UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-Q

(Mark One)



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

For the quarterly period ended ~~June 30,~~December 31, 2019



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

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

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:

(213) 830-6300

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




Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share	OCSI	The Nasdaq ~~Global Select~~Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES þ NO ¨

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

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

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

The registrant had 29,466,768 shares of common stock outstanding as of ~~August 5, 2019.~~February 4, 2020.

OAKTREE STRATEGIC INCOME CORPORATION

FORM 10-Q FOR THE QUARTER ENDED ~~JUNE 30,~~DECEMBER 31, 2019

TABLE OF CONTENTS




		PART I — FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements:
		Consolidated Statements of Assets and Liabilities as of ~~June 30,~~December 31, 2019 (unaudited) and September 30, ~~2018~~2019	1
		Consolidated Statements of Operations (unaudited) for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018	2
		Consolidated Statements of Changes in Net Assets (unaudited) for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018	3
		Consolidated Statements of Cash Flows (unaudited) for the ~~nine~~three months ended ~~June 30,~~December 31, 2019 and 2018	4
		Consolidated Schedule of Investments (unaudited) as of ~~June 30,~~December 31, 2019	5
		Consolidated Schedule of Investments as of September 30, ~~2018~~2019	12
		Notes to Consolidated Financial Statements (unaudited)	2019
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations		5549
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		7569
Item 4.	Controls and Procedures		7670
		PART II — OTHER INFORMATION
Item 1.	Legal Proceedings		7670
Item 1A.	Risk Factors		7671
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		7771
Item 3.	Defaults Upon Senior Securities		7771
Item 4.	Mine Safety Disclosures		7771
Item 5.	Other Information		7771
Item 6.	Exhibits		7771
Signatures			7872

PART I — FINANCIAL INFORMATION



Item 1.	Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Statements of Assets and Liabilities


		June 30, 2019 (unaudited)			September 30, 2018				December 31, 2019 (unaudited)			September 30, 2019
ASSETS	ASSETS							ASSETS
Investments at fair value:
Control investments (cost June 30, 2019: $73,210,028; cost September 30, 2018: $73,501,970)		$	55,634,655		$	58,512,170
Non-control/Non-affiliate investments (cost June 30, 2019: $544,954,488; cost September 30, 2018: $499,423,794)		532,947,434			498,329,658
Total investments at fair value (cost June 30, 2019: $618,164,516; cost September 30, 2018: $572,925,764)		588,582,089			556,841,828
Control investments (cost December 31, 2019: $73,168,024; cost September 30, 2019: $73,189,664)									$	54,169,710		$	54,326,418
Non-control/Non-affiliate investments (cost December 31, 2019: $538,934,038; cost September 30, 2019: $553,679,070)									530,284,037			542,778,029
Total investments at fair value (cost December 31, 2019: $612,102,062; cost September 30, 2019: $626,868,734)									584,453,747			597,104,447
Cash and cash equivalents		4,070,731			10,439,023				9,525,141			5,646,899
Restricted cash		9,929,895			5,992,764				8,469,933			8,404,733
Interest, dividends and fees receivable		2,985,869			3,139,334				3,031,841			3,813,730
Due from portfolio companies		45,327			167,946				806,914			350,597
Receivables from unsettled transactions		5,180,121			5,143,533				4,105,042			5,091,671
Deferred financing costs		2,172,147			2,469,675				1,923,373			2,139,299
Derivative asset at fair value		—			45,807				—			20,876
Other assets		844,178			891,960				817,916			761,462
Total assets		$	613,810,357		$	585,131,870			$	613,133,907		$	623,333,714
LIABILITIES AND NET ASSETS	LIABILITIES AND NET ASSETS							LIABILITIES AND NET ASSETS
Liabilities:
Accounts payable, accrued expenses and other liabilities		$	1,215,840		$	649,781			$	932,315		$	901,410
Base management fee and incentive fee payable		1,798,217			1,915,682				1,255,344			1,368,431
Due to affiliate		1,592,125			1,700,952				1,404,411			1,457,007
Interest payable		2,978,785			1,130,735				2,545,744			2,750,587
Payables from unsettled transactions		11,934,950			8,932,500				14,653,671			37,724,473
Derivative liability at fair value		12,632			—				168,712			—
Director fees payable									—			25,000
Credit facilities payable		308,256,800			275,056,800				306,156,800			294,656,800
Total liabilities		327,789,349			289,386,450				327,116,997			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 June 30, 2019 and September 30, 2018		294,668			294,668
Common stock, $0.01 par value per share, 150,000,000 shares authorized; 29,466,768 shares issued and outstanding as of December 31, 2019 and September 30, 2019									294,668			294,668
Additional paid-in-capital		370,751,389			370,751,389				369,199,332			369,199,332
Accumulated overdistributed earnings		(85,025,049		)	(75,300,637		)		(83,477,090		)	(85,043,994		)
Total net assets (equivalent to $9.71 and $10.04 per common share as of June 30, 2019 and September 30, 2018, respectively) (Note 12)		286,021,008			295,745,420
Total net assets (equivalent to $9.71 and $9.65 per common share as of December 31, 2019 and September 30, 2019, respectively) (Note 12)									286,016,910			284,450,006
Total liabilities and net assets		$	613,810,357		$	585,131,870			$	613,133,907		$	623,333,714

See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Statements of Operations

(unaudited)


	Three months ended June 30, 2019			Three months ended June 30, 2018			Nine months ended June 30, 2019			Nine months ended June 30, 2018			Three months ended December 31, 2019			Three months ended December 31, 2018
Interest income:
Control investments	$	1,486,149		$	1,074,611		$	4,444,357		$	3,041,858		$	1,436,726		$	1,485,423
Non-control/Non-affiliate investments	11,984,332			9,642,088			32,404,578			26,696,591			9,744,449			9,651,149
Interest on cash and cash equivalents	51,123			74,887			170,250			208,861			30,710			66,995
Total interest income	13,521,604			10,791,586			37,019,185			29,947,310			11,211,885			11,203,567
PIK interest income:
Control investments	—			562,883			—			1,632,596
Non-control/Non-affiliate investments	2,838			7,669			16,587			18,425			3,563			7,745
Total PIK interest income	2,838			570,552			16,587			1,651,021			3,563			7,745
Fee income:
Affiliate investments	—			14,822			—			14,822
Non-control/Non-affiliate investments	284,081			283,864			513,522			1,333,172			387,665			47,635
Total fee income	284,081			298,686			513,522			1,347,994			387,665			47,635
Total investment income	13,808,523			11,660,824			37,549,294			32,946,325			11,603,113			11,258,947
Expenses:
Base management fee	1,497,711			1,414,815			4,363,871			4,220,445			1,505,526			1,414,767
Part I incentive fee	1,294,691			1,002,145			3,245,213			1,742,251			992,138			854,378
Professional fees	397,365			618,423			1,231,578			2,383,716			373,186			458,612
Directors fees	105,000			114,093			315,278			374,093			105,000			105,000
Interest expense	3,860,478			3,235,080			10,854,962			8,897,722			3,426,891			3,222,954
Administrator expense	224,328			326,998			890,228			888,613			249,914			434,867
General and administrative expenses	325,656			225,132			941,220			936,910			273,479			332,226
Total expenses	7,705,229			6,936,686			21,842,350			19,443,750			6,926,134			6,822,804
Fees waived	184,907			(347,760		)	(291,740		)	(705,445		)	(50,601		)	(427,394		)
Net expenses	7,890,136			6,588,926			21,550,610			18,738,305			6,875,533			6,395,410
Net investment income	5,918,387			5,071,898			15,998,684			14,208,020			4,727,580			4,863,537
Unrealized appreciation (depreciation):
Control investments	(355,315		)	(750,211		)	(2,585,573		)	(1,531,317		)	(135,068		)	(3,915,243		)
Affiliate investments	—			16,333,131			—			16,543,140
Non-control/Non-affiliate investments	(2,132,068		)	5,630,684			(10,912,918		)	11,063,715			2,251,040			(15,770,813		)
Foreign currency forward contract	(106,334		)	—			(58,439		)	—			(189,588		)	(74,568		)
Net unrealized appreciation (depreciation)	(2,593,717		)	21,213,604			(13,556,930		)	26,075,538			1,926,384			(19,760,624		)
Realized gains (losses):
Affiliate investments	—			(15,914,944		)	—			(15,914,916		)
Non-control/Non-affiliate investments	(125,517		)	(8,645,426		)	1,244,015			(12,054,903		)	(277,225		)	1,447,306
Foreign currency forward contract	283,747			—			291,867			—			(242,485		)	249,090
Net realized gains (losses)	158,230			(24,560,370		)	1,535,882			(27,969,819		)	(519,710		)	1,696,396
Net realized and unrealized gains (losses)	(2,435,487		)	(3,346,766		)	(12,021,048		)	(1,894,281		)	1,406,674			(18,064,228		)
Net increase (decrease) in net assets resulting from operations	$	3,482,900		$	1,725,132		$	3,977,636		$	12,313,739		$	6,134,254		$	(13,200,691	)
Net investment income per common share — basic and diluted	$	0.20		$	0.17		$	0.54		$	0.48		$	0.16		$	0.17
Earnings (loss) per common share — basic and diluted (Note 5)	$	0.12		$	0.06		$	0.13		$	0.42		$	0.21		$	(0.45	)
Weighted average common shares outstanding — basic and diluted	29,466,768			29,466,768			29,466,768			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

(unaudited)

Three months ended
June 30, 2019 Three months ended
June 30, 2018 Nine months ended
June 30, 2019 Nine months ended
June 30, 2018
Operations:
Net investment income $ 5,918,387
$ 5,071,898
$ 15,998,684
$ 14,208,020
Net unrealized appreciation (depreciation) (2,593,717 ) 21,213,604
(13,556,930 ) 26,075,538
Net realized gains (losses) 158,230
(24,560,370 ) 1,535,882
(27,969,819 )
Net increase (decrease) in net assets resulting from operations 3,482,900
1,725,132
3,977,636
12,313,739
Stockholder transactions:
Distributions to stockholders (4,567,350 ) (4,272,681 ) (13,702,048 ) (13,996,714 )
Net increase (decrease) in net assets from stockholder transactions (4,567,350 ) (4,272,681 ) (13,702,048 ) (13,996,714 )
Capital share transactions:
Issuance of common stock under dividend reinvestment plan 53,088
40,134
157,742
233,065
Repurchases of common stock under dividend reinvestment plan (53,088 ) (40,134 ) (157,742 ) (233,065 )
Net change in net assets from capital share transactions —
—
—
—
Total increase (decrease) in net assets (1,084,450 ) (2,547,549 ) (9,724,412 ) (1,682,975 )
Net assets at beginning of period 287,105,458
294,501,008
295,745,420
293,636,434
Net assets at end of period $ 286,021,008
$ 291,953,459
$ 286,021,008
$ 291,953,459
Net asset value per common share $ 9.71
$ 9.91
$ 9.71
$ 9.91
Common shares outstanding at end of period 29,466,768
29,466,768
29,466,768
29,466,768



	Three months ended December 31, 2019			Three months ended December 31, 2018
Operations:
Net investment income	$	4,727,580		$	4,863,537
Net unrealized appreciation (depreciation)	1,926,384			(19,760,624		)
Net realized gains (losses)	(519,710		)	1,696,396
Net increase (decrease) in net assets resulting from operations	6,134,254			(13,200,691		)
Stockholder transactions:
Distributions to stockholders	(4,567,350		)	(4,567,349		)
Net increase (decrease) in net assets from stockholder transactions	(4,567,350		)	(4,567,349		)
Capital share transactions:
Issuance of common stock under dividend reinvestment plan	64,334			54,111
Repurchases of common stock under dividend reinvestment plan	(64,334		)	(54,111		)
Net change in net assets from capital share transactions	—			—
Total increase (decrease) in net assets	1,566,904			(17,768,040		)
Net assets at beginning of period	284,450,006			295,745,420
Net assets at end of period	$	286,016,910		$	277,977,380
Net asset value per common share	$	9.71		$	9.43
Common shares outstanding at end of period	29,466,768			29,466,768

See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Statements of Cash Flows

(unaudited)


	Nine months ended June 30, 2019			Nine months ended June 30, 2018			Three months ended December 31, 2019			Three months ended December 31, 2018
Operating activities:
Net increase (decrease) in net assets resulting from operations	$	3,977,636		$	12,313,739		$	6,134,254		$	(13,200,691	)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net change in unrealized (appreciation) depreciation	13,556,930			(26,075,538		)
Net unrealized (appreciation) depreciation							(1,926,384		)	19,760,624
Net realized (gains) losses	(1,535,882		)	27,969,819			519,710			(1,696,396		)
PIK interest income	(16,587		)	(1,651,021		)	(3,563		)	(7,745		)
Deferred fee income	—			182,004
Accretion of original issue discount on investments	(1,933,124		)	(1,545,398		)	(305,960		)	(567,298		)
Amortization of deferred financing costs	422,614			594,692			215,926			139,778
Purchases of investments	(198,538,828		)	(371,844,651		)	(34,025,019		)	(87,049,003		)
Proceeds from the sales and repayments of investments	156,786,130			362,607,262			48,581,768			73,124,794
Changes in operating assets and liabilities:
(Increase) decrease in interest, dividends and fees receivable	153,465			335,707			781,889			64,978
(Increase) decrease in due from portfolio companies	122,619			277,309			(456,317		)	117,120
(Increase) decrease in receivables from unsettled transactions	(36,588		)	(4,115,469		)	986,629			2,204,251
(Increase) decrease in other assets	47,782			(783,540		)	(56,454		)	(117,649		)
Increase (decrease) in accounts payable, accrued expenses and other liabilities	450,973			384,968			30,905			(97,069		)
Increase (decrease) in base management fee and incentive fee payable	(117,465		)	(524,897		)	(113,087		)	(776,415		)
Increase (decrease) in due to affiliate	(108,827		)	2,040,933			(52,596		)	1,154,755
Increase (decrease) in interest payable	1,848,050			513,908			(204,843		)	1,418,694
Increase (decrease) in payables from unsettled transactions	3,002,450			(1,662,795		)	(23,070,802		)	21,486,642
Increase (decrease) in director fees payable	—			(98,008		)	(25,000		)	50,000
Net cash provided by (used in) operating activities	(21,918,652		)	(1,080,976		)	(2,988,944		)	16,009,370
Financing activities:
Distributions paid in cash	(13,544,306		)	(13,763,649		)	(4,503,016		)	(4,513,238		)
Borrowings under credit facilities	107,600,000			59,500,000			23,000,000			30,000,000
Repayments of borrowings under credit facilities	(74,400,000		)	(61,900,000		)	(11,500,000		)	(42,900,000		)
Proceeds from issuance of notes payable	—			3,000,000
Repayments of notes payable	—			(3,000,000		)
Repurchases of common stock under dividend reinvestment plan	(157,742		)	(233,065		)	(64,334		)	(54,111		)
Deferred financing costs paid	(10,000		)	(1,255,975		)
Net cash provided by (used in) financing activities	19,487,952			(17,652,689		)	6,932,650			(17,467,349		)
Effect of exchange rate changes on foreign currency	(461		)	—			(264		)	—
Net increase (decrease) in cash and cash equivalents and restricted cash	(2,431,161		)	(18,733,665		)	3,943,442			(1,457,979		)
Cash and cash equivalents and restricted cash, beginning of period	16,431,787			43,012,387			14,051,632			16,431,787
Cash and cash equivalents and restricted cash, end of period	$	14,000,626		$	24,278,722		$	17,995,074		$	14,973,808
Supplemental information:
Cash paid for interest	$	8,584,298		$	7,789,122		$	3,415,808		$	1,664,482
Non-cash financing activities:
Issuance of shares of common stock under dividend reinvestment plan	$	157,742		$	233,065		$	64,334		$	54,111
Deferred financing costs incurred	$	(115,086	)	$	—

Reconciliation to the Consolidated Statements of Assets and Liabilities	June 30, 2019			September 30, 2018			December 31, 2019			September 30, 2019
Cash and cash equivalents	$	4,070,731		$	10,439,023		$	9,525,141		$	5,646,899
Restricted cash	9,929,895			5,992,764			8,469,933			8,404,733
Total cash and cash equivalents and restricted cash	$	14,000,626		$	16,431,787		$	17,995,074		$	14,051,632

See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

~~June 30,~~December 31, 2019

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)	Industry	Principal (7)		Cost			Fair Value			Notes	Cash Interest Rate (6)	Industry	Principal (7)		Cost			Fair Value			Notes
Control Investments											(8)											(8)
OCSI Glick JV LLC		Multi-sector holdings									(10)(11)		Multi-Sector Holdings									(10)(11)
Subordinated Note, LIBOR+6.50% cash due 10/20/2021	8.99%		$	66,098,276	$	66,098,277		$	55,634,655		(6)(9)(14)(15)	8.51%		$	66,056,272	$	66,056,273		$	54,169,710		(6)(9)(14)(15)
87.5% equity interest					7,111,751			—			(9)(12)(14)					7,111,751			—			(9)(12)(14)
					73,210,028			55,634,655								73,168,024			54,169,710
Total Control Investments (19.5% of net assets)					$	73,210,028		$	55,634,655
Total Control Investments (18.9% of net assets)																$	73,168,024		$	54,169,710

Non-Control/Non-Affiliate Investments											(13)											(13)
4 Over International, LLC		Commercial printing											Commercial Printing
First Lien Term Loan, LIBOR+6.00% cash due 6/7/2022	8.40%		$	5,641,854	$	5,575,575		$	5,561,739		(6)(15)(17)	7.80%		$	5,582,267	$	5,518,401		$	5,476,761		(6)(15)
First Lien Revolver, PRIME+5.00% cash due 6/7/2021	10.50%		15,646		15,144			14,674			(6)(14)(15)(17)	9.75%		11,735		11,233			10,441			(6)(14)(15)
					5,590,719			5,576,413								5,529,634			5,487,202
99 Cents Only Stores LLC		General merchandise stores											General Merchandise Stores
First Lien Term Loan, LIBOR+5.00% cash 1.50% PIK due 1/13/2022	7.33%		1,621,414		1,535,224			1,493,055			(6)(17)	6.94%		1,626,705		1,558,386			1,378,632			(6)
					1,535,224			1,493,055								1,558,386			1,378,632
Access CIG, LLC		Diversified support services											Diversified Support Services
First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025	6.19%		5,476,214		5,428,704			5,457,403			(6)	5.44%		5,448,507		5,405,467			5,453,056			(6)
					5,428,704			5,457,403								5,405,467			5,453,056
AI Ladder (Luxembourg) Subco S.a.r.l.		Electrical components & equipment											Electrical Components & Equipment
First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	6.83%		6,553,951		6,383,584			6,387,349			(6)(9)	6.44%		6,497,218		6,342,528			6,505,339			(6)(9)
					6,383,584			6,387,349								6,342,528			6,505,339
Air Medical Group Holdings, Inc.		Healthcare services											Health Care Services
First Lien Term Loan, LIBOR+4.25% cash due 3/14/2025	6.65%		2,495,003		2,441,678			2,352,164			(6)(17)	6.05%		2,482,338		2,433,996			2,414,073			(6)
					2,441,678			2,352,164								2,433,996			2,414,073
Airxcel, Inc.		Household appliances											Household Appliances
First Lien Term Loan, LIBOR+4.50% cash due 4/28/2025	6.90%		6,930,000		6,872,099			6,545,974			(6)	6.30%		6,895,000		6,842,400			6,774,338			(6)(15)
					6,872,099			6,545,974								6,842,400			6,774,338
AL Midcoast Holdings LLC		Oil & gas storage & transportation
First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025	7.83%		565,725		560,068			567,846			(6)
Aldevron, L.L.C.													Biotechnology
First Lien Term Loan, LIBOR+4.25% cash due 10/12/2026												6.19%		4,000,000		3,960,000			4,050,000			(6)
					560,068			567,846								3,960,000			4,050,000
All Web Leads, Inc.		Advertising											Advertising
First Lien Term Loan, LIBOR+7.50% cash due 12/29/2020	10.02%		24,276,967		24,276,941			21,112,392			(6)(15)(17)	9.41%		23,928,327		23,928,301			20,809,198			(6)(15)
					24,276,941			21,112,392								23,928,301			20,809,198
Allen Media, LLC		Movies & entertainment											Movies & Entertainment
First Lien Term Loan, LIBOR+6.50% cash due 8/30/2023	8.83%		4,873,494		4,770,940			4,861,310			(6)(15)(17)	8.44%		4,745,482		4,657,768			4,626,845			(6)(15)
					4,770,940			4,861,310								4,657,768			4,626,845
Ancile Solutions, Inc.		Application software											Application Software
First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021	9.33%		8,418,372		8,293,303			8,275,259			(6)(15)(17)	8.94%		8,181,235		8,076,016			8,033,972			(6)(15)
					8,293,303			8,275,259								8,076,016			8,033,972
Applovin Corporation		Application software
First Lien Term Loan, LIBOR+3.50% cash due 8/15/2025	5.90%		4,987,469		4,975,000			4,987,494			(6)
					4,975,000			4,987,494
Apptio, Inc.		Application software											Application Software
First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025	9.67%		10,693,944		10,493,824			10,491,829			(6)(15)(17)	8.96%		10,693,944		10,512,153			10,499,314			(6)(15)
First Lien Revolver, LIBOR+7.25% cash due 1/10/2025			—		(12,760		)	(13,085		)	(6)(14)(15)(17)			—		(11,597		)	(12,600		)	(6)(14)(15)
					10,481,064			10,478,744								10,500,556			10,486,714
Aptos, Inc.													Computer & Electronics Retail
First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025												7.70%		10,890,000		10,781,100			10,790,193			(6)(15)
																10,781,100			10,790,193

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

~~June 30,~~December 31, 2019

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)	Industry	Principal (7)		Cost		Fair Value		Notes	Cash Interest Rate (6)	Industry	Principal (7)		Cost		Fair Value		Notes
Aptos, Inc.		Computer & electronics retail
First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025	7.90%		$	10,945,000	$	10,835,550	$	10,808,188	(6)(15)
Asurion, LLC											Property & Casualty Insurance
Second Lien Term Loan, LIBOR+6.50% cash due 8/4/2025										8.30%		$	2,000,000	$	2,004,947	$	2,029,250	(6)
					10,835,550		10,808,188							2,004,947		2,029,250
Avaya, Inc.		Communications equipment									Communications Equipment
First Lien Term Loan, LIBOR+4.25% cash due 12/15/2024	6.65%		9,850,000		9,761,245		9,443,688		(6)(17)	5.99%		8,970,299		8,896,969		8,829,017		(6)
					9,761,245		9,443,688							8,896,969		8,829,017
Ball Metalpack Finco, LLC		Metal & glass containers									Metal & Glass Containers
First Lien Term Loan, LIBOR+4.50% cash due 7/31/2025	7.02%		8,910,000		8,870,935		8,820,900		(6)(15)	6.41%		8,865,000		8,829,369		7,867,688		(6)(15)
					8,870,935		8,820,900							8,829,369		7,867,688
Blackhawk Network Holdings, Inc.		Data processing & outsourced services									Data Processing & Outsourced Services
Second Lien Term Loan, LIBOR+7.00% cash due 6/15/2026	9.44%		4,375,000		4,334,097		4,377,734		(6)(17)	8.75%		4,375,000		4,337,075		4,375,000		(6)
					4,334,097		4,377,734							4,337,075		4,375,000
Boxer Parent Company Inc.		Systems software									Systems Software
First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025	6.58%		6,134,175		6,065,816		5,819,799		(6)	6.05%		6,103,350		6,036,624		6,048,572		(6)
					6,065,816		5,819,799							6,036,624		6,048,572
Cadence Aerospace LLC		Aerospace & defense
Cadence Aerospace, LLC											Aerospace & Defense
First Lien Term Loan, LIBOR+6.50% cash due 11/14/2023	8.83%		13,548,341		13,437,066		13,223,641		(6)(15)(17)	8.43%		13,479,685		13,376,502		13,368,760		(6)(15)
					13,437,066		13,223,641							13,376,502		13,368,760
Canyon Buyer, Inc.		Application software									Application Software
First Lien Term Loan, LIBOR+4.25% cash due 2/15/2025	6.58%		8,954,660		8,852,236		8,954,660		(6)	6.20%		5,916,934		5,855,345		5,939,123		(6)
					8,852,236		8,954,660							5,855,345		5,939,123
Cast & Crew Payroll, LLC		Application software									Application Software
First Lien Term Loan, LIBOR+4.00% cash due 2/9/2026	6.41%		4,987,500		4,937,625		5,017,425		(6)	5.80%		4,962,500		4,912,874		4,993,516		(6)
														4,912,874		4,993,516
Chief Power Finance II, LLC											Independent Power Producers & Energy Traders
First Lien Term Loan, LIBOR+6.50% cash due 12/31/2022										8.36%		3,456,250		3,374,478		3,369,844		(6)(15)
					4,937,625		5,017,425							3,374,478		3,369,844
Cincinnati Bell Inc.		Integrated telecommunication services									Integrated Telecommunication Services
First Lien Term Loan, LIBOR+3.25% cash due 10/2/2024	5.65%		4,905,777		4,891,048		4,885,344		(6)(9)(17)	5.05%		4,881,063		4,867,820		4,916,670		(6)(9)
					4,891,048		4,885,344							4,867,820		4,916,670
CircusTrix Holdings LLC		Leisure facilities									Leisure Facilities
First Lien Term Loan, LIBOR+5.50% cash due 12/16/2021	7.90%		8,092,850		8,040,956		8,029,693		(6)(15)(17)	7.30%		8,051,608		8,010,603		7,997,767		(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 12/16/2021	7.90%		706,236		694,846		692,374		(6)(14)(15)(17)	7.30%		969,515		960,490		957,665		(6)(14)(15)
					8,735,802		8,722,067							8,971,093		8,955,432
CITGO Petroleum Corp.		Oil & gas refining & marketing									Oil & Gas Refining & Marketing
First Lien Term Loan, LIBOR+4.50% cash due 7/29/2021	7.10%		5,968,750		5,950,955		5,974,957		(6)(17)	6.44%		5,921,875		5,908,522		5,953,350		(6)
First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	7.60%		6,000,000		5,940,000		6,013,140		(6)(17)	6.94%		5,955,000		5,895,451		5,992,219		(6)
					11,890,955		11,988,097							11,803,973		11,945,569
Curium Bidco S.à r.l.		Biotechnology
First Lien Term Loan, LIBOR+4.00% cash due 6/26/2026	6.45%		4,000,000		3,970,000		3,997,500		(6)(9)
Connect U.S. Finco LLC											Alternative Carriers
First Lien Delayed Draw Term Loan, LIBOR+4.50% cash due 12/11/2026										6.29%		4,089,457		3,890,477		4,163,657		(6)(9)(14)
					3,970,000		3,997,500							3,890,477		4,163,657
Curvature, Inc.		IT consulting & other services
First Lien Term Loan, LIBOR+5.00% cash due 10/30/2023	7.40%		9,750,000		9,706,334		6,797,115		(6)(17)
CPI Holdco, LLC											Health Care Supplies
First Lien Term Loan, LIBOR+4.25% cash due 11/4/2026										6.19%		5,000,000		4,975,000		5,021,875		(6)
					9,706,334		6,797,115							4,975,000		5,021,875
DigiCert, Inc.		Internet services & infrastructure
First Lien Term Loan, LIBOR+4.00% cash due 10/31/2024	6.40%		10,658,834		10,637,120		10,635,545		(6)(17)
					10,637,120		10,635,545

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

~~June 30,~~December 31, 2019

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)	Industry	Principal (7)		Cost			Fair Value			Notes	Cash Interest Rate (6)	Industry	Principal (7)		Cost			Fair Value			Notes
Curium Bidco S.à.r.l.													Biotechnology
First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026												5.94%		$	3,990,000	$	3,960,075		$	4,027,426		(6)(9)
																3,960,075			4,027,426
Curvature, Inc.													IT Consulting & Other Services
First Lien Term Loan, LIBOR+5.00% cash due 10/30/2023												6.80%		9,700,000		9,660,669			7,619,350			(6)
																9,660,669			7,619,350
Dcert Buyer, Inc.													Internet Services & Infrastructure
First Lien Term Loan, LIBOR+4.00% cash due 10/16/2026												5.80%		9,000,000		8,977,500			9,045,000			(6)
																8,977,500			9,045,000
Ellie Mae, Inc.		Application software											Application Software
First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026	6.53%		$	6,500,000	$	6,467,500		$	6,489,145		(6)	5.94%		7,481,250		7,441,350			7,542,073			(6)
					6,467,500			6,489,145
Empower Payments Acquisition, Inc.		Commercial printing
First Lien Term Loan, LIBOR+4.25% cash due 10/11/2025	6.65%		9,950,000		9,927,445			9,940,697			(6)(15)(17)
					9,927,445			9,940,697								7,441,350			7,542,073
EnergySolutions LLC		Environmental & facilities services											Environmental & Facilities Services
First Lien Term Loan, LIBOR+3.75% cash due 5/9/2025	6.08%		3,960,000		3,943,300			3,801,600			(6)(17)	5.69%		3,940,000		3,924,821			3,734,391			(6)
					3,943,300			3,801,600								3,924,821			3,734,391
Eton		Research & consulting services
Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026	9.90%		5,000,000		4,978,498			4,975,000			(6)
eResearch Technology, Inc.													Application Software
First Lien Term Loan, LIBOR+4.50% cash due 11/20/2026												6.39%		4,000,000		3,960,000			4,037,500			(6)
					4,978,498			4,975,000								3,960,000			4,037,500
Femur Buyer, Inc.		Healthcare equipment											Health Care Equipment
First Lien Term Loan, LIBOR+4.50% cash due 3/5/2026	6.98%		9,000,000		8,910,000			9,039,375			(6)	6.44%		8,955,000		8,865,450			8,753,513			(6)
					8,910,000			9,039,375								8,865,450			8,753,513
Firstlight Holdco, Inc.		Alternative carriers											Alternative Carriers
First Lien Term Loan, LIBOR+3.50% cash due 7/23/2025	5.90%		7,177,889		7,146,346			7,115,083			(6)(18)	5.30%		7,138,554		7,109,804			7,156,401			(6)
					7,146,346			7,115,083								7,109,804			7,156,401
Frontier Communications Corporation		Integrated telecommunication services											Integrated Telecommunication Services
First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024	6.16%		1,492,386		1,454,330			1,466,896			(6)(9)(17)	5.55%		1,484,772		1,446,910			1,495,187			(6)(9)
					1,454,330			1,466,896								1,446,910			1,495,187
Gentiva Health Services, Inc.		Healthcare services
First Lien Term Loan, LIBOR+3.75% cash due 7/2/2025	6.19%		3,989,950		3,984,962			3,998,688			(6)
GI Chill Acquisition LLC													Managed Health Care
First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025												5.94%		2,992,424		2,969,981			2,973,871			(6)(15)
					3,984,962			3,998,688								2,969,981			2,973,871
GKD Index Partners, LLC		Specialized finance											Specialized Finance
First Lien Term Loan, LIBOR+7.25% cash due 6/29/2023	9.58%		8,788,247		8,718,028			8,647,635			(6)(15)(17)
First Lien Revolver, LIBOR+7.25% cash due 6/29/2023			—		(3,551		)	(7,556		)	(6)(14)(15)(17)
First Lien Term Loan, LIBOR+7.00% cash due 6/29/2023												8.94%		8,496,871		8,437,588			8,377,914			(6)(15)
First Lien Revolver, LIBOR+7.00% cash due 6/29/2023												8.95%		222,222		219,121			215,556			(6)(14)(15)
					8,714,477			8,640,079								8,656,709			8,593,470
GoodRx, Inc.		Interactive media & services											Interactive Media & Services
First Lien Term Loan, LIBOR+2.75% cash due 10/10/2025	5.14%		3,935,963		3,927,063			3,911,993			(6)	4.55%		3,915,963		3,907,822			3,946,958			(6)
																3,907,822			3,946,958
Guidehouse LLP													Research & Consulting Services
First Lien Term Loan, LIBOR+4.50% cash due 5/1/2025												6.30%		2,493,671		2,468,734			2,479,644			(6)
Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026												9.80%		5,000,000		4,980,091			4,925,000			(6)
																7,448,825			7,404,644
Helios Software Holdings, Inc.													Systems Software
First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025												6.18%		4,000,000		3,960,000			3,978,760			(6)
					3,927,063			3,911,993								3,960,000			3,978,760
iCIMs, Inc.		Application software											Application Software
First Lien Term Loan, LIBOR+6.50% cash due 9/12/2024	8.90%		5,572,549		5,473,762			5,472,439			(6)(15)(17)	8.29%		5,572,549		5,483,381			5,482,508			(6)(15)
First Lien Revolver, LIBOR+6.50% cash due 9/12/2024					(5,099		)	(5,174		)	(6)(14)(15)(17)			—		(4,602		)	(4,752		)	(6)(14)(15)
					5,468,663			5,467,265								5,478,779			5,477,756
Indivior Finance S.a.r.l.		Pharmaceuticals
First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022	7.09%		5,392,125		5,366,173			4,868,658			(6)(9)(17)
					5,366,173			4,868,658
Internet Pipeline, Inc.		Internet services & infrastructure
First Lien Term Loan, LIBOR+4.75% cash due 8/4/2022	7.16%		12,881,451		12,871,314			12,802,828			(6)(15)(17)
First Lien Revolver, LIBOR+4.75% cash due 8/4/2021			—		—			(4,882		)	(6)(14)(15)(17)
					12,871,314			12,797,946
Jo-Ann Stores LLC		Specialty stores
First Lien Term Loan, LIBOR+5.00% cash due 10/20/2023	7.59%		3,797,471		3,797,471			3,449,376			(6)(17)
					3,797,471			3,449,376
Kellermeyer Bergensons Services, LLC		Environmental & facilities services
Second Lien Term Loan, LIBOR+8.50% cash due 4/29/2022	11.08%		280,000		280,000			282,450			(6)(15)(17)
					280,000			282,450

