended June 30, 2021, as compared to the nine months ended June 30, 2020, was due primarily to (1) a $37.1 million increase in interest income, which was primarily driven by a larger investment portfolio primarily due to the increase in assets resulting from the Mergers and new originations, OID accretion that resulted from merger-related accounting adjustments and higher OID acceleration resulting from exits of investments, and (2) a $8.5 million increase in fee income primarily due to higher prepayment fees and amendment fees.

Expenses

Net expenses (expenses net of fee waivers) for the three months ended ~~December 31,~~June 30, 2021 and 2020 ~~and December 31, 2019~~ were ~~$28.2~~$29.1 million and ~~$23.1~~$17.6 million, respectively. Net expenses increased for the three months ended ~~December 31, 2020,~~June 30, 2021, as compared to the three months ended ~~December 31, 2019,~~June 30, 2020, by ~~$5.1~~$11.5 million, or ~~21.9%~~65.3%, primarily due to (1) a $3.3 million increase in Part II fees (net of fee waivers) as a result of higher capital gains earned during the current quarter offset by a reversal of fee waivers in the prior year comparable quarter, (2) a $1.2$3.4 million increase in Part I incentive fees mainly due to higher investment income, ~~and~~(2) a $2.8 million increase in Part II fees as a result of higher cumulative capital gains earned, (3) a ~~$0.9~~$2.4 million increase in interest expense due to higher borrowings outstanding, (4) a $2.2 million increase in management fees (net of waivers) as a result of a larger investment ~~portfolio. This was partially offset~~portfolio and (5) a $0.5 million increase in professional fees.

106

Net expenses (expenses net of fee waivers) for the nine months ended June 30, 2021 and 2020 were $81.2 million and $52.1 million, respectively. Net expenses increased for the nine months ended June 30, 2021, as compared to the nine months ended June 30, 2020, by $29.1 million, or 55.8%, primarily due to (1) a ~~$0.4~~$16.3 million ~~decrease~~increase in Part II fees (net of waivers) as a result of higher cumulative capital gains earned and the impact of the waiver reversal in the prior year, (2) a $5.6 million increase in Part I incentive fees mainly due to higher investment income, (3) a $4.8 million increase in management fees (net of management fee waivers) primarily as a result of a larger investment portfolio, (4) $1.3 million increase in interest expense ~~primarily~~ due to ~~decreases~~higher borrowings outstanding, and (5) a $1.1 million increase in ~~LIBOR.~~professional fees.

Net Investment Income

As a result of the ~~$7.2~~$31.0 million increase in total investment income and the ~~$5.1~~$11.5 million increase in net expenses, net investment income for the three months ended ~~December 31, 2020~~June 30, 2021 increased by ~~$2.2~~$19.2 million, or ~~27.8%~~114.3%, compared to the three months ended ~~December 31, 2019.~~June 30, 2020.

As a result of the $46.1 million increase in total investment income and the $29.1 million increase in net expenses, net investment income for the nine months ended June 30, 2021 increased by $16.6 million, or 35.0%, compared to the nine months ended June 30, 2020.

Realized Gain (Loss)

Realized gains or losses are measured by the difference between the net proceeds from the sale or redemption of investments and foreign currency and the cost basis without regard to unrealized appreciation or depreciation previously recognized, and includes investments written-off during the period, net of recoveries. Realized losses may also be recorded in connection with our determination that certain investments are considered worthless securities and/or meet the conditions for loss recognition per the applicable tax rules.

During the three months ended ~~December 31,~~June 30, 2021 and 2020, ~~and 2019,~~ we recorded aggregate net realized gains (losses) of ~~$8.2~~$8.6 million and ~~$3.3~~$2.8 million, respectively, in connection with the exits or restructurings of various investments. During the nine months ended June 30, 2021 and 2020, we recorded aggregate net realized gains (losses) of $22.7 million and $(20.4) million, respectively, in connection with the exits or restructurings of various investments. See “Note 9. Realized Gains or Losses and Net Unrealized Appreciation or Depreciation” in the notes to the accompanying Consolidated Financial Statements for more details regarding investment realization events for the three and nine months ended ~~December 31, 2020~~June 30, 2021 and ~~2019.~~2020.

Net Unrealized Appreciation (Depreciation)

Net unrealized appreciation or depreciation is the net change in the fair value of our investments and foreign currency during the reporting period, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized.

During the three months ended ~~December 31,~~June 30, 2021 and 2020, ~~and 2019,~~ we recorded net unrealized appreciation ~~(depreciation)~~ of ~~$47.6~~$3.9 million and ~~$2.9~~$100.6 million, respectively. For the three months ended ~~December 31, 2020,~~June 30, 2021, this consisted of ~~$27.2~~$12.3 million of net unrealized appreciation on debt investments, ~~$12.8~~$3.8 million of net unrealized appreciation on equity investments and $1.1 million of net unrealized appreciation of foreign currency forward contracts, partially offset by $13.3 million of net unrealized depreciation related to exited investments (a portion of which resulted in a reclassification to realized gains). For the three months ended June 30, 2020, this consisted of $85.2 million of net unrealized appreciation on debt investments, $11.8 million of net unrealized appreciation on equity investments and $3.9 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses), partially offset by $0.4 million of net unrealized depreciation of foreign currency forward contracts.

During the nine months ended June 30, 2021 and 2020, we recorded net unrealized appreciation (depreciation) of $116.6 million and $(60.1) million, respectively. For the nine months ended June 30, 2021, this consisted of $79.7 million of net unrealized appreciation on debt investments, $30.7 million of net unrealized appreciation on equity investments, $4.0 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses) and ~~$9.9~~$2.2 million of net unrealized appreciation ~~on equity investments, partially offset by $2.4 million of net unrealized depreciation~~ of foreign currency forward contracts. For the ~~three~~nine months ended ~~December 31, 2019,~~June 30, 2020, this consisted of ~~$3.9~~$42.5 million of net unrealized ~~appreciation~~depreciation on ~~equity~~debt investments and ~~$2.2~~$39.3 million of net unrealized ~~appreciation~~depreciation on ~~debt~~equity investments, partially offset by ~~$1.7~~$21.3 million of net unrealized ~~depreciation~~appreciation related to exited investments (a portion of which ~~results~~resulted in a reclassification to realized ~~gains)~~losses) and ~~$1.5~~$0.4 million of net unrealized ~~depreciation~~appreciation of foreign currency forward contracts.

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Financial Condition, Liquidity and Capital Resources

We have a number of alternatives available to fund our investment portfolio and our operations, including raising equity, increasing or refinancing debt and funding from operational cash flow. We generally expect to fund the growth of our investment portfolio through additional debt and equity capital, which may include securitizing a portion of our investments. We cannot assure you, however, that our efforts to grow our portfolio will be successful. For example, our common stock has generally traded at prices below net asset value for the past several years, and we are currently limited in our ability to raise additional equity at prices below the then-current net asset value per share. We intend to continue to generate cash primarily from cash flows from operations, including interest earned, and future borrowings. We intend to fund our future distribution

obligations through operating cash flow or with funds obtained through future equity and debt offerings or credit facilities, as we deem appropriate.

