UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-K/A

Amendment No. 1

(Mark One)

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

For the fiscal year ended September 30, 2020

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

COMMISSION FILE NUMBER: 1-35999

Oaktree Strategic Income Corporation

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


DELAWARE		61-1713295
(State or jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

333 South Grand Avenue, 28th Floor

Los Angeles, CA

90071

(Address of principal executive office)

(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 Exchangeon Which Registered
Common Stock, par value $0.01 per share	OCSI	The Nasdaq Stock Market LLC

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

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 periods as the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ 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.

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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

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

The aggregate market value of the registrant’s common stock held by non-affiliates of the registrant as of March 31, 2020 was $122,830,348. For the purposes of calculating the aggregate market value of common stock held by non-affiliates, the registrant has excluded (1) shares held by its current directors and officers and (2) those reported to be held by Fifth Street Holdings L.P. and Leonard M. Tannenbaum and his other affiliates. The registrant had 29,466,768 shares of common stock outstanding as of December 18, 2020.

DOCUMENTS INCORPORATED BY REFERENCE

None.

EXPLANATORY NOTE

Oaktree Strategic Income Corporation, a Delaware corporation, or together with its subsidiaries, where applicable, the Company, which may also be referred to as “we”, “us” or “our”, is filing this Amendment No. 1 (the “Amendment”) to our Annual Report on Form 10-K for the fiscal year ended September 30, 2020, which was filed with the SEC on November 19, 2020 (the “Form 10-K”), to (1) provide the information required by Items 10 through 14 of Part III because, in light of the proposed merger with Oaktree Specialty Lending Corporation, we no longer expect to file a definitive proxy statement within 120 days after September 30, 2020, the end of the fiscal year covered by the Form 10-K (and reference to our proxy statement on the cover page has been deleted accordingly) and (2) provide audited financial statements for our investment in an unconsolidated controlled portfolio company, OCSI Glick JV LLC (“OCSI Glick JV”), for the year ended September 30, 2020. The OCSI Glick JV consolidated financial statements for the fiscal years ended September 30, 2020, 2019 and 2018 (Exhibit 99.1) are included in Part IV, Item 15 of this filing.

We have determined that the OCSI Glick JV has met the conditions of a significant subsidiary under Rule 1-02(w) of Regulation S-X for which we are required, pursuant to Rule 3-09 of Regulation S-X, to provide audited financial statements as an exhibit to the Form 10-K. In accordance with Rule 3-09(b), the separate financial statements of the OCSI Glick JV are being filed as an amendment to the Form 10-K within 90 days after the end of the OCSI Glick JV’s September 30 fiscal year.

This Amendment also updates, amends and supplements Part II, Item 8 of the Form 10-K to (1) include the phrase “Public Company Accounting Oversight Board (United States)” inadvertently omitted by Ernst & Young LLP (“EY”) from the second paragraph of its “Report of Independent Registered Public Accounting Firm” and (2) add the following sentences inadvertently omitted by EY from the end of the third paragraph of its “Report of Independent Registered Public Accounting Firm”: “The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.” The changes to the report of EY do not affect EY’s unqualified opinion on the Company’s financial statements included in the Form 10-K. This Amendment also updates, amends and supplements Part IV, Item 15 of the Form 10-K to include the filing of new Exhibits 31.1, 31.2, 32.1 and 32.2, certifications of our Chief Executive Officer and Chief Financial Officer, pursuant to Rule 13a-14(a) and (b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

No other changes have been made to the Form 10-K. This Amendment does not reflect subsequent events that may have occurred after the original filing date of the Form 10-K or modify or update in any way disclosures made in the Form 10-K. Among other things, forward-looking statements made in the Form 10-K have not been revised to reflect events that occurred or facts that became known to us after filing of the Form 10-K, and such forward-looking statements should be read in their historical context. Furthermore, this Amendment should be read in conjunction with the Form 10-K and any subsequent filings with the SEC.

Item 8.

Financial Statements and Supplementary Data

Index to Consolidated Financial Statements


Report of Independent Registered Public Accounting Firm			2
Consolidated Statements of Assets and Liabilities as of September 30, 2020 and 2019			3
Consolidated Statements of Operations for the Years Ended September 30, 2020, 2019 and 2018			4
Consolidated Statements of Changes in Net Assets for the Years Ended September 30, 2020, 2019 and 2018			5
Consolidated Statements of Cash Flows for the Years Ended September 30, 2020, 2019 and 2018			6
Consolidated Schedule of Investments as of September 30, 2020			7
Consolidated Schedule of Investments as of September 30, 2019			14
Notes to Consolidated Financial Statements			21

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of Oaktree Strategic Income Corporation

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of assets and liabilities of Oaktree Strategic Income Corporation (the Company), including the consolidated schedules of investments, as of September 30, 2020 and 2019, the related consolidated statements of operations, changes in net assets, and cash flows for each of the three years in the period ended September 30, 2020, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at September 30, 2020 and 2019, and the results of its operations, changes in its net assets, and its cash flows for each of the three years in the period ended September 30, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of September 30, 2020 and 2019 by correspondence with the custodians, syndication agents and underlying investee companies, and by other appropriate auditing procedures where confirmation was not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2018.

Los Angeles, CA

November 18, 2020

Oaktree Strategic Income Corporation

Consolidated Statements of Assets and Liabilities


	September 30, 2020			September 30, 2019
ASSETS
Investments at fair value:
Control investments (cost September 30, 2020: $72,157,302; cost September 30, 2019: $73,189,664)	$	49,409,901		$	54,326,418
Non-control/Non-affiliate investments (cost September 30, 2020: $466,907,805; cost September 30, 2019: $553,679,070)		452,883,464			542,778,029

Total investments at fair value (cost September 30, 2020: $539,065,107; cost September 30, 2019: $626,868,734)		502,293,365			597,104,447
Cash and cash equivalents		25,072,749			5,646,899
Restricted cash		4,427,678			8,404,733
Interest, dividends and fees receivable		1,273,014			3,813,730
Due from portfolio companies		527,064			350,597
Receivables from unsettled transactions		7,966,668			5,091,671
Deferred financing costs		2,130,020			2,139,299
Deferred offering costs		121,310			—
Derivative asset at fair value		—			20,876
Other assets		557,776			761,462

Total assets	$	544,369,644		$	623,333,714

LIABILITIES AND NET ASSETS
Liabilities:
Accounts payable, accrued expenses and other liabilities	$	1,401,709		$	901,410
Base management fee and incentive fee payable		1,663,660			1,368,431
Due to affiliate		1,165,838			1,457,007
Interest payable		1,486,077			2,750,587
Payables from unsettled transactions		4,254,635			37,724,473
Derivative liability at fair value		129,936			—
Director fees payable		—			25,000
Credit facilities payable		256,656,800			294,656,800
Secured borrowings		10,929,578			—

Total liabilities		277,688,233			338,883,708
Commitments and contingencies (Note 14)
Net assets:
Common stock, $0.01 par value per share, 150,000,000 shares authorized; 29,466,768 shares issued and outstanding as of September 30, 2020 and September 30, 2019		294,668			294,668
Additional paid-in-capital		369,199,332			369,199,332
Accumulated overdistributed earnings		(102,812,589	)		(85,043,994	)

Total net assets (equivalent to $9.05 and $9.65 per common share as of September 30, 2020 and September 30, 2019, respectively) (Note 12)		266,681,411			284,450,006

Total liabilities and net assets	$	544,369,644		$	623,333,714

See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Statements of Operations


	Year ended September 30, 2020			Year ended September 30, 2019			Year ended September 30, 2018
Interest income:
Control investments	$	1,436,726		$	5,945,194		$	3,970,056
Non-control/Non-affiliate investments		34,892,600			42,847,646			39,139,739
Interest on cash and cash equivalents		61,971			202,213			273,552

Total interest income		36,391,297			48,995,053			43,383,347

PIK interest income:
Control investments		—			—			2,161,339
Non-control/Non-affiliate investments		1,983,129			26,220			26,059

Total PIK interest income		1,983,129			26,220			2,187,398
Fee income:
Affiliate investments		—			—			14,822
Non-control/Non-affiliate investments		1,153,610			606,197			2,084,980

Total fee income		1,153,610			606,197			2,099,802

Dividend income:
Non-control/Non-affiliate investments		6,008			—			—

Total dividend income		6,008			—			—

Total investment income		39,534,044			49,627,470			47,670,547

Expenses:
Base management fee		5,642,982			5,875,236			5,657,786
Part I incentive fee		1,873,858			4,293,999			2,923,076
Professional fees		1,316,387			1,534,958			2,691,950
Directors fees		420,000			420,278			479,093
Interest expense		12,431,910			14,528,318			14,379,881
Administrator expense		911,612			1,121,984			1,085,819
General and administrative expenses		1,055,916			1,201,721			1,383,871

Total expenses		23,652,665			28,976,494			28,601,476
Fees waived		(322,121	)		(489,275	)		(702,261	)

Net expenses		23,330,544			28,487,219			27,899,215

Net investment income		16,203,500			21,140,251			19,771,332

Unrealized appreciation (depreciation):
Control investments		(3,884,155	)		(3,873,446	)		(1,255,842	)
Affiliate investments		—			—			16,543,140
Non-control/Non-affiliate investments		(3,123,300	)		(9,806,905	)		13,282,430
Foreign currency forward contract		(150,812	)		(24,931	)		45,807

Net unrealized appreciation (depreciation)		(7,158,267	)		(13,705,282	)		28,615,535

Realized gains (losses):
Affiliate investments		—			—			(15,914,916	)
Non-control/Non-affiliate investments		(10,326,109	)		(943,588	)		(11,675,522	)
Foreign currency forward contract		13,673			482,601			(123,380	)

Net realized gains (losses)		(10,312,436	)		(460,987	)		(27,713,818	)

Net realized and unrealized gains (losses)		(17,470,703	)		(14,166,269	)		901,717

Net increase (decrease) in net assets resulting from operations	$	(1,267,203	)	$	6,973,982		$	20,673,049

Net investment income per common share — basic and diluted	$	0.55		$	0.72		$	0.67
Earnings (loss) per common share — basic and diluted (Note 5)	$	(0.04	)	$	0.24		$	0.70
Weighted average common shares outstanding — basic and diluted		29,466,768			29,466,768			29,466,768

See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Statements of Changes in Net Assets


	Year ended September 30, 2020			Year ended September 30, 2019			Year ended September 30, 2018
Operations:
Net investment income	$	16,203,500		$	21,140,251		$	19,771,332
Net unrealized appreciation (depreciation)		(7,158,267	)		(13,705,282	)		28,615,535
Net realized gains (losses)		(10,312,436	)		(460,987	)		(27,713,818	)

Net increase (decrease) in net assets resulting from operations		(1,267,203	)		6,973,982			20,673,049

Stockholder transactions:
Distributions to stockholders		(16,501,392	)		(18,269,396	)		(16,452,988	)
Tax return of capital		—			—			(2,111,075	)

Net increase (decrease) in net assets from stockholder transactions		(16,501,392	)		(18,269,396	)		(18,564,063	)

Capital share transactions:
Issuance of common stock under dividend reinvestment plan		291,848			215,067			281,737
Repurchases of common stock under dividend reinvestment plan		(291,848	)		(215,067	)		(281,737	)