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

~~June 30,~~December 31, 2019

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)	Industry	Principal (7)		Cost			Fair Value			Notes	Cash Interest Rate (6)	Industry	Principal (7)		Cost			Fair Value			Notes
Indivior Finance S.a.r.l.													Pharmaceuticals
First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022												6.43%		$	5,345,745	$	5,323,772		$	4,953,715		(6)(9)
																5,323,772			4,953,715
KIK Custom Products Inc.		Household products											Household Products
First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023	6.40%		$	5,000,000	$	5,027,545		$	4,728,125		(6)(9)(17)	5.79%		5,000,000		5,023,942			4,922,500			(6)(9)
					5,027,545			4,728,125								5,023,942			4,922,500
Lannett Company, Inc.		Pharmaceuticals											Pharmaceuticals
First Lien Term Loan, LIBOR+5.38% cash due 11/25/2022	7.78%		7,415,355		7,429,287			6,970,433			(6)(9)(17)	7.17%		7,150,600		7,162,035			7,061,217			(6)(9)
					7,429,287			6,970,433								7,162,035			7,061,217
Lightbox Intermediate, L.P.		Real estate services											Real Estate Services
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026	7.45%		10,000,000		9,852,199			9,900,000			(6)(15)	6.74%		9,950,000		9,813,804			9,825,625			(6)(15)
					9,852,199			9,900,000								9,813,804			9,825,625
Lytx Holdings, LLC		Research & consulting services											Research & Consulting Services
500 Class B Units					—			293,339			(15)					—			293,339			(15)
					—			293,339								—			293,339
McAfee, LLC		Systems software											Systems Software
First Lien Term Loan, LIBOR+3.75% cash due 9/30/2024	6.15%		8,159,243		8,100,505			8,160,506			(6)(17)	5.55%		6,123,189		6,083,958			6,157,632			(6)
					8,100,505			8,160,506								6,083,958			6,157,632
McDermott Technology (Americas), Inc.		Oil & gas equipment & services
First Lien Term Loan, LIBOR+5.00% cash due 5/12/2025	7.40%		1,285,239		1,263,664			1,266,063			(6)(9)(17)
					1,263,664			1,266,063
MHE Intermediate Holdings, LLC		Diversified support services											Diversified Support Services
First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	7.33%		11,567,677		11,410,648			11,336,324			(6)(15)(17)	6.94%		11,508,508		11,368,941			11,278,337			(6)(15)
First Lien Revolver, PRIME+4.00% cash due 3/10/2023	9.50%		1,939,016		1,710,069			1,833,926			(6)(14)(15)(17)	8.75%		788,177		559,231			683,087			(6)(14)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024	7.33%		2,355,478		2,382,317			2,308,368			(6)(15)(17)	6.99%		2,343,482		2,370,184			2,296,612			(6)(15)
					15,503,034			15,478,618								14,298,356			14,258,036
Mindbody, Inc.		Internet services & infrastructure											Internet Services & Infrastructure
First Lien Term Loan, LIBOR+7.00% cash due 2/15/2025	9.39%		9,047,619		8,877,894			8,866,667			(6)(15)(17)
First Lien Revolver, LIBOR+7.00% cash due 2/15/2025			—		(17,866		)	(19,048		)	(6)(14)(15)(17)
First Lien Term Loan, LIBOR+7.00% cash due 2/14/2025												8.79%		9,047,619		8,893,178			8,884,762			(6)(15)
First Lien Revolver, LIBOR+7.00% cash due 2/14/2025														—		(16,257		)	(17,143		)	(6)(14)(15)
					8,860,028			8,847,619								8,876,921			8,867,619
Ministry Brands, LLC		Application software											Application Software
First Lien Revolver, LIBOR+5.00% cash due 12/2/2022												6.95%		20,000		19,139			20,000			(6)(14)(15)
Second Lien Term Loan, LIBOR+9.25% cash due 6/2/2023	11.58%		1,568,067		1,553,885			1,568,022			(6)(15)(17)	11.08%		1,568,067		1,555,719			1,568,067			(6)(15)
Second Lien Delayed Draw Term Loan, LIBOR+9.25% cash due 6/2/2023	11.58%		431,933		428,027			431,920			(6)(15)(17)	11.08%		431,933		428,532			431,933			(6)(15)
First Lien Revolver, LIBOR+5.00% cash due 12/2/2022	7.33%		20,000		19,139			19,883			(6)(14)(15)(17)
					2,001,051			2,019,825								2,003,390			2,020,000
Morphe LLC		Personal products
First Lien Term Loan, LIBOR+6.00% cash due 2/10/2023	8.33%		11,250,000		11,167,132			11,250,000			(6)(15)(17)
					11,167,132			11,250,000
New Trident Holdcorp, Inc.		Healthcare services
Second Lien Term Loan, LIBOR+9.50% cash due 7/31/2020			1,000,000		795,624			—			(6)(15)(16)(17)
					795,624			—
OCI Beaumont LLC		Commodity chemicals
First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025	6.33%		4,937,500		4,932,429			4,943,672			(6)(9)
OEConnection LLC													Application Software
First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026												5.80%		7,744,659		7,705,936			7,793,063			(6)
First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026														—		(3,559		)	4,600			(6)(14)
					4,932,429			4,943,672								7,702,377			7,797,663
Onvoy, LLC		Integrated telecommunication services											Integrated Telecommunication Services
First Lien Term Loan, LIBOR+4.50% cash due 2/10/2024	6.83%		3,870,505		3,857,677			3,222,195			(6)(17)	6.30%		3,850,707		3,839,355			3,494,517			(6)
					3,857,677			3,222,195								3,839,355			3,494,517
PaySimple, Inc.													Data Processing & Outsourced Services
First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025												7.30%		7,531,125		7,388,663			7,493,469			(6)(15)
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 8/23/2025												7.28%		709,629		663,284			697,379			(6)(14)(15)
																8,051,947			8,190,848
Peraton Corp.		Aerospace & defense											Aerospace & Defense
First Lien Term Loan, LIBOR+5.25% cash due 4/29/2024	7.66%		6,370,000		6,348,073			6,330,188			(6)(17)	7.05%		6,337,500		6,317,993			6,337,500			(6)
					6,348,073			6,330,188								6,317,993			6,337,500
ProFrac Services, LLC		Industrial machinery
First Lien Term Loan, LIBOR+6.25% cash due 9/15/2023	8.66%		9,394,444		9,315,151			9,206,556			(6)(15)(17)
					9,315,151			9,206,556

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

~~June 30,~~December 31, 2019

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)	Industry	Principal (7)		Cost		Fair Value		Notes	Cash Interest Rate (6)	Industry	Principal (7)		Cost		Fair Value		Notes
PSI Services LLC		Human resource & employment services
First Lien Term Loan, LIBOR+5.00% cash due 1/20/2023	7.40%		$	6,618,505	$	6,558,042	$	6,570,937	(6)(15)(17)
ProFrac Services, LLC											Industrial Machinery
First Lien Term Loan, LIBOR+6.25% cash due 9/15/2023										8.14%		$	8,838,889	$	8,773,265	$	8,617,917	(6)(15)
														8,773,265		8,617,917
Project Boost Purchaser, LLC											Application Software
First Lien Term Loan, LIBOR+3.50% cash due 6/1/2026										5.30%		2,793,000		2,765,070		2,810,023		(6)
Second Lien Term Loan, LIBOR+8.00% cash due 5/9/2027										9.80%		1,500,000		1,500,000		1,496,250		(6)(15)
					6,558,042		6,570,937							4,265,070		4,306,273
Recorded Books Inc.		Publishing									Publishing
First Lien Term Loan, LIBOR+4.50% cash due 8/29/2025	6.83%		10,421,250		10,317,038		10,453,869		(6)	6.30%		10,368,750		10,265,063		10,433,555		(6)
					10,317,038		10,453,869							10,265,063		10,433,555
RevSpring, Inc.											Commercial Printing
First Lien Term Loan, LIBOR+4.00% cash due 10/11/2025										5.94%		9,900,000		9,879,368		9,912,375		(6)(15)
														9,879,368		9,912,375
Sabert Corporation											Metal & Glass Containers
First Lien Term Loan, LIBOR+4.50% cash due 12/10/2026										6.25%		2,900,000		2,871,000		2,930,218		(6)
														2,871,000		2,930,218
Salient CRGT, Inc.		Aerospace & defense									Aerospace & Defense
First Lien Term Loan, LIBOR+6.00% cash due 2/28/2022	8.40%		5,772,619		5,711,322		5,541,715		(6)(15)(17)
First Lien Term Loan, LIBOR+6.50% cash due 2/28/2022										8.29%		5,691,369		5,642,541		5,406,801		(6)(15)
					5,711,322		5,541,715							5,642,541		5,406,801
Signify Health, LLC		Healthcare services									Health Care Services
First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	6.83%		10,862,500		10,775,485		10,855,711		(6)(17)	6.44%		10,807,500		10,728,925		10,793,991		(6)
					10,775,485		10,855,711							10,728,925		10,793,991
Sirva Worldwide, Inc.		Diversified support services									Diversified Support Services
First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025	7.90%		7,900,000		7,781,500		7,687,727		(6)	7.44%		7,800,000		7,683,000		7,722,000		(6)
					7,781,500		7,687,727							7,683,000		7,722,000
Sophia, L.P.		Systems software									Systems Software
First Lien Term Loan, LIBOR+3.25% cash due 9/30/2022	5.58%		1,402,703		1,399,890		1,400,423		(6)(17)	5.19%		1,333,213		1,330,957		1,337,979		(6)
					1,399,890		1,400,423							1,330,957		1,337,979
StandardAero Aviation Holdings Inc.		Aerospace & defense
First Lien Term Loan, LIBOR+4.00% cash due 4/6/2026	6.33%		2,000,000		1,997,514		2,011,070		(6)
Sunshine Luxembourg VII SARL											Personal Products
First Lien Term Loan, LIBOR+4.25% cash due 10/1/2026										6.19%		3,000,000		2,985,000		3,032,400		(6)(9)
														2,985,000		3,032,400
Supermoose Borrower, LLC											Application Software
First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025										5.55%		997,481		919,807		955,268		(6)
					1,997,514		2,011,070							919,807		955,268
The Dun & Bradstreet Corporation		Research & consulting services									Research & Consulting Services
First Lien Term Loan, LIBOR+5.00% cash due 2/6/2026	7.40%		5,000,000		4,904,702		5,007,825		(6)	6.79%		5,000,000		4,912,011		5,050,000		(6)
					4,904,702		5,007,825							4,912,011		5,050,000
Thunder Finco (US), LLC											Movies & Entertainment
First Lien Term Loan, LIBOR+4.25% cash due 11/26/2026										6.04%		6,000,000		5,940,000		6,000,000		(6)(9)(15)
														5,940,000		6,000,000
TIBCO Software Inc.		Application software									Application Software
First Lien Term Loan, LIBOR+3.50% cash due 12/4/2020	5.91%		1,989,795		1,989,795		1,996,332		(6)(17)
First Lien Term Loan, LIBOR+4.00% cash due 6/30/2026	6.39%		4,000,000		3,980,000		4,012,500		(6)(17)	5.71%		7,969,821		7,959,343		8,015,926		(6)
					5,969,795		6,008,832							7,959,343		8,015,926
Tribe Buyer LLC		Human resources & employment services
First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	6.90%		1,558,398		1,555,415		1,542,814		(6)(17)
Trident Topco LLC											Health Care Services
58.99 Class A Warrants (exercise price $156.164) expiration date 3/20/2021														—		—		(15)
					1,555,415		1,542,814							—		—
Truck Hero, Inc.		Auto parts & equipment									Auto Parts & Equipment
First Lien Term Loan, LIBOR+3.75% cash due 4/22/2024	6.15%		5,754,560		5,765,016		5,427,298		(6)(17)	5.55%		5,725,200		5,734,522		5,596,383		(6)
					5,765,016		5,427,298							5,734,522		5,596,383
TV Borrower US, LLC		Integrated telecommunication services
First Lien Term Loan, LIBOR+4.75% cash due 2/22/2024	7.08%		1,703,397		1,697,771		1,708,720		(6)(9)(17)
					1,697,771		1,708,720
Uber Technologies, Inc.		Application software									Application Software
First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025	6.41%		2,244,992		2,229,385		2,249,202		(6)(17)	5.74%		2,233,654		2,219,490		2,236,044		(6)
					2,229,385		2,249,202							2,219,490		2,236,044
UFC Holdings, LLC		Movies & entertainment
First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	5.66%		4,969,543		4,967,602		4,966,437		(6)(17)
					4,967,602		4,966,437
Uniti Group LP		Specialized REITs
First Lien Term Loan, LIBOR+5.00% cash due 10/24/2022	7.40%		8,871,230		8,647,298		8,667,502		(6)(9)(17)
					8,647,298		8,667,502

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

~~June 30,~~December 31, 2019

(unaudited)


Portfolio Company/Type of Investment (1)(2)(3)(4)(5)	Cash Interest Rate (6)	Industry	Principal (7)		Cost		Fair Value		Notes	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										5.05%		$	4,931,316	$	4,929,121	$	4,970,692	(6)
														4,929,121		4,970,692
Uniti Group LP											Specialized REITs
First Lien Term Loan, LIBOR+5.00% cash due 10/24/2022										6.80%		8,825,736		8,636,987		8,689,687		(6)(9)
														8,636,987		8,689,687
UOS, LLC		Trading companies & distributors									Trading Companies & Distributors
First Lien Term Loan, LIBOR+5.50% cash due 4/18/2023	7.83%		$	8,842,230	$	8,975,410	$	8,897,494	(6)(17)	7.30%		8,797,116		8,912,212		8,885,087		(6)
					8,975,410		8,897,494							8,912,212		8,885,087
Veritas US Inc.		Application software									Application Software
First Lien Term Loan, LIBOR+4.50% cash due 1/27/2023	6.90%		12,844,730		12,942,859		11,728,908		(6)(17)	6.30%		12,033,285		12,111,272		11,618,979		(6)
					12,942,859		11,728,908							12,111,272		11,618,979
Verra Mobility, Corp.		Data processing & outsourced services									Data Processing & Outsourced Services
First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025	6.15%		4,962,312		4,973,594		4,985,039		(6)(9)(17)	5.55%		4,937,186		4,947,408		4,976,288		(6)(9)
					4,973,594		4,985,039							4,947,408		4,976,288
Verscend Holding Corp.		Healthcare technology									Health Care Technology
First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025	6.90%		11,002,855		10,925,509		11,032,123		(6)(17)	6.30%		10,947,425		10,870,469		11,047,758		(6)
					10,925,509		11,032,123							10,870,469		11,047,758
WeddingWire, Inc.		Interactive media & services									Interactive Media & Services
First Lien Term Loan, LIBOR+4.50% cash due 12/19/2025	6.90%		7,960,000		7,922,842		7,989,850		(6)	6.30%		7,920,000		7,885,923		7,969,500		(6)
					7,922,842		7,989,850							7,885,923		7,969,500
Windstream Services, LLC		Integrated telecommunication services									Integrated Telecommunication Services
First Lien Term Loan, PRIME+5.00% cash due 3/29/2021	10.50%		7,384,828		7,201,452		7,615,604		(6)(9)(17)	9.75%		2,775,040		2,719,394		2,666,244		(6)(9)
					7,201,452		7,615,604							2,719,394		2,666,244
Woodford Express LLC		Oil & gas exploration & production									Oil & Gas Exploration & Production
First Lien Term Loan, LIBOR+5.00% cash due 1/27/2025	7.40%		14,812,500		14,693,895		14,602,607		(6)(17)	6.80%		14,736,970		14,629,686		12,939,059		(6)
					14,693,895		14,602,607							14,629,686		12,939,059
WP CPP Holdings, LLC		Aerospace & defense									Aerospace & Defense
First Lien Term Loan, LIBOR+3.75% cash due 4/30/2025	6.34%		4,466,250		4,456,515		4,466,250		(6)(17)	5.68%		4,443,750		4,434,905		4,421,531		(6)
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	10.34%		1,000,000		991,115		998,750		(6)(17)	9.68%		1,000,000		991,774		988,130		(6)
					5,447,630		5,465,000							5,426,679		5,409,661
Zep Inc.		Specialty chemicals									Specialty Chemicals
First Lien Term Loan, LIBOR+4.00% cash due 8/12/2024	6.33%		4,666,875		4,699,933		3,815,170		(6)(17)	5.94%		4,643,125		4,672,787		3,614,673		(6)
					4,699,933		3,815,170							4,672,787		3,614,673
Zephyr Bidco Limited		Specialized finance									Specialized Finance
First Lien Term Loan, UK LIBOR+4.75% cash due 7/23/2025	5.22%		£	5,000,000	6,667,495		6,267,061		(6)(9)
First Lien Term Loan, UK LIBOR+4.50% cash due 7/23/2025										5.21%		£	5,000,000	6,667,495		6,549,233		(6)(9)
					6,667,495		6,267,061							6,667,495		6,549,233
Total Non-Control/Non-Affiliate Investments (186.3% of net assets)					$	544,954,488	$	532,947,434
Total Portfolio Investments (205.8% of net assets)					$	618,164,516	$	588,582,089
Cash and Cash Equivalents and Restricted Cash
JP Morgan Prime Money Market Fund, Institutional Shares					$	571,949	$	571,949
Other cash accounts					$	13,428,677	$	13,428,677
Total Cash and Cash Equivalents and Restricted Cash (4.9% of net assets)					$	14,000,626	$	14,000,626
Total Portfolio Investments, Cash and Cash Equivalents and Restricted Cash (210.7% of net assets)					$	632,165,142	$	602,582,715
Total Non-Control/Non-Affiliate Investments (185.4% of net assets)														$	538,934,038	$	530,284,037
Total Portfolio Investments (204.3% of net assets)														$	612,102,062	$	584,453,747
Cash and Cash Equivalents and Restricted Cash (6.3% of net assets)														$	17,995,074	$	17,995,074
Total Portfolio Investments, Cash and Cash Equivalents and Restricted Cash (210.6% of net assets)														$	630,097,136	$	602,448,821


Derivatives Instrument	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Counterparty	Cumulative Unrealized Appreciation (Depreciation)			Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Counterparty	Cumulative Unrealized Appreciation (Depreciation)
Foreign currency forward contract	$	6,271,271	£	4,934,900	7/10/2019	JPMorgan Chase Bank, N.A.	$	(12,632	)	$	6,250,213	£	4,838,750	2/18/2020	JPMorgan Chase Bank, N.A.	$	(168,712	)

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

December 31, 2019

(unaudited)


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


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

~~Oaktree Strategic Income Corporation~~

~~Consolidated Schedule of Investments~~

~~June 30, 2019~~

~~(unaudited)~~


(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.


(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 ~~June 30,~~December 31, 2019, the reference rates for the Company's variable rate loans were the 30-day LIBOR at ~~2.40%~~1.80%, the 60-day LIBOR at ~~2.35%~~1.85%, the 90-day LIBOR at ~~2.33%~~1.94%, the 180-day LIBOR at ~~2.20%~~1.92%, the PRIME at ~~5.50%~~4.75% and the 30-day UK LIBOR at ~~0.72%~~0.71%. 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. 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 ~~June 30,~~December 31, 2019, qualifying assets represented ~~79.6%~~79.7% of the Company's total assets and non-qualifying assets represented ~~20.4%~~20.3% 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 ~~nine~~three months ended ~~June 30,~~December 31, 2019 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 ~~June 30,~~December 31, 2019, 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 June 30, 2019. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.~~


~~(17)~~	~~Loan includes interest rate floor, which is generally 1%.~~


~~(18)~~	~~Prior to June 30, 2019, this portfolio company was named Flight Bidco Inc.~~

See notes to Consolidated Financial Statements.

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, ~~2018~~2019

Portfolio Company/Type of Investment (1)(2)(8)(9)(12) Cash Interest Rate (7) Industry (17) Principal (4)
Cost Fair Value Notes
Control Investments (3)
OCSI Glick JV LLC Multi-sector holdings
(6)(11)(13)

Subordinated Note, LIBOR+6.5% cash due 10/20/2021 8.59% $ 66,390,220
$ 66,390,219
$ 58,512,170
(7)
87.5% equity interest 7,111,751
—
(16)
73,501,970
58,512,170

Total Control Investments (19.8% of net assets) $ 73,501,970
$ 58,512,170

Non-Control/Non-Affiliate Investments (5)
4 Over International, LLC Commercial printing
First Lien Term Loan, LIBOR+6% (1% floor) cash due 6/7/2022 8.24% 5,731,236
$ 5,661,123
$ 5,730,743
(7)
First Lien Revolver, LIBOR+6% (1% floor) cash due 6/7/2021 —
(502 ) (6 ) (7)(10)
5,660,621
5,730,737

99 Cents Only Stores LLC General merchandise stores
First Lien Term Loan, LIBOR+5% (1% floor) cash 1.5% PIK due 1/13/2022 7.35% 2,006,060
1,866,494
1,940,863
(7)(14)
1,866,494
1,940,863

Airxcel, Inc. Household appliances
First Lien Term Loan, LIBOR+4.5% cash due 4/28/2025 6.74% 6,982,500
6,916,677
6,950,485
(7)(14)
6,916,677
6,950,485

AI Ladder (Luxembourg) Subco S.a.r.l Electrical components & equipment
First Lien Term Loan, LIBOR+4.5% cash due 7/9/2025 7.02% 12,000,000
11,649,358
12,071,280
(6)(7)(14)
11,649,358
12,071,280

AL Midcoast Holdings LLC Oil & gas storage & transportation
First Lien Term Loan, LIBOR+5.5% cash due 8/1/2025 7.84% 4,879,000
4,830,210
4,898,833
(7)(14)
4,830,210
4,898,833

All Web Leads, Inc. Advertising
First Lien Term Loan, LIBOR+7% (1% floor) cash due 12/29/2020 9.31% 24,799,927
24,799,900
22,535,595
(7)
24,799,900
22,535,595

Allen Media, LLC Movies & entertainment
First Lien Term Loan, LIBOR+6.5% (1% floor) cash due 8/30/2023 8.81% 5,000,000
4,875,899
4,868,750
(7)
4,875,899
4,868,750

Ancile Solutions, Inc. Application software
First Lien Term Loan, LIBOR+7% (1% floor) cash due 6/30/2021 9.39% 9,168,620
9,005,809
9,113,608
(7)
9,005,809
9,113,608

Aptean, Inc. Application software
First Lien Term Loan, LIBOR+4.25% (1% floor) cash due 12/20/2022 6.64% 646,200
642,794
651,056
(7)(14)
642,794
651,056

Aptos, Inc. Computer & electronics retail
First Lien Term Loan, LIBOR+5.5% cash due 7/23/2025 7.74% 11,000,000
10,890,000
10,986,250
(7)(14)
10,890,000
10,986,250



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

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
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
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

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
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
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

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
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
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

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
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
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

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
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
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

Oaktree Strategic Income Corporation

Consolidated Schedule of Investments

September 30, ~~2018~~2019

Portfolio Company/Type of Investment (1)(2)(8)(9)(12) Cash Interest Rate (7) Industry (17) Principal (4)
Cost Fair Value Notes
Aretec Group, Inc. Investment banking & brokerage
First Lien Term Loan, PRIME+3.25% (1% floor) cash due 11/23/2020 8.50% $ 5,490,146
$ 5,525,388
$ 5,500,440
(7)(14)
5,525,388
5,500,440

Asset International, Inc. Research & consulting services
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 12/30/2024 6.89% 13,895,000
13,647,085
13,834,862
(7)
First Lien Revolver, LIBOR+4.5% (1% floor) cash due 12/29/2022 6.89% 625,000
571,947
611,475
(7)
14,219,032
14,446,337

Avantor Inc. Commodity chemicals
First Lien Term Loan, LIBOR+4% (1% floor) cash due 11/21/2024 6.24% 4,962,500
4,958,640
5,028,799
(7)(14)
4,958,640
5,028,799

Avaya, Inc. Communications equipment
First Lien Term Loan, LIBOR+4.25% (1% floor) cash due 12/15/2024 6.41% 9,925,000
9,823,325
10,025,044
(7)(14)
9,823,325
10,025,044

Ball Metalpack Finco, LLC Metal & glass containers
First Lien Term Loan, LIBOR+4.5% due 7/31/2025 6.74% 8,977,500
8,933,303
9,084,108
(7)(14)
8,933,303
9,084,108

Barracuda Networks, Inc. Systems software
Second Lien Term Loan, LIBOR+7.25% (1% floor) cash due 2/12/2026 9.41% 6,000,000
5,972,286
6,082,500
(7)(14)
5,972,286
6,082,500

BeyondTrust Holdings LLC Application software
500,000 Class A membership interests 500,000
1,758,950

500,000
1,758,950

Blackhawk Network Holdings, Inc. Data processing & outsourced services
Second Lien Term Loan, LIBOR+7% (1% floor) cash due 6/15/2026 9.38% 4,375,000
4,329,703
4,424,219
(7)(14)
4,329,703
4,424,219

Cadence Aerospace LLC Aerospace & defense
First Lien Term Loan, LIBOR+6.5% (1% floor) cash due 11/14/2023 8.82% 13,651,323
13,527,955
13,514,811
(7)
13,527,955
13,514,811

Chloe Ox Parent LLC Healthcare services
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 12/23/2024 6.89% 10,945,000
10,845,368
10,986,044
(7)(14)
10,845,368
10,986,044

Cincinnati Bell Inc. Integrated telecommunication services
First Lien Term Loan, LIBOR+3.25% (1% floor) cash due 10/2/2024 5.49% 3,000,000
3,003,693
3,010,305
(6)(7)(14)
3,003,693
3,010,305

CircusTrix Holdings LLC Leisure facilities
First Lien Term Loan, LIBOR+5.5% (1% floor) cash due 12/16/2021 7.96% 8,154,712
8,086,543
8,083,073
(7)
First Lien Delayed Draw Term Loan, LIBOR+5.5% (1% floor) cash due 12/16/2021 7.74% 711,587
696,693
695,935
(7)
8,783,236
8,779,008

~~Oaktree Strategic Income Corporation~~

~~Consolidated Schedule of Investments~~

~~September 30, 2018~~

Portfolio Company/Type of Investment (1)(2)(8)(9)(12) Cash Interest Rate (7) Industry (17) Principal (4)
Cost Fair Value Fair Value
Curvature, Inc. IT consulting & other services
First Lien Term Loan, LIBOR+5% (1% floor) cash due 10/30/2023 7.24% $ 9,825,000
$ 9,774,839
$ 8,040,141
(7)(14)
9,774,839
8,040,141

DigiCert, Inc. Internet services & infrastructure
First Lien Term Loan, LIBOR+4% (1% floor) cash due 10/31/2024 6.24% 4,987,500
4,965,491
5,007,774
(7)(14)
4,965,491
5,007,774

Dynatect Group Holdings, Inc. Industrial machinery
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 9/30/2020 6.89% 3,682,754
3,682,754
3,573,015
(7)
3,682,754
3,573,015

Empower Payments Acquisition, Inc. Commercial printing
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 11/30/2023 6.74% 6,091,500
6,000,552
6,106,729
(7)
6,000,552
6,106,729

EnergySolutions LLC Environmental & facilities services
First Lien Term Loan, LIBOR+3.75% (1% floor) cash due 5/9/2025 6.14% 6,982,500
6,949,295
7,043,597
(7)(14)
6,949,295
7,043,597

Eton Research & consulting services
Second Lien Term Loan, LIBOR+7.5% cash due 5/1/2026 9.74% 5,000,000
4,976,146
5,025,000
(7)(14)
4,976,146
5,025,000

Flight Bidco Inc. Alternative carriers
First Lien Term Loan, LIBOR+3.5% cash due 7/23/2025 5.84% 7,228,916
7,193,230
7,237,952
(7)(14)
7,193,230
7,237,952

Frontier Communications Corporation Integrated telecommunication services
First Lien Term Loan, LIBOR+2.75% cash due 3/31/2021 5.00% 2,957,746
2,893,453
2,908,766
(6)(7)(14)
2,893,453
2,908,766

GKD Index Partners, LLC Specialized finance
First Lien Term Loan, LIBOR+7.25% (1% floor) cash due 6/29/2023 9.64% 9,376,389
9,287,452
9,282,625
(7)
First Lien Revolver, LIBOR+7.25% (1% floor) cash due 6/29/2023 9.60% 333,333
329,118
328,889
(7)
9,616,570
9,611,514

GOBP Holdings Inc. Hypermarkets & super centers
Second Lien Term Loan, LIBOR+8.25% (1% floor) cash due 10/21/2022 10.49% 2,828,571
2,800,762
2,842,714
(7)(14)
2,800,762
2,842,714

iCIMs, Inc. Application software
First Lien Term Loan, LIBOR+6.50% (1% floor) cash due 9/12/2024 8.64% 4,705,882
4,612,581
4,611,765
(7)
First Lien Revolver, LIBOR+6.50% (1% floor) cash due 9/12/2024 (5,831 ) (5,882 ) (7)(10)
4,606,750
4,605,883

~~Oaktree Strategic Income Corporation~~

~~Consolidated Schedule of Investments~~

~~September 30, 2018~~

Portfolio Company/Type of Investment (1)(2)(8)(9)(12) Cash Interest Rate (7) Industry (17) Principal (4)
Cost Fair Value Notes
Indivior Finance S.a.r.l Pharmaceuticals
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 12/19/2022 6.85% $ 6,626,069
$ 6,603,250
$ 6,605,363
(6)(7)(14)
6,603,250
6,605,363

Internet Pipeline, Inc. Internet services & infrastructure
First Lien Term Loan, LIBOR+4.75% (1% floor) cash due 8/4/2022 7.00% 12,975,681
12,964,018
12,975,681
(7)
First Lien Revolver, LIBOR+4.75% cash due 8/4/2021 —
—
(7)
12,964,018
12,975,681