Our primary uses of funds are investments in our targeted asset classes and cash distributions to holders of our common stock. We may also from time to time repurchase or redeem some or all of our outstanding notes. At a special meeting of our stockholders held on June 28, 2019, our stockholders approved the application of the reduced asset coverage requirements in Section 61(a)(2) of the Investment Company Act to us effective as of June 29, 2019. As a result of the reduced asset coverage requirement, we can incur $2 of debt for each $1 of equity as compared to $1 of debt for each $1 of equity. As of ~~December 31, 2020,~~June 30, 2021, we had ~~$702.2~~$1,114.1 million in senior securities and our asset coverage ratio was ~~236.7%~~216.0%. As of ~~December 31, 2020,~~June 30, 2021, our debt to equity ratio was ~~0.73x.~~0.86x. Our target debt to equity ratio is 0.85x to 1.0x (i.e., one dollar of equity for each $0.85 to $1.00 of debt outstanding) as we plan to continue to opportunistically deploy capital into the markets.

For the ~~three~~nine months ended ~~December 31, 2020,~~June 30, 2021, we experienced a net ~~decrease~~increase in cash and cash equivalents (including restricted cash) of ~~$14.9~~$48.4 million. During that period, we ~~received $16.1~~used $35.9 million of net cash from operating activities, primarily from ~~$169.8~~funding $714.8 million of investments, partially offset by $586.8 million of principal payments and sale proceeds received, ~~$100.3~~$20.9 million of cash acquired in the Mergers, the cash activities related to $64.1 million of net investment income and $18.3 million of net increase in payables from unsettled ~~transactions and the cash activities related to $10.0 million of net investment income, partially offset by funding $243.7 million of investments and $26.3 million of net increase in other assets.~~transactions. During the same period, net cash ~~used~~provided by financing activities was ~~$30.6~~$85.4 million, primarily consisting of ~~$15.0~~$349.0 million of borrowings of unsecured notes (net of OID), partially offset by $190.5 million of net repayments under the credit facilities, $54.3 million of cash distributions paid to our stockholders, ~~$14.8~~$9.3 million of ~~net~~ repayments ~~under the Credit Facility (as defined below), $0.5~~of secured borrowings, $1.6 million of repurchases of common stock under our dividend reinvestment plan, or DRIP, and ~~$0.3~~$7.8 million of deferred financing costs paid.

For the ~~three~~nine months ended ~~December 31, 2019,~~June 30, 2020, we experienced a net increase in cash and cash equivalents of ~~$6.1~~$35.3 million. During that period, we used ~~$43.5~~$207.7 million of net cash from operating activities, primarily from funding ~~$115.8~~$576.9 million of investments, a ~~$35.8~~$61.9 million of net decrease in payables from unsettled transactions, ~~and the cash activities related to $7.8 million of net investment income,~~ partially offset by ~~$97.0~~$388.3 million of principal payments and sale proceeds ~~received.~~received and the cash activities related to $47.4 million of net investment income. During the same period, net cash provided by financing activities was ~~$49.6~~$243.1 million, primarily consisting of ~~$63.0~~$152.0 million of net borrowings under the Credit Facility (as defined below), and $136.2 million net incurrence of unsecured notes, partially offset by ~~$12.9~~$38.8 million of cash distributions paid to our stockholders, $4.8 million of deferred financing costs paid and ~~$0.5~~$1.4 million of repurchases of common stock under our dividend reinvestment plan, or DRIP.

As of ~~December 31, 2020,~~June 30, 2021, we had ~~$24.2~~$87.5 million in cash and cash equivalents (including $2.8 million of restricted cash), portfolio investments (at fair value) of ~~$1.7~~$2.3 billion, ~~$9.0~~$15.4 million of interest, dividends and fees receivable, ~~$400.0~~$635.9 million of undrawn capacity on ~~the Credit Facility~~our credit facilities (subject to borrowing base and other limitations), ~~$91.7~~$8.1 million of net payables from unsettled transactions, ~~$400.0~~$464.1 million of borrowings outstanding under our ~~Credit Facility, $294.8~~credit facilities, $640.0 million of unsecured notes payable (net of unamortized financing costs and unaccreted discount) and unfunded commitments to portfolio companies of ~~$197.6~~$288.0 million. As of ~~December 31, 2020,~~June 30, 2021, we have analyzed cash and cash equivalents, availability under ~~the Credit Facility,~~our credit facilities, the ability to rotate out of certain assets and amounts of unfunded commitments that could be drawn and believe our liquidity and capital resources are sufficient to take advantage of market opportunities in the current economic climate.

As of September 30, 2020, we had $39.1 million in cash and cash equivalents, portfolio investments (at fair value) of $1.6 billion, $6.9 million of interest, dividends and fees receivable, $285.2 million of undrawn capacity on the ~~Credit~~Syndicated Facility (as defined below) (subject to borrowing base and other limitations), $8.6 million of net receivables from unsettled transactions, $414.8 million of borrowings outstanding under our ~~Credit~~Syndicated Facility, $294.5 million of unsecured notes payable (net of unamortized financing costs and unaccreted discount) and unfunded commitments to portfolio companies of $157.5 million.

Equity Issuances

On March 19, 2021, in connection with the Mergers, we issued an aggregate of 39,400,011 shares of our common stock to former OCSI stockholders. There were no other common stock issuances during the nine months ended June 30, 2021 and 2020.

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Significant Capital Transactions

The following table reflects the distributions per share that we have paid, including shares issued under our DRIP, on our common stock since October 1, 2018:

Date Declared

Record Date

Payment Date

Amount
per Share

Cash
Distribution

DRIP Shares
Issued (1)

DRIP Shares
Value

Date Declared

Record Date

Payment Date

Amount
per Share

Cash
Distribution

DRIP Shares
Issued (1)

DRIP Shares
Value

November 19, 2018

December 17, 2018

December 28, 2018

0.095

$ 13.0 million

87,429

$ 0.4 million

November 19, 2018

December 17, 2018

December 28, 2018

0.095

$ 13.0 million

87,429

$ 0.4 million

February 1, 2019

March 15, 2019

March 29, 2019

0.095

13.1 million

59,603

0.3 million

February 1, 2019

March 15, 2019

March 29, 2019

0.095

13.1 million

59,603

0.3 million

May 3, 2019

June 14, 2019

June 28, 2019

0.095

13.1 million

61,093

0.3 million

May 3, 2019

June 14, 2019

June 28, 2019

0.095

13.1 million

61,093

0.3 million

August 2, 2019

September 13, 2019

September 30, 2019

0.095

13.1 million

61,205

0.3 million

August 2, 2019

September 13, 2019

September 30, 2019

0.095

13.1 million

61,205

0.3 million

November 12, 2019

December 13, 2019

December 31, 2019

0.095

12.9 million

87,747

0.5 million

November 12, 2019

December 13, 2019

December 31, 2019

0.095

12.9 million

87,747

0.5 million

January 31, 2020

March 13, 2020

March 31, 2020

0.095

12.9 million

157,523

0.5 million

January 31, 2020

March 13, 2020

March 31, 2020

0.095

12.9 million

157,523

0.5 million

April 30, 2020

June 15, 2020

June 30, 2020

0.095

13.0 million

87,351

0.4 million

April 30, 2020

June 15, 2020

June 30, 2020

0.095

13.0 million

87,351

0.4 million

July 31, 2020

September 15, 2020

September 30, 2020

0.105

14.3 million

102,404

0.5 million

July 31, 2020

September 15, 2020

September 30, 2020

0.105

14.3 million

102,404

0.5 million

November 13, 2020

December 15, 2020

December 31, 2020

0.11

15.0 million

93,964

0.5 million

November 13, 2020

December 15, 2020

December 31, 2020

0.11

15.0 million

93,964

0.5 million

January 29, 2021

March 15, 2021

March 31, 2021

0.12

16.4 million

81,702

0.5 million

April 30, 2021

June 15, 2021

June 30, 2021

0.13

22.9 million

76,979

0.5 million

______________

(1)Shares were purchased on the open market and distributed.