Net change in net assets from capital share transactions		—			—			—

Total increase (decrease) in net assets		(17,768,595	)		(11,295,414	)		2,108,986
Net assets at beginning of period		284,450,006			295,745,420			293,636,434

Net assets at end of period	$	266,681,411		$	284,450,006		$	295,745,420

Net asset value per common share	$	9.05		$	9.65		$	10.04

Common shares outstanding at end of period		29,466,768			29,466,768			29,466,768

See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Statements of Cash Flows


	Year ended September 30, 2020			Year ended September 30, 2019			Year ended September 30, 2018
Operating activities:
Net increase (decrease) in net assets resulting from operations	$	(1,267,203	)	$	6,973,982		$	20,673,049
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		7,158,267			13,705,282			(28,615,535	)
Net realized (gains) losses		10,312,436			460,987			27,713,818
PIK interest income		(1,983,129	)		(26,220	)		(2,187,398	)
Deferred fee income		—			—			182,004
Accretion of original issue discount on investments		(1,488,128	)		(2,226,783	)		(2,846,469	)
Amortization of deferred financing costs		1,283,258			618,376			2,745,365
Purchases of investments		(223,983,589	)		(249,144,958	)		(455,031,026	)
Proceeds from the sales and repayments of investments		304,685,202			196,995,385			464,333,631
Changes in operating assets and liabilities:
(Increase) decrease in interest, dividends and fees receivable		2,658,062			(674,396	)		(125,259	)
(Increase) decrease in due from portfolio companies		(176,467	)		(182,651	)		118,314
(Increase) decrease in receivables from unsettled transactions		(2,874,997	)		51,862			(4,638,533	)
(Increase) decrease in other assets		203,686			130,498			(706,624	)
Increase (decrease) in accounts payable, accrued expenses and other liabilities		(127,501	)		(26,371	)		166,904
Increase (decrease) in base management fee and incentive fee payable		295,229			(547,251	)		(320,505	)
Increase (decrease) in due to affiliate		(291,169	)		(243,945	)		1,250,435
Increase (decrease) in interest payable		(1,264,510	)		1,619,852			(865,436	)
Increase (decrease) in payables from unsettled transactions		(33,469,838	)		28,791,973			(40,097,289	)
Increase (decrease) in director fees payable		(25,000	)		25,000			(98,008	)

Net cash provided by (used in) operating activities		59,644,609			(3,699,378	)		(18,348,562	)

Financing activities:
Distributions paid in cash		(16,209,544	)		(18,054,329	)		(18,282,326	)
Borrowings under credit facilities		79,500,000			122,100,000			311,000,000
Repayments of borrowings under credit facilities		(117,500,000	)		(102,500,000	)		(118,900,000	)
Proceeds from secured borrowings		10,929,578			—			—
Proceeds from issuance of notes payable		—			—			3,000,000
Repayments of notes payable		—			—			(183,000,000	)
Repurchases of common stock under dividend reinvestment plan		(291,848	)		(215,067	)		(281,737	)
Deferred financing costs paid		(646,179	)		(10,000	)		(1,767,975	)
Offering costs paid		(121,310	)		—			—

Net cash provided by (used in) financing activities		(44,339,303	)		1,320,604			(8,232,038	)

Effect of exchange rate changes on foreign currency		143,489			(1,381	)		—

Net increase (decrease) in cash and cash equivalents and restricted cash		15,448,795			(2,380,155	)		(26,580,600	)

Cash and cash equivalents and restricted cash, beginning of period		14,051,632			16,431,787			43,012,387

Cash and cash equivalents and restricted cash, end of period	$	29,500,427		$	14,051,632		$	16,431,787

Supplemental information:
Cash paid for interest	$	12,413,162		$	12,290,090		$	12,499,952
Non-cash financing activities:
Issuance of shares of common stock under dividend reinvestment plan	$	291,848		$	215,067		$	281,737
Deferred financing costs incurred		(627,800	)		(278,000	)		—

Reconciliation to the Consolidated Statements of Assets and Liabilities	September 30, 2020			September 30, 2019			September 30, 2018
Cash and cash equivalents	$	25,072,749		$	5,646,899		$	10,439,023
Restricted cash		4,427,678			8,404,733			5,992,764

Total cash and cash equivalents and restricted cash	$	29,500,427		$	14,051,632		$	16,431,787


See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost		Fair Value		Notes
Control Investments												(8)
OCSI Glick JV LLC				Multi-Sector Holdings								(10)(11)
Subordinated Note, LIBOR+4.50% cash due 10/20/2028					$	65,045,551	$	65,045,551	$	49,409,901		(6)(9)(14)(15)(16)
87.5% equity interest								7,111,751		—		(9)(12)(14)

								72,157,302		49,409,901

Total Control Investments (18.5% of net assets)							$	72,157,302	$	49,409,901

Non-Control/Non-Affiliate Investments												(13)
4 Over International, LLC				Commercial Printing
First Lien Term Loan, LIBOR+6.00% cash due 6/7/2022		7.00	%		$	5,492,885	$	5,432,331	$	5,094,651		(6)(15)
First Lien Revolver, LIBOR+6.00% cash due 6/7/2021		7.00	%			68,452		67,950		63,489		(6)(15)

								5,500,281		5,158,140
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	%			1,635,810		1,593,419		1,504,945		(6)

								1,593,419		1,504,945
Access CIG, LLC				Diversified Support Services
First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025		3.91	%			5,406,946		5,370,428		5,303,052		(6)

								5,370,428		5,303,052
Accupac, Inc.				Personal Products
First Lien Term Loan, LIBOR+6.00% cash due 1/17/2026		7.00	%			3,816,685		3,757,755		3,816,685		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 1/17/2026						—		(11,070)		—		(6)(14)(15)
First Lien Revolver, LIBOR+6.00% cash due 1/17/2026		7.00	%			477,989		470,609		477,989		(6)(15)

								4,217,294		4,294,674
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	%			6,412,119		6,280,139		6,139,604		(6)(9)

								6,280,139		6,139,604
Airbnb, Inc.				Hotels, Resorts & Cruise Lines
First Lien Term Loan, LIBOR+7.50% cash due 4/17/2025		8.50	%			4,755,083		4,645,028		5,159,265		(6)

								4,645,028		5,159,265
Aldevron, L.L.C.				Biotechnology
First Lien Term Loan, LIBOR+4.25% cash due 10/12/2026		5.25	%			5,493,198		5,449,615		5,504,624		(6)

								5,449,615		5,504,624
All Web Leads, Inc.				Advertising
First Lien Term Loan, LIBOR+5.50% cash 2.0% PIK due 12/29/2023		6.50	%			24,174,889		24,174,863		22,317,000		(6)(15)(18)

								24,174,863		22,317,000
Amplify Finco Pty Ltd.				Movies & Entertainment
First Lien Term Loan, LIBOR+4.00% cash due 11/26/2026		4.75	%			5,970,000		5,910,300		5,134,200		(6)(9)(15)

								5,910,300		5,134,200
Ancile Solutions, Inc.				Application Software
First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021		8.00	%			7,825,529		7,747,218		7,770,750		(6)(15)

								7,747,218		7,770,750
Apptio, Inc.				Application Software
First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025		8.25	%			10,693,944		10,539,199		10,483,861		(6)(15)
First Lien Revolver, LIBOR+7.25% cash due 1/10/2025						—		(9,867)		(13,600)		(6)(14)(15)

								10,529,332		10,470,261
Ardonagh Midco 3 PLC				Insurance Brokers
First Lien Term Loan, EURIBOR+7.50% cash due 7/14/2026		8.50	%		€	480,000		531,300		546,549		(6)(9)(15)
First Lien Term Loan, UK LIBOR+7.50% cash due 7/14/2026		8.25	%		£	3,767,573		4,584,049		4,729,468		(6)(9)(15)(18)
First Lien Delayed Draw Term Loan, UK LIBOR+7.50% cash due 7/14/2026					£	—		—		—		(6)(9)(14)(15)

								5,115,349		5,276,017

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost		Fair Value		Notes
Athenex, Inc.				Pharmaceuticals
First Lien Term Loan, 11.00% cash due 6/19/2026					$	5,316,814	$	5,094,543	$	5,276,938		(9)(15)
First Lien Delayed Draw Term Loan, 11.00% cash due 6/19/2026						1,329,204		1,198,792		1,279,359		(9)(14)(15)
62,097 Common Stock Warrants (exercise price $12.63) expiration date 6/19/2027								213,614		183,186		(9)(15)

								6,506,949		6,739,483
Ball Metalpack Finco, LLC				Metal & Glass Containers
First Lien Term Loan, LIBOR+4.50% cash due 7/31/2025		4.76	%			3,424,981		3,413,060		3,308,532		(6)(15)

								3,413,060		3,308,532
Blackhawk Network Holdings, Inc.				Data Processing & Outsourced Services
Second Lien Term Loan, LIBOR+7.00% cash due 6/15/2026		7.19	%			4,375,000		4,341,470		4,025,000		(6)

								4,341,470		4,025,000
Boxer Parent Company Inc.				Systems Software
First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025		4.40	%			6,057,113		5,992,780		5,895,357		(6)

								5,992,780		5,895,357
Cadence Aerospace, LLC				Aerospace & Defense
First Lien Term Loan, LIBOR+3.25% cash 5.25% PIK due 11/14/2023		4.25	%			13,590,961		13,499,354		12,481,939		(6)(15)

								13,499,354		12,481,939
Carrols Restaurant Group, Inc.				Restaurants
First Lien Term Loan, LIBOR+6.25% cash due 4/30/2026		7.25	%			3,577,035		3,398,183		3,550,207		(6)

								3,398,183		3,550,207
Chief Power Finance II, LLC				Independent Power Producers & Energy Traders
First Lien Term Loan, LIBOR+6.50% cash due 12/31/2022		7.50	%			3,325,000		3,265,964		3,167,063		(6)(15)

								3,265,964		3,167,063
CircusTrix Holdings LLC				Leisure Facilities
First Lien Term Loan, LIBOR+6.75% PIK due 12/16/2021						9,434,200		9,402,902		7,260,560		(6)(15)

								9,402,902		7,260,560
CITGO Petroleum Corp.				Oil & Gas Refining & Marketing
First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024		6.00	%			5,387,652		5,333,776		5,131,738		(6)

								5,333,776		5,131,738
Connect U.S. Finco LLC				Alternative Carriers
First Lien Term Loan, LIBOR+4.50% cash due 12/11/2026		5.50	%			1,340,037		1,278,156		1,302,355		(6)(9)

								1,278,156		1,302,355
Continental Intermodal Group LP				Oil & Gas Storage & Transportation
First Lien Term Loan, LIBOR+9.50% PIK due 1/28/2025						10,224,899		10,224,899		8,989,731		(6)(15)
Common Stock Warrants expiration date 7/28/2025								—		690,993

								10,224,899		9,680,724
Coyote Buyer, LLC				Specialty Chemicals
First Lien Term Loan, LIBOR+6.00% cash due 2/6/2026		7.00	%			5,450,344		5,395,841		5,395,841		(6)(15)
First Lien Revolver, LIBOR+6.00% cash due 2/6/2025						—		(3,913)		(3,913)		(6)(14)(15)

								5,391,928		5,391,928
CPI Holdco, LLC				Health Care Supplies
First Lien Term Loan, LIBOR+4.25% cash due 11/4/2026		4.40	%			5,894,380		5,869,505		5,875,960		(6)