Jo-Ann Stores LLC Specialty stores
First Lien Term Loan, LIBOR+5.0% (1% floor) cash due 10/20/2023 7.51% 3,903,305
3,903,306
3,927,701
(7)(14)
3,903,306
3,927,701

Kellermeyer Bergensons Services, LLC Environmental & facilities services
First Lien Term Loan, LIBOR+5% (1% floor) cash due 10/31/2021 7.32% 5,197,500
5,162,307
5,216,991
(7)
Second Lien Term Loan, LIBOR+8.5% (1% floor) cash due 4/29/2022 10.84% 280,000
280,000
283,850
(7)
5,442,307
5,500,841

KIK Custom Products Inc. Household products
First Lien Term Loan, LIBOR+4% (1% floor) cash due 5/15/2023 6.24% 5,000,000
5,032,864
4,984,375
(6)(7)(14)
5,032,864
4,984,375

Lannett Company, Inc. Pharmaceuticals
First Lien Term Loan, LIBOR+5.375% (1% floor) cash due 11/25/2022 (7)(14) 7.62% 7,768,507
7,786,308
6,855,746
(6)(7)(14)
7,786,308
6,855,746

Lytx Holdings, LLC Research & consulting services
500 Class B Units —
203,295

—
203,295

McAfee, LLC Systems software
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 9/30/2024 6.74% 6,930,000
6,870,386
6,995,592
(7)(14)
6,870,386
6,995,592

McDermott Technology (Americas) Inc. Oil & gas equipment & services
First Lien Term Loan, LIBOR+5% (1% floor) cash due 5/12/2025 7.24% 8,955,000
8,785,515
9,087,444
(6)(7)(14)
8,785,515
9,087,444

MHE Intermediate Holdings, LLC Diversified support services
First Lien Term Loan, LIBOR+5% (1% floor) cash due 3/8/2024 7.39% 11,656,432
11,473,296
11,549,111
(7)
First Lien Revolver, LIBOR+5% (1% floor) cash due 3/10/2023 7.32% 1,353,038
1,124,091
1,304,659
(7)
Delayed Draw Term Loan, LIBOR+5% (1% floor) cash due 3/8/2024 7.39% 2,373,472
2,400,516
2,351,619
(7)
14,997,903
15,205,389

~~Oaktree Strategic Income Corporation~~

~~Consolidated Schedule of Investments~~

~~September 30, 2018~~

Portfolio Company/Type of Investment (1)(2)(8)(9)(12) Cash Interest Rate (7) Industry (17) Principal (4)
Cost Fair Value Notes
Ministry Brands, LLC Application software
Second Lien Term Loan, LIBOR+9.25% (1% floor) cash due 6/2/2023 11.75% $ 1,568,067
$ 1,551,179
$ 1,575,619
(7)
Second Lien Delayed Draw Term Loan, LIBOR+9.25% (1% floor) cash due 6/2/2023 11.75% 431,933
427,282
434,013
(7)
First Lien Revolver, PRIME+4% (1% floor) cash due 12/2/2022 9.25% 30,000
29,139
30,000
(7)
2,007,600
2,039,632

Monitronics International, Inc. Specialized consumer services
First Lien Term Loan, LIBOR+5.5% (1% floor) cash due 9/30/2022 7.89% 5,490,805
5,492,997
5,370,007
(7)(14)
5,492,997
5,370,007

Morphe LLC Personal products
First Lien Term Loan, LIBOR+6% (1% floor) cash due 2/10/2023 8.40% 11,700,000
11,595,993
11,700,000
(7)
11,595,993
11,700,000

New Trident Holdcorp, Inc. Healthcare services
Second Lien Term Loan, LIBOR+9.5% (1.25% floor) cash due 7/31/2020 1,000,000
806,387
50,000
(7)(15)
806,387
50,000

OCI Beaumont LLC Commodity chemicals
First Lien Term Loan, LIBOR+4% cash due 3/13/2025 6.39% 4,975,000
4,969,221
5,055,918
(6)(7)(14)
4,969,221
5,055,918

Onvoy, LLC Integrated telecommunication services
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 2/10/2024 6.89% 3,900,202
3,885,170
3,824,636
(7)(14)
3,885,170
3,824,636

Peraton Corp. Aerospace & defense
First Lien Term Loan, LIBOR+5.25% (1% floor) cash due 4/29/2024 7.64% 6,418,750
6,393,205
6,394,680
(7)(14)
6,393,205
6,394,680

ProFrac Services, LLC Industrial machinery
First Lien Term Loan, LIBOR+5.75% (1% floor) cash due 9/15/2023 8.07% 10,000,000
9,900,604
9,950,000
(7)
9,900,604
9,950,000

PSI Services LLC Human resource & employment services
First Lien Term Loan, LIBOR+5% (1% floor) cash due 1/20/2023 7.24% 6,669,280
6,595,298
6,673,261
(7)
6,595,298
6,673,261

R1 RCM Inc. Healthcare services
First Lien Term Loan, LIBOR+5.25% cash due 5/8/2025 7.43% 4,000,000
3,886,229
4,010,000
(6)(7)
3,886,229
4,010,000

Recorded Books Inc. Publishing
First Lien Term Loan, LIBOR+4.50% cash due 8/29/2025 6.89% 10,500,000
10,395,000
10,618,125
(7)
10,395,000
10,618,125

Salient CRGT, Inc. Aerospace & defense
First Lien Term Loan, LIBOR+5.75% (1% floor) cash due 2/28/2022 7.99% 5,894,494
5,814,167
5,982,912
(7)(14)
5,814,167
5,982,912

~~Oaktree Strategic Income Corporation~~

~~Consolidated Schedule of Investments~~

~~September 30, 2018~~

Portfolio Company/Type of Investment (1)(2)(8)(9)(12) Cash Interest Rate (7) Industry (17) Principal (4)
Cost Fair Value Notes
Sandvine Corporation Communications equipment
First Lien Term Loan, LIBOR+5.75% (1% floor) cash due 9/21/2022 7.99% $ 3,969,925
$ 3,974,283
$ 3,984,812
(6)(7)(14)
3,974,283
3,984,812

Sirva Worldwide, Inc. Diversified support services
First Lien Term Loan, LIBOR+5.5% cash due 8/4/2025 7.75% 8,000,000
7,880,000
8,030,000
(7)(14)
7,880,000
8,030,000

Sophia, L.P. Systems software
First Lien Term Loan, LIBOR+3.25% (1% floor) cash due 9/30/2022 5.64% 1,453,087
1,449,504
1,461,116
(7)(14)
1,449,504
1,461,116

TravelCLICK, Inc. Data processing & outsourced services
Second Lien Term Loan, LIBOR+7.75% (1% floor) cash due 11/6/2021 9.99% 1,147,152
1,124,362
1,147,152
(7)
1,124,362
1,147,152

Tribe Buyer LLC Human resources & employment services
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 2/16/2024 6.74% 2,969,849
2,963,247
2,992,123
(7)(14)
2,963,247
2,992,123

Truck Hero, Inc. Auto parts & equipment
First Lien Term Loan, LIBOR+3.75% (1% floor) cash due 4/22/2024 5.96% 5,798,600
5,810,752
5,823,070
(7)(14)
5,810,752
5,823,070

TV Borrower US, LLC Integrated telecommunication services
First Lien Term Loan, LIBOR+4.75% (1% floor) cash due 2/22/2024 7.14% 1,906,643
1,899,304
1,913,602
(6)(7)(14)
1,899,304
1,913,602

UFC Holdings, LLC Movies & entertainment
First Lien Term Loan, LIBOR+3.25% (1% floor) cash due 8/18/2023 5.50% 2,992,386
2,995,985
3,013,662
(7)(14)
2,995,985
3,013,662

Ultra Resources, Inc. Oil & gas exploration & production
First Lien Term Loan, LIBOR+3% cash due 4/12/2024 5.17% 5,000,000
4,707,408
4,519,800
(6)(7)(14)
4,707,408
4,519,800

Uniti Group LP Specialized REITs
First Lien Term Loan, LIBOR+3% (1% floor) cash due 10/24/2022 5.24% 8,939,470
8,662,946
8,567,364
(6)(7)(14)
8,662,946
8,567,364

UOS, LLC Trading companies & distributors
First Lien Term Loan, LIBOR+5.5% (1% floor) cash due 4/18/2023 7.74% 7,909,900
8,066,137
8,097,760
(7)(14)
8,066,137
8,097,760

Veritas US Inc. Application software
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 1/27/2023 6.78% 12,943,283
13,062,585
12,639,957
(7)(14)
13,062,585
12,639,957

Verscend Holding Corp. Healthcare technology
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 8/27/2025 6.74% 9,000,000
8,932,500
9,091,890
(7)(14)
8,932,500
9,091,890

~~Oaktree Strategic Income Corporation~~

~~Consolidated Schedule of Investments~~

~~September 30, 2018~~

Portfolio Company/Type of Investment (1)(2)(8)(9)(12) Cash Interest Rate (7) Industry (17) Principal (4)
Cost Fair Value Notes
Vine Oil & Gas LP Oil & gas exploration & production
First Lien Term Loan, LIBOR+6.875% (1% floor) cash due 11/25/2021 9.12% $ 10,000,000
$ 9,929,758
$ 10,075,000
(7)(14)
9,929,758
10,075,000

Windstream Services, LLC Integrated telecommunication services
First Lien Term Loan, LIBOR+4% (0.75% floor) cash due 3/29/2021 6.16% 7,403,715
7,141,079
7,098,312
(6)(7)(14)
7,141,079
7,098,312

Woodford Express LLC Oil & gas exploration & production
First Lien Term Loan, LIBOR+5% (1% floor) cash due 1/27/2025 7.24% 14,925,000
14,789,478
14,906,418
(7)(14)
14,789,478
14,906,418

WP CPP Holdings, LLC Aerospace & defense
First Lien Term Loan, LIBOR+3.75% (1% floor) cash due 4/30/2025 6.21% 4,500,000
4,488,934
4,534,695
(7)(14)
Second Lien Term Loan, LIBOR+7.75% (1% floor) cash due 4/30/2026 10.15% 1,000,000
990,142
1,002,190
(7)(14)
5,479,076
5,536,885

Zep Inc. Specialty chemicals
First Lien Term Loan, LIBOR+4% (1% floor) cash due 8/12/2024 6.39% 4,702,500
4,740,634
4,487,948
(7)(14)
4,740,634
4,487,948

Zephyr Bidco Limited Specialized finance
First Lien Term Loan, UK LIBOR+4.75% cash due 7/23/2025 5.47% £ 5,000,000
6,667,495
6,541,082
(6)(7)(14)
6,667,495
6,541,082

Total Non-Control/Non-Affiliate Investments (168.5% of net assets) $ 499,423,794
$ 498,329,658

Total Portfolio Investments (188.3% of net assets) $ 572,925,764
$ 556,841,828

Total Cash and Cash Equivalents and Restricted Cash (5.6% of net assets) $ 16,431,787
$ 16,431,787

Total Portfolio Investments, Cash and Cash Equivalents and Restricted Cash (193.8% of net assets) $ 589,357,551
$ 573,273,615


Derivatives Instrument	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Counterparty	Cumulative Unrealized Appreciation (Depreciation)		Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Counterparty	Cumulative Unrealized Appreciation (Depreciation)
Foreign currency forward contract	$	6,541,130	£	4,975,000	10/26/2018	J.P. Morgan	$	45,807	$	6,106,199	£	4,934,900	10/15/2019	JPMorgan Chase Bank, N.A.	$	20,876


(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)

~~Control Investments generally are defined by~~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 ~~Investment Company Act as investments~~original credit agreements or permanent in ~~companies in which the Company owns more than 25% of the voting securities~~nature per loan amendment or ~~maintains greater than 50% of the board representation.~~waiver documents.

(4)

~~Principal includes accumulated PIK interest and~~Each of the Company's investments is ~~net~~pledged as collateral under one or more of ~~repayments, if any. “£” signifies the~~its credit facilities. A single investment ~~is denominated in British Pounds. All other investments~~may be divided into parts that are ~~denominated in U.S. dollars.~~individually pledged as collateral to separate credit facilities.


(5)	~~Non-Control/Non-Affiliate Investments are investments that are neither Control Investments nor Affiliate Investments. Affiliate Investments generally are defined by~~Equity ownership may be held in shares or units of companies related to the ~~Investment Company Act as investments in companies in which the Company owns between 5% and 25% of the voting securities~~portfolio companies.

(6)

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, 2018, qualifying assets represented 73.6% of the Company's total assets and non-qualifying assets represented 26.4% of the Company's total assets.

~~Oaktree Strategic Income Corporation~~

~~Consolidated Schedule of Investments~~

~~September 30, 2018~~

~~(7)~~

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, ~~2018,~~2019, the reference rates for ~~our~~the Company's variable rate loans were the 30-day LIBOR at ~~2.24%~~2.04%, the 60-day LIBOR at ~~2.29%~~2.09%, the 90-day LIBOR at ~~2.39%~~2.10%, the 180-day LIBOR at ~~2.59%~~2.06%, the PRIME at ~~5.25%~~5.00% and the 30-day UK LIBOR at ~~0.72%~~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)

~~Interest rates may be adjusted from period to period on certain term loans and revolvers. These rate adjustments may be either temporary~~Control Investments generally are defined by the Investment Company Act as investments in ~~nature due to tier pricing arrangements~~companies in which the Company owns more than 25% of the voting securities or ~~financial or payment covenant violations in~~maintains greater than 50% of the ~~original credit agreements or permanent in nature per loan amendment or waiver documents.~~board representation.

(9)

~~Each~~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 ~~investments is pledged as collateral under one or more~~total assets. As of ~~its credit facilities. A single investment may be divided into parts that are individually pledged as collateral to separate credit facilities.~~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)	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.

~~(11)~~

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 Company's annual report on Form 10-K for the year ended September 30, ~~2018~~2019 for transactions in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to control.


~~(12)~~	~~Equity ownership may be held in shares or units of companies related to the portfolio companies.~~


~~(13)~~(11)	See Note 3 to the Consolidated Financial Statements for portfolio composition.


~~(14)~~	As of September 30, 2018, these investments are categorized as Level 2 within the fair value hierarchy established by FASB ASC 820. All other investments, with the exception of investments valued using net asset value as a practical expedient, are categorized as Level 3 as of September 30, 2018 and were valued using significant unobservable inputs.


~~(15)~~	~~This investment was on cash non-accrual status as of September 30, 2018. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.~~


~~(16)~~(12)	This investment was 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.


~~(17)~~(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, ~~2018, certain industry classifications were modified primarily~~2019, these investments are categorized as ~~a result of changes to industry information provided~~Level 3 within the fair value hierarchy established by ~~a third party source.~~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 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 seeks 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.

~~As of October 17, 2017, the~~The Company is externally managed by Oaktree Capital Management, L.P. (“Oaktree”), a subsidiary of Oaktree Capital Group, LLC (“OCG”), ~~a publicly traded Delaware limited liability company listed on the New York Stock Exchange under the ticker "OAK",~~ pursuant to an investment advisory agreement between the Company and Oaktree, as amended from time to time (the “Investment Advisory Agreement”). Oaktree Fund Administration, LLC (“Oaktree Administrator”), a subsidiary of Oaktree, provides certain administrative and other services necessary for the Company to operate pursuant to an administration agreement between the Company and Oaktree Administrator, as amended from time to time (the “Administration Agreement”). See Note 11.

~~Prior to October 17, 2017, the Company was externally managed by Fifth Street Management LLC (the “Former Adviser”), an indirect, partially-owned subsidiary of Fifth Street~~ In 2019, Brookfield Asset Management Inc. ~~(“FSAM”~~("Brookfield"), acquired a majority economic interest in OCG. OCG operates as an independent business within Brookfield, with its own product offerings and ~~was named Fifth Street Senior Floating Rate Corp. A subsidiary of the Former Adviser, FSC CT LLC (the "Former Administrator"), also provided certain administrative~~investment, marketing and ~~other services necessary for the Company to operate pursuant to an administration agreement (the “Former Administration Agreement”).~~

On September 7, 2017, stockholders of the Company approved the Investment Advisory Agreement to take effect upon the closing of the transactions contemplated by the Asset Purchase Agreement by and among Oaktree, the Former Adviser, and, for certain limited purposes, FSAM, and Fifth Street Holdings L.P., the direct, partial owner of the Former Adviser (the “Transaction”). Upon the closing of the Transaction on October 17, 2017, Oaktree became the investment adviser to each of Oaktree Specialty Lending Corporation (“OCSL”) and the Company. The closing of the Transaction resulted in an assignment for purposes of the Investment Company Act of the investment advisory agreement between the Former Adviser and the Company (the "Former Investment Advisory Agreement") and, as a result, its immediate termination.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-Q and Regulation S-X. All intercompany balances and transactions have been eliminated. In the opinion of management, all adjustments of a normal recurring nature considered necessary for the fair presentation of the ~~Consolidated Financial Statements~~consolidated financial statements have been made. ~~All intercompany balances and transactions have been eliminated.~~ Certain prior-period financial information has been reclassified to conform to current period presentation. 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 of ~~June 30,~~December 31, 2019, the consolidated subsidiaries were OCSI Senior Funding II LLC and OCSI Senior Funding Ltd.

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

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. ~~The Company is required to report its investments for which current market values are not readily available at fair value.~~ A liability's fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. ASC 820 prioritizes the use of observable market prices over entity-specific inputs. Where observable prices or inputs are not available or reliable, valuation techniques are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments' complexity.

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

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

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

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

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

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

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

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

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

(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

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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 ~~June 30,~~December 31, 2019 and September 30, ~~2018~~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.

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," "other assets," and "credit facilities payable," which are reported at amortized cost, all assets and liabilities approximate fair value on the Consolidated Statements of Assets and Liabilities. The carrying value of the line items titled "interest, dividends and fees receivable," "due from portfolio companies," "receivables from unsettled transactions," "accounts payable, accrued expenses and other liabilities," "base management fee and incentive fee payable," "due to affiliate," "interest ~~payable" and~~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.

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.

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. ~~Based on this and other information, the Company determines whether to cease accruing PIK interest on a loan or debt security.~~ 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 ~~and~~including for purposes of computing the capital gains incentive fee payable by the Company to ~~Oaktree beginning in the fiscal year ending September 30, 2019.~~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.

Fee Income

Oaktree 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

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

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.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company may structure 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. Distributions received from 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 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 ~~are classified as Level 1 assets~~ and restricted cash are included on the Company's Consolidated Schedule of ~~Investments.~~Investments and cash equivalents are classified as Level 1 assets.

As of ~~June 30,~~December 31, 2019, included in restricted cash was ~~$9.1~~$7.7 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 $0.8 million held at East West Bank in connection with the Company's East West Bank Facility (as defined in Note 6 – Borrowings). Of the ~~$9.1~~$7.7 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 ~~$3.6~~$3.3 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 ~~June 30,~~December 31, 2019, the remaining ~~$5.5~~$4.4 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 ~~June 30,~~December 31, 2019, $0.8 million held at East West Bank was restricted due to minimum balance requirements under the East West Bank Facility.

As of September 30, ~~2018,~~2019, included in restricted cash was ~~$5.2~~$7.6 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 $0.8 million held at East West Bank in connection with the Company's East West Bank Facility (as defined in Note 6 – Borrowings). Of the ~~$5.2~~$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, ~~2018,~~2019, the remaining ~~$1.8~~$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, ~~2018,~~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).

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 ~~at the time of payment.~~when incurred. Deferred financing costs in connection with all other debt arrangements are a direct deduction from the related debt liability ~~at the time of payment.~~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.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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 ~~2017 and~~ 2018 and ~~does not expect to incur a U.S. federal excise tax for calendar year~~ 2019.

The Company ~~holds~~may hold certain portfolio investments through taxable subsidiaries. The purpose of ~~the Company's~~a taxable ~~subsidiaries~~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.

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 2016, 2017 or 2018. 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 August 2018, the FASB issued ASU 2018-13, Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, which changes the fair value disclosure requirements. The new guidance includes new, eliminated and modified fair value disclosures. Among other requirements, the guidance requires disclosure of the range and weighted average of the significant unobservable inputs for Level 3 fair value measurements and the way it is calculated. The guidance also eliminated the following disclosures: (i) amount and reason for transfers between Level 1 and Level 2, (ii) policy for timing of transfers between levels of the fair value hierarchy and (iii) valuation processes for Level 3 fair value measurement. The guidance is effective for all entities for interim and annual periods beginning after December 15, 2019. Early adoption is permitted upon issuance of the guidance. The ~~adoption of this guidance is not expected~~Company has elected to ~~have a material effect on~~early adopt ASU 2018-13 in the ~~Company’s~~current interim period. No significant changes were made to the Company's fair value disclosures in the Consolidated Financial ~~Statements.~~Statements in order to comply with ASU 2018-13.

Note 3. Portfolio Investments

As of ~~June 30,~~December 31, 2019, ~~205.8%~~204.3% of net assets at fair value, or ~~$588.6~~$584.5 million, was invested in 8284 portfolio companies, including ~~19.5%~~18.9% of net assets, or ~~$55.6~~$54.2 million, in subordinated notes and limited liability company ("LLC") equity interests of OCSI Glick JV LLC (together with its consolidated subsidiaries, the "OCSI Glick JV") at fair value, and ~~4.9%~~6.3% of net assets, or ~~$14.0~~$18.0 million, was invested in cash and cash equivalents (including $8.5 million of restricted cash). In comparison, as of September 30, 2019, 209.9% of net assets at fair

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~cash and cash equivalents (including $9.9 million of restricted cash). In comparison, as of September 30, 2018, 188.3% of net assets at fair~~ value, or ~~$556.8~~$597.1 million, was invested in 7584 portfolio companies, including ~~19.8%~~19.1% of net assets, or ~~$58.5~~$54.3 million, in subordinated notes and LLC equity interests of the OCSI Glick JV at fair value, and ~~5.6%~~4.9% of net assets, or ~~$16.4~~$14.1 million, was invested in cash and cash equivalents (including ~~$6.0~~$8.4 million of restricted cash). As of ~~June 30,~~December 31, 2019, ~~90.5%~~90.7% of the Company's portfolio at fair value consisted of senior secured debt investments that bore interest at floating rates and ~~9.5%~~9.3% consisted of investments in the subordinated notes of the OCSI Glick ~~JV.~~JV that bore interest at floating rates. As of September 30, ~~2018, 89.1%~~2019, 90.9% of the Company's portfolio at fair value consisted of senior secured debt investments that bore interest at floating rates ~~10.5%~~and 9.1% consisted of investments in the subordinated notes of the OCSI Glick JV that bore interest at floating ~~rates and 0.4% consisted of equity investments.~~rates.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the Company's equity investments consisted of LLC equity interests in portfolio ~~companies.~~companies and warrants. These instruments generally do not produce a current return but are held for potential investment appreciation and capital gain.

During the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 ~~the Company recorded net realized gains (losses) of $0.2 million~~ and ~~$1.5 million, respectively. During the three and nine months ended June 30,~~ 2018, the Company recorded net realized gains (losses) of ~~$(24.6)~~$(0.5) million and ~~$(28.0)~~$1.7 million, respectively. During the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 ~~the Company recorded net unrealized appreciation (depreciation) of $(2.6) million~~ and ~~$(13.6) million, respectively. During the three and nine months ended June 30,~~ 2018, the Company recorded net unrealized appreciation (depreciation) of ~~$21.2~~$1.9 million and ~~$26.1~~$(19.8) million, respectively.

The composition of the Company's investments as of ~~June 30,~~December 31, 2019 and September 30, ~~2018~~2019 at cost and fair value was as follows:


	June 30, 2019				September 30, 2018				December 31, 2019				September 30, 2019
	Cost		Fair Value		Cost		Fair Value		Cost		Fair Value		Cost		Fair Value
Senior secured loans	$	544,954,488	$	532,654,095	$	498,923,794	$	496,367,413	$	538,934,038	$	529,990,698	$	553,679,070	$	542,484,690
Equity securities, excluding the OCSI Glick JV	—		293,339		500,000		1,962,245		—		293,339		—		293,339
OCSI Glick JV subordinated notes	66,098,277		55,634,655		66,390,219		58,512,170		66,056,273		54,169,710		66,077,913		54,326,418
OCSI Glick JV equity interests	7,111,751		—		7,111,751		—		7,111,751		—		7,111,751		—
Total	$	618,164,516	$	588,582,089	$	572,925,764	$	556,841,828	$	612,102,062	$	584,453,747	$	626,868,734	$	597,104,447

The following table presents the financial instruments carried at fair value as of ~~June~~December 31, 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	$	—	$	337,779,944	$	192,210,754	$	529,990,698
OCSI Glick JV subordinated notes	—		—		54,169,710		54,169,710
Equity securities	—		—		293,339		293,339
Total investments at fair value	$	—	$	337,779,944	$	246,673,803	$	584,453,747
Derivative liability at fair value	$	—	$	168,712	$	—	$	168,712
Total liabilities at fair value	$	—	$	168,712	$	—	$	168,712

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		Measured at Net Asset Value (a)		Total		Level 1		Level 2		Level 3		Total
Senior secured loans	$	—	$	334,831,474	$	197,822,621	$	—	$	532,654,095	$	—	$	360,600,227	$	181,884,463	$	542,484,690
OCSI Glick JV subordinated notes	—		—		55,634,655		—		55,634,655		—		—		54,326,418		54,326,418
Equity securities	—		—		293,339		—		293,339		—		—		293,339		293,339
Total investments at fair value	$	—	$	334,831,474	$	253,750,615	$	—	$	588,582,089	$	—	$	360,600,227	$	236,504,220	$	597,104,447
Cash equivalents	571,949		—		—		—		571,949		$	228,653	$	—	$	—	$	228,653
Derivative asset											—		20,876		—		20,876
Total assets at fair value	$	571,949	$	334,831,474	$	253,750,615	$	—	$	589,154,038	$	228,653	$	360,621,103	$	236,504,220	$	597,353,976
Derivative liability at fair value	$	—	$	12,632	$	—	$	—	$	12,632
Total liabilities at fair value	$	—	$	12,632	$	—	$	—	$	12,632

~~__________~~

~~(a)~~

In accordance with ASC 820-10, certain investments that are measured using the net asset value per share (or its equivalent) as a practical expedient for fair value have not been classified in the fair value hierarchy. These investments are generally not redeemable. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

The following table presents the financial instruments carried at fair value as of September 30, 2018 on the Company's Consolidated Statement of Assets and Liabilities for each of the three levels of hierarchy established by ASC 820:

Level 1 Level 2 Level 3 Measured at Net Asset Value (a) Total
Senior secured loans $ —
$ 313,611,346
$ 182,756,067
$ —
$ 496,367,413
OCSI Glick JV subordinated notes —
—
58,512,170
—
58,512,170
Equity securities —
—
1,962,245
—
1,962,245
Total investments at fair value $ —
$ 313,611,346
$ 243,230,482
$ —
$ 556,841,828
Derivative asset —
45,807
—
—
45,807
Total assets at fair value $ —
$ 313,657,153
$ 243,230,482
$ —
$ 556,887,635

~~__________~~

~~(a)~~

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

The following table provides a roll-forward in the changes in fair value from March 31, 2019 to June 30, 2019 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 March 31, 2019 $ 202,259,541
$ 56,017,403
$ 252,998
$ 258,529,942
New investments 15,630,070
—
—
15,630,070
Redemptions/repayments/sales (19,889,580 ) (27,433 ) —
(19,917,013 )
Accretion of OID 613,026
—
—
613,026
Net unrealized appreciation (depreciation) (790,436 ) (355,315 ) 40,341
(1,105,410 )
Fair value as of June 30, 2019 $ 197,822,621
$ 55,634,655
$ 293,339
$ 253,750,615
Net unrealized appreciation (depreciation) relating to Level 3 assets still held as of June 30, 2019 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended June 30, 2019 $ (539,038 ) $ (355,315 ) $ 40,341
$ (854,012 )

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

The following table provides a roll-forward in the changes in fair value from March 31, 2018 to June 30, 2018 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 March 31, 2018 $ 266,824,777
$ 57,895,281
$ 1,633,676
$ 326,353,734
New investments 15,485,940
—
—
15,485,940
Redemptions/repayments/sales (72,756,668 ) —
(865,737 ) (73,622,405 )
Transfers in (a) 5,272,425
—
—
5,272,425
Net accrual of PIK interest income —
562,883
—
562,883
Accretion of original issue discount 379,543
—
—
379,543
Net unrealized appreciation (depreciation) 15,375,285
(750,211 ) 8,988,873
23,613,947
Net realized gains (losses) (15,400,907 ) —
(8,889,169 ) (24,290,076 )
Fair value as of June 30, 2018 $ 215,180,395
$ 57,707,953
$ 867,643
$ 273,755,991
Net unrealized appreciation (depreciation) relating to Level 3 assets still held as of June 30, 2018 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended June 30, 2018 $ 205,678
$ (750,211 ) $ (584,093 ) $ (1,128,626 )

~~__________~~


~~(a)~~	There were transfers into Level 3 from Level 2 for certain investments during the three months ended June 30, 2018 as a result of a decreased number of market quotes available and/or decreased market liquidity.