Indebtedness

See “Note 6. Borrowings” in the Consolidated Financial Statements for more details regarding our indebtedness.

~~Credit~~Syndicated Facility

As of ~~December 31, 2020,~~June 30, 2021, (i) the size of our senior secured revolving credit facility, or, as amended and restated, the ~~Credit~~Syndicated Facility, pursuant to a senior secured revolving credit agreement, with the lenders party thereto, ING Capital LLC, as administrative agent, ING Capital LLC, JPMorgan Chase Bank, N.A. and Merrill Lynch, Pierce, Fenner & Smith Incorporated as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A. and Bank of America, N.A., as syndication agents, was ~~$800~~$950 million (with an “accordion” feature that permits us, under certain circumstances, to increase the size of the facility to up to the greater of $1.25 billion and our net worth (as defined in the ~~Credit~~Syndicated Facility) on the date of such ~~increase,~~increase), (ii) the period during which we may make drawings will expire on ~~February 25, 2023~~May 4, 2025 and the maturity date was ~~February 25, 2024~~May 4, 2026 and (iii) the interest rate margin for (a) LIBOR loans (which may be 1-, 2-, 3- or 6-month, at our option) was 2.00% ~~(which can be increased up to 2.25%)~~ and (b) alternate base rate loans was 1.00% (which can be increased up to 1.25%); provided that the interest margin will increase to 2.75% and 1.75% for LIBOR loans and alternative base rate loans, respectively, if our stockholders’ equity is below $700 million, each depending on our senior debt coverage ratio..

Each loan or letter of credit originated or assumed under the ~~Credit~~Syndicated Facility is subject to the satisfaction of certain conditions. Borrowings under the ~~Credit~~Syndicated Facility are subject to the facility’s various covenants and the leverage restrictions contained in the Investment Company Act. We cannot assure you that we will be able to borrow funds under the ~~Credit~~Syndicated Facility at any particular time or at all.

109

The following table describes significant financial covenants, as of ~~December 31, 2020,~~June 30, 2021, with which we must comply under the ~~Credit~~Syndicated Facility on a quarterly basis:

Financial Covenant

Description

Target Value

~~September 30, 2020~~March 31, 2021 Reported Value (1)

Minimum shareholders' equity

Net assets shall not be less than the sum of (x) ~~$550~~$600 million, plus (y) 50% of the aggregate net proceeds of all sales of equity interests after May 6, 2020

$~~550~~600 million

$~~915~~1,279 million

Asset coverage ratio

Asset coverage ratio shall not be less than the greater of 1.50:1 and the statutory test applicable to us

1.50:1

~~2.27:~~2.14:1

Interest coverage ratio

Interest coverage ratio shall not be less than 2.00:1 until March 31, 2022 and 2.25:1 thereafter

2.00:1

~~2.25:1~~

~~3.69:~~3.61:1

Minimum net worth

Net worth shall not be less than ~~$500~~$550 million

$~~500~~550 million

$~~911~~1,074 million

___________

(1) As contractually required, we report financial covenants based on the last filed quarterly or annual report, in this case our ~~Annual~~Quarterly Report on Form ~~10-K~~10-Q for the ~~year~~quarter ended ~~September 30, 2020.~~March 31, 2021. We were in compliance with all financial covenants under the ~~Credit~~Syndicated Facility based on the financial information contained in this Quarterly Report on Form 10-Q.

As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, we had ~~$400.0~~$350.0 million and $414.8 million of borrowings outstanding under the ~~Credit~~Syndicated Facility, respectively, which had a fair value of ~~$400.0~~$350.0 million and $414.8 million, respectively. Our

borrowings under the ~~Credit~~Syndicated Facility bore interest at a weighted average interest rate of ~~2.323%~~2.202% and ~~3.983%~~3.325% for the ~~three~~nine months ended ~~December 31,~~June 30, 2021 and 2020, ~~and 2019,~~ respectively. For the three and nine months ended ~~December 31, 2020 and 2019,~~June 30, 2021, we recorded interest expense (inclusive of fees) of ~~$3.2~~$4.0 million and ~~$4.0~~$10.5 million, respectively, related to the Syndicated Facility. For the three and nine months ended June 30, 2020, we recorded interest expense (inclusive of fees) of $3.5 million and $11.7 million, respectively, related to the Syndicated Facility.

Citibank Facility

On March 19, 2021, as a result of the consummation of the Mergers, we became party to a revolving credit facility, or, as amended and/or restated from time to time, the Citibank Facility, with OCSL Senior Funding II LLC (formerly OCSI Senior Funding II LLC), our wholly-owned, special purpose financing subsidiary, as the borrower, us, as collateral manager and seller, each of the lenders from time to time party thereto, Citibank, N.A., as administrative agent, and Wells Fargo Bank, National Association, as collateral agent and custodian.

As of June 30, 2021, we were able to borrow up to $150 million under the Citibank Facility (subject to borrowing base and other limitations). As of June 30, 2021, the reinvestment period under the Citibank Facility was scheduled to expire on July 19, 2021 and the maturity date for the Citibank Facility was July 18, 2023. See "Note 16. Subsequent Events - Citibank Facility Amendment".

As of June 30, 2021, borrowings under the Citibank Facility are subject to certain customary advance rates and accrue interest at a rate equal to LIBOR plus 1.70% per annum on broadly syndicated loans and LIBOR plus 2.25% per annum on all other eligible loans during the reinvestment period. Following termination of the reinvestment period, borrowings under the Citibank Facility will accrue interest at rates equal to LIBOR plus 3.50% per annum during the first year after the reinvestment period and LIBOR plus 4.00% per annum during the subsequent two years, respectively. In addition, as of June 30, 2021, for the duration of the reinvestment period there is a non-usage fee payable of 0.50% per annum on the undrawn amount under the Citibank Facility. The minimum asset coverage ratio applicable to us under the Citibank Facility is 150% as determined in accordance with the requirements of the Investment Company Act. Borrowings under the Citibank Facility are secured by all of the assets of OCSL Senior Funding II LLC and all of our equity interests in OCSL Senior Funding II LLC. We may use the Citibank Facility to fund a portion of our loan origination activities and for general corporate purposes. Each loan origination under the Citibank Facility is subject to the satisfaction of certain conditions.

As of June 30, 2021, we had $114.1 million outstanding under the Citibank Facility. Our borrowings under the Citibank Facility bore interest at a weighted average interest rate of 2.198% for the period from March 19, 2021 to June 30, 2021. For the three months ended June 30, 2021 and the period from March 19, 2021 to June 30, 2021, we recorded interest expense (inclusive of fees) of $0.8 million and $0.9 million, respectively, related to the Citibank Facility.

Deutsche Bank Facility

On March 19, 2021, as a result of the consummation of the Mergers, we became party a loan financing and servicing agreement, or, as amended, the Deutsche Bank Facility, with OCSI Senior Funding Ltd., our wholly-owned, special purpose financing subsidiary, as borrower, us, as equityholder and as servicer, the lenders from time to time party thereto, Deutsche Bank AG, New York Branch, as facility agent, and Wells Fargo Bank, National Association, as collateral agent and as collateral custodian.

110

On May 4, 2021, we repaid all outstanding borrowings under the Deutsche Bank Facility using borrowings under the Syndicated Credit Facility, following which the Deutsche Bank Facility was terminated. For the period from March 19, 2021 to May 4, 2021, our borrowings under the Deutsche Bank Facility bore interest at a weighted average interest rate of 2.900%. For the three months ended June 30, 2021 and the period from March 19, 2021 to June 30, 2021, we recorded interest expense (inclusive of fees) of $0.2 million and $0.3 million, respectively, related to the Deutsche Bank Facility.