								5,869,505		5,875,960

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost		Fair Value		Notes
CTOS, LLC				Trading Companies & Distributors
First Lien Term Loan, LIBOR+4.25% cash due 4/18/2025		4.40	%		$	8,731,138	$	8,827,767	$	8,671,111		(6)

								8,827,767		8,671,111
Curium Bidco S.à.r.l.				Biotechnology
First Lien Term Loan, LIBOR+3.75% cash due 7/9/2026		3.97	%			3,960,000		3,930,300		3,930,300		(6)(9)

								3,930,300		3,930,300
Dealer Tire, LLC				Distributors
First Lien Term Loan, LIBOR+4.25% cash due 12/12/2025		4.40	%			8,851,404		8,760,175		8,674,375		(6)

								8,760,175		8,674,375
EnergySolutions LLC				Environmental & Facilities Services
First Lien Term Loan, LIBOR+3.75% cash due 5/9/2025		4.75	%			3,910,000		3,897,041		3,753,600		(6)

								3,897,041		3,753,600
eResearch Technology, Inc.				Application Software
First Lien Term Loan, LIBOR+4.50% cash due 2/4/2027		5.50	%			3,990,000		3,950,100		3,979,187		(6)

								3,950,100		3,979,187
Firstlight Holdco, Inc.				Alternative Carriers
First Lien Term Loan, LIBOR+3.50% cash due 7/23/2025		3.65	%			7,084,337		7,059,645		6,827,530		(6)

								7,059,645		6,827,530
Fortress Biotech, Inc.				Biotechnology
First Lien Term Loan, 11.00% cash due 8/27/2025						3,013,000		2,831,219		2,854,818		(9)(15)(18)
87,852 Common Stock Warrants (exercise price $3.20) expiration date 8/27/2030								93,123		151,105		(9)(15)

								2,924,342		3,005,923
GI Chill Acquisition LLC				Managed Health Care
First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025		4.22	%			2,969,697		2,947,424		2,917,727		(6)(15)

								2,947,424		2,917,727
GKD Index Partners, LLC				Specialized Finance
First Lien Term Loan, LIBOR+7.00% cash due 6/29/2023		8.00	%			8,051,177		8,007,041		7,914,307		(6)(15)
First Lien Revolver, LIBOR+7.00% cash due 6/29/2023		8.00	%			355,556		352,069		347,556		(6)(14)(15)

								8,359,110		8,261,863
Global Medical Response				Health Care Services
First Lien Term Loan, LIBOR+4.25% cash due 3/14/2025		5.25	%			2,463,340		2,422,270		2,395,598		(6)

								2,422,270		2,395,598
Guidehouse LLP				Research & Consulting Services
First Lien Term Loan, LIBOR+4.50% cash due 5/1/2025		4.65	%			2,474,683		2,453,364		2,456,135		(6)
Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026		8.15	%			5,000,000		4,982,443		4,825,000		(6)(15)

								7,435,807		7,281,135
Gulf Operating, LLC				Oil & Gas Storage & Transportation
First Lien Term Loan, LIBOR+5.25% cash due 8/25/2023		6.25	%			1,316,869		751,248		934,430		(6)

								751,248		934,430
Helios Software Holdings, Inc.				Systems Software
First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025		4.52	%			3,969,690		3,929,993		3,922,570		(6)

								3,929,993		3,922,570
iCIMs, Inc.				Application Software
First Lien Term Loan, LIBOR+6.50% cash due 9/12/2024		7.50	%			5,572,549		5,497,575		5,527,968		(6)(15)
First Lien Revolver, LIBOR+6.50% cash due 9/12/2024						—		(4,940)		(2,353)		(6)(14)(15)

								5,492,635		5,525,615
Immucor, Inc.				Health Care Supplies
First Lien Term Loan, LIBOR+5.75% cash due 7/2/2025		6.75	%			2,267,567		2,224,475		2,222,215		(6)(15)
First Lien Revolver, LIBOR+5.75% cash due 7/2/2025						—		(3,600)		(3,789)		(6)(14)(15)
Second Lien Term Loan, LIBOR+8.00% cash 3.50% PIK due 10/2/2025		9.00	%			5,465,318		5,362,101		5,356,011		(6)(15)

								7,582,976		7,574,437

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost		Fair Value		Notes
KIK Custom Products Inc.				Household Products
First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023		5.00	%		$	3,326,063	$	3,338,452	$	3,313,557		(6)(9)

								3,338,452		3,313,557
Lannett Company, Inc.				Pharmaceuticals
First Lien Term Loan, LIBOR+5.38% cash due 11/25/2022		6.38	%			6,794,491		6,802,553		6,692,574		(6)(9)

								6,802,553		6,692,574
Lightbox Intermediate, L.P.				Real Estate Services
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026		5.15	%			9,875,000		9,755,743		9,430,625		(6)(15)

								9,755,743		9,430,625
LogMeIn, Inc.				Application Software
First Lien Term Loan, LIBOR+4.75% cash due 8/31/2027		4.91	%			4,000,000		3,900,591		3,873,760		(6)

								3,900,591		3,873,760
MHE Intermediate Holdings, LLC				Diversified Support Services
First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024		6.00	%			11,419,753		11,305,654		11,114,846		(6)(15)
First Lien Revolver, LIBOR+5.00% cash due 3/10/2023						—		(228,947)		(140,296)		(6)(14)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024		6.00	%			2,325,487		2,351,985		2,263,397		(6)(15)

								13,428,692		13,237,947
Mindbody, Inc.				Internet Services & Infrastructure
First Lien Term Loan, LIBOR+7.00% cash 1.5% PIK due 2/14/2025		8.00	%			9,092,898		8,961,003		8,383,652		(6)(15)
First Lien Revolver, LIBOR+8.00% cash due 2/14/2025						—		(13,884)		(75,238)		(6)(14)(15)

								8,947,119		8,308,414
Ministry Brands, LLC				Application Software
First Lien Revolver, LIBOR+5.00% cash due 12/2/2022		6.00	%			57,500		56,639		56,650		(6)(14)(15)
Second Lien Term Loan, LIBOR+9.25% cash due 6/2/2023		10.25	%			2,000,000		1,985,308		1,982,994		(6)(15)

								2,041,947		2,039,644
MRI Software LLC				Application Software
First Lien Term Loan, LIBOR+5.50% cash due 2/10/2026		6.50	%			5,968,744		5,918,189		5,824,509		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 2/10/2026						—		(22,352)		(52,991)		(6)(14)(15)
First Lien Revolver, LIBOR+5.50% cash due 2/10/2026						—		(5,283)		(12,765)		(6)(14)(15)

								5,890,554		5,758,753
NeuAG, LLC				Fertilizers & Agricultural Chemicals
First Lien Term Loan, LIBOR+5.50% cash 7.0% PIK due 9/11/2024		7.00	%			8,529,688		8,194,410		8,188,501		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash 7.0% PIK due 9/11/2024								(42,360)		(42,360)		(6)(14)(15)

								8,152,050		8,146,141
Northwest Fiber, LLC				Integrated Telecommunication Services
First Lien Term Loan, LIBOR+5.50% cash due 4/30/2027		5.66	%			4,200,473		4,049,552		4,205,723		(6)

								4,049,552		4,205,723
OEConnection LLC				Application Software
First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026		4.15	%			7,920,420		7,881,988		7,831,315		(6)
First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026						—		(2,227)		(5,640)		(6)(14)

								7,879,761		7,825,675
Olaplex, Inc.				Personal Products
First Lien Term Loan, LIBOR+6.50% cash due 1/8/2026		7.50	%			8,887,500		8,731,401		8,887,500		(6)(15)
First Lien Revolver, LIBOR+6.50% cash due 1/8/2025		7.50	%			486,000		469,401		486,000		(6)(14)(15)

								9,200,802		9,373,500

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost		Fair Value		Notes
Onvoy, LLC				Integrated Telecommunication Services
First Lien Term Loan, LIBOR+4.50% cash due 2/10/2024		5.50	%		$	3,821,010	$	3,811,810	$	3,668,571		(6)

								3,811,810		3,668,571
PaySimple, Inc.				Data Processing & Outsourced Services
First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025		5.65	%			9,906,964		9,742,150		9,560,221		(6)(15)

								9,742,150		9,560,221
Peraton Corp.				Aerospace & Defense
First Lien Term Loan, LIBOR+5.25% cash due 4/29/2024		6.25	%			6,288,750		6,272,774		6,241,584		(6)(15)

								6,272,774		6,241,584
PG&E Corporation				Electric Utilities
First Lien Term Loan, LIBOR+4.50% cash due 6/23/2025		5.50	%			1,995,000		1,966,495		1,958,422		(6)

								1,966,495		1,958,422
ProFrac Services, LLC				Industrial Machinery
First Lien Term Loan, LIBOR+7.50% cash due 9/15/2023		8.75	%			8,289,847		8,240,727		6,362,458		(6)(15)

								8,240,727		6,362,458
Project Boost Purchaser, LLC				Application Software
Second Lien Term Loan, LIBOR+8.00% cash due 5/9/2027		8.15	%			1,500,000		1,500,000		1,350,000		(6)(15)

								1,500,000		1,350,000
Pug LLC				Internet & Direct Marketing Retail
First Lien Term Loan, LIBOR+8.00% cash due 2/12/2027		8.75	%			5,704,000		5,363,954		5,547,140		(6)

								5,363,954		5,547,140
Recorded Books Inc.				Publishing
First Lien Term Loan, LIBOR+4.00% cash due 8/29/2025		4.16	%			9,757,714		9,660,137		9,708,926		(6)

								9,660,137		9,708,926
RevSpring, Inc.				Commercial Printing
First Lien Term Loan, LIBOR+4.25% cash due 10/11/2025		4.47	%			9,825,000		9,807,175		9,628,500		(6)(15)

								9,807,175		9,628,500
Sabert Corporation				Metal & Glass Containers
First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026		5.50	%			1,885,500		1,866,645		1,860,366		(6)

								1,866,645		1,860,366
Salient CRGT, Inc.				Aerospace & Defense
First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022		7.50	%			5,488,244		5,457,684		5,104,067		(6)(15)

								5,457,684		5,104,067
Signify Health, LLC				Health Care Services
First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024		5.50	%			10,725,000		10,658,741		10,349,625		(6)

								10,658,741		10,349,625
Sirva Worldwide, Inc.				Diversified Support Services
First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025		5.65	%			7,650,000		7,535,250		6,387,750		(6)

								7,535,250		6,387,750
Star US Bidco LLC				Industrial Machinery
First Lien Term Loan, LIBOR+4.25% cash due 3/17/2027		5.25	%			5,826,911		5,529,350		5,564,700		(6)

								5,529,350		5,564,700
Supermoose Borrower, LLC				Application Software
First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025		3.90	%			1,483,087		1,401,939		1,337,099		(6)

								1,401,939		1,337,099
Trident Topco LLC				Health Care Services
58.99 Class A Warrants (exercise price $156.164) expiration date 3/20/2021								—		—		(15)

								—		—
Truck Hero, Inc.				Auto Parts & Equipment
First Lien Term Loan, LIBOR+3.75% cash due 4/22/2024		3.90	%			5,681,160		5,688,828		5,520,667		(6)