The following table provides a roll-forward in the changes in fair value from September 30, 2018 to June 30, 2019 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, 2018 $ 182,756,067
$ 58,512,170
$ 1,962,245
$ 243,230,482
New investments 55,758,420
—
—
55,758,420
Redemptions/repayments/sales (54,520,605 ) (291,943 ) (1,875,587 ) (56,688,135 )
Transfers in (a) 26,053,270
—
—
26,053,270
Transfer out (a) (10,618,125 ) —
—
(10,618,125 )
Accretion of OID 1,342,738
—
—
1,342,738
Net unrealized appreciation (depreciation) (2,949,144 ) (2,585,572 ) (1,168,906 ) (6,703,622 )
Net realized gains (losses) —
—
1,375,587
1,375,587
Fair value as of June 30, 2019 $ 197,822,621
$ 55,634,655
$ 293,339
$ 253,750,615
Net unrealized appreciation (depreciation) relating to Level 3 assets still held as of June 30, 2019 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the nine months ended June 30, 2019 $ (2,524,155 ) $ (2,585,572 ) $ 90,044
$ (5,019,683 )

~~__________~~


~~(a)~~	There were transfers in/out of Level 3 from/to Level 2 for certain investments during the nine months ended June 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

The following table provides a roll-forward in the changes in fair value from September 30, ~~2017~~2019 to ~~June~~December 31, 2019 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	15,315,401			—			—		15,315,401
Sales and repayments	(11,579,014		)	(21,640		)	—		(11,600,654		)
Transfers in (a)	6,661,922			—			—		6,661,922
Accretion of OID	160,497			—			—		160,497
Net unrealized appreciation (depreciation)	57,006			(135,068		)	—		(78,062		)
Net realized gains (losses)	(289,521		)	—			—		(289,521		)
Fair value as of December 31, 2019	$	192,210,754		$	54,169,710		$	293,339	$	246,673,803
Net unrealized appreciation (depreciation) relating to Level 3 assets still held as of December 31, 2019 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended December 31, 2019	$	(41,958	)	$	(135,068	)	$	—	$	(177,026	)

__________


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

The following table provides a roll-forward in the changes in fair value from September 30, 2018 to December 31, 2018 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, 2017 $ 426,620,456
$ 57,606,674
$ 1,059,989
$ 485,287,119
New investments 84,648,032
—
—
84,648,032
Redemptions/repayments/sales (198,826,902 ) —
(976,260 ) (199,803,162 )
Transfers in (a) 6,561,893
—
—
6,561,893
Transfers out (a) (105,954,060 ) —
—
(105,954,060 )
Net accrual of PIK interest income —
1,632,596
—
1,632,596
Accretion of original issue discount 1,236,688
—
—
1,236,688
Net unrealized appreciation (depreciation) 16,404,179
(1,531,317 ) 9,673,083
24,545,945
Net realized gains (losses) (15,509,891 ) —
(8,889,169 ) (24,399,060 )
Fair value as of June 30, 2018 $ 215,180,395
$ 57,707,953
$ 867,643
$ 273,755,991
Net unrealized appreciation (depreciation) relating to Level 3 assets still held as of June 30, 2018 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the nine months ended June 30, 2018 $ 645,396
$ (1,531,317 ) $ 100,113
$ (785,808 )



	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	16,529,814			—			—			16,529,814
Sales and repayments	(17,092,919		)	(61,619		)	(1,875,587		)	(19,030,125		)
Transfers in (a)	15,067,020			—			—			15,067,020
Accretion of OID	255,666			—			—			255,666
Net unrealized appreciation (depreciation)	(2,450,047		)	(3,915,242		)	(1,252,591		)	(7,617,880		)
Net realized gains (losses)	—			—			1,375,587			1,375,587
Fair value as of December 31, 2018	$	195,065,601		$	54,535,309		$	209,654		$	249,810,564
Net unrealized appreciation (depreciation) relating to Level 3 assets still held as of December 31, 2018 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended December 31, 2018	$	(2,376,135	)	$	(3,915,242	)	$	6,359		$	(6,285,018	)

__________


(a)	There were transfers ~~in/out of~~into Level 3 ~~from/to~~from Level 2 for certain investments during the ~~nine~~three months ended ~~June 30,~~December 31, 2018 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 ~~June 30,~~December 31, 2019:

Asset Fair Value Valuation Technique Unobservable Input Range
Weighted
Average (a)
Senior secured loans $ 106,098,413
Market yield technique Market yield (b) 7.6% - 12.3% 9.3%
70,611,816
Broker Quotations Broker quoted price (c) N/A - N/A N/A
21,112,392
Enterprise value technique EBITDA multiple (d) 3.4x - 5.4x 4.4x
OCSI Glick JV subordinated notes 55,634,655
Enterprise value technique N/A (e) N/A - N/A N/A
Equity securities 293,339
Enterprise value technique EBITDA multiple (d) 16.0x - 18.0x 17.0x
Total $ 253,750,615

Asset

Fair Value

Valuation Technique

Unobservable Input

Range

Weighted

Average (a)

Senior Secured Loans

85,548,961

Market Yield

(b)

6.7%

13.0%

9.4%

82,482,751

Broker Quotations

Broker Quoted Price

(c)

N/A

20,809,198

Enterprise Value

EBITDA Multiple

(d)

5.6x

7.6x

6.6x

3,369,844

Transactions Precedent

Transaction Price

(e)

N/A

OCSI Glick JV Subordinated Notes

54,169,710

Enterprise Value

N/A

(f)

N/A

Equity Securities

293,339

Enterprise Value

EBITDA Multiple

(d)

16.0x

18.0x

17.0x

Total

246,673,803

_____________________

(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) 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 ~~enterprise value~~EV technique.

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

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, ~~2018:~~2019:

Asset Fair Value Valuation Technique Unobservable Input Range
Weighted
Average (a)
Senior secured loans $ 124,248,587
Market yield technique Market yield (b) 7.7% - 15.8% 10.4%
9,474,633
Transactions precedent technique Transaction price (c) N/A - N/A N/A
49,032,847
Broker Quotations Broker quoted price (d) N/A - N/A N/A
OCSI Glick JV subordinated notes 58,512,170
Enterprise value technique N/A (e) N/A - N/A N/A
Equity securities 1,758,950
Enterprise value technique Revenue multiple (f) 5.9x - 6.9x 6.4x
203,295
Enterprise value technique EBITDA multiple (f) 17.0x - 19.0x 18.0x
Total $ 243,230,482

Asset

Fair Value

Valuation Technique

Unobservable Input

Range

Weighted

Average (a)

Senior Secured Loans

92,083,082

Market Yield

(b)

6.7%

13.0%

8.9%

67,340,586

Broker Quotations

Broker Quoted Price

(c)

N/A

20,960,795

Enterprise Value

EBITDA Multiple

(d)

4.2x

6.2x

5.2x

1,500,000

Transactions Precedent

Transaction Price

(e)

N/A

OCSI Glick JV Subordinated Notes

54,326,418

Enterprise Value

N/A

(f)

N/A

Equity Securities

293,339

Enterprise Value

EBITDA Multiple

(d)

16.0x

18.0x

17.0x

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.

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

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

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 enterprise value 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 ~~June 30,~~December 31, 2019 and the level of each financial liability within the fair value hierarchy:


	Carrying Value		Fair Value		Level 1		Level 2		Level 3		Carrying Value		Fair Value		Level 1		Level 2		Level 3
Citibank Facility payable	$	132,156,800	$	132,156,800	$	—	$	—	$	132,156,800	$	126,056,800	$	126,056,800	$	—	$	—	$	126,056,800
East West Bank Facility payable	14,000,000		14,000,000		—		—		14,000,000		15,500,000		15,500,000		—		—		15,500,000
Deutsche Bank Facility payable	162,100,000		162,100,000		—		—		162,100,000		164,600,000		164,600,000		—		—		164,600,000
Total	$	308,256,800	$	308,256,800	$	—	$	—	$	308,256,800	$	306,156,800	$	306,156,800	$	—	$	—	$	306,156,800

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, ~~2018~~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 $ 110,056,800
$ 110,056,800
$ —
$ —
$ 110,056,800
East West Bank Facility payable 8,000,000
8,000,000
—
—
8,000,000
Deutsche Bank Facility payable 157,000,000
157,000,000
—
—
157,000,000
Total $ 275,056,800
$ 275,056,800
$ —
$ —
$ 275,056,800

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~



	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.

Portfolio Composition

Summaries of the composition of the Company's ~~investment~~ 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:


	June 30, 2019				September 30, 2018				December 31, 2019				September 30, 2019
Cost:			% of Total Investments				% of Total Investments				% of Total Investments				% of Total Investments
Senior secured loans	$	544,954,488	88.16	%	$	498,923,794	87.08	%	$	538,934,038	88.05	%	$	553,679,070	88.33	%
OCSI Glick JV subordinated notes	66,098,277		10.69	%	66,390,219		11.59	%	66,056,273		10.79	%	66,077,913		10.54	%
OCSI Glick JV equity interests	7,111,751		1.15	%	7,111,751		1.24	%	7,111,751		1.16	%	7,111,751		1.13	%
Equity securities, excluding the OCSI Glick JV	—		—		500,000		0.09	%	—		—		—		—
Total	$	618,164,516	100.00	%	$	572,925,764	100.00	%	$	612,102,062	100.00	%	$	626,868,734	100.00	%


	June 30, 2019						September 30, 2018						December 31, 2019						September 30, 2019
Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Senior secured loans	$	532,654,095	90.50	%	186.24	%	$	496,367,413	89.14	%	167.84	%	$	529,990,698	90.68	%	185.30	%	$	542,484,690	90.85	%	190.70	%
OCSI Glick JV subordinated notes	55,634,655		9.45	%	19.45	%	58,512,170		10.51	%	19.78	%	54,169,710		9.27	%	18.94	%	54,326,418		9.10	%	19.10	%
Equity securities, excluding the OCSI Glick JV	293,339		0.05	%	0.10	%	1,962,245		0.35	%	0.66	%	293,339		0.05	%	0.10	%	293,339		0.05	%	0.10	%
OCSI Glick JV equity interests	—		—		—		—		—		—		—		—		—		—		—		—
Total	$	588,582,089	100.00	%	205.79	%	$	556,841,828	100.00	%	188.28	%	$	584,453,747	100.00	%	204.34	%	$	597,104,447	100.00	%	209.90	%

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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 ~~composition~~ by geographic region at cost as a percentage of total investments and at fair value as a percentage of total investments and net assets:


	June 30, 2019				September 30, 2018				December 31, 2019				September 30, 2019
Cost:			% of Total Investments				% of Total Investments				% of Total Investments				% of Total Investments
Northeast	$	168,906,374	27.32	%	$	173,813,451	30.33	%	$	177,116,603	28.92	%	$	163,840,735	26.13	%
West	159,264,084		25.76	%	94,366,910		16.47	%	137,088,963		22.40	%	156,427,384		24.95	%
Midwest									92,986,539		15.19	%	90,085,074		14.37	%
Southwest	89,305,547		14.45	%	120,288,446		21.00	%	86,100,091		14.07	%	94,396,340		15.06	%
Midwest	83,563,745		13.52	%	86,780,283		15.15	%
Southeast	65,514,363		10.60	%	61,850,120		10.80	%	62,139,397		10.15	%	65,420,955		10.44	%
International	29,112,568		4.71	%	35,826,554		6.25	%	40,133,289		6.56	%	40,156,268		6.41	%
Northwest									10,500,556		1.72	%	10,490,760		1.67	%
South	12,016,771		1.94	%	—		—		6,036,624		0.99	%	6,051,218		0.97	%
Northwest	10,481,064		1.70	%	—		—
Total	$	618,164,516	100.00	%	$	572,925,764	100.00	%	$	612,102,062	100.00	%	$	626,868,734	100.00	%


	June 30, 2019						September 30, 2018						December 31, 2019						September 30, 2019
Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Northeast													$	158,787,289	27.19	%	55.50	%	$	145,176,830	24.31	%	51.04	%
West	$	158,073,126	26.86	%	55.25	%	$	95,136,359	17.08	%	32.17	%	136,086,115		23.28	%	47.58	%	154,984,247		25.95	%	54.46	%
Northeast	150,372,420		25.55	%	52.57	%	158,042,549		28.39	%	53.44	%
Midwest													92,592,118		15.84	%	32.39	%	88,834,091		14.88	%	31.24	%
Southwest	86,071,850		14.62	%	30.10	%	119,935,588		21.54	%	40.55	%	81,427,080		13.93	%	28.47	%	90,401,243		15.14	%	31.78	%
Midwest	81,864,362		13.91	%	28.64	%	87,543,463		15.72	%	29.60	%
Southeast	61,969,418		10.53	%	21.67	%	60,083,355		10.79	%	20.31	%	58,871,589		10.07	%	20.58	%	62,741,930		10.51	%	22.06	%
International	27,957,413		4.75	%	9.77	%	36,100,514		6.48	%	12.21	%	40,154,270		6.87	%	14.04	%	38,583,801		6.46	%	13.56	%
Northwest													10,486,714		1.79	%	3.67	%	10,483,298		1.76	%	3.69	%
South	11,794,756		2.00	%	4.12	%	—		—		—		6,048,572		1.03	%	2.11	%	5,899,007		0.99	%	2.07	%
Northwest	10,478,744		1.78	%	3.67	%	—		—		—
Total	$	588,582,089	100.00	%	205.79	%	$	556,841,828	100.00	%	188.28	%	$	584,453,747	100.00	%	204.34	%	$	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 ~~June 30,~~December 31, 2019 and September 30, ~~2018 was as follows:~~2019:

June 30, 2019 September 30, 2018
Cost: % of Total Investments % of Total Investments
Multi-sector holdings (1) $ 73,210,028
11.84 % $ 73,501,970
12.84 %
Application software 72,618,481
11.75
29,825,536
5.21
Aerospace & defense 32,941,605
5.33
31,214,405
5.45
Internet services & infrastructure 32,368,462
5.24
17,929,508
3.13
Diversified support services 28,713,238
4.64
22,877,903
3.99
Advertising 24,276,941
3.93
24,799,901
4.33
Integrated telecommunication services 19,102,278
3.09
18,822,698
3.29
Healthcare services 17,997,749
2.91
15,537,984
2.71
Systems software 15,566,211
2.52
14,292,176
2.49
Commercial printing 15,518,164
2.51
11,661,172
2.04
Specialized finance 15,381,972
2.49
16,284,064
2.84
Oil & gas exploration & production 14,693,895
2.38
29,426,644
5.14
Pharmaceuticals 12,795,460
2.07
14,389,558
2.51
Oil & gas refining & marketing 11,890,955
1.92
—
—
Interactive media & services 11,849,905
1.92
—
—
Personal products 11,167,132
1.81
11,595,993
2.02
Healthcare technology 10,925,509
1.77
8,932,500
1.56
Computer & electronics retail 10,835,550
1.75
10,890,000
1.90
Publishing 10,317,038
1.67
10,395,000
1.81
Research & consulting services 9,883,200
1.60
19,195,177
3.35
Real estate services 9,852,199
1.59
—
—
Communications equipment 9,761,245
1.58
13,797,609
2.41
Movies & entertainment 9,738,542
1.58
7,871,884
1.37
IT consulting & other services 9,706,334
1.57
9,774,840
1.71
Industrial machinery 9,315,151
1.51
13,583,358
2.37
Data processing & outsourced services 9,307,691
1.51
5,454,064
0.95
Trading companies & distributors 8,975,410
1.45
8,066,138
1.41
Healthcare equipment 8,910,000
1.44
—
—
Metal & glass containers 8,870,935
1.44
8,933,303
1.56
Leisure facilities 8,735,802
1.41
8,783,236
1.53
Specialized REITs 8,647,298
1.40
8,662,946
1.51
Human resource & employment services 8,113,457
1.31
9,558,548
1.67
Alternative carriers 7,146,346
1.16
7,193,230
1.26
Household appliances 6,872,099
1.11
6,916,677
1.21
Electrical components & equipment 6,383,584
1.03
11,649,358
2.03
Auto parts & equipment 5,765,016
0.93
5,810,752
1.01
Household products 5,027,545
0.81
5,032,864
0.88
Commodity chemicals 4,932,429
0.80
9,927,861
1.73
Specialty chemicals 4,699,933
0.76
4,740,634
0.83
Environmental & facilities services 4,223,300
0.68
12,391,602
2.16
Biotechology 3,970,000
0.64
—
—
Specialty stores 3,797,471
0.61
3,903,305
0.68
General merchandise stores 1,535,224
0.25
1,866,494
0.33
Oil & gas equipment & services 1,263,664
0.20
8,785,515
1.53
Oil & gas storage & transportation 560,068
0.09
4,830,210
0.84
Specialized consumer services —
—
5,492,997
0.96
Investment banking & brokerage —
—
5,525,388
0.96
Hypermarkets & super centers —
—
2,800,762
0.49
Total $ 618,164,516
100.00 %
$ 572,925,764
100.00 %



	December 31, 2019				September 30, 2019
Cost:			% of Total Investments				% of Total Investments
Application Software	$	83,405,669	13.62	%	$	81,483,953	12.98	%
Multi-Sector Holdings (1)	73,168,024		11.95		73,189,664		11.68
Aerospace & Defense	30,763,715		5.03		32,851,441		5.24
Diversified Support Services	27,386,823		4.47		27,474,583		4.38
Advertising	23,928,301		3.91		24,102,621		3.84
Internet Services & Infrastructure	17,854,421		2.92		28,457,280		4.54
Systems Software	17,411,539		2.84		15,530,330		2.48
Data Processing & Outsourced Services	17,336,430		2.83		16,648,375		2.66
Movies & Entertainment	15,526,889		2.54		9,656,395		1.54
Commercial Printing	15,409,002		2.52		15,457,725		2.47
Specialized Finance	15,324,204		2.50		15,215,979		2.43
Oil & Gas Exploration & Production	14,629,686		2.39		14,662,039		2.34
Health Care Services	13,162,921		2.15		17,175,085		2.74
Integrated Telecommunication Services	12,873,479		2.10		17,406,502		2.78
Pharmaceuticals	12,485,807		2.04		12,626,920		2.01
Research & Consulting Services	12,360,836		2.02		9,887,627		1.58
Oil & Gas Refining & Marketing	11,803,973		1.93		11,832,244		1.89
Interactive Media & Services	11,793,745		1.93		11,821,820		1.89
Metal & Glass Containers	11,700,369		1.91		8,850,147		1.41
Alternative Carriers	11,000,281		1.80		16,926,483		2.70
Health Care Technology	10,870,469		1.78		10,897,989		1.74
Computer & Electronics Retail	10,781,100		1.76		10,808,325		1.72
Publishing	10,265,063		1.68		10,291,050		1.64
Real Estate Services	9,813,804		1.60		9,832,986		1.57
IT Consulting & Other Services	9,660,669		1.58		9,683,496		1.54
Leisure Facilities	8,971,093		1.47		8,992,137		1.43
Trading Companies & Distributors	8,912,212		1.46		8,943,835		1.43
Communications Equipment	8,896,969		1.45		9,740,555		1.55
Health Care Equipment	8,865,450		1.45		8,887,725		1.42
Industrial Machinery	8,773,265		1.43		9,319,898		1.49
Specialized REITs	8,636,987		1.41		8,642,094		1.38
Biotechology	7,920,075		1.29		7,930,000		1.27
Household Appliances	6,842,400		1.12		6,857,242		1.09
Electrical Components & Equipment	6,342,528		1.04		6,363,049		1.02
Auto Parts & Equipment	5,734,522		0.94		5,749,771		0.92
Household Products	5,023,942		0.82		5,025,753		0.80
Health Care Supplies	4,975,000		0.81		—		—
Specialty Chemicals	4,672,787		0.76		4,686,365		0.75
Environmental & Facilities Services	3,924,821		0.64		4,214,058		0.67
Independent Power Producers & Energy Traders	3,374,478		0.55		—		—
Personal Products	2,985,000		0.49		2,985,000		0.48
Managed Health Care	2,969,981		0.49		—		—
Property & Casualty Insurance	2,004,947		0.33		—		—
General Merchandise Stores	1,558,386		0.25		1,549,641		0.25
Human Resource & Employment Services	—		—		8,099,807		1.29
Commodity Chemicals	—		—		4,920,165		0.78
Oil & Gas Equipment & Services	—		—		631,923		0.10
Oil & Gas Storage & Transportation	—		—		558,657		0.09
Total	$	612,102,062	100.00	%	$	626,868,734	100.00	%

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2019 September 30, 2018
Fair Value: % of Total Investments % of Net Assets % of Total Investments % of Net Assets
Application software $ 71,676,759
12.20 % 25.05 % $ 30,809,085
5.53 % 10.42 %
Multi-sector holdings (1) 55,634,655
9.45
19.45
58,512,170
10.49
19.75
Aerospace & defense 32,571,614
5.53
11.39
31,429,288
5.64
10.63
Internet services & infrastructure 32,281,110
5.48
11.28
17,983,455
3.23
6.08
Diversified support services 28,623,748
4.86
10.02
23,235,390
4.17
7.86
Advertising 21,112,392
3.59
7.38
22,535,595
4.05
7.62
Integrated telecommunication services 18,898,759
3.21
6.61
18,755,621
3.37
6.34
Healthcare services 17,206,563
2.92
6.02
15,046,044
2.70
5.09
Commercial printing 15,517,110
2.64
5.44
11,837,466
2.13
4.00
Systems software 15,380,728
2.61
5.37
14,539,208
2.61
4.92
Specialized finance 14,907,140
2.53
5.21
16,152,596
2.90
5.46
Oil & gas exploration & production 14,602,607
2.48
5.11
29,501,218
5.30
9.98
Oil & gas refining & marketing 11,988,097
2.04
4.19
—
—
—
Interactive media & services 11,901,843
2.02
4.16
—
—
—
Pharmaceuticals 11,839,091
2.01
4.14
13,461,109
2.42
4.55
Personal products 11,250,000
1.91
3.93
11,700,000
2.10
3.96
Healthcare technology 11,032,123
1.87
3.86
9,091,890
1.63
3.07
Computer & electronics retail 10,808,188
1.84
3.78
10,986,250
1.97
3.71
Publishing 10,453,869
1.78
3.65
10,618,125
1.91
3.59
Research & consulting services 10,276,164
1.75
3.59
19,674,633
3.53
6.65
Real estate services 9,900,000
1.68
3.46
—
—
—
Movies & entertainment 9,827,747
1.67
3.44
7,882,412
1.42
2.67
Communications equipment 9,443,688
1.60
3.30
14,009,856
2.52
4.74
Data processing & outsourced services 9,362,773
1.59
3.27
5,571,370
1.00
1.88
Industrial machinery 9,206,556
1.56
3.22
13,523,015
2.43
4.57
Healthcare equipment 9,039,375
1.54
3.16
—
—
—
Trading companies & distributors 8,897,494
1.51
3.11
8,097,760
1.45
2.74
Metal & glass containers 8,820,900
1.50
3.08
9,084,108
1.63
3.07
Leisure facilities 8,722,067
1.48
3.05
8,779,008
1.58
2.97
Specialized REITs 8,667,502
1.47
3.03
8,567,365
1.54
2.90
Human resource & employment services 8,113,751
1.38
2.84
9,665,384
1.74
3.27
Alternative carriers 7,115,083
1.21
2.49
7,237,952
1.30
2.45
IT consulting & other services 6,797,115
1.15
2.38
8,040,141
1.44
2.72
Household appliances 6,545,974
1.11
2.29
6,950,485
1.25
2.35
Electrical components & equipment 6,387,349
1.09
2.23
12,071,280
2.17
4.08
Auto parts & equipment 5,427,298
0.92
1.90
5,823,070
1.05
1.97
Commodity chemicals 4,943,672
0.84
1.73
10,084,717
1.81
3.41
Household products 4,728,125
0.80
1.65
4,984,375
0.90
1.69
Environmental & facilities services 4,084,050
0.69
1.43
12,544,437
2.25
4.24
Biotechnology 3,997,500
0.68
1.40
—
—
—
Specialty chemicals 3,815,170
0.65
1.33
4,487,948
0.81
1.52
Specialty stores 3,449,376
0.59
1.21
3,927,701
0.71
1.33
General merchandise stores 1,493,055
0.25
0.52
1,940,863
0.35
0.66
Oil & gas equipment & services 1,266,063
0.22
0.44
9,087,444
1.63
3.07
Oil & gas storage & transportation 567,846
0.10
0.20
4,898,833
0.88
1.66
Hypermarkets & super centers —
—
—
2,842,714
0.51
0.96
Specialized consumer services —
—
—
5,370,007
0.96
1.82
Investment banking & brokerage —
—
—
5,500,440
0.99
1.86
Total $ 588,582,089
100.00 % 205.79 % $ 556,841,828
100.00 % 188.28 %



	December 31, 2019						September 30, 2019
Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Application Software	$	83,460,807	14.28	%	29.16	%	$	80,958,933	13.52	%	28.46	%
Multi-Sector Holdings (1)	54,169,710		9.27		18.94		54,326,418		9.10		19.10
Aerospace & Defense	30,522,722		5.22		10.69		32,504,494		5.44		11.42
Diversified Support Services	27,433,092		4.69		9.59		27,311,758		4.57		9.62
Advertising	20,809,198		3.56		7.28		20,960,795		3.51		7.37
Internet Services & Infrastructure	17,912,619		3.06		6.26		28,470,497		4.77		10.01
Data Processing & Outsourced Services	17,542,136		3.00		6.13		16,757,043		2.81		5.89
Systems Software	17,522,943		3.00		6.12		15,466,728		2.59		5.43
Movies & Entertainment	15,597,537		2.67		5.46		9,616,125		1.61		3.38
Commercial Printing	15,399,577		2.63		5.38		15,377,480		2.58		5.41
Specialized Finance	15,142,703		2.59		5.30		14,473,206		2.42		5.09
Health Care Services	13,208,064		2.26		4.61		17,176,083		2.88		6.03
Oil & Gas Exploration & Production	12,939,059		2.21		4.52		13,947,600		2.34		4.90
Research & Consulting Services	12,747,983		2.18		4.46		10,267,889		1.72		3.61
Integrated Telecommunication Services	12,572,618		2.15		4.39		17,138,851		2.87		6.03
Pharmaceuticals	12,014,932		2.06		4.20		12,082,358		2.02		4.25
Oil & Gas Refining & Marketing	11,945,569		2.04		4.18		11,970,818		2.00		4.21
Interactive Media & Services	11,916,458		2.04		4.17		11,880,796		1.99		4.17
Alternative Carriers	11,320,058		1.94		3.96		16,958,629		2.84		5.97
Health Care Technology	11,047,758		1.89		3.86		11,032,320		1.85		3.88
Metal & Glass Containers	10,797,906		1.85		3.77		8,387,578		1.40		2.95
Computer & Electronics Retail	10,790,193		1.85		3.77		10,781,031		1.81		3.79
Publishing	10,433,555		1.79		3.65		10,421,039		1.75		3.66
Real Estate Services	9,825,625		1.68		3.44		9,875,250		1.65		3.47
Leisure Facilities	8,955,432		1.53		3.13		8,979,519		1.50		3.16
Trading Companies & Distributors	8,885,087		1.52		3.11		8,929,919		1.50		3.14
Communications Equipment	8,829,017		1.51		3.09		9,361,407		1.57		3.29
Health Care Equipment	8,753,513		1.50		3.06		8,994,333		1.51		3.16
Specialized REITs	8,689,687		1.49		3.04		8,648,021		1.45		3.04
Industrial Machinery	8,617,917		1.47		3.01		9,206,556		1.54		3.24
Biotechnology	8,077,426		1.38		2.83		8,040,000		1.35		2.82
IT Consulting & Other Services	7,619,350		1.30		2.66		7,974,500		1.34		2.80
Household Appliances	6,774,338		1.16		2.37		6,661,922		1.12		2.34
Electrical Components & Equipment	6,505,339		1.11		2.27		6,009,639		1.01		2.11
Auto Parts & Equipment	5,596,383		0.96		1.96		5,385,930		0.90		1.89
Health Care Supplies	5,021,875		0.86		1.76		—		—		—
Household Products	4,922,500		0.84		1.72		4,756,250		0.80		1.67
Environmental & Facilities Services	3,734,391		0.64		1.31		3,975,425		0.67		1.40
Specialty Chemicals	3,614,673		0.62		1.26		3,687,132		0.62		1.30
Independent Power Producers & Energy Traders	3,369,844		0.58		1.18		—		—		—
Personal Products	3,032,400		0.52		1.06		3,017,820		0.51		1.06
Managed Health Care	2,973,871		0.51		1.04		—		—		—
Property & Casualty Insurance	2,029,250		0.35		0.71		—		—		—
General Merchandise Stores	1,378,632		0.24		0.48		1,425,618		0.24		0.50
Human Resource & Employment Services	—		—		—		8,008,543		1.34		2.81
Commodity Chemicals	—		—		—		4,931,156		0.83		1.73
Oil & Gas Storage & Transportation	—		—		—		556,541		0.09		0.20
Oil & Gas Equipment & Services	—		—		—		410,497		0.07		0.14
Total	$	584,453,747	100.00	%	204.34	%	$	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

No investment represented greater than 10% of the total investment portfolio at fair value as of ~~June~~each of December 31, 2019 and September 30, 2019. ~~The Company held one investment that represented greater than 10% of the total investment portfolio at fair value as of September 30, 2018, which was as follows:~~



	~~September 30, 2018~~
~~OCSI Glick JV~~	~~10.5~~	%

Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses, can fluctuate upon repayment or sale of an investment and in any given period can be highly concentrated among several investments.

OCSI Glick JV

In October 2014, the Company entered into ana limited liability company, or LLC agreement with GF Equity Funding 2014 LLC ("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 ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~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 3542 and 3139 portfolio companies as of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~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 ~~June 30,~~December 31, 2019, had a reinvestment period end date and maturity date of September 29, 2020 and March 29, 2024, respectively, and permitted borrowings of up to $125.0 million. 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 ~~June 30,~~December 31, 2019, bore interest at a rate equal to 3-month LIBOR plus 1.95% per annum with no LIBOR floor. Under the JV Deutsche Bank Facility, ~~$85.9~~$99.4 million and ~~$94.3~~$91.9 million of borrowings were outstanding as of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, respectively.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the OCSI Glick JV had total assets of ~~$163.7~~$171.4 million and ~~$166.2~~$179.7 million, respectively. As of ~~June~~December 31, 2019, the Company's investment in the OCSI Glick JV consisted of LLC equity interests and Subordinated Notes of $54.2 million in the aggregate at fair value. As of September 30, 2019, the Company's investment in the OCSI Glick JV consisted of LLC equity interests and Subordinated Notes of ~~$55.6 million in the aggregate at fair value. As of September 30, 2018, the Company's investment in the OCSI Glick JV consisted of LLC equity interests and Subordinated Notes of $58.5~~$54.3 million in the aggregate at fair value. 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 ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~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 ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, of which $73.5 million was from the Company. As of each of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~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 ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~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 ~~June 30,~~December 31, 2019 and September 30, ~~2018:~~2019:


	June 30, 2019	September 30, 2018	December 31, 2019	September 30, 2019
Senior secured loans (1)	$161,878,444	$160,746,402	$163,491,961	$177,911,560
Weighted average current interest rate on senior secured loans (2)	7.28%	7.30%	6.69%	6.92%
Number of borrowers in the OCSI Glick JV	35	31	42	39
Largest loan exposure to a single borrower (1)	$7,443,750	$7,960,000	$6,912,500	$7,425,000
Total of five largest loan exposures to borrowers (1)	$34,506,250	$36,442,500	$32,167,329	$34,662,500

__________

(1) At principal amount.