2025 Notes

On February 25, 2020, we issued $300.0 million in aggregate principal amount of our 3.500% notes due 2025, or the 2025 Notes, for net proceeds of $293.8 million after deducting OID of $2.5 million, underwriting commissions and discounts of $3.0 million and offering costs of $0.7 million. The OID on the 2025 Notes is amortized based on the effective interest method over the term of the notes.

2027 Notes

On May 18, 2021, we issued $350.0 million in aggregate principal amount of our 2.700% notes due 2027, or the 2027 Notes, for net proceeds of $344.8 million after deducting OID of $1.0 million, underwriting commissions and discounts of $3.5 million and offering costs of $0.7 million. The OID on the 2027 Notes is amortized based on the effective interest method over the term of the notes.

In connection with the 2027 Notes, we entered into an interest rate swap to more closely align the interest rates of our liabilities with our investment portfolio, which consists of predominately floating rate loans. Under the interest rate swap agreement, we receive a fixed interest rate of 2.7% and pay a floating interest rate of the three-month LIBOR plus 1.658% on a notional amount of $350 million. We designated the interest rate swap as the hedging instrument in an effective hedge accounting relationship.

The below table presents the components of the carrying value of the 2025 Notes and the 2027 Notes as of June 30, 2021:


	As of June 30, 2021
($ in millions)	2025 Notes		2027 Notes
Principal	$	300.0	$	350.0
Unamortized financing costs	(2.7)		(4.1)
Unaccreted discount	(1.9)		(1.0)
Interest rate swap fair value adjustment	—		(0.3)
Net carrying value	$	295.4	$	344.6
Fair Value	$	315.2	$	356.6

The below table presents the components of the carrying value of the 2025 Notes as of September 30, 2020:


	As of September 30, 2020
($ in millions)	2025 Notes
Principal	$	300.0
Unamortized financing costs	(3.3)
Unaccreted discount	(2.2)
Net carrying value	$	294.5
Fair Value	$	301.4

The below table presents the components of interest and other debt expenses related to the 2025 Notes and the 2027 Notes for the three and nine months ended June 30, 2021:


	2025 Notes						2027 Notes
($ in millions)	Three Months Ended June 30, 2021			Nine Months Ended June 30, 2021			Three Months Ended June 30, 2021			Nine Months Ended June 30, 2021
Coupon interest	$	2.6		$	7.9		$	1.1		$	1.1
Amortization of financing costs and discount	0.3			0.9			0.1			0.1
Interest rate swap fair value adjustment	—			—			(0.3)			(0.3)
Total interest expense	$	2.9		$	8.8		$	0.9		$	0.9
Coupon interest rate (net of effect of interest rate swap for 2027 Notes)	3.500		%	3.500		%	1.813		%	1.813		%

111

The below table presents the components of interest and other debt expenses related to the 2025 Notes for the three and nine months ended June 30, 2020:


	2025 Notes
($ in millions)	Three Months Ended June 30, 2020			Nine Months Ended June 30, 2020
Coupon interest	$	2.6		$	3.6
Amortization of financing costs and discount	0.3			0.4
Total interest expense	$	2.9		$	4.0
Coupon interest rate	3.500		%	3.500		%

2024 Notes

For the ~~three~~nine months ended ~~December 31,~~June 30, 2020, we recorded interest expense of $2.9 million related to the 2025 Notes. As of December 31, 2020, there were $300.0 million of 2025 Notes outstanding, which had a carrying value and fair value of $294.8 million and $311.3 million, respectively. As of September 30, 2020, there were $300.0 million of 2025 Notes outstanding, which had a carrying value and fair value of $294.5 million and $301.4 million, respectively.

~~2024 Notes~~

~~For the three months ended December 31, 2019, we recorded interest expense of $1.2~~$1.9 million (inclusive of fees) related to our 5.875% notes due 2024, or the 2024 Notes.

On March 2, 2020, we redeemed 100%, or $75.0 million aggregate principal amount, of the issued and outstanding 2024 Notes. The redemption price per 2024 Note was $25 plus accrued and unpaid interest. We recognized a loss of $1.0 million in connection with the redemption of the 2024 Notes during the nine months ended June 30, 2020. As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, there were no 2024 Notes outstanding.

2028 Notes

For the ~~three~~nine months ended ~~December 31, 2019,~~June 30, 2020, we recorded interest expense of ~~$1.4~~$2.5 million (inclusive of fees) related to our 6.125% notes due 2028, or the 2028 Notes.

On March 13, 2020, we redeemed 100%, or $86.3 million aggregate principal amount, of the issued and outstanding 2028 Notes. The redemption price per 2028 Note was $25 plus accrued and unpaid interest. We recognized a loss of $1.5 million in connection with the redemption of the 2028 Notes during each of the nine months ended June 30, 2020. As of ~~December 31, 2020~~June 30, 2021 and September 30, 2020, there were no 2028 Notes outstanding.

Secured Borrowings

As of June 30, 2021 and September 30, 2020, we did not have any secured borrowings outstanding. On March 19, 2021, as a result of the consummation of the Mergers, we became party to a secured borrowing arrangement under which certain securities were sold and simultaneously repurchased at a premium. The amounts due under the secured borrowing arrangement were settled prior to June 30, 2021. For the period from March 19, 2021 to June 30, 2021, we recorded less than $0.1 million of interest expense in connection with secured borrowings. Our secured borrowings bore interest at a weighted average rate of 3.123% for the period from March 19, 2021 to June 30, 2021.

Off-Balance Sheet Arrangements

We may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of ~~December 31, 2020,~~June 30, 2021, our only off-balance sheet arrangements consisted of ~~$197.6~~$288.0 million of unfunded commitments, which was comprised of ~~$192.8~~$235.5 million to provide debt financing to certain of our portfolio companies, ~~$1.3~~$49.0 million to provide ~~equity~~ financing to ~~SLF JV I~~the JVs and $3.5 million related to unfunded limited partnership interests. As of September 30, 2020, our only off-balance sheet arrangements consisted of $157.5 million of unfunded commitments, which was comprised of $152.7 million to provide debt financing to certain of our portfolio companies, $1.3 million to provide equity financing to SLF JV I and $3.5 million related to unfunded limited partnership interests. Such commitments are subject to our portfolio companies' satisfaction of certain financial and nonfinancial covenants and may involve, to varying degrees, elements of credit risk in excess of the amount recognized in our Consolidated Statements of Assets and Liabilities.

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A list of unfunded commitments by investment (consisting of revolvers, term loans with delayed draw components, ~~SLF JV I~~ subordinated notes and LLC equity interests in the JVs, preferred stock and limited partnership interests) as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020 is shown in the table below:


		December 31, 2020		September 30, 2020			June 30, 2021		September 30, 2020
Senior Loan Fund JV I, LLC						Senior Loan Fund JV I, LLC	$	35,000	$	1,328
Assembled Brands Capital LLC	Assembled Brands Capital LLC	$	33,326	$	36,079	Assembled Brands Capital LLC	28,842		36,079
WPEngine, Inc.	WPEngine, Inc.	26,348		26,348		WPEngine, Inc.	26,348		26,348
Marinus Pharmaceuticals, Inc.						Marinus Pharmaceuticals, Inc.	25,230		—
Athenex, Inc.						Athenex, Inc.	21,072		22,780
Thrasio, LLC						Thrasio, LLC	20,864		—
OCSI Glick JV LLC						OCSI Glick JV LLC	13,998		—
Jazz Acquisition, Inc.						Jazz Acquisition, Inc.	13,825		—
Dominion Diagnostics, LLC						Dominion Diagnostics, LLC	11,148		5,887
Gulf Operating, LLC						Gulf Operating, LLC	10,064		—
Coty Inc.						Coty Inc.	9,886		—
Latam Airlines Group S.A.						Latam Airlines Group S.A.	7,267		—
NeuAG, LLC						NeuAG, LLC	5,441		4,382
MHE Intermediate Holdings, LLC						MHE Intermediate Holdings, LLC	5,255		—
SumUp Holdings Luxembourg S.À.R.L.						SumUp Holdings Luxembourg S.À.R.L.	5,154		—
Olaplex, Inc.						Olaplex, Inc.	4,806		1,917
MRI Software LLC						MRI Software LLC	4,723		7,239
Mindbody, Inc.						Mindbody, Inc.	4,000		3,048
CorEvitas, LLC						CorEvitas, LLC	3,968		5,189
Pluralsight, LLC						Pluralsight, LLC	3,532		—
Pingora MSR Opportunity Fund I-A, LP						Pingora MSR Opportunity Fund I-A, LP	3,500		3,500
The Avery						The Avery	3,257		—
Accupac, Inc.						Accupac, Inc.	3,063		2,346
PRGX Global, Inc.						PRGX Global, Inc.	2,518		—
Relativity ODA LLC						Relativity ODA LLC	2,218		—
Acquia Inc.						Acquia Inc.	2,061		2,240
Telestream Holdings Corporation						Telestream Holdings Corporation	1,759		—
Apptio, Inc.						Apptio, Inc.	1,338		1,538
Coyote Buyer, LLC						Coyote Buyer, LLC	1,333		942
Sunland Asphalt & Construction, LLC						Sunland Asphalt & Construction, LLC	1,258		—
4 Over International, LLC						4 Over International, LLC	1,183		—
109 Montgomery Owner LLC						109 Montgomery Owner LLC	1,104		—
Ministry Brands, LLC						Ministry Brands, LLC	1,100		425
Digital.AI Software Holdings, Inc.						Digital.AI Software Holdings, Inc.	1,077		—
Thermacell Repellents, Inc.						Thermacell Repellents, Inc.	438		—
GKD Index Partners, LLC						GKD Index Partners, LLC	320		231
CircusTrix Holdings, LLC						CircusTrix Holdings, LLC	61		—
NuStar Logistics, L.P.	NuStar Logistics, L.P.	17,911		17,911		NuStar Logistics, L.P.	—		17,911
Athenex, Inc.		17,085		22,780
FFI Holdings I Corp		16,529		0
Thrasio, LLC		11,355		0
Jazz Acquisition, Inc.		10,147		0
Gulf Operating, LLC		10,064		0
Latam Airlines Group S.A.		8,177		0
MRI Software LLC		6,473		7,239
NeuAG, LLC		4,382		4,382
Corrona, LLC		3,968		5,189
Olaplex, Inc.		3,834		1,917
Pingora MSR Opportunity Fund I-A, LP		3,500		3,500
Dominion Diagnostics, LLC		3,449		5,887
Mindbody, Inc.		3,048		3,048
A.T. Holdings II SÀRL						A.T. Holdings II SÀRL	—		7,541
Ardonagh Midco 3 PLC	Ardonagh Midco 3 PLC	2,506		3,007		Ardonagh Midco 3 PLC	—		3,007
Accupac, Inc.		2,346		2,346
Acquia Inc.		2,240		2,240
New IPT, Inc.	New IPT, Inc.	2,229		2,229		New IPT, Inc.	—		2,229
ADB Companies, LLC		1,667		—
Apptio, Inc.		1,538		1,538
Telestream Holdings Corporation		1,417		—
Senior Loan Fund JV I, LLC		1,328		1,328
Ministry Brands, LLC		1,000		425
Coyote Buyer, LLC		942		942
iCIMs, Inc.						iCIMs, Inc.	—		882
Immucor, Inc.	Immucor, Inc.	541		541		Immucor, Inc.	—		541
GKD Index Partners, LLC		231		231
A.T. Holdings II SÀRL		—		7,541
iCIMs, Inc.		—		882
Total	Total	$	197,581	$	157,530	Total	$	288,011	$	157,530

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Contractual Obligations

The following table reflects information pertaining to our principal debt outstanding under the ~~Credit~~Syndicated Facility, Citibank Facility, Deutsche Bank Facility, 2025 Notes, 2027 Notes and ~~2025 Notes:~~secured borrowings:

Debt Outstanding
as of September 30, 2020 Debt Outstanding
as of December 31, 2020 Weighted average debt
outstanding for the
three months ended
December 31, 2020 Maximum debt
outstanding for the three months ended
December 31, 2020
Credit Facility $ 414,825 $ 400,025 $ 403,403 $ 414,825
2025 Notes 300,000 300,000 300,000 300,000
Total debt $ 714,825 $ 700,025 $ 703,403


	Debt Outstanding as of September 30, 2020		Debt Outstanding as of June 30, 2021		Weighted average debt outstanding for the nine months ended June 30, 2021		Maximum debt outstanding for the nine months ended June 30, 2021
Syndicated Facility	$	414,825	$	350,000	$	467,754	$	700,025
Citibank Facility	—		114,057		42,699		134,057
Deutsche Bank Facility	—		—		17,525		115,700
2025 Notes	300,000		300,000		300,000		300,000
2027 Notes	—		350,000		56,410		350,000
Secured borrowings	—		—		137		9,341
Total debt	$	714,825	$	1,114,057	$	884,525

The following table reflects our contractual obligations arising from the ~~Credit~~Syndicated Facility, Citibank Facility, 2025 Notes and ~~the 2025~~2027 Notes:


		Payments due by period as of December 31, 2020											Payments due by period as of June 30, 2021
Contractual Obligations	Contractual Obligations	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years		Contractual Obligations	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Credit Facility		$	400,025	$	—	$	—	$	400,025	$	—
Interest due on Credit Facility		27,570		8,751		17,501		1,318		—
Syndicated Facility												Syndicated Facility	$	350,000	$	—	$	—	$	350,000	$	—
Interest due on Syndicated Facility												Interest due on Syndicated Facility	36,046		7,438		14,876		13,732		—
Citibank Facility												Citibank Facility	114,057		—		114,057		—		—
Interest due on Citibank Facility												Interest due on Citibank Facility	5,103		2,490		2,613		—		—
2025 Notes	2025 Notes	300,000		—		—		300,000		—		2025 Notes	300,000		—		—		300,000		—
Interest due on 2025 Notes	Interest due on 2025 Notes	43,640		10,500		21,000		12,140		—		Interest due on 2025 Notes	38,433		10,500		21,000		6,933		—
2027 Notes												2027 Notes	350,000		—		—		—		350,000
Interest due on 2027 Notes (a)												Interest due on 2027 Notes (a)	35,207		6,346		12,692		12,692		3,477
Total	Total	$	771,235	$	19,251	$	38,501	$	713,483	$	—	Total	$	1,228,846	$	26,774	$	165,238	$	683,357	$	353,477

__________

(a) The interest due on the 2027 Notes was calculated net of the interest rate swap.

Regulated Investment Company Status and Distributions

We have qualified and elected to be treated as a RIC under Subchapter M of the Code for tax purposes. As long as we continue to qualify as a RIC, we will not be subject to tax on our investment company taxable income (determined without regard to any deduction for dividends paid) or realized net capital gains, to the extent that such taxable income or gains is distributed, or deemed to be distributed as dividends, to stockholders on a timely basis.

Taxable income generally differs from net income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized appreciation or depreciation. Distributions declared and paid by us in a taxable year may differ from taxable income for that taxable year as such distributions may include the distribution of taxable income derived from the current taxable year or the distribution of taxable income derived from the prior taxable year carried forward into and distributed in the current taxable year. Distributions also may include returns of capital.