								5,688,828		5,520,667

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost		Fair Value		Notes
UFC Holdings, LLC				Movies & Entertainment
First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026		4.25	%		$	2,887,362	$	2,819,945	$	2,844,961		(6)

								2,819,945		2,844,961
Uniti Group Inc.				Specialized REITs
40,052 Shares of Common Stock								253,529		421,948		(9)(17)

								253,529		421,948
Veritas US Inc.				Application Software
First Lien Term Loan, LIBOR+5.50% cash due 9/1/2025		6.50	%			6,000,000		5,880,994		5,885,010		(6)

								5,880,994		5,885,010
Verscend Holding Corp.				Health Care Technology
First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025		4.65	%			11,830,827		11,732,318		11,752,447		(6)

								11,732,318		11,752,447
William Morris Endeavor Entertainment, LLC				Movies & Entertainment
First Lien Term Loan, LIBOR+8.50% cash due 5/18/2025		9.50	%			8,371,098		7,942,825		8,371,098		(6)(15)

								7,942,825		8,371,098
Windstream Services II, LLC				Integrated Telecommunication Services
First Lien Term Loan, LIBOR+6.25% cash due 9/21/2027		7.25	%			5,985,000		5,746,163		5,807,964		(6)
11,903 Shares of Common Stock in Windstream Holdings II, LLC								102,837		134,504		(15)
72,205 Warrants in Windstream Holdings II, LLC								1,785,324		793,624		(15)

								7,634,324		6,736,092
WP CPP Holdings, LLC				Aerospace & Defense
First Lien Term Loan, LIBOR+3.50% cash due 4/30/2025		4.50	%			4,411,964		4,404,415		3,886,941		(6)
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026		8.75	%			1,000,000		992,746		780,000		(6)(15)

								5,397,161		4,666,941
Zep Inc.				Specialty Chemicals
First Lien Term Loan, LIBOR+4.00% cash due 8/12/2024		5.00	%			4,607,500		4,632,209		4,349,779		(6)

								4,632,209		4,349,779

Total Non-Control/Non-Affiliate Investments (169.8% of net assets)							$	466,907,805	$	452,883,464

Total Portfolio Investments (188.3% of net assets)							$	539,065,107	$	502,293,365

Cash and Cash Equivalents and Restricted Cash
JP Morgan Prime Money Market Fund, Institutional Shares							$	7,052,674	$	7,052,674
Other cash accounts								22,447,753		22,447,753

Cash and Cash Equivalents and Restricted Cash (11.1% of net assets)							$	29,500,427	$	29,500,427

Total Portfolio Investments, Cash and Cash Equivalents and Restricted Cash (199.4% of net assets)							$	568,565,534	$	531,793,792


Derivatives Instrument	Notional Amount Purchased / (Sold) in U.S. Dollars		Notional Amount Purchased / (Sold) in Local Currency			Maturity Date		Counterparty	Cumulative Unrealized Appreciation (Depreciation)
Foreign currency forward contract	$	529,015	€	(465,600	)		11/12/2020	JPMorgan Chase Bank, N.A.	$	(17,450	)
Foreign currency forward contract	$	4,613,133	£	(3,654,546	)		11/12/2020	JPMorgan Chase Bank, N.A.	$	(112,486	)

									$	(129,936	)

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

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

(3)

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.

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020

(4)	Each of the Company’s investments is pledged as collateral under one or more of its credit facilities. A single investment may be divided into parts that are individually pledged as collateral to separate credit facilities.

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

(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 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 180-day UK LIBOR at 0.22% 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 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)

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 83.1% of the Company’s total assets and non-qualifying assets represented 16.9% of the Company’s total assets.

(10)

As defined in the Investment Company Act, the Company is deemed to be both an “Affiliated Person” of and to “Control” this portfolio company 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 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.

(11)	See Note 3 to the Consolidated Financial Statements for portfolio composition.

(12)

This investment was valued using net asset value as a practical expedient for fair value. Consistent with Financial Accounting Standards Board (“FASB”) guidance under Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosure (“ASC 820”), these investments are excluded from the hierarchical levels.

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

(14)	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.

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

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

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

(18)

The sale of all or a portion of this investment did not qualify for sale accounting under FASB ASC Topic 860, Transfers and Servicing (“ASC 860”), and therefore the investment remains on the Company’s Consolidated Schedule of Investments as of September 30, 2020. See Note 6 in the Consolidated Financial Statements for further details.

See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2019


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry		Principal (7)		Cost			Fair Value			Notes
Control Investments														(8)
OCSI Glick JV LLC					Multi-sector holdings									(10)(11)
Subordinated Note, LIBOR+6.50% cash due 10/20/2021		8.89	%			$	66,077,912	$	66,077,913		$	54,326,418		(6)(9)(14)(15)
87.5% equity interest									7,111,751			—		(9)(12)(14)

									73,189,664			54,326,418

Total Control Investments (19.1% of net assets)								$	73,189,664		$	54,326,418


Non-Control/Non-Affiliate Investments														(13)
4 Over International, LLC					Commercial printing
First Lien Term Loan, LIBOR+6.00% cash due 6/7/2022		8.04	%			$	5,612,060	$	5,547,000		$	5,504,869		(6)(15)
First Lien Revolver, PRIME+5.00% cash due 6/7/2021		10.00	%				7,823		7,321			6,516		(6)(14)(15)

									5,554,321			5,511,385
99 Cents Only Stores LLC					General merchandise stores
First Lien Term Loan, LIBOR+5.00% cash 1.50% PIK due 1/13/2022		7.10	%				1,626,953		1,549,641			1,425,618		(6)

									1,549,641			1,425,618
Access CIG, LLC					Diversified support services
First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025		6.07	%				5,462,360		5,417,080			5,404,350		(6)

									5,417,080			5,404,350
AI Ladder (Luxembourg) Subco S.a.r.l.					Electrical components & equipment
First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025		6.60	%				6,525,584		6,363,049			6,009,639		(6)(9)

									6,363,049			6,009,639
Air Medical Group Holdings, Inc.					Healthcare services
First Lien Term Loan, LIBOR+4.25% cash due 3/14/2025		6.29	%				2,488,670		2,437,830			2,337,272		(6)

									2,437,830			2,337,272
Airxcel, Inc.					Household appliances
First Lien Term Loan, LIBOR+4.50% cash due 4/28/2025		6.54	%				6,912,500		6,857,242			6,661,922		(6)

									6,857,242			6,661,922
AL Midcoast Holdings LLC					Oil & gas storage & transportation
First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025		7.60	%				564,300		558,657			556,541		(6)

									558,657			556,541
Aldevron, L.L.C.					Biotechnology
First Lien Term Loan, LIBOR+4.25% cash due 9/20/2026		6.36	%				4,000,000		3,960,000			4,020,000		(6)

									3,960,000			4,020,000
All Web Leads, Inc.					Advertising
First Lien Term Loan, LIBOR+7.50% cash due 12/29/2020		9.62	%				24,102,647		24,102,621			20,960,795		(6)(15)

									24,102,621			20,960,795
Allen Media, LLC					Movies & entertainment
First Lien Term Loan, LIBOR+6.50% cash due 8/30/2023		8.60	%				4,809,488		4,714,403			4,653,180		(6)(15)

									4,714,403			4,653,180
Ancile Solutions, Inc.					Application software
First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021		9.10	%				8,299,803		8,184,777			8,133,807		(6)(15)

									8,184,777			8,133,807
Apptio, Inc.					Application software
First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025		9.56	%				10,693,944		10,502,939			10,496,106		(6)(15)
First Lien Revolver, LIBOR+7.25% cash due 1/10/2025							—		(12,179	)		(12,808	)	(6)(14)(15)

									10,490,760			10,483,298
Aptos, Inc.					Computer & electronics retail
First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025		7.70	%				10,917,500		10,808,325			10,781,031		(6)(15)

									10,808,325			10,781,031
Avaya, Inc.					Communications equipment
First Lien Term Loan, LIBOR+4.25% cash due 12/15/2024		6.28	%				9,825,000		9,740,555			9,361,407		(6)

									9,740,555			9,361,407

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry		Principal (7)		Cost		Fair Value		Notes
Ball Metalpack Finco, LLC					Metal & glass containers
First Lien Term Loan, LIBOR+4.50% cash due 7/31/2025		6.62	%			$	8,887,500	$	8,850,147	$	8,387,578		(6)(15)

									8,850,147		8,387,578
Blackhawk Network Holdings, Inc.					Data processing & outsourced services
Second Lien Term Loan, LIBOR+7.00% cash due 6/15/2026		9.06	%				4,375,000		4,335,578		4,380,491		(6)

									4,335,578		4,380,491
Boxer Parent Company Inc.					Systems software
First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025		6.29	%				6,118,763		6,051,218		5,899,007		(6)

									6,051,218		5,899,007
Cadence Aerospace LLC					Aerospace & defense
First Lien Term Loan, LIBOR+6.50% cash due 11/14/2023		8.54	%				13,514,012		13,406,773		13,277,761		(6)(15)

									13,406,773		13,277,761
Canyon Buyer, Inc.					Application software
First Lien Term Loan, LIBOR+4.25% cash due 2/15/2025		6.36	%				8,931,990		8,834,396		8,887,330		(6)

									8,834,396		8,887,330
Cast & Crew Payroll, LLC					Application software
First Lien Term Loan, LIBOR+4.00% cash due 2/9/2026		6.05	%				4,975,000		4,925,250		5,018,531		(6)

									4,925,250		5,018,531
Cincinnati Bell Inc.					Integrated telecommunication services
First Lien Term Loan, LIBOR+3.25% cash due 10/2/2024		5.29	%				4,893,420		4,879,432		4,888,649		(6)(9)

									4,879,432		4,888,649
CircusTrix Holdings LLC					Leisure facilities
First Lien Term Loan, LIBOR+5.50% cash due 12/16/2021		7.54	%				8,072,229		8,025,765		8,014,503		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 12/16/2021		7.54	%				971,967		966,372		965,016		(6)(15)

									8,992,137		8,979,519
CITGO Petroleum Corp.					Oil & gas refining & marketing
First Lien Term Loan, LIBOR+4.50% cash due 7/29/2021		6.60	%				5,937,500		5,921,943		5,963,505		(6)
First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024		7.10	%				5,970,000		5,910,301		6,007,313		(6)

									11,832,244		11,970,818
Connect U.S. Finco LLC					Alternative carriers
First Lien Term Loan, LIBOR+4.50% cash due 9/23/2026		7.10	%				10,000,000		9,800,000		9,860,150		(6)(9)

									9,800,000		9,860,150
Curium Bidco S.à r.l.					Biotechnology
First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026		6.10	%				4,000,000		3,970,000		4,020,000		(6)(9)

									3,970,000		4,020,000
Curvature, Inc.					IT consulting & other services
First Lien Term Loan, LIBOR+5.00% cash due 10/30/2023		7.04	%				9,725,000		9,683,496		7,974,500		(6)
									9,683,496		7,974,500
Dcert Buyer, Inc.					Internet services & infrastructure
First Lien Term Loan, LIBOR+4.00% cash due 8/8/2026		6.26	%				9,000,000		8,977,500		8,983,125		(6)

									8,977,500		8,983,125
DigiCert, Inc.					Internet services & infrastructure
First Lien Term Loan, LIBOR+4.00% cash due 10/31/2024		6.04	%				10,631,986		10,611,348		10,629,753		(6)