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

OCSI Glick JV Portfolio as of ~~June 30,~~December 31, 2019


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes
AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	6.83%	Electrical components & equipment	$	2,730,813	$	2,659,827	$	2,661,396	(4)	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	6.44%	Electrical Components & Equipment	$	2,707,174	$	2,642,720	$	2,710,558	(4)
Air Newco LP	First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024	7.16%	IT consulting & other services	7,443,750		7,425,141		7,449,966
AL Midcoast Holdings LLC	First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025	7.83%	Oil & gas storage & transportation	6,947,500		6,878,024		6,973,552		(4)
Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	6.39%	Integrated telecommunication services	2,985,000		2,917,768		2,928,404			First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	5.74%	Integrated Telecommunication Services	2,970,000		2,907,864		2,981,449
Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022	7.15%	Pharmaceuticals	5,430,743		5,430,743		5,009,860		(5)	First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022	6.55%	Pharmaceuticals	6,619,829		6,436,801		5,803,384
Anastasia Parent, LLC											First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025	5.68%	Personal Products	1,697,405		1,389,320		1,455,525
Ancile Solutions, Inc.	First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021	9.33%	Application software	3,443,879		3,422,981		3,385,333		(4)(5)	First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021	8.94%	Application Software	3,346,869		3,331,897		3,286,625		(4)
Aptos, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025	7.90%	Computer & electronics retail	2,985,000		2,955,150		2,947,688		(4)	First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025	7.70%	Computer & Electronics Retail	2,970,000		2,940,300		2,942,780		(4)
Aurora Lux Finco S.À.R.L.											First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.93%	Airport Services	3,750,000		3,656,580		3,656,250
Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	6.38%	Oil & gas equipment & services	4,950,000		4,929,147		4,665,375			First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	5.79%	Oil & Gas Equipment & Services	4,925,000		4,906,037		4,235,500
California Pizza Kitchen, Inc.	First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022	8.53%	Restaurants	4,862,500		4,850,788		4,765,250		(5)	First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022	7.91%	Restaurants	4,837,500		4,825,848		4,221,323
CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	7.60%	Oil & gas refining & marketing	4,000,000		3,960,000		4,008,760		(4)(5)	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	6.94%	Oil & Gas Refining & Marketing	3,970,000		3,930,300		3,994,813		(4)
Connect U.S. Finco LLC											First Lien Delayed Draw Term Loan, LIBOR+4.50% cash due 12/11/2026	6.29%	Alternative Carriers	2,044,728		1,945,239		2,081,828		(4)(5)
Cortes NP Acquisition Corporation											First Lien Term Loan, LIBOR+4.00% cash due 11/30/2023	5.93%	Electrical Components & Equipment	2,970,000		2,821,487		2,970,000
Covia Holdings Corporation	First Lien Term Loan, LIBOR+4.00% cash due 6/1/2025	6.60%	Oil & gas equipment & services	6,930,000		6,930,000		5,633,085		(5)	First Lien Term Loan, LIBOR+4.00% cash due 6/1/2025	6.04%	Oil & Gas Equipment & Services	6,912,500		6,912,500		5,366,381
Curium Bidco S.à r.l.	First Lien Term Loan, LIBOR+4.00% cash due 6/26/2026	6.45%	Biotechnology	5,000,000		4,962,500		4,996,875		(4)
Curium Bidco S.à.r.l.											First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026	5.94%	Biotechnology	4,987,500		4,950,094		5,034,283		(4)
Ellie Mae, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026	6.53%	Application software	1,000,000		995,000		998,330		(4)	First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026	5.94%	Application Software	997,500		992,513		1,005,610		(4)
Eton	Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026	9.90%	Research & consulting services	5,000,000		4,978,498		4,975,000		(4)
eResearch Technology, Inc.											First Lien Term Loan, LIBOR+4.50% cash due 11/20/2026	6.39%	Application Software	2,500,000		2,475,000		2,523,438		(4)
Falmouth Group Holdings Corp.	First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021	8.95%	Specialty chemicals	5,120,930		5,085,192		5,091,674		(5)	First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021	8.55%	Specialty Chemicals	4,658,544		4,626,032		4,631,329
Frontier Communications Corporation	First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024	6.16%	Integrated telecommunications services	5,482,208		5,379,317		5,388,572		(4)(5)	First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024	5.55%	Integrated Telecommunication Services	3,958,074		3,893,812		3,985,839		(4)
Gigamon, Inc.											First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	6.04%	Systems Software	5,880,000		5,837,894		5,828,550
Guidehouse LLP											Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	9.80%	Research & Consulting Services	5,000,000		4,980,091		4,925,000		(4)

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost			Fair Value (3)		Notes
Gigamon, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	6.65%	Systems software	$	5,910,000	$	5,863,380	$	5,762,250	(5)
Helios Software Holdings, Inc.											First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025	6.18%	Systems Software	$	1,000,000	$	990,000		$	994,690	(4)
Houghton Mifflin Harcourt Publishers Inc.											First Lien Term Loan, LIBOR+6.25% cash due 11/22/2024	8.04%	Education Services	3,000,000		2,880,933			3,000,000
Indivior Finance S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022	7.09%	Pharmaceuticals	4,359,691		4,344,432		3,936,452		(4)(5)	First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022	6.43%	Pharmaceuticals	4,322,191		4,309,272			4,005,223		(4)
Integro Parent, Inc.	First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022	8.20%	Insurance brokers	4,826,424		4,750,084		4,729,895		(5)	First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022	7.55%	Insurance Brokers	3,315,762		3,273,903			3,266,026
Intelsat Jackson Holdings S.A.	First Lien Term Loan, LIBOR+3.75% cash due 11/27/2023	6.15%	Alternative Carriers	5,000,000		4,935,482		4,955,475		(5)	First Lien Term Loan, LIBOR+3.75% cash due 11/27/2023	5.68%	Alternative Carriers	4,000,000		3,958,925			4,013,920
McDermott Technology (Americas), Inc.	First Lien Term Loan, LIBOR+5.00% cash due 5/12/2025	7.40%	Oil & gas equipment & services	2,860,309		2,811,952		2,817,633		(4)(5)
MHE Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	7.33%	Diversified support services	4,154,375		4,096,719		4,071,288		(4)(5)	First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	6.94%	Diversified Support Services	4,133,125		4,081,354			4,050,463		(4)
	First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024	7.33%	Diversified support services	839,265		828,934		822,480		(4)(5)	First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024	6.99%	Diversified Support Services	834,991		824,712			818,291		(4)
Total MHE Intermediate Holdings, LLC				4,993,640		4,925,653		4,893,768						4,968,116		4,906,066			4,868,754
Morphe LLC	First Lien Term Loan, LIBOR+6.00% cash due 2/10/2023	8.33%	Personal products	3,281,250		3,257,080		3,281,250		(4)(5)
Navicure, Inc.											First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	5.80%	Health Care Technology	4,000,000		3,980,000			4,027,500
Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025	7.08%	Electrical components & equipment	5,431,250		5,408,895		5,322,625		(5)	First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025	6.56%	Electrical Components & Equipment	5,403,750		5,383,467			5,322,694
Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	7.41%	Application software	5,883,872		5,837,997		5,798,056		(5)	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.80%	Application Software	5,853,384		5,811,162			5,767,047
OCI Beaumont LLC	First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025	6.33%	Commodity chemicals	6,912,500		6,905,400		6,921,140		(4)
OEConnection LLC											First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	5.80%	Application Software	3,644,545		3,626,323			3,667,324		(4)
											First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026		Application Software	—		(1,675		)	2,165		(4)(5)
Total OEConnection LLC														3,644,545		3,624,648			3,669,489
Red Ventures, LLC	First Lien Term Loan, LIBOR+3.00% cash due 11/8/2024	5.40%	Interactive media & services	4,000,000		3,980,000		3,996,120			First Lien Term Loan, LIBOR+3.00% cash due 11/8/2024	4.80%	Interactive Media & Services	3,979,849		3,961,607			4,013,240
RSC Acquisition, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 11/30/2022	6.60%	Trading companies & distributors	3,859,644		3,844,512		3,859,644		(5)
Servpro Borrower, LLC	First Lien Term Loan, LIBOR+3.50% cash due 3/26/2026	5.90%	Specialized consumer services	3,990,000		3,980,025		3,985,013
Sabert Corporation											First Lien Term Loan, LIBOR +4.50% cash due 12/10/2026	6.25%	Metal & Glass Containers	2,900,000		2,871,000			2,930,218		(4)
SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.00% cash due 10/27/2022	7.58%	Footwear	6,272,500		6,241,729		5,974,556		(5)	First Lien Term Loan, LIBOR+5.00% cash due 10/27/2022	6.93%	Footwear	6,240,000		6,214,046			5,584,800
Signify Health, LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	6.83%	Healthcare services	5,925,000		5,877,609		5,921,297		(4)(5)	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	6.44%	Health Care Services	5,895,000		5,852,206			5,887,631		(4)
Sunshine Luxembourg VII SARL											First Lien Term Loan, LIBOR+4.25% cash due 10/1/2026	6.19%	Personal Products	6,500,000		6,467,500			6,570,200		(4)
Supermoose Borrower, LLC											First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	5.55%	Application Software	2,771,770		2,560,038			2,654,468		(4)
Thunder Finco (US), LLC											First Lien Term Loan, LIBOR +4.25% cash due 11/26/2026	6.04%	Movies & Entertainment	3,000,000		2,970,000			3,000,000		(4)
Tribe Buyer LLC	First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	6.90%	Human resources & employment services	3,117,579		3,111,589		3,086,404		(4)(5)	First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	6.30%	Human Resource & Employment Services	1,617,579		1,614,811			1,362,811
Triple Royalty Sub LLC	Fixed Rate Bond 144A 9.0% Toggle PIK cash due 4/15/2033		Pharmaceuticals	3,000,000		3,000,000		3,090,000			Fixed Rate Bond 144A 9.00% cash due 4/15/2033		Pharmaceuticals	2,972,808		2,972,808			3,076,856
UFC Holdings, LLC											First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	5.05%	Movies & Entertainment	2,487,147		2,487,147			2,507,006		(4)
Verra Mobility, Corp.	First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025	6.15%	Data processing & outsourced services	4,942,462		4,925,136		4,965,099		(4)(5)	First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025	5.55%	Data Processing & Outsourced Services	4,917,437		4,901,740			4,956,383		(4)
WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	10.34%	Aerospace & defense	3,000,000		2,973,350		2,996,250		(4)(5)	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	9.68%	Aerospace & Defense	3,000,000		2,975,327			2,964,390		(4)
Total Portfolio Investments				$	161,878,444	$	160,734,381	$	158,172,047					$	163,491,961	$	161,368,935		$	158,083,811

__________

(1) Represents the current interest rate as of ~~June~~December 31, 2019. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars. As of December 31, 2019, the reference rates for the OCSI Glick JV's variable rate loans were the 30-day LIBOR at 1.80%, the 60-day LIBOR at 1.85%, the 90-day LIBOR at 1.94% and the 180-day LIBOR at 1.92%. Most loans include an interest floor, which generally ranges from 0% to 1%.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(3) Represents the current determination of fair value as of December 31, 2019 utilizing a similar technique as the Company in accordance with ASC 820. However, the determination of such fair value is not included in the Company's Board of Directors' valuation process described elsewhere herein.

(4) This investment is held by both the Company and the OCSI Glick JV as of December 31, 2019.

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

OCSI Glick JV Portfolio as of September 30, 2019



Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes
AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	6.60%	Electrical components & equipment	$	2,718,993	$	2,651,270	$	2,504,016	(4)
Air Newco LP	First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024	6.79%	IT consulting & other services	7,425,000		7,406,438		7,437,400
AL Midcoast Holdings LLC	First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025	7.60%	Oil & gas storage & transportation	6,930,000		6,860,699		6,834,712		(4)
Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	6.03%	Integrated telecommunication services	2,977,500		2,912,809		2,975,639
Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022	6.79%	Pharmaceuticals	5,359,286		5,359,286		4,874,270
Ancile Solutions, Inc.	First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021	9.10%	Application software	3,395,374		3,377,463		3,327,467		(4)
Aptos, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025	7.70%	Computer & electronics retail	2,977,500		2,947,725		2,940,281		(4)
Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	6.05%	Oil & gas equipment & services	4,937,500		4,917,589		4,570,273
California Pizza Kitchen, Inc.	First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022	8.53%	Restaurants	4,850,000		4,838,318		4,349,868
CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	7.10%	Oil & gas refining & marketing	3,980,000		3,940,200		4,004,875		(4)
Connect U.S. Finco LLC	First Lien Term Loan, LIBOR+4.50% cash due 9/23/2026	7.10%	Alternative Carriers	5,000,000		4,900,000		4,930,075		(4)
Covia Holdings Corporation	First Lien Term Loan, LIBOR+4.00% cash due 6/1/2025	6.31%	Oil & gas equipment & services	6,912,500		6,912,500		5,673,745
Curium Bidco S.à r.l.	First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026	6.10%	Biotechnology	5,000,000		4,962,500		5,025,000		(4)
Ellie Mae, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026	6.04%	Application software	1,000,000		995,000		1,002,920		(4)
Falmouth Group Holdings Corp.	First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021	8.95%	Specialty chemicals	4,658,544		4,626,032		4,632,004
Frontier Communications Corporation	First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024	5.80%	Integrated telecommunications services	5,468,222		5,365,594		5,466,281		(4)
Gigamon, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	6.29%	Systems software	5,895,000		5,850,631		5,732,888
Guidehouse LLP	Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026	9.54%	Research & consulting services	5,000,000		4,979,290		4,937,500		(4)
Indivior Finance S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022	6.76%	Pharmaceuticals	4,340,941		4,326,851		3,997,290		(4)
Integro Parent, Inc.	First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022	7.80%	Insurance brokers	4,813,924		4,744,243		4,681,541
Intelsat Jackson Holdings S.A.	First Lien Term Loan, LIBOR+3.75% cash due 11/27/2023	5.80%	Alternative Carriers	5,000,000		4,939,169		5,021,100
McDermott Technology (Americas), Inc.	First Lien Term Loan, LIBOR+5.00% cash due 5/9/2025	7.10%	Oil & gas equipment & services	1,429,306		1,406,187		913,565		(4)
MHE Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	7.10%	Diversified support services	4,143,750		4,089,029		4,060,875		(4)
	First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024	7.10%	Diversified support services	837,128		826,823		820,385		(4)
Total MHE Intermediate Holdings, LLC				4,980,878		4,915,852		4,881,260
Navicure, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 9/18/2026	6.13%	Healthcare technology	4,000,000		3,980,000		4,005,000

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost			Fair Value (3)			Notes
Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025	6.56%	Electrical components & equipment	$	5,417,500	$	5,396,178		$	5,336,238
Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	7.05%	Application software	5,868,628		5,824,577			5,760,440
OCI Beaumont LLC	First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025	6.10%	Commodity chemicals	6,895,000		6,888,231			6,903,619			(4)
OEConnection LLC	First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/24/2026		Application software	—		(1,720		)	(645		)	(4)(5)
	First Lien Term Loan, LIBOR+4.00% cash due 9/24/2026	6.13%	Application software	3,655,914		3,637,634			3,649,059			(4)
Total OEConnection LLC				3,655,914		3,635,914			3,648,414
Red Ventures, LLC	First Lien Term Loan, LIBOR+3.00% cash due 11/8/2024	5.04%	Interactive media & services	3,989,924		3,970,677			4,010,712
RSC Acquisition, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 11/30/2022	6.29%	Trading companies & distributors	3,849,574		3,835,594			3,820,702
Servpro Borrower, LLC	First Lien Term Loan, PRIME+2.50% cash due 3/26/2026	7.50%	Specialized consumer services	3,980,000		3,970,050			3,984,975
SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.00% cash due 10/27/2022	7.26%	Footwear	6,256,250		6,227,881			5,943,438
Signify Health, LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	6.60%	Healthcare services	5,910,000		5,864,902			5,902,613			(4)
Sunshine Luxembourg VII SARL	First Lien Term Loan, LIBOR+4.25% cash due 9/25/2026	6.59%	Personal products	6,500,000		6,467,500			6,538,610			(4)
Tribe Buyer LLC	First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	6.54%	Human resources & employment services	3,114,779		3,109,120			2,907,133			(4)
Triple Royalty Sub LLC	Fixed Rate Bond 144A 9.0% Toggle PIK cash due 4/15/2033		Pharmaceuticals	3,000,000		3,000,000			3,105,000
UFC Holdings, LLC	First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	5.30%	Movies & entertainment	2,493,573		2,493,573			2,503,099			(4)
Verra Mobility, Corp.	First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025	5.79%	Data processing & outsourced services	4,929,950		4,913,436			4,956,645			(4)
WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	10.01%	Aerospace & defense	3,000,000		2,974,333			2,987,490			(4)
Total Portfolio Investments				$	177,911,560	$	176,687,612		$	173,028,098

________

(1) Represents the current interest rate as of September 30, 2019. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars. As of ~~June~~September 30, 2019, the reference rates for the OCSI Glick JV's variable rate loans were the 30-day LIBOR at ~~2.40%~~2.04%, the 60-day LIBOR at ~~2.35%~~2.09%, the 90-day LIBOR at ~~2.33% and~~2.10%, the 180-day LIBOR at ~~2.20%~~2.06% and the PRIME at 5.00%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of ~~June~~September 30, 2019 utilizing a similar technique as the Company in accordance with ASC 820. However, the determination of such fair value is not included in the Company's Board of Directors' valuation process described elsewhere herein.

(4) This investment is held by both the Company and the OCSI Glick JV as of ~~June~~September 30, 2019.

(5) ~~Loan includes interest rate floor,~~Investment had undrawn commitments. Unamortized fees are classified as unearned income which ~~is generally 1.00%.~~

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~OCSI Glick JV Portfolio as of September 30, 2018~~

Portfolio Company Investment Type Cash Interest Rate (1)(2) Industry Principal Cost Fair Value (3) Notes
Air Newco LLC First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024 7.03% IT consulting & other services $ 7,500,000
$ 7,481,250
$ 7,575,000

AI Ladder (Luxembourg) Subco S.a.r.l First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025 7.02% Electrical components & equipment 5,000,000
4,853,898
5,029,700
(4)
AL Midcoast Holdings LLC First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025 7.84% Oil & gas storage & transportation 7,000,000
6,930,000
7,028,455
(4)
Altice France S.A. First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026 6.16% Integrated telecommunication services 3,000,000
2,925,338
2,982,855

Alvogen Pharma US Inc. First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022 6.99% Pharmaceuticals 6,875,051
6,875,051
6,942,358
(5)
Ancile Solutions, Inc. First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021 9.39% Application software 3,750,800
3,719,206
3,728,294
(4)(5)
Aptos, Inc. First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025 7.74% Computer & electronics retail 3,000,000
2,970,000
2,996,250
(4)
Asset International, Inc. First Lien Term Loan, LIBOR+4.50% cash due 12/30/2024 6.89% Research & Consulting Services 3,970,000
3,899,167
3,952,818
(4)(5)
Bison Midstream Holdings LLC First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025 6.17% Oil & gas equipment & services 4,987,500
4,963,823
4,971,914

California Pizza Kitchen, Inc. First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022 8.39% Restaurants 4,900,000
4,888,197
4,777,500
(5)
Chloe Ox Parent LLC First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024 6.89% Healthcare services 5,970,000
5,915,738
5,992,388
(4)(5)
CM Delaware LLC First Lien Term Loan, LIBOR+5.25% cash due 3/18/2021 7.64% Interactive media & services 2,053,658
2,052,561
2,002,316
(5)
Eton Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026 9.74% Research & consulting services 5,000,000
4,976,145
5,025,000
(4)
Falmouth Group Holdings Corp. First Lien Term Loan, LIBOR+6.75% cash due 12/13/2021 8.99% Specialty chemicals 4,330,233
4,295,307
4,330,288
(5)
Gigamon, Inc. First Lien Term Loan, LIBOR+4.50% cash due 12/27/2024 6.89% Systems software 5,955,000
5,901,647
5,999,664
(5)
IBC Capital Ltd. First Lien Term Loan, LIBOR+3.75% cash due 9/11/2023 6.09% Metal & glass containers 4,975,000
4,962,562
5,015,421

Indivior Finance S.a.r.l First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022 6.85% Pharmaceuticals 4,732,907
4,712,773
4,718,117
(4)(5)
Integro Parent, Inc. First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022 8.07% Insurance brokers 4,863,924
4,767,629
4,876,084
(5)
McDermott Technology (Americas), Inc. First Lien Term Loan, LIBOR+5.00% cash due 5/12/2025 7.24% Oil & gas equipment & services 7,960,000
7,808,276
8,077,728
(4)(5)
MHE Intermediate Holdings, LLC First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024 7.39% Diversified support services 4,186,250
4,119,789
4,147,707
(4)(5)
Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024 7.39% Diversified support services 845,676
835,253
837,883
(5)
Total MHE Intermediate Holdings, LLC 5,031,926
4,955,042
4,985,590

Morphe LLC First Lien Term Loan, LIBOR+6.00% cash due 2/10/2023 8.40% Personal products 3,412,500
3,382,166
3,412,500
(4)(5)
Northern Star Industries Inc. First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025 7.08% Electrical components & equipment 5,472,500
5,447,047
5,479,341
(5)
Novetta Solutions, LLC First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022 7.25% Application software 5,929,606
5,878,236
5,759,129
(5)
OCI Beaumont LLC First Lien Term Loan, LIBOR+4.25% cash due 3/13/2025 6.39% Commodity chemicals 6,965,000
6,956,910
7,078,288
(4)(5)
R1 RCM Inc. First Lien Term Loan, LIBOR+5.25% cash due 5/8/2025 7.65% Healthcare services 7,000,000
6,800,665
7,017,500
(4)
RSC Acquisition, Inc. First Lien Term Loan, LIBOR+4.25% cash due 11/30/2022 6.71% Trading companies & distributors 3,889,854
3,871,269
3,880,130
(5)
SHO Holding I Corporation First Lien Term Loan, LIBOR+5.00% cash due 11/18/2022 7.34% Footwear 6,321,250
6,283,276
6,005,189
(5)

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

Portfolio Company Investment Type Cash Interest Rate (1)(2) Industry Principal Cost Fair Value (3) Notes
Tribe Buyer LLC First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024 6.74% Human resources & employment services $ 5,939,699
$ 5,926,444
$ 5,984,248
(4)(5)
Unimin Corp. First Lien Term Loan, LIBOR+3.75% cash due 5/17/2025 6.14% Oil & gas equipment & services 6,982,500
6,982,500
6,621,714
(5)
Verra Mobility, Corp. First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025 5.99% Data processing & outsourced services 4,977,494
4,957,752
5,008,602
(5)
WP CPP Holdings, LLC Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026 10.15% Aerospace & defense 3,000,000
2,970,428
3,006,570
(4)(5)
Total Portfolio Investments $ 160,746,402
$ 159,310,303
$ 160,260,951

~~________~~

~~(1) Represents the current interest rate as of September 30, 2018. All interest rates are payable~~reduces cost basis, which may result in ~~cash, unless otherwise noted.~~

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars. As of September 30, 2018, the reference rates for the OCSI Glick JV's variable rate loans were the 30-day LIBOR at 2.24%, the 60-day LIBOR at 2.29%, the 90-day LIBOR at 2.39%, the 180-day LIBOR at 2.59% and the PRIME at 5.25%.

~~(3) Represents the current determination of~~a negative cost basis. A negative fair value ~~as of September 30, 2018 utilizing a similar technique as~~may result from the ~~Company in accordance with ASC 820. However, the determination of such fair value is not included in the Company's Board of Directors' valuation process described elsewhere herein.~~unfunded commitment being valued below par.

~~(4) This investment is held by both the Company and the OCSI Glick JV as of September 30, 2018.~~

~~(5) Loan includes interest rate floor, which is generally 1.00%.~~

The cost and fair value of the Company's aggregate investment in the OCSI Glick JV was $73.2 million and ~~$55.6~~$54.2 million, respectively, as of ~~June 30,~~December 31, 2019 and ~~$73.5~~$73.2 million and ~~$58.5~~$54.3 million, respectively, as of September 30, ~~2018.~~2019. As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the Subordinated Notes bore a weighted average interest rate of LIBOR plus 6.5% per annum. For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 ~~the Company earned interest income of $1.5 million~~ and ~~$4.4 million on its investment in the Subordinated Notes, respectively. For the three and nine months ended June 30,~~ 2018, the Company earned interest income of ~~$1.6~~$1.4 million and ~~$4.7~~$1.5 million, respectively, on its investment in the Subordinated ~~Notes, of which $0.6 million and $1.6 million was PIK interest income, respectively.~~Notes. The Company did not earn any dividend income for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018 with respect to its investment in the LLC equity interests of the OCSI Glick JV. The LLC equity interests of the OCSI Glick JV are income producing to the extent there is residual cash to be distributed on a quarterly basis.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Below is certain summarized financial information for the OCSI Glick JV as of ~~June 30,~~December 31, 2019 and September 30, ~~2018~~2019 and for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018:


	June 30, 2019		September 30, 2018		December 31, 2019		September 30, 2019
Selected Balance Sheet Information:
Investments in loans at fair value (cost June 30, 2019: $160,734,381; cost September 30, 2018: $159,310,303)	$	158,172,047	$	160,260,951
Investments at fair value (cost December 31, 2019: $161,368,935; cost September 30, 2019: $176,687,612)					$	158,083,811	$	173,028,098
Cash and cash equivalents	703,754		2,055,935		5,524,662		1,096,498
Restricted cash	2,815,656		2,036,487		2,515,205		2,616,125
Due from portfolio companies	—		53,006		94,175		—
Other assets	1,991,683		1,781,502		5,210,898		2,937,681
Total assets	$	163,683,140	$	166,187,881	$	171,428,751	$	179,678,402

Senior credit facility payable	$	85,881,939	$	94,281,939	$	99,381,939	$	91,881,939
Subordinated notes payable at fair value (proceeds June 30, 2019: $75,540,887; proceeds September 30, 2018: $75,874,536)	63,582,487		66,871,054
Subordinated notes payable at fair value (proceeds December 31, 2019: $75,492,882; proceeds September 30, 2019: $75,517,614)					61,907,548		62,087,348
Other liabilities	14,218,714		5,034,888		10,139,264		25,709,115
Total liabilities	$	163,683,140	$	166,187,881	$	171,428,751	$	179,678,402
Members' equity	—		—		—		—
Total liabilities and members' equity	$	163,683,140	$	166,187,881	$	171,428,751	$	179,678,402


	Three months ended June 30, 2019			Three months ended June 30, 2018			Nine months ended June 30, 2019			Nine months ended June 30, 2018			Three months ended December 31, 2019			Three months ended December 31, 2018
Selected Statements of Operations Information:
Interest income	$	3,261,956		$	2,529,375		$	9,471,420		$	6,485,597		$	2,857,253		$	3,079,856
Fee income	—			12,364			—			76,004			27,710			—
Total investment income	3,261,956			2,541,739			9,471,420			6,561,601			2,884,963			3,079,856
Interest expense	2,882,442			3,132,972			8,764,170			8,479,078			2,702,956			2,912,745
Other expenses	18,865			36,430			132,222			169,689			67,268			43,112
Total expenses (1)	2,901,307			3,169,402			8,896,392			8,648,767			2,770,224			2,955,857
Net unrealized appreciation (depreciation)	(408,962		)	8,889,836			(558,068		)	10,999,243			529,458			(128,702		)
Realized gain (loss)	48,313			(8,262,173		)	(16,960		)	(8,912,077		)	(644,197		)	4,703
Net income (loss)	$	—		$	—		$	—		$	—		$	—		$	—

__________

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

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

During the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018, the Company did not sell any debt investments to the OCSI Glick JV.

Note 4. Fee Income

For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019, the Company recorded total fee income of ~~$0.3~~$0.4 million, ~~and $0.5 million, respectively, all~~ of which $0.1 million, was ~~nonrecurring~~recurring in nature. For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2018, the Company recorded total fee income of ~~$0.3 million and $1.3 million, respectively, of which~~less than $0.1 ~~million and $0.1 million, respectively, was recurring in nature.~~million. Recurring fee income primarily consists of servicing fees and exit fees.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 5. Share Data and Net Assets

Earnings per Share

The following table sets forth the computation of basic and diluted earnings per share, pursuant to FASB ASC Topic 260-10, Earnings per Share, for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018:


	Three months ended June 30, 2019		Three months ended June 30, 2018		Nine months ended June 30, 2019		Nine months ended June 30, 2018		Three months ended December 31, 2019		Three months ended December 31, 2018
Earnings (loss) per common share — basic and diluted:
Net increase (decrease) in net assets resulting from operations	$	3,482,900	$	1,725,132	$	3,977,636	$	12,313,739	$	6,134,254	$	(13,200,691	)
Weighted average common shares outstanding	29,466,768		29,466,768		29,466,768		29,466,768		29,466,768		29,466,768
Earnings (loss) per common share — basic and diluted	$	0.12	$	0.06	$	0.13	$	0.42	$	0.21	$	(0.45	)

Changes in Net Assets

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



	Common Stock
	Shares		Par Value			Additional Paid-in-Capital			Accumulated Overdistributed Earnings			Total Net Assets
Balance at September 30, 2019	29,466,768		$	294,668		$	369,199,332		$	(85,043,994	)	$	284,450,006
Net investment income	—		—			—			4,727,580			4,727,580
Net unrealized appreciation (depreciation)	—		—			—			1,926,384			1,926,384
Net realized gains (losses)	—		—			—			(519,710		)	(519,710		)
Distributions to stockholders	—		—			—			(4,567,350		)	(4,567,350		)
Issuance of common stock under dividend reinvestment plan	7,793		78			64,256			—			64,334
Repurchases of common stock under dividend reinvestment plan	(7,793	)	(78		)	(64,256		)	—			(64,334		)
Balance at December 31, 2019	29,466,768		$	294,668		$	369,199,332		$	(83,477,090	)	$	286,016,910

The following table presents the changes in net assets for the three ~~and nine~~ months ended ~~June 30, 2019:~~

Common Stock
Shares Par Value Additional Paid-in-Capital Accumulated Overdistributed Earnings Total Net Assets
Balance at September 30, 2018 29,466,768
$ 294,668
$ 370,751,389
$ (75,300,637 ) $ 295,745,420
Net investment income —
—
—
4,863,537
4,863,537
Net unrealized appreciation (depreciation) —
—
—
(19,760,624 ) (19,760,624 )
Net realized gains (losses) —
—
—
1,696,396
1,696,396
Distributions to stockholders —
—
—
(4,567,349 ) (4,567,349 )
Issuance of common stock under dividend reinvestment plan 6,888
69
54,042
—
54,111
Repurchases of common stock under dividend reinvestment program (6,888 ) (69 ) (54,042 ) —
(54,111 )
Balance at December 31, 2018 29,466,768
$ 294,668
$ 370,751,389
$ (93,068,677 ) $ 277,977,380
Net investment income —
$ —
$ —
$ 5,216,760
$ 5,216,760
Net unrealized appreciation (depreciation) —
—
—
8,797,411
8,797,411
Net realized gains (losses) —
—
—
(318,744 ) (318,744 )
Distributions to stockholders —
—
—
(4,567,349 ) (4,567,349 )
Issuance of common stock under dividend reinvestment plan 6,187
62
50,481
—
50,543
Repurchases of common stock under dividend reinvestment program (6,187 ) (62 ) (50,481 ) —
(50,543 )
Balance at March 31, 2019 29,466,768
$ 294,668
$ 370,751,389
$ (83,940,599 ) $ 287,105,458
Net investment income —
$ —
$ —
$ 5,918,387
$ 5,918,387
Net unrealized appreciation (depreciation) —
—
—
(2,593,717 ) (2,593,717 )
Net realized gains (losses) —
—
—
158,230
158,230
Distributions to stockholders —
—
—
(4,567,350 ) (4,567,350 )
Issuance of common stock under dividend reinvestment plan 6,314
63
53,025
—
53,088
Repurchases of common stock under dividend reinvestment program (6,314 ) (63 ) (53,025 ) —
(53,088 )
Balance at June 30, 2019 29,466,768
$ 294,668
$ 370,751,389
$ (85,025,049 ) $ 286,021,008

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~The following table presents the changes in net assets for the three and nine months ended June 30,~~December 31, 2018:


	Common Stock														Common Stock
	Shares		Par Value			Additional Paid-in-Capital			Accumulated Overdistributed Earnings			Total Net Assets			Shares		Par Value			Additional Paid-in-Capital			Accumulated Overdistributed Earnings			Total Net Assets
Balance at September 30, 2017	29,466,768		$	294,668		$	373,995,934		$	(80,654,168	)	$	293,636,434
Balance at September 30, 2018															29,466,768		$	294,668		$	370,751,389		$	(75,300,637	)	$	295,745,420
Net investment income	—		—			—			4,546,775			4,546,775			—		—			—			4,863,537			4,863,537
Net unrealized appreciation (depreciation)	—		—			—			1,741,899			1,741,899			—		—			—			(19,760,624		)	(19,760,624		)
Net realized gains (losses)	—		—			—			(4,382,706		)	(4,382,706		)	—		—			—			1,696,396			1,696,396
Distributions to stockholders	—		—			—			(5,598,686		)	(5,598,686		)	—		—			—			(4,567,349		)	(4,567,349		)
Issuance of common stock under dividend reinvestment plan	18,809		188			158,979			—			159,167			6,888		69			54,042			—			54,111
Repurchases of common stock under dividend reinvestment program	(18,809	)	(188		)	(158,979		)	—			(159,167		)
Balance at December 31, 2017	29,466,768		$	294,668		$	373,995,934		$	(84,346,886	)	$	289,943,716
Net investment income	—		$	—		$	—		$	4,589,347		$	4,589,347
Net unrealized appreciation (depreciation)	—		—			��			3,120,035			3,120,035
Net realized gains (losses)	—		—			—			973,257			973,257
Distributions to stockholders	—		—			—			(4,125,347		)	(4,125,347		)
Issuance of common stock under dividend reinvestment plan	4,204		42			33,722			—			33,764
Repurchases of common stock under dividend reinvestment program	(4,204	)	(42		)	(33,722		)	—			(33,764		)
Balance at March 31, 2018	29,466,768		$	294,668		$	373,995,934		$	(79,789,594	)	$	294,501,008
Net investment income	—		$	—		$	—		$	5,071,898		$	5,071,898
Net unrealized appreciation (depreciation)	—		—			—			21,213,604			21,213,604
Net realized gains (losses)	—		—			—			(24,560,370		)	(24,560,370		)
Distributions to stockholders	—		—			—			(4,272,681		)	(4,272,681		)
Issuance of common stock under dividend reinvestment plan	4,829		48			40,086			—			40,134
Repurchases of common stock under dividend reinvestment program	(4,829	)	(48		)	(40,086		)	—			(40,134		)
Balance at June 30, 2018	29,466,768		$	294,668		$	373,995,934		$	(82,337,143	)	$	291,953,459
Repurchases of common stock under dividend reinvestment plan															(6,888	)	(69		)	(54,042		)	—			(54,111		)
Balance at December 31, 2018															29,466,768		$	294,668		$	370,751,389		$	(93,068,677	)	$	277,977,380

Distributions

Distributions to common stockholders are recorded on the ex-dividend date. The Company is required to distribute dividends each taxable year to its stockholders of an amount generally at least equal to 90% of its investment company taxable income, determined without regard to any deduction for dividends paid, in order to be eligible for tax benefits allowed to a RIC under Subchapter M of the Code. The Company anticipates paying out as a distribution all or substantially all of those amounts. The amount to be paid out as a dividend is determined by the Board of Directors and is based on management’s estimate of the Company’s annual taxable income. Net realized capital gains, if any, may be distributed to stockholders or retained for reinvestment.

