34 unchanged sentences
Consolidated Financial Statements
−Removed: Reports of Independent Registered Public Accounting Firms
+Added: Reports of Independent Registered Public Accounting Firm 83
Consolidated Statements of Assets and Liabilities as of September 30, 2020 and 2019 85
10 unchanged sentences
The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC:
+Added: Agreement and Plan of Merger among Oaktree Strategic Income Corporation, the Registrant, Lion Merger Sub, Inc.
+Added: and Oaktree Fund Advisors LLC (for the limited purposes set forth therein), dated as of October 28, 2020 (Incorporated by reference to Exhibit 2.1 filed with the Registrant’s Current Report on Form 8-K (File No.
+Added: 814-00755) filed on October 29, 2020).
Restated Certificate of Incorporation of the Registrant (Incorporated by reference to Exhibit 3.1 filed with Registrant’s Form 8-A (File No.
16 unchanged sentences
333-180267) filed on July 27, 2012).
−Removed: Form of First Supplemental Indenture relating to the 5.875% Notes due 2024, between the Registrant and Deutsche Bank Trust Company Americas, as trustee (including Form of 5.875% Notes due 2024) (Incorporated by reference to Exhibit (d)(5) filed with the Registrant’s Registration Statement on Form N-2 (File No.
−Removed: 333-180267) filed on October 18, 2012).
−Removed: Form of Second Supplemental Indenture relating to the 6.125% Notes due 2028, between the Registrant and Deutsche Bank Trust Company Americas, as trustee (including Form of 6.125% Notes due 2028) (Incorporated by reference to Exhibit (d)(7) filed with the Registrant’s Registration Statement on Form N-2 (File No.
−Removed: 333-180267) filed on April 2, 2013).
Fourth Supplemental Indenture, dated as of October 17, 2017, between Registrant and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit 4.1 filed with the Registrant’s Form 8-K (File No.
814-00755) filed on October 17, 2017).
−Removed: Form of Note relating to the 5.875% Notes due 2024, between Registrant and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit 4.3 filed with the Registrant’s Form 8-K (File No.
−Removed: 814-00755) filed on October 17, 2017).
−Removed: Form of Note relating to the 6.125% Notes due 2028, between Registrant and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit 4.4 filed with the Registrant’s Form 8-K (File No.
−Removed: 814-00755) filed on October 17, 2017).
+Added: Fifth Supplemental Indenture, dated as of February 25, 2020, relating to the 3.500% Notes due 2025, between the Registrant and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit 4.1 filed with the Registrant’s Form 8-K (File No.
+Added: 814-00755) filed on February 25, 2020).
+Added: Form of 3.500% Notes due 2025 (included as Exhibit A to Exhibit 4.4 hereto).
Description of Securities
−Removed: Investment Advisory Agreement, dated as of September 30, 2019, between the Registrant and Oaktree Capital Management, L.P.
−Removed: (Incorporated by reference to Exhibit 10.1 filed with the Registrant’s Form 8-K (File No.
−Removed: 814-00755) filed on October 2, 2019).
+Added: Investment Advisory Agreement, dated as of May 4, 2020, between the Registrant and Oaktree Fund Advisors, LLC (Incorporated by reference to Exhibit 10.1 filed with the Registrant’s Form 10-Q (File No.
+Added: 814-00755) filed on May 7, 2020).
Custody Agreement (Incorporated by reference to Exhibit 10.1 filed with Registrant’s Form 10-Q (File No.
10 unchanged sentences
814-00755) filed on February 26, 2019).
−Removed: Joint Code of Ethics of the Registrant and Oaktree Strategic Income Corporation (Incorporated by reference to Exhibit 14.1 filed with the Registrant's Form 10-K (File No.
−Removed: 814-00755) filed on November 29, 2017).
−Removed: Code of Ethics of Oaktree Capital Management, L.P.
−Removed: (Incorporated by reference to Exhibit 14.2 filed with the Registrant's Form 10-K (File No.
+Added: Amendment No.
+Added: 1 to Amended and Restated Senior Secured Revolving Credit Agreement, dated as of December 13, 2019, 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.
+Added: 814-00755) filed on December 17, 2019).
+Added: Amendment No.
+Added: 2 to Amended and Restated Senior Secured Revolving Credit Agreement, dated as of May 6, 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 10.2 filed with the Registrant’s Form 10-Q (File No.
+Added: 814-00755) filed on May 7, 2020).
+Added: Incremental Commitment and Assumption Agreement, dated 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 to the Amended and Restated Senior Secured Revolving Credit Agreement, dated as of February 25, 2019 among Oaktree Specialty Lending Corporation, as Borrower, the lenders party thereto, ING Capital LLC, as administrative agent, ING Capital LLC, JPMorgan Chase Bank, N.A.
+Added: and Merrill Lynch, Pierce, Fenner & Smith Incorporated as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A.
+Added: 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.
+Added: 814-00755) filed on October 29, 2020).
+Added: Joint Code of Ethics of the Registrant, Oaktree Strategic Income Corporation and Oaktree Strategic Income II, Inc.
+Added: Code of Ethics of Oaktree Fund Advisors, LLC (Incorporated by reference to Exhibit 14.2 filed with the Registrant's Form 10-K (File No.
814-00755) filed on November 29, 2017).
21 Subsidiaries of Registrant and jurisdiction of incorporation/organizations:
−Removed: Fifth Street Fund of Funds LLC — Delaware
−Removed: Fifth Street Mezzanine Partners IV, L.P.
−Removed: Fifth Street Mezzanine Partners V, L.P.
−Removed: FSMP IV GP, LLC — Delaware
−Removed: FSMP V GP, LLC — Delaware
FSFC Holdings, Inc.
−Removed: — Delaware OCSL SRNE, LLC - Delaware OCSL AB Blocker, LLC - Delaware
+Added: Consent of Registered Public Accounting Firm
Power of Attorney (included on the signature page hereto).
4 unchanged sentences
* Filed herewith.
+Added: ^ Exhibits and schedules to Exhibit 2.1 have been omitted in accordance with Item 601 of Regulation S-K.
+Added: The registrant agrees to furnish supplementally a copy of all omitted exhibits and schedules to the SEC upon its request.
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.
9 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
+Added: Signature Title Date
/s/ ARMEN PANOSSIAN
1 unchanged sentence
Chief Executive Officer
−Removed: (principal executive officer)
−Removed: November 19, 2019
+Added: (principal executive officer) November 18, 2020
/s/ MEL CARLISLE
1 unchanged sentence
(principal financial officer and
−Removed: principal accounting officer)
−Removed: November 19, 2019
−Removed: November 19, 2019
+Added: principal accounting officer) November 18, 2020
+Added: Director November 18, 2020
/s/ DEBORAH A.
−Removed: November 19, 2019
+Added: Director November 18, 2020
/s/ CRAIG JACOBSON
Craig Jacobson
−Removed: November 19, 2019
+Added: Director November 18, 2020
/s/ RICHARD G.
−Removed: November 19, 2019
+Added: Director November 18, 2020
/s/ BRUCE ZIMMERMAN
Bruce Zimmerman
−Removed: November 19, 2019
+Added: Director November 18, 2020
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.