									10,611,348		10,629,753
Ellie Mae, Inc.					Application software
First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026		6.04	%				6,500,000		6,467,500		6,518,980		(6)

									6,467,500		6,518,980
EnergySolutions LLC					Environmental & facilities services
First Lien Term Loan, LIBOR+3.75% cash due 5/9/2025		5.85	%				3,950,000		3,934,058		3,703,125		(6)

									3,934,058		3,703,125

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2019


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost			Fair Value			Notes
Femur Buyer, Inc.				Healthcare equipment
First Lien Term Loan, LIBOR+4.25% cash due 3/5/2026		6.38	%		$	8,977,500	$	8,887,725		$	8,994,333			(6)

								8,887,725			8,994,333
Firstlight Holdco, Inc.				Alternative carriers
First Lien Term Loan, LIBOR+3.50% cash due 7/23/2025		5.54	%			7,156,627		7,126,483			7,098,479			(6)

								7,126,483			7,098,479
Frontier Communications Corporation				Integrated telecommunication services
First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024		5.80	%			1,488,579		1,450,620			1,488,050			(6)(9)

								1,450,620			1,488,050
Gentiva Health Services, Inc.				Healthcare services
First Lien Term Loan, LIBOR+3.75% cash due 7/2/2025		5.81	%			3,989,924		3,985,062			4,017,355			(6)

								3,985,062			4,017,355
GKD Index Partners, LLC				Specialized finance
First Lien Term Loan, LIBOR+7.25% cash due 6/29/2023		9.35	%			8,616,315		8,551,811			8,503,011			(6)(15)
First Lien Revolver, LIBOR+7.25% cash due 6/29/2023						—		(3,327	)		(5,844	)		(6)(14)(15)

								8,548,484			8,497,167
GoodRx, Inc.				Interactive media & services
First Lien Term Loan, LIBOR+2.75% cash due 10/10/2025		4.81	%			3,925,963		3,917,442			3,930,871			(6)

								3,917,442			3,930,871
Guidehouse LLP				Research & consulting services
Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026		9.54	%			5,000,000		4,979,290			4,937,500			(6)

								4,979,290			4,937,500
iCIMs, Inc.				Application software
First Lien Term Loan, LIBOR+6.50% cash due 9/12/2024		8.56	%			5,572,549		5,478,546			5,479,203			(6)(15)
First Lien Revolver, LIBOR+6.50% cash due 9/12/2024						—		(4,852	)		(4,927	)		(6)(14)(15)

								5,473,694			5,474,276
Indivior Finance S.a.r.l.				Pharmaceuticals
First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022		6.76	%			5,368,935		5,344,971			4,943,903			(6)(9)

								5,344,971			4,943,903
Kellermeyer Bergensons Services, LLC				Environmental & facilities services
Second Lien Term Loan, LIBOR+8.50% cash due 4/29/2022		10.77	%			280,000		280,000			272,300			(6)(15)

								280,000			272,300
KIK Custom Products Inc.				Household products
First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023		6.26	%			5,000,000		5,025,753			4,756,250			(6)(9)

								5,025,753			4,756,250
Lannett Company, Inc.				Pharmaceuticals
First Lien Term Loan, LIBOR+5.38% cash due 11/25/2022		7.42	%			7,269,303		7,281,949			7,138,455			(6)(9)

								7,281,949			7,138,455
Lightbox Intermediate, L.P.				Real estate services
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026		7.05	%			9,975,000		9,832,986			9,875,250			(6)(15)

								9,832,986			9,875,250
Lytx Holdings, LLC				Research & consulting services
500 Class B Units								—			293,339			(15)

								—			293,339
McAfee, LLC				Systems software
First Lien Term Loan, LIBOR+3.75% cash due 9/30/2024		5.79	%			8,138,690		8,082,911			8,166,891			(6)

								8,082,911			8,166,891
McDermott Technology (Americas), Inc.				Oil & gas equipment & services
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2025		7.10	%			642,238		631,923			410,497			(6)(9)

								631,923			410,497

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2019


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost			Fair Value			Notes
MHE Intermediate Holdings, LLC				Diversified support services
First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024		7.10	%		$	11,538,092	$	11,389,771		$	11,307,331			(6)(15)
First Lien Revolver, LIBOR+5.00% cash due 3/10/2023		7.09	%			788,177		559,231			683,087			(6)(14)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024		7.10	%			2,349,480		2,376,251			2,302,490			(6)(15)

								14,325,253			14,292,908
Mindbody, Inc.				Internet services & infrastructure
First Lien Term Loan, LIBOR+7.00% cash due 2/14/2025		9.06	%			9,047,619		8,885,497			8,875,714			(6)(15)
First Lien Revolver, LIBOR+7.00% cash due 2/14/2025						—		(17,065	)		(18,095	)		(6)(14)(15)

								8,868,432			8,857,619
Ministry Brands, LLC				Application software
Second Lien Term Loan, LIBOR+9.25% cash due 6/2/2023		11.34	%			1,568,067		1,554,797			1,568,067			(6)(15)
Second Lien Delayed Draw Term Loan, LIBOR+9.25% cash due 6/2/2023		11.34	%			431,933		428,278			431,933			(6)(15)
First Lien Revolver, LIBOR+5.00% cash due 12/2/2022		7.04	%			20,000		19,139			20,000			(6)(14)(15)

								2,002,214			2,020,000
New Trident Holdcorp, Inc.				Healthcare services
58.99 Class A Warrants (exercise price $156.164) expiration date 3/20/2021								—			—			(15)

								—			—
OCI Beaumont LLC				Commodity chemicals
First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025		6.10	%			4,925,000		4,920,165			4,931,156			(6)(9)

								4,920,165			4,931,156
OEConnection LLC				Application software
First Lien Term Loan, LIBOR+4.00% cash due 9/24/2026		6.13	%			7,768,817		7,729,973			7,754,251			(6)
First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/24/2026						—		(3,656	)		(1,371	)		(6)(14)

								7,726,317			7,752,880
Onvoy, LLC				Integrated telecommunication services
First Lien Term Loan, LIBOR+4.50% cash due 2/10/2024		6.54	%			3,860,606		3,848,514			3,238,083			(6)

								3,848,514			3,238,083
PaySimple, Inc.				Data processing & outsourced services
First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025		7.55	%			7,550,000		7,400,733			7,436,750			(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 8/23/2025						—		(48,438	)		(36,750	)		(6)(14)(15)

								7,352,295			7,400,000
Peraton Corp.				Aerospace & defense
First Lien Term Loan, LIBOR+5.25% cash due 4/29/2024		7.30	%			6,353,750		6,333,030			6,306,097			(6)

								6,333,030			6,306,097
ProFrac Services, LLC				Industrial machinery
First Lien Term Loan, LIBOR+6.25% cash due 9/15/2023		8.66	%			9,394,444		9,319,898			9,206,556			(6)(15)

								9,319,898			9,206,556
Project Boost Purchaser, LLC				Application software
First Lien Term Loan, LIBOR+3.50% cash due 6/1/2026		5.54	%			2,800,000		2,772,000			2,785,650			(6)
Second Lien Term Loan, LIBOR+8.00% cash due 5/9/2027		10.14	%			1,500,000		1,500,000			1,500,000			(6)(15)

								4,272,000			4,285,650
PSI Services LLC				Human resource & employment services
First Lien Term Loan, LIBOR+5.00% cash due 1/20/2023		7.04	%			6,601,580		6,545,627			6,555,342			(6)(15)

								6,545,627			6,555,342
Recorded Books Inc.				Publishing
First Lien Term Loan, LIBOR+4.50% cash due 8/29/2025		6.54	%			10,395,000		10,291,050			10,421,039			(6)

								10,291,050			10,421,039
RevSpring, Inc.				Commercial printing
First Lien Term Loan, LIBOR+4.00% cash due 10/11/2025		6.04	%			9,925,000		9,903,404			9,866,095			(6)(15)

								9,903,404			9,866,095

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2020


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost		Fair Value		Notes
Salient CRGT, Inc.				Aerospace & defense
First Lien Term Loan, LIBOR+6.00% cash due 2/28/2022		8.05	%		$	5,731,994	$	5,676,942	$	5,445,395		(6)(15)

								5,676,942		5,445,395
Signify Health, LLC				Healthcare services
First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024		6.60	%			10,835,000		10,752,193		10,821,456		(6)

								10,752,193		10,821,456
Sirva Worldwide, Inc.				Diversified support services
First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025		7.54	%			7,850,000		7,732,250		7,614,500		(6)

								7,732,250		7,614,500
Sophia, L.P.				Systems software
First Lien Term Loan, LIBOR+3.25% cash due 9/30/2022		5.35	%			1,398,788		1,396,201		1,400,830		(6)

								1,396,201		1,400,830
StandardAero Aviation Holdings Inc.				Aerospace & defense
First Lien Term Loan, LIBOR+4.00% cash due 4/6/2026		6.10	%			2,000,000		1,997,545		2,011,870		(6)

								1,997,545		2,011,870
Sunshine Luxembourg VII SARL				Personal products
First Lien Term Loan, LIBOR+4.25% cash due 9/25/2026		6.59	%			3,000,000		2,985,000		3,017,820		(6)(9)

								2,985,000		3,017,820
The Dun & Bradstreet Corporation				Research & consulting services
First Lien Term Loan, LIBOR+5.00% cash due 2/6/2026		7.05	%			5,000,000		4,908,337		5,037,050		(6)

								4,908,337		5,037,050
TIBCO Software Inc.				Application software
First Lien Term Loan, LIBOR+4.00% cash due 6/30/2026		6.07	%			7,989,795		7,979,663		8,011,448		(6)

								7,979,663		8,011,448
Tribe Buyer LLC				Human resources & employment services
First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024		6.54	%			1,556,998		1,554,180		1,453,201		(6)(15)

								1,554,180		1,453,201
Truck Hero, Inc.				Auto parts & equipment
First Lien Term Loan, LIBOR+3.75% cash due 4/22/2024		5.79	%			5,739,880		5,749,771		5,385,930		(6)

								5,749,771		5,385,930
Uber Technologies, Inc.				Application software
First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025		6.03	%			2,239,323		2,224,436		2,230,467		(6)

								2,224,436		2,230,467
UFC Holdings, LLC				Movies & entertainment
First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026		5.30	%			4,944,058		4,941,992		4,962,945		(6)

								4,941,992		4,962,945
Uniti Group LP				Specialized REITs
First Lien Term Loan, LIBOR+5.00% cash due 10/24/2022		7.04	%			8,848,483		8,642,094		8,648,021		(6)(9)

								8,642,094		8,648,021
UOS, LLC				Trading companies & distributors
First Lien Term Loan, LIBOR+5.50% cash due 4/18/2023		7.54	%			8,819,673		8,943,835		8,929,919		(6	)

								8,943,835		8,929,919
Veritas US Inc.				Application software
First Lien Term Loan, LIBOR+4.50% cash due 1/27/2023		6.60	%			12,811,879		12,902,946		12,142,266		(6	)

								12,902,946		12,142,266
Verra Mobility, Corp.				Data processing & outsourced services
First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025		5.79	%			4,949,749		4,960,502		4,976,552		(6	)(9)

								4,960,502		4,976,552
Verscend Holding Corp.				Healthcare technology
First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025		6.54	%			10,975,140		10,897,989		11,032,320		(6	)