The Company has adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of any distributions the Company declares in cash on behalf of its stockholders, unless a stockholder elects to receive cash. As a result, if the Company’s Board

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

of Directors declares a cash distribution, then the Company’s stockholders who have not “opted out” of the Company’s DRIP will have their cash distribution automatically reinvested in additional shares of the Company’s common stock, rather than receiving the cash distribution. If the Company’s shares are trading at a premium to net asset value, the Company typically issues new shares to implement the DRIP with such shares issued at the greater of the most recently computed net asset value per share of common stock or 95% of the current market price per share of common stock on the payment date for such distribution. If the Company’s shares are trading at a discount to net asset value, the Company typically purchases shares in the open market in connection with the Company’s obligations under the DRIP.

For income tax purposes, the Company ~~estimates that~~has reported its distributions for the 2019 calendar year ~~will be composed primarily of~~as ordinary income. The character of such distributions ~~will be~~was appropriately reported to the Internal Revenue Service and stockholders for the 2019 calendar year. To the extent the Company’s taxable earnings for a fiscal and taxable year fall below the amount of distributions paid for the fiscal and taxable year, a portion of the total amount of the Company’s distributions for the fiscal and taxable year is deemed a return of capital for tax purposes to the Company’s stockholders.

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

The following table reflects the quarterly distributions per share that the Company has paid, including shares issued under the DRIP, on its common stock during the ~~nine~~three months ended ~~June 30,~~December 31, 2019 and 2018:

Frequency Date Declared Record Date Payment Date Amount
per Share Cash Distribution DRIP Shares Issued (1) DRIP Shares Value
Quarterly November 19, 2018 December 17, 2018 December 28, 2018 $ 0.155
$ 4,513,238
6,888 $ 54,111
Quarterly February 1, 2019 March 15, 2019 March 29, 2019 0.155
4,516,806
6,187 50,543
Quarterly May 3, 2019 June 14, 2019 June 28, 2019 0.155
4,514,262
6,314 53,088
Total for the nine months ended June 30, 2019 $ 0.465
$ 13,544,306
19,389 $ 157,742



Date Declared	Record Date	Payment Date	Amount per Share		Cash Distribution		DRIP Shares Issued (1)	DRIP Shares Value
November 12, 2019	December 13, 2019	December 31, 2019	$	0.155	$	4,503,016	7,793	$	64,334
Total for the three months ended December 31, 2019			$	0.155	$	4,503,016	7,793	$	64,334



Date Declared	Record Date	Payment Date	Amount per Share		Cash Distribution		DRIP Shares Issued (1)	DRIP Shares Value
November 19, 2018	December 17, 2018	December 28, 2018	$	0.155	$	4,513,238	6,888	$	54,111
Total for the three months ended December 31, 2018			$	0.155	$	4,513,238	6,888	$	54,111

__________

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

Common Stock Offering

There were no common stock offerings during the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018.

Note 6. Borrowings

Citibank Facility

On January 15, 2015, OCSI Senior Funding II LLC (formerly FS Senior Funding II LLC), the Company's wholly-owned, special purpose financing subsidiary, entered into a ~~$175 million~~ revolving credit facility (as amended, the "Citibank Facility") with the lenders referred to therein, Citibank, N.A., as administrative agent, and Wells Fargo Bank, N.A., as collateral agent and custodian.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the Company was able to borrow $180 million under the Citibank Facility. As of ~~June 30,~~December 31, 2019, the reinvestment period under the Citibank Facility is scheduled to expire on July 19, 2021 and the maturity date for the Citibank Facility is July 18, 2023.

As of ~~June 30,~~December 31, 2019, borrowings under the Citibank Facility are subject to certain customary advance rates and accrue interest at a rate equal to LIBOR plus 1.70% per annum on broadly syndicated loans and LIBOR plus 2.25% per annum on all other eligible loans during the reinvestment period. Following termination of the reinvestment period, borrowings under the Citibank Facility will accrue interest at rates equal to LIBOR plus 3.50% per annum during the first year after the reinvestment period and LIBOR plus 4.00% per annum during the subsequent two years, respectively. In addition, as of ~~June 30,~~December 31, 2019, for the duration of the reinvestment period there is a non-usage fee payable of 0.50% per annum on the undrawn amount under the Citibank Facility. As of ~~June 30,~~December 31, 2019, the minimum asset coverage ratio applicable to the Company under the Citibank Facility is 150% as determined in accordance with the requirements of the Investment Company Act.

As of ~~June 30,~~each of December 31, 2019 and September 30, ~~2018,~~2019, the Company had ~~$132.2 million and $110.1~~$126.1 million outstanding under the Citibank ~~Facility, respectively.~~Facility. Borrowings under the Citibank Facility are secured by all of the assets of OCSI Senior Funding II and all of the Company's equity interests in OCSI Senior Funding II. The Company may use the Citibank Facility to fund a portion of its loan origination activities and for general corporate purposes. Each loan origination under the Citibank Facility is subject to the satisfaction of certain conditions. The Company's borrowings under the Citibank Facility bore interest at a weighted average interest rate of ~~4.559%~~3.878% and ~~4.179%~~4.684% for the ~~nine~~three months ended ~~June 30,~~December 31, 2019, and 2018, respectively. For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 ~~the Company recorded interest expense of $1.7 million~~ and ~~$4.8 million respectively, related to the Citibank Facility. For the three and nine months ended June 30,~~

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2018, the Company recorded interest expense of ~~$1.1~~$1.4 million (inclusive of fees) and ~~$2.9~~$1.5 million (inclusive of fees), respectively, related to the Citibank Facility.

East West Bank Facility

On January 6, 2016, the Company entered into a five-year $25 million senior secured revolving credit facility with the lenders referenced therein, U.S. Bank National Association, as Custodian, and East West Bank as Secured Lender (as amended, the "East West Bank Facility"). As of ~~June 30,~~December 31, 2019, the East West Bank Facility bears an interest rate of either LIBOR plus 2.85% per annum or East West Bank’s prime rate, in each case with a 3.5% floor. As of ~~June 30,~~December 31, 2019, the minimum asset coverage ratio applicable to the

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

Company under the East West Bank Facility was 150% as determined in accordance with the requirements of the Investment Company Act. The East West Bank Facility matures on January 6, 2021. The East West Bank Facility requires the Company to comply with certain affirmative and negative covenants and other customary requirements for similar credit facilities.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the Company had ~~$14.0~~$15.5 million and ~~$8.0~~$11.0 million outstanding under the East West Bank Facility, respectively. Borrowings under the East West Bank Facility are secured by the loans pledged as collateral thereunder from time to time as well as certain other assets of the Company. The Company may use the East West Bank Facility to fund a portion of its loan origination activities and for general corporate purposes. The Company’s borrowings under the East West Bank Facility bore interest at a weighted average interest rate of ~~5.485%~~4.799% and ~~5.862%~~5.697% for the ~~nine~~three months ended ~~June 30,~~December 31, 2019 and 2018, respectively. For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018, the Company recorded interest expense of $0.2 million (inclusive of fees) and ~~$0.4~~$0.1 million (inclusive of fees), respectively, related to the East West Bank Facility. ~~For the three and nine months ended June 30, 2018, the Company recorded interest expense of $0.1 million and $0.5 million, respectively, related to the East West Bank Facility.~~

Deutsche Bank Facility

On September 24, 2018, OCSI Senior Funding Ltd., a wholly-owned subsidiary of the Company, entered into a loan financing and servicing agreement (as amended, the “Deutsche Bank Facility”) with the Company as equityholder and as servicer, the lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as facility agent, the other agents parties thereto and Wells Fargo Bank, National Association, as collateral agent and as collateral custodian.

Under the Deutsche Bank Facility, as of ~~June 30,~~December 31, 2019, OCSI Senior Funding Ltd. could borrow an aggregate principal amount of up to $250 million, which can be increased to $300 million in the sole discretion of Deutsche Bank AG, New York Branch in connection with certain milestones in the marketing of a collateralized loan obligation. The period during which OCSI Senior Funding Ltd. may request drawdowns under the Deutsche Bank Facility (the “revolving period”) will continue through ~~November 15, 2019~~March 31, 2020 unless there is an earlier termination or event of default. The Deutsche Bank Facility will mature on the earliest of ~~February 18,~~June 30, 2020, the occurrence of an event of default or completion of a securitization transaction.

As of ~~June~~September 30, 2019 and prior to ~~September 27,~~December 31, 2019, borrowings under the Deutsche Bank Facility ~~bear~~bore interest at a rate equal to the three-month LIBOR plus 2.00%, following which the interest rate ~~will~~ reset to three-month LIBOR plus 2.10% for the remaining term of the Deutsche Bank Facility. No up-front commitment fees were paid by the Company in connection with the Deutsche Bank Facility. There was a non-usage fee of 0.25% per annum payable on the undrawn amount under the Deutsche Bank Facility through December 24, 2018, following which the non-usage fee increased to 0.50% per annum for the remaining term of the Deutsche Bank Facility.

The Deutsche Bank Facility is secured by all of the assets held by OCSI Senior Funding Ltd. OCSI Senior Funding Ltd. has made customary representations and warranties and is required to comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar credit facilities. The borrowings of the Company, including indirectly under the Deutsche Bank Facility, are subject to the leverage restrictions contained in the Investment Company Act.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the Company had ~~$162.1~~$164.6 million and ~~$157.0~~$157.6 million outstanding under the Deutsche Bank Facility, respectively. For the ~~nine~~three months ended ~~June 30,~~December 31, 2019 and 2018, the Company’s borrowings under the Deutsche Bank Facility bore interest at a weighted average interest rate of ~~4.553%. For the three~~4.127% and ~~nine months ended June 30, 2019,~~4.413%, respectively, and the Company recorded interest expense of ~~$2.0~~$1.8 million (inclusive of fees) and ~~$5.6~~$1.6 million ~~respectively, related to the Deutsche Bank Facility.~~

~~2015 Debt Securitization~~

~~On May 28, 2015, the Company completed its $309.0 million debt securitization ("2015 Debt Securitization") consisting~~(inclusive of $222.6 million in senior secured notes ("2015 Notes") and $86.4 million of unsecured subordinated notes ("Subordinated 2015 Notes"). The notes offered in the 2015 Debt Securitization were issued by FS Senior Funding Ltd.fees), a wholly-owned subsidiary of the Company, through a private placement. The 2015 Notes were secured by the assets held by FS Senior Funding Ltd. The 2015 Debt Securitization consisted of $126.0 million Class A-T Senior Secured 2015 Notes, which bore interest at three-month LIBOR plus 1.80% per annum; $29.0 million Class A-S Senior Secured 2015 Notes, which bore interest at a rate of three-month LIBOR plus 1.55% per annum, until a step-up in spread to 2.10% occurred in October 2016; $20.0 million Class A-R Senior Secured Revolving 2015 Notes, which bore interest at a rate of Commercial Paper ("CP") plus 1.80% per annum (collectively, the "Class A Notes") and $25.0 million Class B Senior Secured 2015 Notes, which bore interest at a rate of three-month LIBOR plus 2.65% per annum (the "Class B Notes").

In connection with entry into the Deutsche Bank Facility, on September 24, 2018, FS Senior Funding Ltd. and FS Senior Funding CLO LLC redeemed all outstanding 2015 Notes issued in the 2015 Debt Securitization pursuant to the terms of the indenture governing the 2015 Notes and the revocable notice issued by the Company on August 14, 2018. Following such redemption, the agreements governing the 2015 Debt Securitization were terminated and FS Senior Funding Ltd. was merged with and into OCSI Senior Funding Ltd. with OCSI Senior Funding Ltd. continuing as the surviving entity. The 2015 Notes would have otherwise matured on May 28, 2025.

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

Prior to September 24, 2018, the Company served as collateral manager to FS Senior Funding Ltd. under a collateral management agreement. The Company was entitled to a fee for its services as collateral manager. The Company retained a sub-collateral manager, which was Oaktree from October 17, 2017 to September 24, 2018, to provide collateral management sub-advisory services to the Company pursuant to a sub-collateral management agreement. The sub-collateral manager was entitled to receive 100% of the collateral management fees paid to the Company under the collateral management agreement, but Oaktree irrevocably waived its right to such sub-collateral management fees in respect of the 2015 Debt Securitization. The collateral management agreement did not include any incentive fee payable to the Company as collateral manager or payable to the sub-collateral manager as sub-advisor under the sub-collateral management agreement.

For the three and nine months ended June 30, 2018, the components of interest expense, cash paid for interest, average interest rates and average outstanding balances for the 2015 Debt Securitization were as follows:

Three months ended June 30, 2018 Nine months ended June 30, 2018
Interest expense $ 1,978,932
$ 5,246,712
Loan administration fees 15,899
55,328
Amortization of debt issuance costs 72,526
217,578
Total interest and other debt financing expenses $ 2,067,357
$ 5,519,618
Cash paid for interest expense $ 1,652,574
$ 4,847,739
Annualized average interest rate 4.285 % 3.758 %
Average outstanding balance $ 180,000,000
$ 180,494,505

respectively.

Note 7. Interest and Dividend Income

~~See Note 2 for a description of the Company's accounting treatment of investment income.~~

As of each of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, there ~~was one investment~~were no investments on which the Company had stopped accruing cash and/or PIK interest or OID income.

~~The percentages of the Company's debt investments at cost and fair value by accrual status as of June 30, 2019 and September 30, 2018 were as follows:~~

June 30, 2019 September 30, 2018
Cost % of Debt
Portfolio Fair
Value % of Debt
Portfolio Cost % of Debt
Portfolio Fair
Value % of Debt
Portfolio
Accrual $ 610,257,141
99.87 % $ 588,288,750
100.00 % $ 564,507,626
99.86 % $ 554,829,583
99.99 %
Cash non-accrual (1) 795,624
0.13
—
—
806,387
0.14
50,000
0.01
Total $ 611,052,765
100.00 % $ 588,288,750
100.00 % $ 565,314,013
100.00 % $ 554,879,583
100.00 %

~~__________________~~


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

Note 8. Taxable/Distributable Income and Dividend Distributions

Taxable income differs from net increase (decrease) in net assets resulting from operations primarily due to: (1) unrealized appreciation (depreciation) on investments and foreign currency, as gains and losses are not included in taxable income until they are realized; (2) exit fees received in connection with investments in portfolio companies; (3) origination fees received in connection with

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

investments in portfolio companies; (4) recognition of interest income on certain loans; and (5) income or loss recognition on exited investments.

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

Listed below is a reconciliation of net increase (decrease) in net assets resulting from operations to taxable income for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018:


	Three months ended June 30, 2019			Three months ended June 30, 2018			Nine months ended June 30, 2019			Nine months ended June 30, 2018			Three months ended December 31, 2019			Three months ended December 31, 2018
Net increase (decrease) in net assets resulting from operations	$	3,482,900		$	1,725,132		$	3,977,636		$	12,313,739		$	6,134,254		$	(13,200,691	)
Net unrealized (appreciation) depreciation	2,593,717			(21,213,604		)	13,556,930			(26,075,538		)	(1,926,384		)	19,760,624
Book/tax difference due to deferred loan fees	—			(38,856		)	—			(237,303		)
Book/tax difference due to interest income on certain loans	—			502,978			—			1,620,630
Book/tax difference due to capital losses not recognized / (recognized)	(1,466,125		)	24,560,370			(3,588,377		)	27,969,819
Book/tax difference due to capital losses not recognized (recognized)													735,505			(1,852,700		)
Other book/tax differences	315,566			—			503,149			(356,968		)	(463,275		)	—
Taxable/Distributable Income (1)	$	4,926,058		$	5,536,020		$	14,449,338		$	15,234,379		$	4,480,100		$	4,707,233

__________________


(1)	The Company's taxable income for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 is an estimate and will not be finally determined until the Company files its tax return for the fiscal year ending September 30, ~~2019.~~2020. Therefore, the final taxable income may be different than the estimate.

As of September 30, ~~2018,~~2019, the Company had a net capital loss carryforward of ~~$54,093,608,~~$60,782,648, which can be used to offset future capital gains and is not subject to expiration. Of the net capital loss carryforward, ~~$11,431,686~~$7,293,950 is available to offset future short-term capital gains and ~~$42,661,922~~$53,488,698 is available to offset future long-term capital gains.

As a RIC, the Company is also subject to a U.S. federal excise tax based on distribution requirements of its taxable income on a calendar year basis. The Company anticipates timely distribution of its taxable income in accordance with tax rules. The Company did not incur a U.S. federal excise tax for calendar years 2017 and 2018 and does not expect to incur a U.S. federal excise tax for calendar year 2019.

As of September 30, ~~2018,~~2019, the Company's last tax year end, the components of accumulated overdistributed earnings on a tax basis were as follows:



~~Undistributed ordinary income, net~~	$	—
~~Net realized capital losses~~	~~(54,093,608~~		)
~~Unrealized losses, net~~	~~(21,207,029~~		)



Undistributed ordinary income, net	$	1,512,863
Net realized capital losses	(60,782,648		)
Unrealized losses, net	(25,774,209		)

The aggregate cost of investments for income tax purposes was ~~$578.1~~$622.9 million as of September 30, ~~2018.~~2019. As of September 30, ~~2018,~~2019, the aggregate gross unrealized appreciation for all investments in which there was an excess of value over cost for income tax purposes was ~~$12.2~~$24.6 million. As of September 30, ~~2018,~~2019, the aggregate gross unrealized depreciation for all investments in which there was an excess of cost for income tax purposes over value was ~~$33.4~~$50.4 million. Net unrealized depreciation based on the aggregate cost of investments for income tax purposes was ~~$21.2~~$25.8 million.

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

Realized Gains or Losses

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

During the three months ended ~~June 30,~~December 31, 2019, ~~the Company recorded net realized gains of $0.2 million in connection with the exit of various investments.~~

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~During the three months ended June 30, 2018,~~ the Company recorded net realized losses of ~~$24.6 million, which consisted of the following:~~

($ in millions)
Portfolio Company Net Realized Gain (Loss)
Ameritox Ltd. $ (15.9 )
Metamorph US 3, LLC (8.9 )
Other, net 0.2
Total, net $ (24.6 )

~~During the nine months ended June 30, 2019, the Company recorded net realized gains of $1.5~~$0.5 million in connection with the exit of various investments.

During the ~~nine~~three months ended ~~June 30,~~December 31, 2018, the Company recorded net realized ~~losses~~gains of ~~$28.0~~$1.7 million, of which ~~consisted~~$1.4 million was attributable to the exit of the ~~following:~~

($ in millions)
Portfolio Company Net Realized Gain (Loss)
Ameritox Ltd. $ (15.9 )
Metamorph US 3, LLC (8.9 )
New Trident Holdcorp - first lien term loan (4.2 )
Other, net 1.0
Total, net $ (28.0 )
Company's investment in BeyondTrust Holdings, LLC.

Net Unrealized Appreciation or Depreciation

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

~~During~~For the three months ended ~~June 30,~~December 31, 2019, the Company recorded net unrealized appreciation of $1.9 million. This consisted of $1.9 million of unrealized appreciation of debt investments and $0.2 million of net unrealized appreciation from exited investments (a portion of which resulted in a reclassification to realized losses), offset by $0.2 million of unrealized depreciation on foreign currency forward contracts.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three months ended December 31, 2018, the Company recorded net unrealized ~~appreciation (depreciation)~~depreciation of ~~$(2.6) million and $21.2 million, respectively. For the three months ended June 30, 2019, this~~$19.8 million. This consisted of ~~$2.3~~$18.3 million of unrealized depreciation of debt investments ~~$0.1 million of unrealized depreciation of foreign currency forward contracts,~~ and ~~$0.3~~$1.5 million of net unrealized depreciation related to exited investments (a portion of which ~~results~~resulted in a reclassification to realized gains), offset by $0.1 million of unrealized appreciation of equity investments. For the three months ended June 30, 2018, this consisted of $24.5 million of net unrealized appreciation related to exited investments (a portion of which results in a reclassification to realized losses), offset by $3.3 million of net unrealized depreciation on debt investments.

During the nine months ended June 30, 2019 and 2018, the Company recorded net unrealized appreciation (depreciation) of $(13.6) million and $26.1 million, respectively. For the nine months ended June 30, 2019, this consisted of $11.7 million of unrealized depreciation of debt investments, $0.1 million of unrealized depreciation of foreign currency forward contracts and $1.9 million of net unrealized depreciation from exited investments (a portion of which results in a reclassification to realized gains), offset by $0.1 million of unrealized appreciation of equity investments. For the nine months ended June 30, 2018, this consisted of $28.0 million of net unrealized appreciation related to exited investments (a portion of which results in a reclassification to realized losses) and $0.8 million of net unrealized appreciation on equity investments, offset by $2.8 million of net unrealized depreciation on debt investments..

Note 10. Concentration of Credit Risks

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

Note 11. Related Party Transactions

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the Company had a liability on its Consolidated Statements of Assets and Liabilities in the amount of ~~$1.8~~$1.3 million and ~~$1.9~~$1.4 million, respectively, reflecting the unpaid portion of the base management fees and incentive fees payable to Oaktree.

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

Investment Advisory Agreement

~~Effective October 17, 2017 and as of June 30, 2019, the~~The Company is party to the Investment Advisory ~~Agreement with Oaktree.~~Agreement. Under the Investment Advisory Agreement, the Company pays Oaktree a fee for its services under the Investment Advisory Agreement consisting of two components: a base management fee and an incentive fee. The cost of both the base management fee payable to Oaktree and any incentive fees earned by Oaktree is ultimately borne by common stockholders of the Company.

Prior to October 17, 2017, the Company was externally managed by Fifth Street Management LLC (the "Former Adviser”), an indirect, partially-owned subsidiary of Fifth Street Asset Management Inc., pursuant to an investment advisory agreement between the Company and the Former Adviser (the "Former Investment Advisory Agreement"), which was terminated on October 17, 2017.

Unless earlier terminated as described below, the Investment Advisory Agreement will remain in effect until ~~October 17, 2019~~September 30, 2021 and thereafter from year-to-year if approved annually by the Company's Board of Directors or by the affirmative vote of the holders of a majority of the outstanding voting securities of the Company, including, in either case, approval by a majority of the directors of the Company who are not interested persons. The Investment Advisory Agreement will automatically terminate in the event of its assignment. The Investment Advisory Agreement may be terminated by either party without penalty upon 60 days’ written notice to the other. The Investment Advisory Agreement may also be terminated, without penalty, upon the vote of a majority of the outstanding voting securities of the Company.

Base Management Fee

Under the Investment Advisory Agreement, the base management fee is calculated at an annual rate of 1.00% of total gross assets, including any investment made with borrowings, but excluding cash and cash equivalents. The base management fee is payable quarterly in arrears and the fee for any partial month or quarter is appropriately prorated.

For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019, the base management fee incurred under the Investment Advisory Agreement was $1.5 ~~million and $4.4 million, respectively, which was payable to Oaktree.~~million. For the three months ended ~~June 30, 2018 and the period from October 17, 2017 to June 30,~~December 31, 2018, the base management fee incurred under the Investment Advisory Agreement was $1.4 ~~million and $4.0 million, respectively, which was payable to Oaktree.~~million.

Incentive Fee

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

For this purpose, “pre-incentive fee net investment income” means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies, other than fees for providing managerial assistance) accrued during the fiscal quarter, minus the Company’s operating expenses for the quarter (including the base management fee, expenses payable under the Administration Agreement and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the incentive

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

fee). Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature (such as OID, debt instruments with PIK interest and zero coupon securities), accrued income that the Company has not yet received in cash. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

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

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

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

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

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

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

For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019, the Part I incentive fee (net of waivers) incurred under the Investment Advisory Agreement was ~~$1.5 million and $3.0 million, respectively.~~$0.9 million. For the three months ended ~~June 30, 2018 and the period from October 17, 2017 to June 30,~~December 31, 2018, the Part I incentive fee (net of waivers) incurred under the Investment Advisory Agreement was ~~$0.7 million and $1.0 million, respectively.~~$0.4 million.

Under the Investment Advisory Agreement, the second part of the incentive fee ~~(capital~~(the "capital gains incentive ~~fee)~~fee") is determined and payable in arrears as of the end of each fiscal year (or upon termination of the Investment Advisory Agreement, as of the termination date) commencing with the fiscal year ~~ending~~ended September 30, 2019 and equals 17.5% of the Company’s realized capital gains, if any, on a cumulative basis from the beginning of the fiscal year ~~ending~~ended September 30, 2019 through the end of each subsequent fiscal year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gains incentive fees under the Investment Advisory Agreement. Any realized capital gains, orrealized capital losses, unrealized capital appreciation and unrealized capital depreciation with respect to the Company’s portfolio as of the end of the fiscal year ~~ending~~ended September 30, 2018 ~~will be~~are excluded from the calculations of the second part of the incentive fee. As of ~~June 30,~~December 31, 2019, the Company has not paid any capital gains incentive fees, and no amount is currently payable under the terms of the Investment Advisory Agreement.

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

To ensure compliance ~~of the transactions contemplated by the Purchase Agreement~~ with Section 15(f) of the Investment Company Act, Oaktree entered into a two-year contractual fee waiver with the Company, which ended on October 17, 2019, pursuant to which Oaktree ~~will waive, to the extent necessary,~~waived any management or incentive fees payable under the Investment Advisory Agreement that ~~exceed~~exceeded what would have been paid to the Former Adviser in the aggregate under the Former Investment Advisory Agreement. ~~Amounts potentially subject to waiver are accrued quarterly on a cumulative basis and, to the extent required, any actual fee waiver will be reimbursed as soon as practicable after~~At the end of the two-year ~~period. For~~period, Oaktree permanently waived $1.2 million, of which $0.1

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

million was recorded for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019. As of December 31, 2019, the ~~Company accrued $0.2~~contractual fee waiver of $1.2 million reversal of waiver previously accrued and $0.3 million potentially subject to waiver, respectively. For the three and nine months ended June 30, 2018, the Company accrued $0.3 million and $0.7 million potentially subject to waiver, respectively. As of June 30, 2019, the Company accrued $1.0 million of cumulative potential waiver, which was includedis reflected in base management fee and incentive fee ~~payable.~~payable on the Consolidated Statement of Assets and Liabilities.

Indemnification

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

~~Collection and Disbursement of Fees Owed to the Former Adviser~~

Under the Former Investment Advisory Agreement, both the base management fee and incentive fee on income were calculated and paid to the Former Adviser at the end of each quarter. In order to ensure that the Former Adviser received the compensation earned

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

during the quarter ended December 31, 2017, the initial payment of the base management fee and incentive fee on income under the Investment Advisory Agreement covered the entire quarter in which the Investment Advisory Agreement became effective and was calculated at a blended rate that reflected fee rates under the respective investment advisory agreements for the portion of the quarter in which the Former Adviser and Oaktree were serving as investment adviser. This structure allowed Oaktree to pay the Former Adviser in early 2018 the pro rata portion of the fees that were earned by, but not paid to, the Former Adviser for services rendered to the Company prior to October 17, 2017.

~~Former Investment Advisory Agreement~~

The following is a description of the Former Investment Advisory Agreement, which was terminated on October 17, 2017. The Former Investment Advisory Agreement, dated June 27, 2013, was effective June 27, 2013 through its termination on October 17, 2017.

Through October 17, 2017, the Company paid the Former Adviser a fee for its services under the Former Investment Advisory Agreement consisting of two components: a base management fee and an incentive fee. The cost of both the base management fee paid to the Former Adviser and any incentive fees earned by the Former Adviser were ultimately borne by common stockholders of the Company.

~~Base Management Fee~~

The base management fee was calculated at an annual rate of 1.0% of the Company’s gross assets, including any borrowings for investment purposes but excluding cash and cash equivalents. The base management fee was payable quarterly in arrears and the fee for any partial month or quarter was appropriately prorated.

For the period from October 1, 2017 to October 17, 2017, the base management fee (net of waivers, if any) incurred under the Former Investment Advisory Agreement with the Former Adviser was $0.2 million, all of which was payable to the Former Adviser.

~~Incentive Fee~~

The incentive fee paid to the Former Adviser had two parts. The first part was calculated and payable quarterly in arrears at a rate of 20% based on the Company’s pre-incentive fee net investment income for the immediately preceding fiscal quarter subject to a quarterly hurdle of 1.5% and a catch-up. The Company’s net investment income used to calculate this part of the incentive fee was also included in the amount of its gross assets used to calculate the 1.0% base management fee.

There was no accumulation of amounts on the hurdle rate from quarter to quarter and accordingly there was no clawback of amounts previously paid if subsequent quarters were below the quarterly hurdle, and there was no delay of payment if prior quarters were below the quarterly hurdle.

The second part of the incentive fee was determined and payable in arrears as of the end of each fiscal year (or upon termination of the Former Investment Advisory Agreement, as of the termination date) commencing on September 30, 2013 and equaled 20% of the Company’s realized capital gains, if any, on a cumulative basis from inception through the end of each fiscal year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gains incentive fees.

~~For the period from October 1, 2017 to October 17, 2017, incentive fees incurred under the Former Investment Advisory Agreement with the Former Adviser were $0.1 million.~~

Administrative Services

The Company ~~entered into~~is party to the Administration Agreement with Oaktree ~~Administrator on October 17, 2017.~~Administrator. Pursuant to the Administration Agreement, Oaktree Administrator provides administrative services to the Company necessary for the operations of the Company, which include providing office facilities, equipment, clerical, bookkeeping and record keeping services at such facilities and such other services as Oaktree Administrator, subject to review by the Company’s Board of Directors, shall from time to time deem to be necessary or useful to perform its obligations under the Administration Agreement. Oaktree Administrator may, on behalf of the Company, conduct relations and negotiate agreements with custodians, trustees, depositories, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Oaktree Administrator makes reports to the Company’s Board of Directors of its performance of obligations under the Administration Agreement and furnishes advice and recommendations with respect to such other aspects of the Company’s business and affairs, in each case, as it shall determine to be desirable or as reasonably required by the Company’s Board of Directors; provided that Oaktree Administrator shall not provide any investment advice or recommendation.

~~OAKTREE STRATEGIC INCOME CORPORATION~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

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

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

Prior to its termination by its terms on October 17, 2017, the Company was party to the Former Administration Agreement with the Former Administrator. The Former Administrator was a wholly-owned subsidiary of the Former Adviser. Pursuant to the Former Administration Agreement, the Former Administrator provided services substantially similar to those provided by Oaktree Administrator as described above. For providing these services, facilities and personnel, the Company reimbursed the Former Administrator the allocable portion of overhead and other expenses incurred by it in performing its obligations under the Former Administration Agreement.