To maintain RIC tax treatment, we must, among other things, distribute dividends, with respect to each taxable year, of an amount at least equal to 90% of our investment company taxable income (i.e., our net ordinary income and our realized net short-term capital gains in excess of realized net long-term capital losses, if any), determined without regard to any deduction for dividends paid. As a RIC, we are also subject to a federal excise tax, based on distribution requirements of our taxable income on a calendar year basis. We anticipate timely distribution of our taxable income in accordance with tax rules. We did not incur a U.S. federal excise tax for calendar years 2019 and 2020. We may incur a federal excise tax in future years.

114

We intend to distribute at least 90% of our annual taxable income (which includes our taxable interest and fee income) to our stockholders. The covenants contained in ~~the Credit Facility~~our credit facilities may prohibit us from making distributions to our stockholders, and, as a result, could hinder our ability to satisfy the distribution requirement associated with our ability to be subject to tax as a RIC. In addition, we may retain for investment some or all of our net capital gains (i.e., realized net long-term capital gains in excess of realized net short-term capital losses) and treat such amounts as deemed distributions to our stockholders. If we do this, our stockholders will be treated as if they received actual distributions of the capital gains we retained and then reinvested the net after-tax proceeds in our common stock. Our stockholders also may be eligible to claim tax credits (or, in certain circumstances, tax refunds) equal to their allocable share of the tax we paid on the capital gains deemed distributed to them. To the extent our taxable earnings for a fiscal and taxable year fall below the total amount of our dividend distributions for that fiscal and taxable year, a portion of those distributions may be deemed a return of capital to our stockholders.

We may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of these distributions from time to time. In addition, we may be limited in our ability to make distributions due to the asset coverage test for borrowings applicable to us as a Business Development Company under the Investment Company Act and due to provisions in our credit facilities and debt instruments. If we do not distribute a certain percentage of our taxable income annually, we will suffer adverse tax consequences, including possible loss of our ability to be subject to tax as a RIC. We cannot assure stockholders that they will receive any distributions or distributions at a particular level.

A RIC may treat a distribution of its own stock as fulfilling its RIC distribution requirements if each stockholder elects to receive his or her entire distribution in either cash or stock of the RIC, subject to certain limitations regarding the aggregate amount of cash to be distributed to all stockholders. If these and certain other requirements are met, for U.S federal income tax purposes, the amount of the dividend paid in stock will be equal to the amount of cash that could have been received instead of stock.

We may generate qualified net interest income or qualified net short-term capital gains that may be exempt from U.S. withholding tax when distributed to foreign stockholders. A RIC is permitted to designate distributions of qualified net interest income and qualified short-term capital gains as exempt from U.S. withholding tax when paid to non-U.S. shareholders with proper documentation. The following table, which may be subject to change as we finalize our annual tax filings, lists the percentage of qualified net interest income and qualified short-term capital gains for the year ended September 30, 2020, our last tax year end.


Year Ended	Qualified Net Interest Income		Qualified Short-Term Capital Gains
September 30, 2020	83.4	%	—

We have adopted a DRIP that provides for the reinvestment of any distributions that we declare in cash on behalf of our stockholders, unless a stockholder elects to receive cash. As a result, if our Board of Directors declares a cash distribution, then our stockholders who have not “opted out” of the DRIP will have their cash distributions automatically reinvested in additional shares of our common stock, rather than receiving a cash distribution. If our shares are trading at a premium to net asset value, we typically issue new shares to implement the DRIP, with such shares issued at the greater of the most recently computed net asset value per share of our common stock or 95% of the current market value per share of our common stock on the payment date for such distribution. If our shares are trading at a discount to net asset value, we typically purchase shares in the open market in connection with our obligations under the DRIP.

Related Party Transactions

We have entered into the Investment Advisory Agreement with Oaktree and the Administration Agreement with Oaktree Administrator, an affiliate of Oaktree. Mr. John B. Frank, an interested member of our Board of Directors, has an indirect pecuniary interest in Oaktree. Oaktree is a registered investment adviser under the Investment Advisers Act of 1940, as amended, that is partially and indirectly owned by OCG. See “Note 11. Related Party Transactions – Investment Advisory Agreement” and “– Administrative Services” in the notes to the accompanying Consolidated Financial Statements.

Recent Developments

~~Registration Statement on Form N-14 and Stockholder Meetings~~

On January 19, 2021, we filed an amended registration statement on Form N-14, which included a joint proxy statement of us and OCSI and our prospectus. The registration statement on Form N-14 was declared effective by the SEC on January 21, 2021. On January 21, 2021, we filed our final joint proxy statement/prospectus with the SEC, which was mailed on or about January 21, 2021 to our stockholders of record as of January 19, 2021. Our annual meeting of stockholders and OCSI’s special meeting of stockholders are both scheduled for March 15, 2021 to vote on the matters described in the joint proxy statement/prospectus as required by the Merger Agreement.

Distribution Declaration

On ~~January 29,~~July 30, 2021, our Board of Directors declared a quarterly distribution of ~~$0.12~~$0.145 per share, payable in cash on ~~March 31,~~September 30, 2021 to stockholders of record on ~~March~~September 15, 2021.

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Citibank Facility Amendment

On July 2, 2021, we amended the Citibank Facility to, among other things, (1) reduce the size of the facility from $180 million to $150 million, (2) extend the reinvestment period to July 18, 2023, (3) extend the maturity date to July 18, 2024, (4) modify the interest rate on outstanding borrowings to LIBOR plus between 1.25% and 2.20% per annum on broadly syndicated loans subject to the observable market depth and pricing and LIBOR plus 2.25% per annum on all other eligible loans during the reinvestment period and (5) add provisions relating to the transition from LIBOR to the Secured Overnight Financing Rate.

Chief Financial Officer and Treasurer Transition

On August 4, 2021, Mel Carlisle notified the Company of his resignation as Chief Financial Officer and Treasurer effective on November 30, 2021. Mr. Carlisle’s resignation is not the result of any disagreement with the Company. He will remain with Oaktree Capital Management, L.P. as part of its Global Opportunities strategy.

The Company expects to appoint Christopher McKown, age 40, as its Chief Financial Officer and Treasurer effective upon Mr. Carlisle’s resignation, subject to approval by the Company’s Board of Directors. Mr. McKown would also be expected to succeed Mr. Carlisle as Chief Financial Officer and Treasurer of Oaktree Strategic Income II, Inc. Mr. McKown joined Oaktree Capital Management, L.P. in 2011 and currently serves as a Managing Director responsible for fund accounting and reporting for Oaktree’s Strategic Credit strategy and as the Assistant Treasurer of the Company and Oaktree Strategic Income II, Inc. Prior to joining Oaktree Capital Management, L.P., he worked in the audit practice at KPMG LLP. Mr. McKown received a B.A. degree in business economics with a minor in accounting cum laude from the University of California, Los Angeles and is a Certified Public Accountant (inactive).

Mr. McKown has no family relationships with any current director, executive officer, or person nominated to become a director or executive officer, of the Company, and there are no transactions or proposed transactions, to which the Company is a party, or intended to be a party, in which Mr. McKown has, or will have, a material interest subject to disclosure under Item 404(a) of Regulation S-K.

97116

Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are subject to financial market risks, including changes in the valuations of our investment portfolio and interest rates.