								10,897,989		11,032,320

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2019


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)			Industry	Principal (7)		Cost		Fair Value		Notes
WeddingWire, Inc.				Interactive media & services
First Lien Term Loan, LIBOR+4.50% cash due 12/19/2025		6.54	%		$	7,940,000	$	7,904,378	$	7,949,925		(6	)

								7,904,378		7,949,925
Windstream Services, LLC				Integrated telecommunication services
First Lien Term Loan, PRIME+5.00% cash due 3/29/2021		10.00	%			7,384,828		7,227,936		7,524,069		(6	)(9)

								7,227,936		7,524,069
Woodford Express LLC				Oil & gas exploration & production
First Lien Term Loan, LIBOR+5.00% cash due 1/27/2025		7.04	%			14,775,000		14,662,039		13,947,600		(6	)

								14,662,039		13,947,600
WP CPP Holdings, LLC				Aerospace & defense
First Lien Term Loan, LIBOR+3.75% cash due 4/30/2025		6.01	%			4,455,000		4,445,709		4,467,541		(6	)
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026		10.01	%			1,000,000		991,442		995,830		(6	)

								5,437,151		5,463,371
Zep Inc.				Specialty chemicals
First Lien Term Loan, LIBOR+4.00% cash due 8/12/2024		6.04	%			4,655,000		4,686,365		3,687,132		(6	)

								4,686,365		3,687,132
Zephyr Bidco Limited				Specialized finance
First Lien Term Loan, UK LIBOR+4.50% cash due 7/23/2025		5.21	%		£	5,000,000		6,667,495		5,976,039		(6	)(9)

								6,667,495		5,976,039

Total Non-Control/Non-Affiliate Investments (190.8% of net assets)							$	553,679,070	$	542,778,029

Total Portfolio Investments (209.9% of net assets)							$	626,868,734	$	597,104,447

Cash and Cash Equivalents and Restricted Cash
JP Morgan Prime Money Market Fund, Institutional Shares							$	228,653	$	228,653
Other cash accounts								13,822,979		13,822,979

Total Cash and Cash Equivalents and Restricted Cash (4.9% of net assets)							$	14,051,632	$	14,051,632

Total Portfolio Investments, Cash and Cash Equivalents and Restricted Cash (214.9% of net assets)							$	640,920,366	$	611,156,079


Derivatives Instrument	Notional Amount Purchased / (Sold) in U.S. Dollars		Notional Amount Purchased / (Sold) in Local Currency			Maturity Date		Counterparty		Cumulative Unrealized Appreciation (Depreciation)
Foreign currency forward contract	$	6,106,199	£	(4,934,900	)		10/15/2019		JPMorgan Chase Bank, N.A.	$	20,876

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, 2019

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

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

(3)

(4)	Each of the Company’s investments is pledged as collateral under one or more of its credit facilities. A single investment may be divided into parts that are individually pledged as collateral to separate credit facilities.

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

(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, 2019, the reference rates for the Company’s variable rate loans were the 30-day LIBOR at 2.04%, the 60-day LIBOR at 2.09%, the 90-day LIBOR at 2.10%, the 180-day LIBOR at 2.06%, the PRIME at 5.00% and the 30-day UK LIBOR at 0.71%. 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. 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)

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, 2019, qualifying assets represented 78.6% of the Company’s total assets and non-qualifying assets represented 21.4% of the Company’s total assets.

(10)

As defined in the Investment Company Act, the Company is deemed to be both an “Affiliated Person” of and to “Control” this portfolio company 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 in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to control.

(11)	See Note 3 to the Consolidated Financial Statements for portfolio composition.

(12)	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.

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

(14)	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.

(15)	As of September 30, 2019, these investments are categorized as Level 3 within the fair value hierarchy established by ASC 820.

See notes to Consolidated Financial Statements.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Organization

Oaktree Strategic Income Corporation (together with its consolidated subsidiaries, the “Company”) is a specialty finance company that looks to provide customized capital solutions for middle-market companies in both the syndicated and private placement markets. The Company was formed in May 2013 and operates as a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a Business Development Company (“BDC”) 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 a stable source of current income while minimizing the risk of principal loss and, to a lesser extent, capital appreciation by providing innovative first-lien financing solutions to companies across a wide variety of industries. To a lesser extent, the Company may also invest in unsecured loans, including subordinated loans and bonds, issued by private middle-market companies, senior and subordinated loans and bonds issued by public companies and equity investments.

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 Advisory 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”), 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”). 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.

Note 2. Significant Accounting Policies

Basis of Presentation:

The Consolidated Financial Statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the requirements for reporting on Form 10-K and Regulation S-X. All intercompany balances and transactions have been eliminated. The Company is an investment company following the accounting and reporting guidance in FASB 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 Strategic Income 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 Strategic Income Corporation or any of its other subsidiaries.

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.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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 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 September 30, 2020 and September 30, 2019 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.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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,” “credit facilities payable” and “secured borrowings” 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,” “accounts payable, accrued expenses and other liabilities,” “base management fee and incentive fee payable,” “due to affiliate,” “interest payable,” “payables from unsettled transactions” and “director fees payable” approximate fair value due to their short maturities.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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:

The Company does not utilize hedge accounting and as such values its derivative instruments at fair value with the unrealized gains or losses recorded in “net unrealized appreciation (depreciation)” in the Company’s Consolidated Statements of Operations.

Secured Borrowings:

Securities sold and simultaneously repurchased at a premium are reported as financing transactions in accordance with 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. 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 STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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 and Restricted Cash:

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

As of September 30, 2020, included in restricted cash was $4.1 million that was held at Wells Fargo Bank, N.A. in connection with the Company’s Citibank Facility and Deutsche Bank Facility (each as defined in Note 6 – Borrowings), and $0.3 million that was held at U.S. Bank National Association as collateral in connection with the ISDA Master Agreement (as defined in Note 13 - Derivative Instruments) with JPMorgan Chase Bank N.A. Of the $4.1 million of restricted cash held at Wells Fargo Bank, N.A., pursuant to the terms of the Citibank Facility, the Company was restricted in terms of access to $2.0 million of that amount 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. As of September 30, 2020, the remaining $2.1 million of cash held at Wells Fargo Bank, N.A. was restricted due to the obligation to pay interest under the terms of the Deutsche Bank Facility.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As of September 30, 2019, included in restricted cash was $7.6 million that was held at Wells Fargo Bank, N.A. in connection with the Company’s Citibank Facility and Deutsche Bank Facility and $0.8 million held at East West Bank in connection with the Company’s East West Bank Facility (as defined in Note 6 – Borrowings). Of the $7.6 million of restricted cash held at Wells Fargo Bank, N.A., pursuant to the terms of the Citibank Facility, the Company was restricted in terms of access to $3.4 million of that amount 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. As of September 30, 2019, the remaining $4.3 million of cash held at Wells Fargo Bank, N.A. was restricted due to the obligation to pay interest under the terms of the Deutsche Bank Facility. As of September 30, 2019, $0.8 million held at East West Bank was restricted due to minimum balance requirements under the East West Bank Facility.

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).

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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.

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 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 2018 and 2019, and does not expect to incur a U.S. federal excise tax for calendar year 2020.

The Company may hold certain portfolio investments through taxable subsidiaries. The purpose of a taxable subsidiary 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 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.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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 2017, 2018 or 2019. 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.

Recent Accounting Pronouncements:

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting if certain criteria are met. The guidance is effective from March 12, 2020 through December 31, 2022. As of September 30, 2020, the guidance did not have a material impact on the Consolidated Financial Statements.

The SEC issued final rules that, among other things, amended the financial disclosure requirements of Regulation S-X for acquired and disposed businesses and the significance tests for a “significant subsidiary” as applicable to BDCs and amended certain forms used by BDCs. The amendments are intended to assist BDCs in making more meaningful determinations as to whether a subsidiary or an acquired or disposed entity is significant and improve the financial disclosure requirements applicable to acquisitions and dispositions of investment companies and BDCs. The Company early adopted the updated rules for the year ended September 30, 2020 which did not result in any new significant subsidiaries being identified.

Note 3. Portfolio Investments

As of September 30, 2020, 188.3% of net assets at fair value, or $502.3 million, was invested in 78 portfolio companies, including 18.5% of net assets, or $49.4 million at fair value, in subordinated notes and limited liability company (“LLC”) equity interests of OCSI Glick JV LLC (together with its consolidated subsidiaries, the “OCSI Glick JV”), 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, and 11.1% of net assets, or $29.5 million, was invested in cash and cash equivalents (including $4.4 million of restricted cash). In comparison, as of September 30, 2019, 209.9% of net assets at fair value, or $597.1 million, was invested in 84 portfolio companies, including 19.1% of net assets, or $54.3 million at fair value, in subordinated notes and LLC equity interests of the OCSI Glick JV, and 4.9% of net assets, or $14.1 million, was invested in cash and cash equivalents (including $8.4 million of restricted cash). As of September 30, 2020, 89.7% of the Company’s portfolio at fair value consisted of senior secured debt investments, 9.8% consisted of investments in the subordinated notes of the OCSI Glick JV and 0.5% consisted of equity investments. As of September 30, 2019, 90.9% of the Company’s portfolio at fair value consisted of senior secured debt investments and 9.1% consisted of investments in the subordinated notes of the OCSI Glick JV.

As of September 30, 2020 and September 30, 2019, the Company’s equity investments consisted of LLC equity interests, common stock and warrants in portfolio companies. These instruments generally do not produce a current return but are held for potential investment appreciation and capital gain.

During the years ended September 30, 2020, 2019 and 2018, the Company recorded net realized losses of $10.3 million, $0.5 million, and $27.7 million, respectively. During the years ended September 30, 2020, 2019 and 2018, the Company recorded net unrealized appreciation (depreciation) of $(7.2) million, $(13.7) million, and $28.6 million, respectively.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The composition of the Company’s investments as of September 30, 2020 and September 30, 2019 at cost and fair value was as follows:


	September 30, 2020				September 30, 2019
	Cost		Fair Value		Cost		Fair Value
Senior secured loans	$	464,459,378	$	450,508,104	$	553,679,070	$	542,484,690
OCSI Glick JV subordinated notes		65,045,551		49,409,901		66,077,913		54,326,418
OCSI Glick JV equity interests		7,111,751		—		7,111,751		—
Equity securities, excluding the OCSI Glick JV		2,448,427		2,375,360		—		293,339

Total	$	539,065,107	$	502,293,365	$	626,868,734	$	597,104,447

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the composition of the Company’s debt investments as of September 30, 2020 and September 30, 2019 at floating rates and fixed rates:


	September 30, 2020					September 30, 2019
	Fair Value		% of Debt Portfolio			Fair Value		% of Debt Portfolio
Floating rate debt securities, including debt investments in the OCSI Glick JV	$	490,506,890		98.12	%	$	596,811,108		100.00	%
Fixed rate debt securities		9,411,115		1.88	%		—		—	%

Total	$	499,918,005		100.00	%	$	596,811,108		100.00	%

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		Total
Senior secured loans	$	—	$	207,278,600	$	243,229,504	$	450,508,104
OCSI Glick JV subordinated notes		—		—		49,409,901		49,409,901
Equity securities		421,948		—		1,953,412		2,375,360