For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019, the Company accrued administrative expenses of $0.3 million, ~~and $1.1 million, respectively,~~ including $0.1 million ~~and $0.2 million, respectively,~~ of general and administrative expenses. For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2018, the Company accrued administrative expenses of ~~$0.4~~$0.5 million, ~~and $1.1 million, respectively,~~ including $0.1 million ~~and $0.2 million, respectively,~~ of general and administrative expenses. Of the amount accrued for the nine months ended June 30, 2018, $0.1 million was due to the Former Administrator for administrative expenses incurred prior to October 17, 2017 and $1.0 million was due to Oaktree Administrator.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018, $1.6~~2019, $1.4 million and ~~$1.7~~$1.5 million was included in “Due to affiliate” in the Consolidated Statements of Assets and Liabilities, respectively, reflecting the unpaid portion of administrative expenses and other reimbursable expenses payable to Oaktree Administrator.

OAKTREE STRATEGIC INCOME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 12. Financial Highlights


	Three months ended June 30, 2019			Three months ended June 30, 2018			Nine months ended June 30, 2019			Nine months ended June 30, 2018 (1)			Three months ended December 31, 2019			Three months ended December 31, 2018
Net asset value at beginning of period	$	9.74		$	9.99		$	10.04		$	9.97		$	9.65		$	10.04
Net investment income ~~(2)~~(1)	0.20			0.17			0.54			0.48			0.16			0.17
Net unrealized appreciation (depreciation) ~~(2)~~(1)	(0.09		)	0.72			(0.46		)	0.88			0.08			(0.67		)
Net realized gains (losses) ~~(2)~~(1)	0.02			(0.83		)	0.05			(0.95		)	(0.02		)	0.05
Distributions to stockholders ~~(2)~~	(0.16		)	(0.14		)	(0.46		)	(0.47		)	(0.16		)	(0.16		)
Net asset value at end of period	$	9.71		$	9.91		$	9.71		$	9.91		$	9.71		$	9.43
Per share market value at beginning of period	$	8.10		$	7.89		$	8.65		$	8.80		$	8.25		$	8.65
Per share market value at end of period	$	8.49		$	8.50		$	8.49		$	8.50		$	8.19		$	7.75
Total return ~~(3)~~(2)	6.75		%	9.61		%	3.87		%	2.24		%	1.14		%	(8.64		)%
Common shares outstanding at beginning of period	29,466,768			29,466,768			29,466,768			29,466,768			29,466,768			29,466,768
Common shares outstanding at end of period	29,466,768			29,466,768			29,466,768			29,466,768			29,466,768			29,466,768
Net assets at beginning of period	$	287,105,458		$	294,501,008		$	295,745,420		$	293,636,434		$	284,450,006		$	295,745,420
Net assets at end of period	$	286,021,008		$	291,953,459		$	286,021,008		$	291,953,459		$	286,016,910		$	277,977,380
Average net assets ~~(4)~~(3)	$	288,012,804		$	294,640,770		$	286,724,487		$	293,913,810		$	286,623,521		$	288,450,042
Ratio of net investment income to average net assets(4)	8.24		%	6.90		%	7.46		%	6.46		%	6.54		%	6.69		%
Ratio of total expenses to average net assets(4)	10.73		%	9.44		%	10.19		%	8.84		%	9.59		%	9.38		%
Ratio of net expenses to average net assets(4)	10.99		%	8.97		%	10.05		%	8.52		%	9.52		%	8.80		%
Ratio of portfolio turnover to average investments at fair value	6.95		%	14.04		%	27.38		%	50.31		%	5.76		%	12.59		%
Weighted average outstanding debt (5)	$	310,001,855		$	263,639,218		$	286,800,023		$	264,838,485		$	296,135,061		$	255,039,409
Average debt per share ~~(2)~~(1)	$	10.52		$	8.95		$	9.73		$	8.99		$	10.05		$	8.66
Asset coverage ratio at end of period (6)	192.79		%	212.05		%	192.79		%	212.05		%	193.37		%	206.03		%



(1)	~~Beginning on October 17, 2017, the Company is externally managed by Oaktree. Prior to October 17, 2017, the Company was externally managed by the Former Adviser.~~
~~(2)~~	Calculated based upon weighted average shares outstanding for the period.
~~(3)~~(2)	Total return equals the increase or decrease of ending market value over beginning market value, plus distributions, divided by the beginning market value, assuming dividend reinvestment prices obtained under the Company's DRIP.
~~(4)~~(3)	Calculated based upon the weighted average net assets for the period.
(4)	Interim periods are annualized.
(5)	Calculated based upon the weighted average outstanding debt for the period.
(6)	Based on outstanding senior securities of ~~$308.3~~$306.3 million and ~~$260.6~~$262.2 million as of ~~June 30,~~December 31, 2019 and 2018, respectively.

Note 13. Derivative Instruments

The Company enters into forward currency contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on the value of the Company’s investments denominated in foreign currencies. As of ~~June 30,~~December 31, 2019, the counterparty to these forward currency contracts was JPMorgan Chase Bank, N.A. Net unrealized gains or losses on foreign currency contracts are included in “net unrealized appreciation (depreciation)” and net realized gains or losses on forward currency contracts are included in “net realized gains (losses)” in the accompanying Consolidated Statements of Operations. Forward currency contracts are considered undesignated derivative instruments.

Certain information related to the Company’s foreign currency forward contracts is presented below as of ~~June 30,~~December 31, 2019.


Description	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities			Balance Sheet Location of Net Amounts	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities		Balance Sheet Location of Net Amounts
Foreign currency forward contract	$	6,271,271	£	4,934,900	7/10/2019	$	—	$	(12,632	)	Derivative liability	$	6,250,213	£	4,838,750	2/18/2020	$	—	$	168,712	Derivative liability

Certain information related to the Company’s foreign currency forward contracts is presented below as of September 30, ~~2018.~~2019.


Description	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities		Balance Sheet Location of Net Amounts	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities		Balance Sheet Location of Net Amounts
Foreign currency forward contract	$	6,541,130	£	4,975,000	10/26/2018	$	45,807	$	—	Derivative asset	$	6,106,199	£	4,934,900	10/15/2019	$	20,876	$	—	Derivative asset

Note 14. Commitments and Contingencies

Off-Balance Sheet Arrangements

The Company may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of its portfolio companies. As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, off-balance sheet arrangements consisted of ~~$21.7~~$30.0 million and ~~$22.8~~$24.2 million, respectively, of unfunded commitments to provide debt and equity financing to certain of the Company's portfolio companies. Such commitments are subject to the portfolio companies' satisfaction of certain financial and nonfinancial covenants and may involve, to varying degrees, elements of credit risk in excess of the amount recognized in the Consolidated Statements of Assets and Liabilities.

A list of unfunded commitments by investment (consisting of revolvers, term loans and the OCSI Glick JV Subordinated Notes and LLC equity interests) as of ~~June 30,~~December 31, 2019 and September 30, ~~2018~~2019 is shown in the table below:


	June 30, 2019		September 30, 2018		December 31, 2019		September 30, 2019
OCSI Glick JV LLC	$	13,998,029	$	13,998,029	$	13,998,029	$	13,998,029
Connect U.S. Finco LLC					5,910,543		—
MHE Intermediate Holdings, LLC	3,315,500		3,901,478		4,466,338		4,466,338
PaySimple, Inc.					1,740,371		2,450,000
Mindbody, Inc.					952,381		952,381
CircusTrix Holdings LLC	1,070,055		1,070,055		802,541		—
Mindbody, Inc.	952,381		—
Internet Pipeline, Inc.	800,000		800,000
OEConnection LLC					735,931		731,183
Apptio, Inc.	692,308		—		692,308		692,308
iCIMs, Inc.					294,118		294,118
GKD Index Partners, LLC	444,444		111,111		222,222		444,444
iCIMs, Inc.	294,118		294,118
Ministry Brands, LLC	80,000		70,000		80,000		80,000
4 Over International, LLC	52,806		68,452		56,717		60,629
Asset International, Inc.	—		2,500,000
Total	$	21,699,641	$	22,813,243	$	29,951,499	$	24,169,430

Note 15. Subsequent Events

The Company's management evaluated subsequent events through the date of issuance of the Consolidated Financial Statements. There have been no subsequent events that occurred during such period that would require disclosure in, or would be required to be recognized in, the Consolidated Financial Statements as of and for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019, except as discussed below.

Distribution Declaration

On ~~August 2, 2019,~~January 31, 2020, the Company’s Board of Directors declared a quarterly distribution of $0.155 per share, payable on ~~September 30, 2019~~March 31, 2020 to stockholders of record on ~~September~~March 13, ~~2019.~~2020.

Schedule 12-14

Oaktree Strategic Income Corporation

Schedule of Investments in and Advances to Affiliates

~~Nine~~Three months ended ~~June 30,~~December 31, 2019


Portfolio Company/Type of Investment (1)	Cash Interest Rate	Industry	Principal		Net Realized Gain (Loss)		Amount of Interest, Fees or Dividends Credited in Income (2)		Fair Value at October 1, 2018		Gross Additions (3)		Gross Reductions (4)			Fair Value at June 30, 2019		% of Total Net Assets	Cash Interest Rate	Industry	Principal		Net Realized Gain (Loss)		Amount of Interest, Fees or Dividends Credited in Income (2)		Fair Value at October 1, 2019		Gross Additions (3)		Gross Reductions (4)			Fair Value at December 31, 2019		% of Total Net Assets
Control Investments
OCSI Glick JV LLC		Multi-sector holdings																		Multi-sector holdings
Subordinated Note, LIBOR+6.5% cash due 10/20/2021	8.99%		$	66,098,276	$	—	$	4,444,357	$	58,512,170	$	—	$	(2,877,515	)	$	55,634,655	19.5%
Subordinated Note, LIBOR+6.50% cash due 10/20/2021																			8.51%		$	66,056,272	$	—	$	1,436,726	$	54,326,418	$	—	$	(156,708	)	$	54,169,710	18.9%
87.5% LLC equity interest (5)					—		—		—		—		—			—		—%					—		—		—		—		—			—		—%
Total Control Investments			$	66,098,276	$	—	$	4,444,357	$	58,512,170	$	—	$	(2,877,515	)	$	55,634,655	19.5%			$	66,056,272	$	—	$	1,436,726	$	54,326,418	$	—	$	(156,708	)	$	54,169,710	18.9%

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

______________________


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


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

(3)

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

(4)

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

(5)

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

Schedule 12-14

Oaktree Strategic Income Corporation

Schedule of Investments in and Advances to Affiliates

~~Nine~~Three months ended ~~June 30,~~December 31, 2018

Portfolio Company/Type of Investment (1) Cash Interest Rate Industry Principal Net Realized Gain (Loss) Amount of
Interest,
Fees or
Dividends
Credited in
Income (2) Fair Value
at October 1, 2017 Gross
Additions (3) Gross
Reductions (4)
Fair Value at
June 30, 2018
% of Total Net Assets
Control Investments
OCSI Glick JV LLC Multi-sector holdings
Subordinated Note, LIBOR+6.5% cash due 10/20/2021 8.38% $ 65,861,477
$ —
$ 4,674,454
$ 57,606,674
$ 1,632,596
$ (1,531,317 ) $ 57,707,953
19.8%
87.5% LLC equity interest (5) —
—
—
—
—
—
—%
Total Control Investments $ 65,861,477
$ —
$ 4,674,454
$ 57,606,674
$ 1,632,596
$ (1,531,317 ) $ 57,707,953
19.8%

Affiliate Investments
Ameritox Ltd. Healthcare services
First Lien Term Loan, LIBOR+5% (1% floor) cash 3% PIK due 4/11/2021 $ —
$ (6,341,978 ) $ 14,822
$ 935,913
$ 6,970,176
$ (7,906,089 ) $ —
—%
3,309,873.6 Class A Preferred Units (3,309,874 ) —
—
3,309,874
(3,309,874 ) —
—%
327,393.6 Class B Preferred Units (327,394 ) —
—
327,394
(327,394 ) —
—%
1,007.36 Class A Units (5,935,698 ) —
—
5,935,698
(5,935,698 ) —
—%
Total Affiliate Investments $ —
$ (15,914,944 ) $ 14,822
$ 935,913
$ 16,543,142
$ (17,479,055 ) $ —
—%
Total Control & Affiliate Investments $ 65,861,477
$ (15,914,944 ) $ 4,689,276
$ 58,542,587
$ 18,175,738
$ (19,010,372 ) $ 57,707,953
19.8%



Portfolio Company/Type of Investment (1)	Cash Interest Rate	Industry	Principal		Net Realized Gain (Loss)		Amount of Interest, Fees or Dividends Credited in Income (2)		Fair Value at October 1, 2018		Gross Additions (3)		Gross Reductions (4)			Fair Value at December 31, 2018		% of Total Net Assets
Control Investments
OCSI Glick JV LLC		Multi-sector holdings
Subordinated Note, LIBOR+6.5% cash due 10/20/2021	8.77%		$	66,328,601	$	—	$	1,485,423	$	58,512,170	$	—	$	(3,976,861	)	$	54,535,309	19.6%
87.5% LLC equity interest (5)					—		—		—		—		—			—		—%
Total Control Investments			$	66,328,601	$	—	$	1,485,423	$	58,512,170	$	—	$	(3,976,861	)	$	54,535,309	19.6%

______________________


(1)	The principal amount and ownership detail are shown in the Consolidated Schedules of Investments as of December 31, 2018 included in the Company's ~~Quarterly Report~~quarterly report on Form 10-Q for the ~~three months~~quarter ended ~~June 30,~~December 31, 2018.


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

(3)

(4)

(5)

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

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

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

our future operating results and distribution projections;

the ability of Oaktree Capital Management, L.P., or Oaktree, ~~our investment adviser,~~ to reposition our portfolio and to implement Oaktree’s future plans with respect to our business;

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

our business prospects and the prospects of our portfolio companies;

the impact of the investments that we expect to make;

the ability of our portfolio companies to achieve their objectives;

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

the adequacy of our cash resources and working capital;

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

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

In addition, words such as “anticipate,” “believe,” “expect,” “seek,” “plan,” “should,” “estimate,” “project” and “intend” indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in ~~“Item~~“Item 1A. Risk ~~Factors”~~Factors” in our annual report on Form 10-K for the year ended September 30, ~~2018~~2019 and elsewhere in this quarterly report on Form 10-Q.

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

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

~~risks associated with possible disruption in our operations or the economy generally due to terrorism or natural disasters;~~

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

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

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

Business Overview

We are a specialty finance company that looks to provide customized capital solutions for middle-market companies in both the syndicated and private placement markets. We are a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a Business Development Company under the Investment Company Act of 1940, as amended, or the Investment Company Act. In addition, we have qualified and elected to be treated as a ~~regulated investment company, or a~~ RIC under the Internal Revenue Code of 1986, as amended, or the Code, for tax purposes.

~~As of October 17, 2017, we~~We are externally managed by Oaktree ~~a subsidiary of Oaktree Capital Group, LLC, or OCG, a publicly traded Delaware limited liability company listed on the New York Stock Exchange under the ticker “OAK”,~~ pursuant to an investment advisory agreement, ~~between us and Oaktree,~~as amended from time to time, or the Investment Advisory ~~Agreement.~~Agreement, between the Company and Oaktree. Oaktree Fund Administration, LLC, or the Oaktree Administrator, a subsidiary of Oaktree, provides certain administrative and other services necessary for us to operate pursuant to an administration agreement, as amended from time to time, or the Administration Agreement.

We seek 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. We invest in companies across a variety of industries that typically possess business models we expect to be resilient in the future with underlying fundamentals that will provide strength in future downturns. We intend to deploy capital across credit and economic cycles with a focus on long-term results, which we believe will enable us to build lasting partnerships with financial sponsors and management teams. We invest

in unsecured loans, including subordinated loans and bonds, issued by private middle-market companies and, to a lesser extent, senior and

subordinated loans and bonds issued by public companies and equity investments. Prior to January 18, 2018, under normal market conditions, we were required to invest at least 80% of the value of our net assets plus borrowings for investment purposes in floating rate senior loans, which include both first and second lien secured debt financings.

Oaktree intends to complete repositioning of our portfolio in order to (1) rotate out of a small number of investments that it views as challenged, (2) focus on increasing the size of our core private investments and (3) supplement the portfolio with broadly syndicated and select privately placed loans. Oaktree is generally focused on middle-market companies, which we define as companies with enterprise values of between $100 million and $750 million. ~~Going forward, we expect our portfolio to include primarily first lien floating rate senior secured financings.~~ We generally invest in securities that are rated below investment grade by rating agencies or that would be rated below investment grade if they were rated. Below investment grade securities, which are often referred to as “high yield” and “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.

Since becoming our investment adviser, Oaktree has performed a comprehensive review of our portfolio and categorized our portfolio into core investments, non-core performing investments and non-accrual investments. Certain additional information on such categorization and our portfolio composition is included in investor presentations that we file with the ~~U.S. Securities and Exchange Commission, or the~~ SEC.

Since becoming our investment adviser, Oaktree has reduced the investments it has identified as non-core by ~~almost~~over $250 million, at fair value. Over time, Oaktree intends to rotate us out of the ~~approximately $45 million of~~remaining non-core investments, which were approximately $36 million at fair value ~~that remain in our portfolio~~ as of ~~June 30,~~December 31, 2019. In addition, over time and under current market conditions, Oaktree generally expects to increase leverage to a debt to equity ratio of 1.20x to 1.60x following effectiveness of the 150% reduced asset coverage requirements to us on July 11, 2018. As of ~~June 30,~~December 31, 2019, our debt to equity ratio was ~~1.08x.~~1.07x.

Business Environment and Developments

We believe that the shift of commercial banks away from lending to middle-market companies following the 2008 financial crisis, including as a result of the passage of the Dodd-Frank ~~Wall Street Reform and Consumer Protection~~ Act, and the adoption of the Basel III Accord continues to create opportunities for non-bank lenders such as us. We believe middle-market companies represent a significant opportunity for direct lending as there are nearly 200,000 middle-market businesses, representing one-third of private sector gross domestic product and accounting for approximately 48 million jobs according to the National Center for the Middle Market. In addition, according to the S&P Global Market Intelligence LCD Middle Market Review, there was a total of ~~$10.7~~$5.7 billion of syndicated middle market loan issuance in the calendar year ~~2018.~~2019.

We believe that quantitative easing and other similar monetary policies implemented by central banks worldwide in reaction to the 2008 financial crisis have created significant inflows of capital, including from private equity sponsors, focused on yield-driven products such as sub-investment grade debt. While we believe that private equity sponsors continue to have a large pool of available capital and will continue to pursue acquisitions in the middle market, increased competition from other lenders to middle-market companies together with increased capital focused on the sector have led to spread compression and higher leverage multiples across the middle market, resulting in spreads near historically low levels and average debt levels near historically high levels.

WeDespite the heightened competition, we believe that the fundamentals of middle-market companies remain strong. In this environment, we believe attractive risk-adjusted returns can be achieved by investing in companies that cannot efficiently access traditional debt capital markets. We believe that we have the resources and experience to source, diligence and structure investments in these companies and are well placed to generate attractive returns for investors.

As of ~~June 30,~~December 31, 2019, 100% of our debt investment portfolio (at cost and fair value) bore interest at floating rates indexed to ~~the London Interbank Offered Rate, or~~ LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly or monthly at the borrower’s option. In July 2017, the head of the United Kingdom Financial Conduct Authority announced the desire to phase out the use of LIBOR by the end of 2021. The U.S. Federal Reserve, in conjunction with the Alternative Reference Rates Committee, a steering committee comprised of large U.S. financial institutions, is considering replacing U.S.-dollar LIBOR with the Secured Overnight Financing Rate, or SOFR, a new index calculated by short-term repurchase agreements, backed by Treasury securities. Although there have been a few issuances utilizing SOFR or the Sterling Over Night Index Average, an alternative reference rate that is based on transactions, it remains unknown whether these alternative reference rates will attain market acceptance as replacements for LIBOR. If LIBOR ceases to exist, we may need to renegotiate any credit agreements extending beyond 2021 with our prospective portfolio companies that utilize LIBOR as a factor in determining the interest rate. ~~Each~~The reinvestment period of each of our borrowing facilities in place as of ~~June 30,~~December 31, 2019 ~~matures~~ends prior to the end of 2021 (and therefore prior to any phase out of LIBOR); however, we expect that any refinancings or future borrowing facilities that bear interest at floating rates indexed to LIBOR (or certain amendments to current borrowing facilities) would include procedures for the selection of a replacement reference rate following any phase out of LIBOR.

~~Investment Advisory Agreement with Oaktree~~

~~Upon the closing~~Certain of the ~~transactions,~~loan agreements with our portfolio companies have included fallback language in the event that LIBOR becomes unavailable. This language generally provides that the administrative agent may identify a replacement reference rate, typically with the consent of (or prior consultation with) the borrower. In certain cases, the administrative agent will be required to obtain the consent of either a majority of the lenders under the facility, or the ~~Transaction, contemplated by the Asset Purchase Agreement by and among Oaktree, Fifth Street Management LLC, or the Former Adviser, and for~~consent of each lender, prior to identifying a replacement reference rate. Alternatively, certain ~~limited purposes, Fifth Street Asset Management Inc., or FSAM, and Fifth Street Holdings L.P., Oaktree became the investment adviser to each of Oaktree Specialty Lending Corporation, or OCSL, and us.~~

~~The closing~~ of the ~~Transaction resulted~~loan agreements with our portfolio companies do not include any fallback language providing a mechanism for the parties to negotiate a new reference interest rate and will instead revert to the base rate in the assignment for purposes of the Investment Company Act of the investment advisory agreement between the Former Adviser and us, or the Former Investment Advisory Agreement, and, as a result, its immediate termination. See ~~"Note 11. Related Party Transactions – Investment Advisory Agreement"~~ ~~and~~ ~~"– Administrative Services"~~ ~~in the notes~~event LIBOR ceases to ~~the accompanying Consolidated Financial Statements.~~exist.

~~Brookfield Transaction~~

On March 13, 2019, OCG entered into an Agreement and Plan of Merger, or the Merger Agreement, with Brookfield Asset Management Inc., a corporation incorporated under the laws of the Province of Ontario, or Brookfield, Berlin Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of Brookfield, or Merger Sub, Oslo Holdings LLC, a Delaware limited liability company and wholly-owned subsidiary of Oaktree Capital Group Holdings, L.P., or SellerCo, and Oslo Holdings Merger Sub LLC, a Delaware limited liability company and wholly-owned subsidiary of OCG, or Seller MergerCo, pursuant to which, among other things and subject to the satisfaction of closing conditions contained in the Merger Agreement, (i) Merger Sub will merge with and into OCG with OCG continuing as the surviving entity and (ii) immediately following the merger, SellerCo will merge with and into Seller MergerCo, with Seller MergerCo continuing as the surviving entity. Such transactions are collectively referred to as the “Brookfield Transaction.” As a result of the Brookfield Transaction, Brookfield would indirectly own a majority economic interest in OCG’s business. Upon consummation of the Brookfield Transaction, Brookfield and OCG will continue to operate their respective businesses independently, with each remaining under its current brand and led by its existing management and investment teams. As a result, our management team is expected to continue to operate in the same professional capacity for us following completion of the Brookfield Transaction. The Brookfield Transaction is subject to various closing conditions, and there is no assurance the Brookfield Transaction will be completed.

If the Brookfield Transaction is consummated, Oaktree’s current management will maintain actual control of the management of Oaktree for an initial period of up to seven years following the closing of the Brookfield Transaction (or less if certain other conditions are triggered). Following the conclusion of this initial period, Brookfield will have the right to assume control of Oaktree. Oaktree has informed our Board of Directors that it does not believe the consummation of the Brookfield Transaction would be deemed an ‘‘assignment’’ of the Investment Advisory Agreement under the Investment Company Act, although such a determination is inherently uncertain. In accordance with the Investment Company Act, however, the Investment Advisory Agreement automatically terminates upon its assignment. To prevent any potential disruption in Oaktree’s ability to provide services to us once an assignment is deemed to occur, whether as a result of the consummation of the Brookfield Transaction or as a result of Brookfield exercising actual control over Oaktree, we convened a special meeting of stockholders on June 28, 2019 at which our stockholders approved a new investment advisory agreement between us and Oaktree, which agreement was approved by our Board of Directors on May 3, 2019. All material terms will remain unchanged from the Investment Advisory Agreement in effect as of May 3, 2019. The consummation of the Brookfield Transaction is currently expected to occur in the third quarter of 2019 and is subject to customary closing conditions, including receipt of approval for the transaction from OCG’s stockholders (which approval has been obtained), as well as the receipt of required regulatory approvals.

~~Asset Coverage Requirements~~

At a meeting held on May 3, 2018, our Board of Directors, including a “required majority” of the directors, as defined in Section 57(o) of the Investment Company Act, approved the application of the reduced asset coverage requirements in Section 61(a)(2) of the Investment Company Act as being in the best interests of us and our stockholders. At a special meeting of our stockholders held on July 10, 2018, our stockholders approved the application of the reduced asset coverage requirements in Section 61(a)(2) of the Investment Company Act to us effective as of July 11, 2018. The reduced asset coverage requirements permit us to double the maximum amount of leverage that we are permitted to incur by reducing the asset coverage requirements applicable to us from 200% to 150%. As a result of the reduced asset coverage requirement, we can incur $2 of debt for each $1 of equity as compared to $1 of debt for each $1 of equity. As of June 30, 2019, we had $308.3 million in senior securities outstanding and our asset coverage ratio was 192.8%.

Critical Accounting Policies

Basis of Presentation

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

Investment Valuation

We value our investments in accordance with FASB ASC Topic 820, Fair Value Measurements and Disclosures, or ASC 820, which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ~~We report our investments for which current market values are not readily available at fair~~

~~value.~~ 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 derived from such~~ 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. Our 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 our investments for which quotations are available. In determining the fair value of a particular investment, pricing vendors and brokers use observable market information, including both binding and non-binding indicative quotations.

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

If the quotations obtained from pricing vendors or brokers are determined to not be reliable or are not readily available, we value such investments using any of three different valuation techniques. The first valuation technique is the transaction precedent technique, which utilizes recent or expected future transactions of the investment to determine fair value, to the extent applicable. The second valuation technique is an analysis of the enterprise value, or EV, of the portfolio company. EV means the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time. The EV analysis is typically performed to determine (i) the value of equity investments, (ii) whether there is credit impairment for debt investments and (iii) the value for debt investments that we are deemed to control under the Investment Company Act. To estimate the

EV of a portfolio company, Oaktree analyzes various factors, including the portfolio company’s historical and projected financial results, macroeconomic impacts on the company, and competitive dynamics in the company’s industry. Oaktree also utilizes some or all of the following information based on the individual circumstances of the portfolio company: (i) valuations of comparable public companies, (ii) recent sales of private and public comparable companies in similar industries or having similar business or earnings characteristics, (iii) purchase prices as a multiple of their earnings or cash flow, (iv) the portfolio company’s ability to meet its forecasts and its business prospects, (v) a discounted cash flow analysis, (vi) estimated liquidation or collateral value of the portfolio company's assets and (vii) offers from third parties to buy the portfolio company. We may probability weight potential sale outcomes with respect to a portfolio company when uncertainty exists as of the valuation date. The third valuation technique is a market yield technique, which is typically performed for non-credit impaired debt investments. In the market yield technique, a current price is imputed for the investment based upon an assessment of the expected market yield for a similarly structured investment with a similar level of risk, and we consider the current contractual interest rate, the capital structure and other terms of the investment relative to risk of the company and the specific investment. A key determinant of risk, among other things, is the leverage through the investment relative to the EV of the portfolio company. As debt investments held by us are substantially illiquid with no active transaction market, we depend on primary market data, including newly funded transactions and industry specific market movements, as well as secondary market data with respect to high yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable.

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

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

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

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

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

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

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

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

The fair value of our investments as of ~~June 30,~~December 31, 2019 and September 30, ~~2018~~2019 was determined in good faith by our Board of Directors. Our Board of Directors has and will continue to engage independent valuation firms to provide assistance regarding the determination of the fair value of a portion of our portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment each quarter, and the Board of Directors may reasonably rely on that assistance. As of ~~June 30,~~December 31, 2019, ~~84.8%~~92.5% of our portfolio at fair value was valued either based on market quotations, the transactions precedent approach or corroborated by independent valuation firms. However, our Board of Directors is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to our valuation policy and a consistently applied valuation process.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may fluctuate from period to period. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been reported had a ready market for the investments existed, and it is reasonably possible that the difference could be material.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, approximately ~~95.9%~~95.3% and ~~95.2%~~95.8%, respectively, of our total assets represented investments at fair value.

Revenue Recognition

Interest ~~and Dividend~~ Income

Interest income, adjusted for accretion of original issue discount, or OID, is recorded on ~~the~~an accrual basis to the extent that such amounts are expected to be collected. We stop accruing interest on investments when it is determined that interest is no longer collectible. Investments that are expected to pay regularly scheduled interest in cash are generally placed on non-accrual status when there is reasonable doubt that principal or interest cash payments will be collected. Cash interest payments received on investments may be recognized as income or a return of capital depending upon management’s judgment. A non-accrual investment is restored to accrual status if past due principal and interest are paid in cash, and the portfolio company, in management’s judgment, is likely to continue timely payment of its remaining obligations. As of ~~June 30,~~December 31, 2019, there ~~was one investment~~were no investments on which we had stopped accruing cash and/or ~~payment in kind,~~payment-in-kind, or PIK, interest or OID income.

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

We generally recognize dividend income on the ex-dividend date. Distributions received from equity investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from such 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.

~~Fee Income~~

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

PIK Interest Income

Our investments in debt securities may contain PIK interest provisions. PIK interest, which typically represents contractually deferred interest added to the loan balance that is generally due at the end of the loan term, is generally recorded on the accrual basis to the extent such amounts are expected to be collected. We generally cease accruing PIK interest if there is insufficient value to support the accrual or if we do not expect the portfolio company to be able to pay all principal and interest due. Our decision to cease accruing PIK interest on a loan or debt security involves subjective judgments and determinations based on available information about a particular portfolio company, including whether the portfolio company is current with respect to its payment of principal and interest on its loans and debt securities; financial statements and financial projections for the portfolio company; our assessment of the portfolio company's business development success; information obtained by us in connection with periodic formal update interviews with the portfolio company's management and, if appropriate, the private equity sponsor; and information about the general economic and market conditions in which the portfolio company operates. ~~Based on this and other information, we determine whether to cease accruing PIK interest on a loan or debt security.~~ Our determination to cease accruing PIK interest is generally made well before our full write-down of a loan or debt security. In addition, if it is subsequently determined that we will not be able to collect any previously accrued PIK interest, the fair value of the loans or debt securities would be reduced by the amount of such previously accrued, but uncollectible, PIK interest. The accrual of PIK interest on our debt investments increases the recorded cost bases of these investments in our Consolidated Financial Statements ~~and~~including for purposes of computing the capital gains incentive fee payable by us to ~~Oaktree beginning in the fiscal year ending September 30, 2019.~~Oaktree. To maintain our status as a RIC, certain income from PIK interest may be required to be distributed to our stockholders, even though we have not yet collected the cash and may never do so.

Fee Income

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

We may structure exit fees across certain of our portfolio investments to be received upon the future exit of those investments. These fees are typically paid to us upon the earliest to occur of (i) a sale of the borrower or substantially all of its 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

Portfolio Composition

Our investments principally consist of senior loans in private middle-market companies and investments in OCSI Glick JV LLC, or the OCSI Glick JV. As of ~~June 30,~~December 31, 2019, our senior loans were typically secured by a first or second lien on the assets of the portfolio company and generally had terms of up to ten years (but an expected average life of between three and four years). We believe the environment for direct lending remains active, and, as a result, a number of our portfolio companies were able to refinance and repay their loans during the ~~nine~~three months ended ~~June 30,~~December 31, 2019.