Valuation Risk

Our investments may not have a readily available market price, and we value these investments at fair value as determined in good faith by our Board of Directors, with the assistance of the Audit Committee and Oaktree. There is no single standard for determining fair value in good faith and valuation methodologies involve a significant degree of management judgment. In addition, our valuation methodology utilizes discount rates in part in valuing our investments, and changes in those discount rates may have an impact on the valuation of our investments. Accordingly, valuations by us do not necessarily represent the amounts which may eventually be realized from sales or other dispositions of investments. Estimated fair values may differ from the values that would have been used had a ready market for the investment existed, and the differences could be material to the financial statements.

Interest Rate Risk

We are subject to financial market risks, including changes in interest rates. Changes in interest rates may affect both our cost of funding and our interest income from portfolio investments, cash and cash equivalents and idle fund investments. Our risk management ~~systems and~~ procedures are designed to identify and analyze our risk, to set appropriate policies and ~~limits and~~ to continually monitor these ~~risks and limits by means of reliable administrative and information systems and other policies and programs.~~risks. Our investment income will be affected by changes in various interest rates, including LIBOR and prime rates, to the extent our debt investments include floating interest rates.

As of ~~December 31, 2020, 88.8%~~June 30, 2021, 91.4% of our debt investment portfolio (at fair value) and ~~89.6%~~91.8% of our debt investment portfolio (at cost) bore interest at floating rates. As of September 30, 2020, 88.3% of our debt investment portfolio (at fair value) and 88.8% of our debt investment portfolio (at cost) bore interest at floating rates. The composition of our floating rate debt investments by interest rate floor as of ~~December 31, 2020~~June 30, 2021 and September 30, ~~2019~~2020, was as follows:


		December 31, 2020				September 30, 2020				June 30, 2021				September 30, 2020
($ in thousands)	($ in thousands)	Fair Value		% of Floating Rate Portfolio		Fair Value		% of Floating Rate Portfolio			($ in thousands)	Fair Value		% of Floating Rate Portfolio		Fair Value		% of Floating Rate Portfolio
0%	0%	$	528,798	36.8	%	$	553,829	42.2	%		0%	$	424,496	21.0	%	$	553,829	42.2	%
>0% and <1%	>0% and <1%	111,845		7.8	%	39,789		3.0	%		>0% and <1%	256,416		12.7	%	39,789		3.0	%
1%	1%	748,573		52.1	%	672,529		51.3	%		1%	1,258,979		62.3	%	672,529		51.3	%
>1%	>1%	46,855		3.3	%	45,362		3.5	%		>1%	81,120		4.0	%	45,362		3.5	%
Total Floating Rate Investments	Total Floating Rate Investments	$	1,436,071	100.0	%	$	1,311,509	100.0	%		Total Floating Rate Investments	$	2,021,011	100.0	%	$	1,311,509	100.0	%

Based on our Consolidated Statement of Assets and Liabilities as of ~~December 31, 2020,~~June 30, 2021, the following table shows the approximate annualized net increase (decrease) in net assets resulting from operations of hypothetical base rate changes in interest rates, assuming no changes in our investment and capital structure. However, there can be no assurances our portfolio companies will be able to meet their contractual obligations at any or all levels on increases in interest rates.


($ in thousands)	($ in thousands)							($ in thousands)
Basis point increase	Basis point increase	Increase in Interest Income		(Increase) in Interest Expense		Net increase (decrease) in net assets resulting from operations		Basis point increase	Increase in Interest Income		(Increase) in Interest Expense		Net increase (decrease) in net assets resulting from operations
250	250	$	29,066	$	(10,001)	$	19,065	250	$	38,251	$	(20,351)	$	17,900
200	200	21,838		(8,001)		13,837		200	27,957		(16,281)		11,676
150	150	14,610		(6,000)		8,610		150	17,730		(12,211)		5,519
100	100	7,471		(4,000)		3,471		100	7,678		(8,141)		(463)
50	50	2,703		(2,000)		703		50	2,680		(4,070)		(1,390)

The net effect of any decrease in interest rates is limited and would not be of significance due to interest rate floors on investments and borrowings outstanding.

98117

We regularly measure exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate sensitive assets to our interest rate sensitive liabilities. Based on this review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates. The following table shows a comparison of the interest rate base for our interest-bearing cash and outstanding investments, at principal, and our outstanding borrowings as of ~~December 31, 2020~~June 30, 2021 and September 30, 2020:


		December 31, 2020				September 30, 2020					June 30, 2021				September 30, 2020
($ in thousands)	($ in thousands)	Interest Bearing Cash and Investments		Borrowings		Interest Bearing Cash and Investments		Borrowings		($ in thousands)	Interest Bearing Cash and Investments		Borrowings		Interest Bearing Cash and Investments		Borrowings
Money market rate	Money market rate	$	20,966	$	—	$	35,248	$	—	Money market rate	$	72,406	$	—	$	35,248	$	—
Prime rate	Prime rate	305		—		305		—		Prime rate	13,611		—		305		—
LIBOR	LIBOR									LIBOR
30 day	30 day	749,525		400,025		717,576		414,825		30 day	812,358		350,000		717,576		414,825
60 day	60 day	9,000		—		6,861		—		60 day	27,419		—		6,861		—
90 day(a)	90 day(a)	466,373		—		362,141		—		90 day(a)	710,072		464,057		362,141		—
180 day	180 day	167,349		—		201,699		—		180 day	292,742		—		201,699		—
360 day	360 day	15,007		—		23,351		—		360 day	81,245		—		23,351		—
EURIBOR	EURIBOR									EURIBOR
30 day	30 day	30,391		—		29,126		—		30 day	29,455		—		29,126		—
90 day										90 day	14,707		—		—		—
180 day	180 day	1,762		—		1,689		—		180 day	23,403		—		1,689		—
UK LIBOR	UK LIBOR									UK LIBOR
30 day	30 day	24,605		—		23,270		—		30 day	29,702		—		23,270		—
180 day	180 day	15,450		—		14,612		—		180 day	25,486		—		14,612		—
Fixed rate	Fixed rate	162,980		300,000		171,976		300,000		Fixed rate	183,232		300,000		171,976		300,000
Total	Total	$	1,663,713	$	700,025	$	1,587,854	$	714,825	Total	$	2,315,838	$	1,114,057	$	1,587,854	$	714,825

__________

(a)Borrowings include the 2027 Notes, which pay interest at a floating rate under the terms of the interest rate swap.

99118

Item 4. Controls and Procedures

Management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of ~~December 31, 2020.~~June 30, 2021. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives. Based on the evaluation of our disclosure controls and procedures as of ~~December 31, 2020,~~June 30, 2021, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective, at the reasonable assurance level, in timely identifying, recording, processing, summarizing and reporting any material information relating to us that is required to be disclosed in the reports we file or submit under the Exchange Act.

There were no changes in our internal control over financial reporting that occurred during the three months ended ~~December 31, 2020~~June 30, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II

Item 1. Legal Proceedings

Other than as described below, we are currently not a party to any pending material legal proceedings.

On December 18, 2020, putative stockholder Oklahoma Firefighters Pension and Retirement System filed a complaint on behalf of itself and all other similarly situated holders of our common stock and derivatively on behalf of us as nominal defendant in the Delaware Court of Chancery, captioned Oklahoma Firefighters Pension and Retirement System v. Frank, et al., No. 2020-1075-VCM (Del. Ch.). This lawsuit is referred to herein as the “Merger Litigation”. The Merger Litigation alleges a direct breach of fiduciary duty claim against our board of directors in connection with the solicitation of the approval by our stockholders of the issuance of shares of our common stock to be issued pursuant to the Merger Agreement and a derivative breach of fiduciary duty claim against our board of directors in connection with its negotiation and approval of the Mergers. The Merger Litigation alleges, among other things, that the members of our board of directors had certain conflicts of interest in the negotiation and approval of the Mergers and that the initial filing of the joint proxy statement/prospectus relating to the Mergers omitted certain information that the plaintiff claims is material. The Merger Litigation, among other things, ~~requests~~requested that the court enjoin the vote of our stockholders with respect to the approval of the issuance of shares of our common stock to be issued pursuant to the Merger Agreement and award attorneys’ fees and damages in an unspecified amount. On February 16, 2021, the plaintiff withdrew the request that the court enjoin the vote of our stockholders. On April 26, 2021, the plaintiff filed a proposed order voluntarily dismissing its claims, with prejudice as to the plaintiff and without prejudice as to any of our other stockholders.