Total investments at fair value		421,948		207,278,600		294,592,817		502,293,365
Cash equivalents		7,052,674		—		—		7,052,674

Total assets at fair value	$	7,474,622	$	207,278,600	$	294,592,817	$	509,346,039

Derivative liability	$	—	$	129,936	$	—	$	129,936

Total liabilities at fair value	$	—	$	129,936	$	—	$	129,936

The following table presents the financial instruments carried at fair value as of September 30, 2019 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		Total
Senior secured loans	$	—	$	360,600,227	$	181,884,463	$	542,484,690
OCSI Glick JV subordinated notes		—		—		54,326,418		54,326,418
Equity securities		—		—		293,339		293,339

Total investments at fair value		—		360,600,227		236,504,220		597,104,447
Cash equivalents		228,653		—		—		228,653
Derivative asset		—		20,876		—		20,876

Total assets at fair value	$	228,653	$	360,621,103	$	236,504,220	$	597,353,976

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.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


	Investments
	Senior Secured Loans			OCSI Glick JV Subordinated Notes			Equity Securities			Total Investments
Fair value as of September 30, 2019	$	181,884,463		$	54,326,418		$	293,339		$	236,504,220
Purchases		106,044,210			—			1,008,393			107,052,603
Sales and repayments		(59,618,644	)		(1,032,362	)		(736,493	)		(61,387,499	)
Transfers in (a)(b)		21,631,700			—			1,183,057			22,814,757
Transfer out (b)		(1,183,057	)		—			—			(1,183,057	)
PIK interest income		1,889,489			—			—			1,889,489
Accretion of OID		762,072			—			—			762,072
Net unrealized appreciation (depreciation)		(6,365,959	)		(3,884,155	)		(531,377	)		(10,781,491	)
Net realized gains (losses)		(1,814,770	)		—			736,493			(1,078,277	)

Fair value as of September 30, 2020	$	243,229,504		$	49,409,901		$	1,953,412		$	294,592,817

Net unrealized appreciation (depreciation) relating to Level 3 assets still held as of September 30, 2020 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the year ended September 30, 2020	$	(6,745,313	)	$	(3,884,155	)	$	(238,038	)	$	(10,867,506	)

(a)	There were transfers into Level 3 from Level 2 for certain investments during the year ended September 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 a transfer from senior secured debt to common equity and warrants during the year ended September 30, 2020 as a result of an investment restructuring, in which $1.2 million of senior secured debt was exchanged for common equity and warrants.

The following table provides a roll-forward in the changes in fair value from September 30, 2018 to September 30, 2019 for all investments for which the Company determined fair value using unobservable (Level 3) factors:


	Investments
	Senior Secured Debt			OCSI Glick JV Subordinated Notes			Equity Securities			Total Investments
Fair value as of September 30, 2018	$	182,756,067		$	58,512,170		$	1,962,245		$	243,230,482
Purchases		68,133,733			—			—			68,133,733
Sales and repayments		(85,294,241	)		(312,307	)		(1,875,587	)		(87,482,135	)
Transfers in (a)		29,045,393			—			—			29,045,393
Transfers out (a)		(10,618,125	)		—			—			(10,618,125	)
Accretion of OID		1,535,926			—			—			1,535,926
Net unrealized appreciation (depreciation)		(2,886,044	)		(3,873,445	)		(1,168,906	)		(7,928,395	)
Net realized gains (losses)		(788,246	)		—			1,375,587			587,341

Fair value as of September 30, 2019	$	181,884,463		$	54,326,418		$	293,339		$	236,504,220

Net unrealized appreciation (depreciation) relating to Level 3 assets still held as of September 30, 2019 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the year ended September 30, 2019	$	(3,101,771	)	$	(3,873,445	)	$	90,044		$	(6,885,172	)

(a)	There were transfers in/out of Level 3 from/to Level 2 for certain investments during the year ended September 30, 2019 as a result of a change in the number of market quotes available and/or a change in market liquidity.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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 September 30, 2020:


Asset	Fair Value		Valuation Technique		Unobservable Input		Range								Weighted Average (a)
Senior Secured Loans	$	157,196,179		Market Yield		Market Yield		(b	)	6.6	%	—	16.0	%		11.0	%
		78,772,765		Broker Quotations		Broker Quoted Price		(c	)	N/A		—	N/A			N/A
		7,260,560		Enterprise Value		EBITDA Multiple		(d	)	7.0	x	—	9.0	x		8.0	x
OCSI Glick JV Subordinated Notes		49,409,901		Enterprise Value		N/A		(e	)	N/A		—	N/A			N/A
Equity Securities		1,953,412		Transactions Precedent		Transaction Price		(f	)	N/A		—	N/A			N/A

Total	$	294,592,817

(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)

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.

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

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

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

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, 2019:


Asset	Fair Value		Valuation Technique		Unobservable Input		Range								Weighted Average (a)
Senior Secured Loans	$	92,083,082		Market Yield		Market Yield		(b	)	6.7	%	—	13.0	%		8.9	%
		67,340,586		Broker Quotations		Broker Quoted Price		(c	)	N/A		—	N/A			N/A
		20,960,795		Enterprise Value		EBITDA Multiple		(d	)	4.2	x	—	6.2	x		5.2	x
		1,500,000		Transactions Precedent		Transaction Price		(e	)	N/A		—	N/A			N/A
OCSI Glick JV Subordinated Notes		54,326,418		Enterprise Value		N/A		(f	)	N/A		—	N/A			N/A
Equity Securities		293,339		Enterprise Value		EBITDA Multiple		(d	)	16.0	x	—	18.0	x		17.0	x

Total	$	236,504,220

(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.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(c)

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

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

(f)	The Company determined the value of its subordinated notes of the OCSI Glick JV based on the total assets less the total liabilities senior to the subordinated notes held at the OCSI Glick JV 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 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
Citibank Facility payable	$	119,056,800	$	119,056,800	$	—	$	—	$	119,056,800
Deutsche Bank Facility payable		137,600,000		137,600,000		—		—		137,600,000
Secured Borrowings payable		10,929,578		10,929,578		—		—		10,929,578

Total	$	267,586,378	$	267,586,378	$	—	$	—	$	267,586,378

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, 2019 and the level of each financial liability within the fair value hierarchy:


	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Citibank Facility payable	$	126,056,800	$	126,056,800	$	—	$	—	$	126,056,800
East West Bank Facility payable		11,000,000		11,000,000		—		—		11,000,000
Deutsche Bank Facility payable		157,600,000		157,600,000		—		—		157,600,000

Total	$	294,656,800	$	294,656,800	$	—	$	—	$	294,656,800

The principal values of the credit facilities payable approximate their fair values due to their variable interest rates and are included in Level 3 of the hierarchy. The principal value of the secured borrowings payable approximates fair value due to its short-term nature and is included in Level 3 of the hierarchy.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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:


	September 30, 2020					September 30, 2019
Cost:			% of Total Investments					% of Total Investments
Senior secured loans	$	464,459,378		86.16	%	$	553,679,070		88.33	%
OCSI Glick JV subordinated notes		65,045,551		12.07	%		66,077,913		10.54	%
OCSI Glick JV equity interests		7,111,751		1.32	%		7,111,751		1.13	%
Equity securities, excluding the OCSI Glick JV		2,448,427		0.45	%		—		—

Total	$	539,065,107		100.00	%	$	626,868,734		100.00	%


	September 30, 2020								September 30, 2019
Fair Value:			% of Total Investments			% of Net Assets					% of Total Investments			% of Net Assets
Senior secured loans	$	450,508,104		89.69	%		168.89	%	$	542,484,690		90.85	%		190.70	%
OCSI Glick JV subordinated notes		49,409,901		9.84	%		18.53	%		54,326,418		9.10	%		19.10	%
Equity securities, excluding the OCSI Glick JV		2,375,360		0.47	%		0.90	%		293,339		0.05	%		0.10	%
OCSI Glick JV equity interests		—		—			—			—		—			—

Total	$	502,293,365		100.00	%		188.32	%	$	597,104,447		100.00	%		209.90	%

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:


	September 30, 2020					September 30, 2019
Cost:			% of Total Investments					% of Total Investments
Northeast	$	175,000,822		32.46	%	$	163,840,735		26.13	%
West		107,100,584		19.87	%		156,427,384		24.95	%
Midwest		88,346,293		16.39	%		90,085,074		14.37	%
Southwest		60,351,662		11.20	%		94,396,340		15.06	%
Southeast		43,464,437		8.06	%		65,420,955		10.44	%
International		25,852,696		4.80	%		40,156,268		6.41	%
South		24,369,729		4.52	%		6,051,218		0.97	%
Northwest		14,578,884		2.70	%		10,490,760		1.67	%

Total	$	539,065,107		100.00	%	$	626,868,734		100.00	%

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


	September 30, 2020								September 30, 2019
Fair Value:			% of Total Investments			% of Net Assets					% of Total Investments			% of Net Assets
Northeast	$	150,734,661		30.00	%		56.52	%	$	145,176,830		24.31	%		51.04	%
West		104,906,992		20.89	%		39.33	%		154,984,247		25.95	%		54.46	%
Midwest		85,420,874		17.01	%		32.04	%		88,834,091		14.88	%		31.24	%
Southwest		55,716,384		11.09	%		20.89	%		90,401,243		15.14	%		31.78	%
Southeast		42,020,215		8.37	%		15.75	%		62,741,930		10.51	%		22.06	%
International		25,096,033		5.00	%		9.40	%		38,583,801		6.46	%		13.56	%
South		23,722,222		4.72	%		8.89	%		5,899,007		0.99	%		2.07	%
Northwest		14,675,984		2.92	%		5.50	%		10,483,298		1.76	%		3.69	%

Total	$	502,293,365		100.00	%		188.32	%	$	597,104,447		100.00	%		209.90	%

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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 September 30, 2020 and September 30, 2019:


	September 30, 2020					September 30, 2019
Cost:			% of Total Investments					% of Total Investments
Multi-Sector Holdings (1)	$	72,157,302		13.36	%	$	73,189,664		11.68	%
Application Software		56,215,071		10.43			81,483,953		12.98
Aerospace & Defense		30,626,973		5.68			32,851,441		5.24
Diversified Support Services		26,334,370		4.89			27,474,583		4.38
Advertising		24,174,863		4.48			24,102,621		3.84
Movies & Entertainment		16,673,070		3.09			9,656,395		1.54
Integrated Telecommunication Services		15,495,686		2.87			17,406,502		2.78
Commercial Printing		15,307,456		2.84			15,457,725		2.47
Data Processing & Outsourced Services		14,083,620		2.61			16,648,375		2.66
Industrial Machinery		13,770,077		2.55			9,319,898		1.49
Health Care Supplies		13,452,481		2.50			—		—
Personal Products		13,418,096		2.49			2,985,000		0.48
Pharmaceuticals		13,309,502		2.47			12,626,920		2.01
Health Care Services		13,081,011		2.43			17,175,085		2.74
Biotechnology		12,304,257		2.28			7,930,000		1.27
Health Care Technology		11,732,318		2.18			10,897,989		1.74
Oil & Gas Storage & Transportation		10,976,147		2.04			558,657		0.09
Specialty Chemicals		10,024,137		1.86			4,686,365		0.75
Systems Software		9,922,773		1.84			15,530,330		2.48
Real Estate Services		9,755,743		1.81			9,832,986		1.57
Publishing		9,660,137		1.79			10,291,050		1.64
Leisure Facilities		9,402,902		1.74			8,992,137		1.43
Internet Services & Infrastructure		8,947,119		1.66			28,457,280		4.54
Trading Companies & Distributors		8,827,767		1.64			8,943,835		1.43
Distributors		8,760,175		1.63			—		—
Specialized Finance		8,359,110		1.55			15,215,979		2.43
Alternative Carriers		8,337,801		1.55			16,926,483		2.70
Fertilizers & Agricultural Chemicals		8,152,050		1.51			—		—
Research & Consulting Services		7,435,807		1.38			9,887,627		1.58
Electrical Components & Equipment		6,280,139		1.17			6,363,049		1.02
Auto Parts & Equipment		5,688,828		1.06			5,749,771		0.92
Internet & Direct Marketing Retail		5,363,954		1.00			—		—
Oil & Gas Refining & Marketing		5,333,776		0.99			11,832,244		1.89
Metal & Glass Containers		5,279,705		0.98			8,850,147		1.41
Insurance Brokers		5,115,349		0.95			—		—
Hotels, Resorts & Cruise Lines		4,645,028		0.86			—		—
Environmental & Facilities Services		3,897,041		0.72			4,214,058		0.67
Restaurants		3,398,183		0.63			—		—
Household Products		3,338,452		0.62			5,025,753		0.80
Independent Power Producers & Energy Traders		3,265,964		0.61			—		—
Managed Health Care		2,947,424		0.55			—		—
Electric Utilities		1,966,495		0.36			—		—
General Merchandise Stores		1,593,419		0.30			1,549,641		0.25
Specialized REITs		253,529		0.05			8,642,094		1.38
Oil & Gas Exploration & Production		—		—			14,662,039		2.34
Interactive Media & Services		—		—			11,821,820		1.89
Computer & Electronics Retail		—		—			10,808,325		1.72
Communications Equipment		—		—			9,740,555		1.55
IT Consulting & Other Services		—		—			9,683,496		1.54
Health Care Equipment		—		—			8,887,725		1.42
Human Resource & Employment Services		—		—			8,099,807		1.29
Household Appliances		—		—			6,857,242		1.09
Commodity Chemicals		—		—			4,920,165		0.78
Oil & Gas Equipment & Services		—		—			631,923		0.10

Total	$	539,065,107		100.00	%	$	626,868,734		100.00	%

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


	September 30, 2020								September 30, 2019
Fair Value:			% of Total Investments			% of Net Assets					% of Total Investments			% of Net Assets
Application Software	$	55,815,754		11.13	%		20.92	%	$	80,958,933		13.52	%		28.46	%
Multi-Sector Holdings (1)		49,409,901		9.84			18.53			54,326,418		9.10			19.10
Aerospace & Defense		28,494,531		5.67			10.68			32,504,494		5.44			11.42
Diversified Support Services		24,928,749		4.96			9.36			27,311,758		4.57			9.62
Advertising		22,317,000		4.44			8.37			20,960,795		3.51			7.37
Movies & Entertainment		16,350,259		3.26			6.14			9,616,125		1.61			3.38
Commercial Printing		14,786,640		2.94			5.54			15,377,480		2.58			5.41
Integrated Telecommunication Services		14,610,386		2.91			5.49			17,138,851		2.87			6.03
Personal Products		13,668,174		2.72			5.12			3,017,820		0.51			1.06
Data Processing & Outsourced Services		13,585,221		2.70			5.09			16,757,043		2.81			5.89
Health Care Supplies		13,450,397		2.68			5.04			—		—			—
Pharmaceuticals		13,432,057		2.67			5.04			12,082,358		2.02			4.25
Health Care Services		12,745,223		2.54			4.78			17,176,083		2.88			6.03
Biotechnology		12,440,847		2.48			4.66			8,040,000		1.35			2.82
Industrial Machinery		11,927,158		2.37			4.48			9,206,556		1.54			3.24
Health Care Technology		11,752,447		2.34			4.41			11,032,320		1.85			3.88
Oil & Gas Storage & Transportation		10,615,154		2.11			3.98			556,541		0.09			0.20
Systems Software		9,817,927		1.95			3.68			15,466,728		2.59			5.43
Specialty Chemicals		9,741,707		1.94			3.65			3,687,132		0.62			1.30
Publishing		9,708,926		1.93			3.64			10,421,039		1.75			3.66
Real Estate Services		9,430,625		1.88			3.54			9,875,250		1.65			3.47
Distributors		8,674,375		1.73			3.25			—		—			—
Trading Companies & Distributors		8,671,111		1.73			3.25			8,929,919		1.50			3.14
Internet Services & Infrastructure		8,308,414		1.65			3.11			28,470,497		4.77			10.01
Specialized Finance		8,261,863		1.64			3.10			14,473,206		2.42			5.09
Fertilizers & Agricultural Chemicals		8,146,141		1.62			3.05			—		—			—
Alternative Carriers		8,129,885		1.62			3.05			16,958,629		2.84			5.97
Research & Consulting Services		7,281,135		1.45			2.73			10,267,889		1.72			3.61
Leisure Facilities		7,260,560		1.45			2.72			8,979,519		1.50			3.16
Electrical Components & Equipment		6,139,604		1.22			2.30			6,009,639		1.01			2.11
Internet & Direct Marketing Retail		5,547,140		1.10			2.08			—		—			—
Auto Parts & Equipment		5,520,667		1.10			2.07			5,385,930		0.90			1.89
Insurance Brokers		5,276,017		1.05			1.97			—		—			—
Metal & Glass Containers		5,168,898		1.03			1.94			8,387,578		1.40			2.95
Hotels, Resorts & Cruise Lines		5,159,265		1.03			1.93			—		—			—
Oil & Gas Refining & Marketing		5,131,738		1.02			1.92			11,970,818		2.00			4.21
Environmental & Facilities Services		3,753,600		0.75			1.41			3,975,425		0.67			1.40
Restaurants		3,550,207		0.71			1.33			—		—			—
Household Products		3,313,557		0.66			1.24			4,756,250		0.80			1.67
Independent Power Producers & Energy Traders		3,167,063		0.63			1.19			—		—			—
Managed Health Care		2,917,727		0.58			1.09			—		—			—
Electric Utilities		1,958,422		0.39			0.73			—		—			—
General Merchandise Stores		1,504,945		0.30			0.56			1,425,618		0.24			0.50
Specialized REITs		421,948		0.08			0.16			8,648,021		1.45			3.04
Oil & Gas Exploration & Production		—		—			—			13,947,600		2.34			4.90
Interactive Media & Services		—		—			—			11,880,796		1.99			4.17
Computer & Electronics Retail		—		—			—			10,781,031		1.81			3.79
Communications Equipment		—		—			—			9,361,407		1.57			3.29
Health Care Equipment		—		—			—			8,994,333		1.51			3.16
Human Resource & Employment Services		—		—			—			8,008,543		1.34			2.81
IT Consulting & Other Services		—		—			—			7,974,500		1.34			2.80
Household Appliances		—		—			—			6,661,922		1.12			2.34
Commodity Chemicals		—		—			—			4,931,156		0.83			1.73
Oil & Gas Equipment & Services		—		—			—			410,497		0.07			0.14

Total	$	502,293,365		100.00	%		188.32	%	$	597,104,447		100.00	%		209.90	%

(1)	This industry includes the Company’s investment in the OCSI Glick JV.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As of September 30, 2020 and September 30, 2019, there were no investments 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.

OCSI Glick JV

In October 2014, the Company entered into an LLC agreement with GF Equity Funding to form the OCSI Glick JV. On April 21, 2015, the OCSI Glick JV began investing primarily in senior secured loans of middle-market companies. The Company co-invests in these securities with GF Equity Funding through the OCSI Glick JV. The OCSI 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 OCSI Glick JV is capitalized as transactions are completed, and portfolio decisions and investment decisions in respect of the OCSI Glick JV must be approved by the OCSI 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 OCSI Glick JV, the Company does not consolidate the OCSI Glick JV. The members provide capital to the OCSI 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 OCSI Glick JV in exchange for subordinated notes (the “Subordinated Notes”). As of September 30, 2020 and September 30, 2019, 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 Subordinated Notes. The OCSI Glick JV is not an “eligible portfolio company” as defined in section 2(a)(46) of the Investment Company Act.

The OCSI Glick JV’s portfolio consisted of middle-market and other corporate debt securities of 40 and 39 portfolio companies as of September 30, 2020 and September 30, 2019, respectively. The portfolio companies in the OCSI Glick JV are in industries similar to those in which the Company may invest directly.

The OCSI Glick JV entered into a senior revolving credit facility with Deutsche Bank AG, New York Branch (the “JV Deutsche Bank Facility”), which, as of September 30, 2020, had a reinvestment period end date and maturity date of September 30, 2021 and March 31, 2025, respectively, and permitted borrowings of up to $90.0 million (subject to borrowing base and other limitations). Borrowings under the JV Deutsche Bank Facility are secured by all of the assets of the OCSI Glick JV and all of the equity interests in the OCSI Glick JV and, as of September 30, 2020, bore interest at a rate equal to 3-month LIBOR plus 2.65% per annum with a 0.25% LIBOR floor. Under the JV Deutsche Bank Facility, $80.7 million and $91.9 million of borrowings were outstanding as of September 30, 2020 and September 30, 2019, respectively.

As of September 30, 2020, the JV Deutsche Bank Facility includes a waiver period (which extends through January 3, 2021) during which the facility agent is restricted from revaluing certain collateral obligations where the change in valuation is caused by or results from a business disruption due primarily to the COVID-19 pandemic (subject to OCSI Glick JV’s ability to earlier terminate such period in certain circumstances).

As of September 30, 2020 and September 30, 2019, the OCSI Glick JV had total assets of $137.9 million and $179.7 million, respectively. The Company’s investment in the OCSI Glick JV consisted of LLC equity interests and Subordinated Notes of $49.4 million and $54.3 million in the aggregate at fair value as of September 30, 2020 and September 30, 2019, respectively. The Subordinated Notes are junior in right of payment to the repayment of temporary contributions made by the Company to fund investments of the OCSI Glick JV that are repaid when GF Equity Funding and GF Debt Funding make their capital contributions and fund their Subordinated Notes, respectively.

As of September 30, 2020 and September 30, 2019, the OCSI 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 each of September 30, 2020 and September 30, 2019, of which $73.5 million was from the Company. As of each of September 30, 2020 and September 30, 2019, the Company had commitments to fund Subordinated Notes to the OCSI Glick JV of $78.8 million, of which $12.4 million were unfunded as of each such date. As of each of September 30, 2020 and September 30, 2019, the Company had commitments to fund LLC equity interests in the OCSI Glick JV of $8.7 million, of which $1.6 million were unfunded.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Below is a summary of the OCSI Glick JV’s portfolio, followed by a listing of the individual loans in the OCSI Glick JV’s portfolio as of September 30, 2020 and September 30, 2019:


	September 30, 2020			September 30, 2019
Senior secured loans (1)	$	143,138,964		$	177,911,560
Weighted average current interest rate on senior secured loans (2)		5.56	%		6.92	%
Number of borrowers in the OCSI Glick JV		40			39
Largest loan exposure to a single borrower (1)	$	6,994,829		$	7,425,000

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

Oaktree Strategic Income Corp 10-K/A