The ~~defendants believe that we previously made complete disclosure~~court entered the order of ~~all information required to be disclosed to ensure that our stockholders can make~~dismissal on May 10, 2021. The Court retained jurisdiction solely for the purpose of adjudicating the anticipated application of plaintiff’s counsel for an ~~informed vote at~~award of attorneys’ fees and reimbursement of expenses in connection with the ~~Annual Meeting of Stockholders and that the additional~~supplemental disclosures ~~requested by the plaintiff are immaterial and/or were~~ included in the ~~preliminary~~amended joint proxy statement/~~prospectus filed as part of our Registration Statement on Form N-14 on November 23, 2020. Accordingly, the defendants believe these claims are without merit~~prospectus. We subsequently agreed to pay $435,000 to plaintiff’s counsel for attorneys’ fees and ~~intend to vigorously defend against them. However,~~expenses in ~~an attempt to reduce the costs, risks and uncertainties inherent in litigation and to maximize our net asset value at the time~~full satisfaction of the ~~Mergers, we determined to voluntarily include certain supplemental disclosures~~claim for attorneys’ fees and expenses in the amendment to our Registration Statement on Form N-14 filed on January 19, 2021. The inclusion of such disclosures shall not be deemed an admission of the legal necessity or materiality of any of these disclosures under applicable law. Rather, we and our board of directors specifically deny all allegations in the Merger Litigation that any additional disclosure was or is required.action.

119

Item 1A. Risk Factors

~~There~~Except as set forth below, there have been no material changes during the three and nine months ended ~~December 31, 2020~~June 30, 2021 to the risk factors discussed in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended September 30, 2020.

Our investments may include “covenant-lite” loans, which may give us fewer rights and subject us to greater risk of loss than loans with financial maintenance covenants.

Although the loans in which we expect to invest will generally have financial maintenance covenants, which are used to proactively address materially adverse changes in a portfolio company’s financial performance, we do invest to a lesser extent in “covenant-lite” loans. We use the term “covenant-lite” to refer generally to loans that do not have financial maintenance covenants. Generally, “covenant-lite” loans provide borrower companies more freedom to negatively impact lenders because their covenants are incurrence-based, which means they are only tested and can only be breached following an affirmative action of the borrower, rather than by a deterioration in the borrower’s financial condition or operating results. Accordingly, to the extent we invest in “covenant-lite” loans, we may have fewer rights against a borrower and may have a greater risk of loss on such investments as compared to investments in or exposure to loans with financial maintenance covenants.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

~~100~~

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits


~~2.1^~~4.1		~~Agreement and Plan of Merger among Oaktree Strategic Income Corporation, the Registrant, Lion Merger Sub, Inc. and Oaktree Fund Advisors LLC (for the limited purposes set forth therein),~~Sixth Supplemental Indenture, dated as of ~~October 28, 2020~~May 18, 2021, relating to the 2.700% Notes due 2027, between the Company and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit ~~2.1~~4.1 filed with the ~~Registrant’s~~Company’s Current Report on Form 8-K (File No. 814-00755) filed on ~~October 29, 2020).~~
	May 18, 2021)
~~10.1~~4.2		~~Incremental Commitment and Assumption Agreement, dated~~Form of 2.700% Notes due 2027 (contained in the Sixth Supplemental Indenture filed as ~~of October 28, 2020, made by the Registrant, as Borrower, the assuming lender party hereto, as assuming lender, and ING Capital LLC, as administrative agent and issuing bank relating~~Exhibit 4.1 hereto)
10.1*		Amendment No. 4 to ~~the~~ Amended and Restated Senior Secured Revolving Credit Agreement and Amendment No. 1 to Amended and Restated Guarantee, Pledge and Security Agreement, dated ~~as of February 25, 2019~~May 4, 2021, among the ~~Registrant,~~Company, as ~~Borrower,~~borrower, OCSL SRNE, LLC, as subsidiary guarantor, FSFC Holdings, Inc., as subsidiary guarantor, the lenders party thereto, and ING Capital LLC, as administrative ~~agent, ING Capital~~agent.
10.2		Sixth Amendment to the Amended and Restated Loan and Security Agreement by and among the Company, as collateral manager, OCSL Senior Funding II LLC, ~~JPMorgan Chase Bank, N.A.~~as borrower, and ~~Merrill Lynch, Pierce, Fenner & Smith Incorporated as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A. and Bank of America,~~Citibank, N.A., as ~~syndication agents~~administrative agent and sole lender, dated as of July 2, 2021 (Incorporated by reference to Exhibit 10.1 filed with the Registrant’s Current Report on Form 8-K (File No. 814-00755) filed on ~~October 29, 2020).~~

~~10.2~~		Amendment No. 3 to Amended and Restated Senior Secured Revolving Credit Agreement, dated as of December 10, 2020, among the Registrant, as Borrower, the lenders party thereto from time to time and ING Capital LLC, as administrative agent for the lenders thereunder (Incorporated by reference to Exhibit 10.1 filed with the Registrant’s Current Report on Form 8-K (File No. 814-00755) filed on December 14, 2020).

~~10.3~~		Incremental Commitment Agreement, dated as of December 28, 2020, made by the Registrant, as Borrower, MUFG Union Bank, N.A., as increasing lender, and ING Capital LLC, as administrative agent and issuing bank relating to the Amended and Restated Senior Secured Revolving Credit Agreement, dated as of February 25, 2019 among the Registrant, as Borrower, the lenders party thereto, ING Capital LLC, as administrative agent, ING Capital LLC, JPMorgan Chase Bank, N.A. and Merrill Lynch, Pierce, Fenner & Smith Incorporated as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A. and Bank of America, N.A., as syndication agents (Incorporated by reference to Exhibit 10.1 filed with the Registrant’s Current Report on Form 8-K (File No. 814-00755) filed on December 29, 2020).
	July 9, 2021)
31.1*		Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.

31.2*		Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.

32.1*		Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).

32.2*		Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).

120


*			Filed herewith.
^			Exhibits and schedules to Exhibit 2.1 have been omitted in accordance with Item 601 of Regulation S-K. The Registrant agrees to furnish supplementally a copy of all omitted exhibits and schedules to the SEC upon its request.

~~101~~

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



OAKTREE SPECIALTY LENDING CORPORATION

By:						/s/ Armen Panossian
						Armen Panossian
						Chief Executive Officer

By:						/s/ Mel Carlisle
						Mel Carlisle
						Chief Financial Officer and Treasurer

Date: ~~February 3,~~August 4, 2021

~~102~~121


	Debt Outstanding as of September 30, 2020		Debt Outstanding as of December 31, 2020		Weighted average debt outstanding for the three months ended December 31, 2020		Maximum debt outstanding for the three months ended December 31, 2020
Credit Facility	$	414,825	$	400,025	$	403,403	$	414,825
2025 Notes	300,000		300,000		300,000		300,000
Total debt	$	714,825	$	700,025	$	703,403