During the ~~nine~~three months ended ~~June 30,~~December 31, 2019, we originated ~~$196.3~~$34.9 million of investment commitments in 26nine new and 16two existing portfolio companies and funded ~~$196.2~~$37.9 million of investments.

During the ~~nine~~three months ended ~~June 30,~~December 31, 2019, we received ~~$155.0~~$46.0 million of proceeds from prepayments, exits, other paydowns and sales and exited 20nine portfolio companies.

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


	June 30, 2019		September 30, 2018		December 31, 2019		September 30, 2019
Cost:
Senior secured loans	88.16	%	87.08	%	88.05	%	88.33	%
OCSI Glick JV subordinated notes	10.69		11.59		10.79		10.54
OCSI Glick JV equity interests	1.15		1.24		1.16		1.13
Equity securities, excluding the OCSI Glick JV	—		0.09		—		—
Total	100.00	%	100.00	%	100.00	%	100.00	%


	June 30, 2019		September 30, 2018		December 31, 2019		September 30, 2019
Fair value:
Senior secured loans	90.50	%	89.14	%	90.68	%	90.85	%
OCSI Glick JV subordinated notes	9.45		10.51		9.27		9.10
Equity securities, excluding the OCSI Glick JV	0.05		0.35		0.05		0.05
OCSI Glick JV equity interests	—		—		—		—
Total	100.00	%	100.00	%	100.00	%	100.00	%

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

June 30, 2019 September 30, 2018
Cost:
Multi-sector holdings (1) 11.84 % 12.84 %
Application software 11.75
5.21
Aerospace & defense 5.33
5.45
Internet services & infrastructure 5.24
3.13
Diversified support services 4.64
3.99
Advertising 3.93
4.33
Integrated telecommunication services 3.09
3.29
Healthcare services 2.91
2.71
Systems software 2.52
2.49
Commercial printing 2.51
2.04
Specialized finance 2.49
2.84
Oil & gas exploration & production 2.38
5.14
Pharmaceuticals 2.07
2.51
Oil & gas refining & marketing 1.92
—
Interactive media & services 1.92
—
Personal products 1.81
2.02
Healthcare technology 1.77
1.56
Computer & electronics retail 1.75
1.90
Publishing 1.67
1.81
Research & consulting services 1.60
3.35
Real estate services 1.59
—
Communications equipment 1.58
2.41
Movies & entertainment 1.58
1.37
IT consulting & other services 1.57
1.71
Industrial machinery 1.51
2.37
Data processing & outsourced services 1.51
0.95
Trading companies & distributors 1.45
1.41
Healthcare equipment 1.44
—
Metal & glass containers 1.44
1.56
Leisure facilities 1.41
1.53
Specialized REITs 1.40
1.51
Human resource & employment services 1.31
1.67
Alternative carriers 1.16
1.26
Household appliances 1.11
1.21
Electrical components & equipment 1.03
2.03
Auto parts & equipment 0.93
1.01
Household products 0.81
0.88
Commodity chemicals 0.80
1.73
Specialty chemicals 0.76
0.83
Environmental & facilities services 0.68
2.16
Biotechology 0.64
—
Specialty stores 0.61
0.68
General merchandise stores 0.25
0.33
Oil & gas equipment & services 0.20
1.53
Oil & gas storage & transportation 0.09
0.84
Specialized consumer services —
0.96
Investment banking & brokerage —
0.96
Hypermarkets & super centers —
0.49
100.00 % 100.00 %



	December 31, 2019		September 30, 2019
Cost:
Application Software	13.62	%	12.98	%
Multi-Sector Holdings (1)	11.95		11.68
Aerospace & Defense	5.03		5.24
Diversified Support Services	4.47		4.38
Advertising	3.91		3.84
Internet Services & Infrastructure	2.92		4.54
Systems Software	2.84		2.48
Data Processing & Outsourced Services	2.83		2.66
Movies & Entertainment	2.54		1.54
Commercial Printing	2.52		2.47
Specialized Finance	2.50		2.43
Oil & Gas Exploration & Production	2.39		2.34
Health Care Services	2.15		2.74
Integrated Telecommunication Services	2.10		2.78
Pharmaceuticals	2.04		2.01
Research & Consulting Services	2.02		1.58
Oil & Gas Refining & Marketing	1.93		1.89
Interactive Media & Services	1.93		1.89
Metal & Glass Containers	1.91		1.41
Alternative Carriers	1.80		2.70
Health Care Technology	1.78		1.74
Computer & Electronics Retail	1.76		1.72
Publishing	1.68		1.64
Real Estate Services	1.60		1.57
IT Consulting & Other Services	1.58		1.54
Leisure Facilities	1.47		1.43
Trading Companies & Distributors	1.46		1.43
Communications Equipment	1.45		1.55
Health Care Equipment	1.45		1.42
Industrial Machinery	1.43		1.49
Specialized REITs	1.41		1.38
Biotechology	1.29		1.27
Household Appliances	1.12		1.09
Electrical Components & Equipment	1.04		1.02
Auto Parts & Equipment	0.94		0.92
Household Products	0.82		0.80
Health Care Supplies	0.81		—
Specialty Chemicals	0.76		0.75
Environmental & Facilities Services	0.64		0.67
Independent Power Producers & Energy Traders	0.55		—
Personal Products	0.49		0.48
Managed Health Care	0.49		—
Property & Casualty Insurance	0.33		—
General Merchandise Stores	0.25		0.25
Human Resource & Employment Services	—		1.29
Commodity Chemicals	—		0.78
Oil & Gas Equipment & Services	—		0.10
Oil & Gas Storage & Transportation	—		0.09
	100.00	%	100.00	%

June 30, 2019 September 30, 2018
Fair value:
Application software 12.20 % 5.53 %
Multi-sector holdings (1) 9.45
10.49
Aerospace & defense 5.53
5.64
Internet services & infrastructure 5.48
3.23
Diversified support services 4.86
4.17
Advertising 3.59
4.05
Integrated telecommunication services 3.21
3.37
Healthcare services 2.92
2.70
Commercial printing 2.64
2.13
Systems software 2.61
2.61
Specialized finance 2.53
2.90
Oil & gas exploration & production 2.48
5.30
Oil & gas refining & marketing 2.04
—
Interactive media & services 2.02
—
Pharmaceuticals 2.01
2.42
Personal products 1.91
2.10
Healthcare technology 1.87
1.63
Computer & electronics retail 1.84
1.97
Publishing 1.78
1.91
Research & consulting services 1.75
3.53
Real estate services 1.68
—
Movies & entertainment 1.67
1.42
Communications equipment 1.60
2.52
Data processing & outsourced services 1.59
1.00
Industrial machinery 1.56
2.43
Healthcare equipment 1.54
—
Trading companies & distributors 1.51
1.45
Metal & glass containers 1.50
1.63
Leisure facilities 1.48
1.58
Specialized REITs 1.47
1.54
Human resource & employment services 1.38
1.74
Alternative carriers 1.21
1.30
IT consulting & other services 1.15
1.44
Household appliances 1.11
1.25
Electrical components & equipment 1.09
2.17
Auto parts & equipment 0.92
1.05
Commodity chemicals 0.84
1.81
Household products 0.80
0.90
Environmental & facilities services 0.69
2.25
Biotechnology 0.68
—
Specialty chemicals 0.65
0.81
Specialty stores 0.59
0.71
General merchandise stores 0.25
0.35
Oil & gas equipment & services 0.22
1.63
Oil & gas storage & transportation 0.10
0.88
Hypermarkets & super centers —
0.51
Specialized consumer services —
0.96
Investment banking & brokerage —
0.99
100.00 % 100.00 %



	December 31, 2019		September 30, 2019
Fair value:
Application Software	14.28	%	13.52	%
Multi-Sector Holdings (1)	9.27		9.10
Aerospace & Defense	5.22		5.44
Diversified Support Services	4.69		4.57
Advertising	3.56		3.51
Internet Services & Infrastructure	3.06		4.77
Data Processing & Outsourced Services	3.00		2.81
Systems Software	3.00		2.59
Movies & Entertainment	2.67		1.61
Commercial Printing	2.63		2.58
Specialized Finance	2.59		2.42
Health Care Services	2.26		2.88
Oil & Gas Exploration & Production	2.21		2.34
Research & Consulting Services	2.18		1.72
Integrated Telecommunication Services	2.15		2.87
Pharmaceuticals	2.06		2.02
Oil & Gas Refining & Marketing	2.04		2.00
Interactive Media & Services	2.04		1.99
Alternative Carriers	1.94		2.84
Health Care Technology	1.89		1.85
Metal & Glass Containers	1.85		1.40
Computer & Electronics Retail	1.85		1.81
Publishing	1.79		1.75
Real Estate Services	1.68		1.65
Leisure Facilities	1.53		1.50
Trading Companies & Distributors	1.52		1.50
Communications Equipment	1.51		1.57
Health Care Equipment	1.50		1.51
Specialized REITs	1.49		1.45
Industrial Machinery	1.47		1.54
Biotechnology	1.38		1.35
IT Consulting & Other Services	1.30		1.34
Household Appliances	1.16		1.12
Electrical Components & Equipment	1.11		1.01
Auto Parts & Equipment	0.96		0.90
Health Care Supplies	0.86		—
Household Products	0.84		0.80
Environmental & Facilities Services	0.64		0.67
Specialty Chemicals	0.62		0.62
Independent Power Producers & Energy Traders	0.58		—
Personal Products	0.52		0.51
Managed Health Care	0.51		—
Property & Casualty Insurance	0.35		—
General Merchandise Stores	0.24		0.24
Human Resource & Employment Services	—		1.34
Commodity Chemicals	—		0.83
Oil & Gas Storage & Transportation	—		0.09
Oil & Gas Equipment & Services	—		0.07
	100.00	%	100.00	%

___________________


(1)	This industry includes our investment in the OCSI Glick JV.

~~Loans and Debt Securities on Non-Accrual Status~~

~~As of each of June 30, 2019 and September 30, 2018, there was one investment on which we stopped accruing cash and/or PIK interest or OID income.~~

~~The percentages of our debt investments at cost and fair value by accrual status as of June 30, 2019 and September 30, 2018 were as follows:~~

~~__________________~~


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

OCSI Glick JV

In October 2014, we entered into a limited liability company, or LLC, agreement with GF Equity Funding 2014 LLC, or GF Equity Funding, to form the OCSI Glick JV. On April 21, 2015, the OCSI Glick JV began investing in senior secured loans of middle-market companies. We co-invest 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 us 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, consisting of one representative selected by us and one representative selected by GF Equity Funding (with approval from a representative of each required). The members provide capital to the OCSI Glick JV in exchange for LLC equity interests, and we and GF Debt Funding 2014 LLC, or GF Debt Funding, an entity advised by affiliates of GF Equity Funding, provide capital to the OCSI Glick JV in exchange for subordinated notes, or the Subordinated Notes. As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, we and GF Equity Funding owned 87.5% and 12.5%, respectively, of the outstanding LLC equity interests, and we and GF Debt Funding owned 87.5% and 12.5%, respectively, of the 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 ~~entered into~~has a senior revolving credit facility with Deutsche Bank AG, New York Branch, or the JV Deutsche Bank Facility, which, as of ~~June 30,~~December 31, 2019, had a reinvestment period end date and maturity date of September 29, 2020 and March 29, 2024, respectively, and permitted borrowings of up to $125.0 million. 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 bore interest at a rate equal to the 3-month ~~London Interbank Offered Rate, or~~ LIBOR, plus 1.95% per annum with no LIBOR floor. Under the JV Deutsche Bank Facility, ~~$85.9~~$99.4 million and ~~$94.3~~$91.9 million of borrowings were outstanding as of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, respectively.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the OCSI Glick JV had total assets of ~~$163.7~~$171.4 million and ~~$166.2~~$179.7 million, respectively. Our investment in the OCSI Glick JV consisted of LLC equity interests and Subordinated Notes of ~~$55.6~~$54.2 million and ~~$58.5~~$54.3 million in the aggregate at fair value as of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, respectively. The Subordinated Notes are junior in right of payment to the repayment of temporary contributions made by us 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 ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the OCSI Glick JV had total capital commitments of $100.0 million, $87.5 million of which was from us and the remaining $12.5 million from GF Equity Funding and GF Debt Funding. Approximately $84.0 million in aggregate commitments was funded as of each of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, of which $73.5 million was from us. As of each of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, we had commitments to fund Subordinated Notes to the OCSI Glick JV of $78.8 million, of which $12.4 million was unfunded. As of each of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, we had commitments to fund LLC equity interests in the OCSI Glick JV of $8.7 million, of which $1.6 million was unfunded as of each such date.


	June 30, 2019	September 30, 2018	December 31, 2019	September 30, 2019
Senior secured loans (1)	$161,878,444	$160,746,402	$163,491,961	$177,911,560
Weighted average current interest rate on senior secured loans (2)	7.28%	7.30%	6.69%	6.92%
Number of borrowers in the OCSI Glick JV	35	31	42	39
Largest loan exposure to a single borrower (1)	$7,443,750	$7,960,000	$6,912,500	$7,425,000
Total of five largest loan exposures to borrowers (1)	$34,506,250	$36,442,500	$32,167,329	$34,662,500

__________

(1) At principal amount.

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

OCSI Glick JV Portfolio as of ~~June 30,~~December 31, 2019


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes
AI Ladder (Luxembourg) Subco S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	6.83%	Electrical components & equipment	$	2,730,813	$	2,659,827	$	2,661,396	(4)	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	6.44%	Electrical Components & Equipment	$	2,707,174	$	2,642,720	$	2,710,558	(4)
Air Newco LP	First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024	7.16%	IT consulting & other services	7,443,750		7,425,141		7,449,966
AL Midcoast Holdings LLC	First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025	7.83%	Oil & gas storage & transportation	6,947,500		6,878,024		6,973,552		(4)
Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	6.39%	Integrated telecommunication services	2,985,000		2,917,768		2,928,404			First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	5.74%	Integrated Telecommunication Services	2,970,000		2,907,864		2,981,449
Alvogen Pharma US, Inc.	First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022	7.15%	Pharmaceuticals	5,430,743		5,430,743		5,009,860		(5)	First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022	6.55%	Pharmaceuticals	6,619,829		6,436,801		5,803,384
Anastasia Parent, LLC											First Lien Term Loan, LIBOR+3.75% cash due 8/11/2025	5.68%	Personal Products	1,697,405		1,389,320		1,455,525
Ancile Solutions, Inc.	First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021	9.33%	Application software	3,443,879		3,422,981		3,385,333		(4)(5)	First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021	8.94%	Application Software	3,346,869		3,331,897		3,286,625		(4)
Aptos, Inc.	First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025	7.90%	Computer & electronics retail	2,985,000		2,955,150		2,947,688		(4)	First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025	7.70%	Computer & Electronics Retail	2,970,000		2,940,300		2,942,780		(4)
Aurora Lux Finco S.À.R.L.											First Lien Term Loan, LIBOR+6.00% cash due 12/24/2026	7.93%	Airport Services	3,750,000		3,656,580		3,656,250
Brazos Delaware II, LLC	First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	6.38%	Oil & gas equipment & services	4,950,000		4,929,147		4,665,375			First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	5.79%	Oil & Gas Equipment & Services	4,925,000		4,906,037		4,235,500
California Pizza Kitchen, Inc.	First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022	8.53%	Restaurants	4,862,500		4,850,788		4,765,250		(5)	First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022	7.91%	Restaurants	4,837,500		4,825,848		4,221,323
CITGO Petroleum Corp.	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	7.60%	Oil & gas refining & marketing	4,000,000		3,960,000		4,008,760		(4)(5)	First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	6.94%	Oil & Gas Refining & Marketing	3,970,000		3,930,300		3,994,813		(4)
Connect U.S. Finco LLC											First Lien Delayed Draw Term Loan, LIBOR+4.50% cash due 12/11/2026	6.29%	Alternative Carriers	2,044,728		1,945,239		2,081,828		(4)(5)
Cortes NP Acquisition Corporation											First Lien Term Loan, LIBOR+4.00% cash due 11/30/2023	5.93%	Electrical Components & Equipment	2,970,000		2,821,487		2,970,000
Covia Holdings Corporation	First Lien Term Loan, LIBOR+4.00% cash due 6/1/2025	6.60%	Oil & gas equipment & services	6,930,000		6,930,000		5,633,085		(5)	First Lien Term Loan, LIBOR+4.00% cash due 6/1/2025	6.04%	Oil & Gas Equipment & Services	6,912,500		6,912,500		5,366,381
Curium Bidco S.à r.l.	First Lien Term Loan, LIBOR+4.00% cash due 6/26/2026	6.45%	Biotechnology	5,000,000		4,962,500		4,996,875		(4)
Curium Bidco S.à.r.l.											First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026	5.94%	Biotechnology	4,987,500		4,950,094		5,034,283		(4)
Ellie Mae, Inc.	First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026	6.53%	Application software	1,000,000		995,000		998,330		(4)	First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026	5.94%	Application Software	997,500		992,513		1,005,610		(4)
Eton	Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026	9.90%	Research & consulting services	5,000,000		4,978,498		4,975,000		(4)
eResearch Technology, Inc.											First Lien Term Loan, LIBOR+4.50% cash due 11/20/2026	6.39%	Application Software	2,500,000		2,475,000		2,523,438		(4)
Falmouth Group Holdings Corp.	First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021	8.95%	Specialty chemicals	5,120,930		5,085,192		5,091,674		(5)	First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021	8.55%	Specialty Chemicals	4,658,544		4,626,032		4,631,329
Frontier Communications Corporation	First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024	6.16%	Integrated telecommunications services	5,482,208		5,379,317		5,388,572		(4)(5)	First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024	5.55%	Integrated Telecommunication Services	3,958,074		3,893,812		3,985,839		(4)
Gigamon, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	6.65%	Systems software	5,910,000		5,863,380		5,762,250		(5)	First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	6.04%	Systems Software	5,880,000		5,837,894		5,828,550
Guidehouse LLP											Second Lien Term Loan, LIBOR+8.00% cash due 5/1/2026	9.80%	Research & Consulting Services	5,000,000		4,980,091		4,925,000		(4)
Helios Software Holdings, Inc.											First Lien Term Loan, LIBOR+4.25% cash due 10/24/2025	6.18%	Systems Software	1,000,000		990,000		994,690		(4)
Houghton Mifflin Harcourt Publishers Inc.											First Lien Term Loan, LIBOR+6.25% cash due 11/22/2024	8.04%	Education Services	3,000,000		2,880,933		3,000,000
Indivior Finance S.a.r.l.	First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022	7.09%	Pharmaceuticals	4,359,691		4,344,432		3,936,452		(4)(5)	First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022	6.43%	Pharmaceuticals	4,322,191		4,309,272		4,005,223		(4)
Integro Parent, Inc.	First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022	8.20%	Insurance brokers	4,826,424		4,750,084		4,729,895		(5)	First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022	7.55%	Insurance Brokers	3,315,762		3,273,903		3,266,026
Intelsat Jackson Holdings S.A.	First Lien Term Loan, LIBOR+3.75% cash due 11/27/2023	6.15%	Alternative Carriers	5,000,000		4,935,482		4,955,475		(5)	First Lien Term Loan, LIBOR+3.75% cash due 11/27/2023	5.68%	Alternative Carriers	4,000,000		3,958,925		4,013,920
MHE Intermediate Holdings, LLC											First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	6.94%	Diversified Support Services	4,133,125		4,081,354		4,050,463		(4)
											First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024	6.99%	Diversified Support Services	834,991		824,712		818,291		(4)
Total MHE Intermediate Holdings, LLC														4,968,116		4,906,066		4,868,754
Navicure, Inc.											First Lien Term Loan, LIBOR+4.00% cash due 10/22/2026	5.80%	Health Care Technology	4,000,000		3,980,000		4,027,500
Northern Star Industries Inc.											First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025	6.56%	Electrical Components & Equipment	5,403,750		5,383,467		5,322,694


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost			Fair Value (3)		Notes
McDermott Technology (Americas), Inc.	First Lien Term Loan, LIBOR+5.00% cash due 5/12/2025	7.40%	Oil & gas equipment & services	$	2,860,309	$	2,811,952	$	2,817,633	(4)(5)
MHE Intermediate Holdings, LLC	First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	7.33%	Diversified support services	4,154,375		4,096,719		4,071,288		(4)(5)
Novetta Solutions, LLC											First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	6.80%	Application Software	$	5,853,384	$	5,811,162		$	5,767,047
OEConnection LLC											First Lien Term Loan, LIBOR+4.00% cash due 9/25/2026	5.80%	Application Software	3,644,545		3,626,323			3,667,324		(4)
	First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024	7.33%	Diversified support services	839,265		828,934		822,480		(4)(5)	First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/25/2026		Application Software	—		(1,675		)	2,165		(4)(5)
Total MHE Intermediate Holdings, LLC				4,993,640		4,925,653		4,893,768
Morphe LLC	First Lien Term Loan, LIBOR+6.00% cash due 2/10/2023	8.33%	Personal products	3,281,250		3,257,080		3,281,250		(4)(5)
Northern Star Industries Inc.	First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025	7.08%	Electrical components & equipment	5,431,250		5,408,895		5,322,625		(5)
Novetta Solutions, LLC	First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	7.41%	Application software	5,883,872		5,837,997		5,798,056		(5)
OCI Beaumont LLC	First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025	6.33%	Commodity chemicals	6,912,500		6,905,400		6,921,140		(4)
Total OEConnection LLC														3,644,545		3,624,648			3,669,489
Red Ventures, LLC	First Lien Term Loan, LIBOR+3.00% cash due 11/8/2024	5.40%	Interactive media & services	4,000,000		3,980,000		3,996,120			First Lien Term Loan, LIBOR+3.00% cash due 11/8/2024	4.80%	Interactive Media & Services	3,979,849		3,961,607			4,013,240
RSC Acquisition, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 11/30/2022	6.60%	Trading companies & distributors	3,859,644		3,844,512		3,859,644		(5)
Servpro Borrower, LLC	First Lien Term Loan, LIBOR+3.50% cash due 3/26/2026	5.90%	Specialized consumer services	3,990,000		3,980,025		3,985,013
Sabert Corporation											First Lien Term Loan, LIBOR +4.50% cash due 12/10/2026	6.25%	Metal & Glass Containers	2,900,000		2,871,000			2,930,218		(4)
SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.00% cash due 10/27/2022	7.58%	Footwear	6,272,500		6,241,729		5,974,556		(5)	First Lien Term Loan, LIBOR+5.00% cash due 10/27/2022	6.93%	Footwear	6,240,000		6,214,046			5,584,800
Signify Health, LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	6.83%	Healthcare services	5,925,000		5,877,609		5,921,297		(4)(5)	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	6.44%	Health Care Services	5,895,000		5,852,206			5,887,631		(4)
Sunshine Luxembourg VII SARL											First Lien Term Loan, LIBOR+4.25% cash due 10/1/2026	6.19%	Personal Products	6,500,000		6,467,500			6,570,200		(4)
Supermoose Borrower, LLC											First Lien Term Loan, LIBOR+3.75% cash due 8/29/2025	5.55%	Application Software	2,771,770		2,560,038			2,654,468		(4)
Thunder Finco (US), LLC											First Lien Term Loan, LIBOR +4.25% cash due 11/26/2026	6.04%	Movies & Entertainment	3,000,000		2,970,000			3,000,000		(4)
Tribe Buyer LLC	First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	6.90%	Human resources & employment services	3,117,579		3,111,589		3,086,404		(4)(5)	First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	6.30%	Human Resource & Employment Services	1,617,579		1,614,811			1,362,811
Triple Royalty Sub LLC	Fixed Rate Bond 144A 9.0% Toggle PIK cash due 4/15/2033		Pharmaceuticals	3,000,000		3,000,000		3,090,000			Fixed Rate Bond 144A 9.00% cash due 4/15/2033		Pharmaceuticals	2,972,808		2,972,808			3,076,856
UFC Holdings, LLC											First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	5.05%	Movies & Entertainment	2,487,147		2,487,147			2,507,006		(4)
Verra Mobility, Corp.	First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025	6.15%	Data processing & outsourced services	4,942,462		4,925,136		4,965,099		(4)(5)	First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025	5.55%	Data Processing & Outsourced Services	4,917,437		4,901,740			4,956,383		(4)
WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	10.34%	Aerospace & defense	3,000,000		2,973,350		2,996,250		(4)(5)	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	9.68%	Aerospace & Defense	3,000,000		2,975,327			2,964,390		(4)
Total Portfolio Investments				$	161,878,444	$	160,734,381	$	158,172,047					$	163,491,961	$	161,368,935		$	158,083,811

__________

(1) Represents the current interest rate as of ~~June 30,~~December 31, 2019. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, we have provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars. As of ~~June 30,~~December 31, 2019, the reference rates for the OCSI Glick JV's variable rate loans were the 30-day LIBOR at ~~2.40%~~1.80%, the 60-day LIBOR at ~~2.35%~~1.85%, the 90-day LIBOR at ~~2.33%~~1.94% and the 180-day LIBOR at ~~2.20%~~1.92%. Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of ~~June 30,~~December 31, 2019 utilizing a similar technique as us in accordance with ASC 820. However, the determination of such fair value is not included in our Board of Directors' valuation process described elsewhere herein.

(4) This investment is held by both us and the OCSI Glick JV as of ~~June 30,~~December 31, 2019.

(5) ~~Loan includes interest rate floor,~~Investment has undrawn commitments. Unamortized fees are classified as unearned income which ~~is generally 1.00%.~~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.

OCSI Glick JV Portfolio as of September 30, ~~2018~~2019


Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost		Fair Value (3)		Notes
Air Newco LLC	First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024	7.03%	IT consulting & other services	$	7,500,000	$	7,481,250	$	7,575,000
AI Ladder (Luxembourg) Subco S.a.r.l	First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	7.02%	Electrical components & equipment	5,000,000		4,853,898		5,029,700		(4)
AI Ladder (Luxembourg) Subco S.a.r.l.											First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025	6.60%	Electrical components & equipment	$	2,718,993	$	2,651,270	$	2,504,016	(4)
Air Newco LP											First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024	6.79%	IT consulting & other services	7,425,000		7,406,438		7,437,400
AL Midcoast Holdings LLC	First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025	7.84%	Oil & gas storage & transportation	7,000,000		6,930,000		7,028,455		(4)	First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025	7.60%	Oil & gas storage & transportation	6,930,000		6,860,699		6,834,712		(4)
Altice France S.A.	First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	6.16%	Integrated telecommunication services	3,000,000		2,925,338		2,982,855			First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026	6.03%	Integrated telecommunication services	2,977,500		2,912,809		2,975,639
Alvogen Pharma US Inc.	First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022	6.99%	Pharmaceuticals	6,875,051		6,875,051		6,942,358		(5)
Alvogen Pharma US, Inc.											First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022	6.79%	Pharmaceuticals	5,359,286		5,359,286		4,874,270
Ancile Solutions, Inc.											First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021	9.10%	Application software	3,395,374		3,377,463		3,327,467		(4)
Aptos, Inc.											First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025	7.70%	Computer & electronics retail	2,977,500		2,947,725		2,940,281		(4)
Brazos Delaware II, LLC											First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025	6.05%	Oil & gas equipment & services	4,937,500		4,917,589		4,570,273
California Pizza Kitchen, Inc.											First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022	8.53%	Restaurants	4,850,000		4,838,318		4,349,868
CITGO Petroleum Corp.											First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024	7.10%	Oil & gas refining & marketing	3,980,000		3,940,200		4,004,875		(4)
Connect U.S. Finco LLC											First Lien Term Loan, LIBOR+4.50% cash due 9/23/2026	7.10%	Alternative Carriers	5,000,000		4,900,000		4,930,075		(4)
Covia Holdings Corporation											First Lien Term Loan, LIBOR+4.00% cash due 6/1/2025	6.31%	Oil & gas equipment & services	6,912,500		6,912,500		5,673,745
Curium Bidco S.à r.l.											First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026	6.10%	Biotechnology	5,000,000		4,962,500		5,025,000		(4)
Ellie Mae, Inc.											First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026	6.04%	Application software	1,000,000		995,000		1,002,920		(4)
Falmouth Group Holdings Corp.											First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021	8.95%	Specialty chemicals	4,658,544		4,626,032		4,632,004
Frontier Communications Corporation											First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024	5.80%	Integrated telecommunications services	5,468,222		5,365,594		5,466,281		(4)
Gigamon, Inc.											First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024	6.29%	Systems software	5,895,000		5,850,631		5,732,888
Guidehouse LLP											Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026	9.54%	Research & consulting services	5,000,000		4,979,290		4,937,500		(4)
Indivior Finance S.a.r.l.											First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022	6.76%	Pharmaceuticals	4,340,941		4,326,851		3,997,290		(4)
Integro Parent, Inc.											First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022	7.80%	Insurance brokers	4,813,924		4,744,243		4,681,541
Intelsat Jackson Holdings S.A.											First Lien Term Loan, LIBOR+3.75% cash due 11/27/2023	5.80%	Alternative Carriers	5,000,000		4,939,169		5,021,100
McDermott Technology (Americas), Inc.											First Lien Term Loan, LIBOR+5.00% cash due 5/9/2025	7.10%	Oil & gas equipment & services	1,429,306		1,406,187		913,565		(4)
MHE Intermediate Holdings, LLC											First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024	7.10%	Diversified support services	4,143,750		4,089,029		4,060,875		(4)
											First Lien Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024	7.10%	Diversified support services	837,128		826,823		820,385		(4)
Total MHE Intermediate Holdings, LLC														4,980,878		4,915,852		4,881,260
Navicure, Inc.											First Lien Term Loan, LIBOR+4.00% cash due 9/18/2026	6.13%	Healthcare technology	4,000,000		3,980,000		4,005,000
Northern Star Industries Inc.											First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025	6.56%	Electrical components & equipment	5,417,500		5,396,178		5,336,238
Novetta Solutions, LLC											First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022	7.05%	Application software	5,868,628		5,824,577		5,760,440

Portfolio Company Investment Type Cash Interest Rate (1)(2) Industry Principal Cost Fair Value (3) Notes
Ancile Solutions, Inc. First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021 9.39% Application software $ 3,750,800
$ 3,719,206
$ 3,728,294
(4)(5)
Aptos, Inc. First Lien Term Loan, LIBOR+5.50% cash due 7/23/2025 7.74% Computer & electronics retail 3,000,000
2,970,000
2,996,250
(4)
Asset International, Inc. First Lien Term Loan, LIBOR+4.50% cash due 12/30/2024 6.89% Research & Consulting Services 3,970,000
3,899,167
3,952,818
(4)(5)
Bison Midstream Holdings LLC First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025 6.17% Oil & gas equipment & services 4,987,500
4,963,823
4,971,914

California Pizza Kitchen, Inc. First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022 8.39% Restaurants 4,900,000
4,888,197
4,777,500
(5)
Chloe Ox Parent LLC First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024 6.89% Healthcare services 5,970,000
5,915,738
5,992,388
(4)(5)
CM Delaware LLC First Lien Term Loan, LIBOR+5.25% cash due 3/18/2021 7.64% Interactive media & services 2,053,658
2,052,561
2,002,316
(5)
Eton Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026 9.74% Research & consulting services 5,000,000
4,976,145
5,025,000
(4)
Falmouth Group Holdings Corp. First Lien Term Loan, LIBOR+6.75% cash due 12/13/2021 8.99% Specialty chemicals 4,330,233
4,295,307
4,330,288
(5)
Gigamon, Inc. First Lien Term Loan, LIBOR+4.50% cash due 12/27/2024 6.89% Systems software 5,955,000
5,901,647
5,999,664
(5)
IBC Capital Ltd. First Lien Term Loan, LIBOR+3.75% cash due 9/11/2023 6.09% Metal & glass containers 4,975,000
4,962,562
5,015,421

Indivior Finance S.a.r.l First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022 6.85% Pharmaceuticals 4,732,907
4,712,773
4,718,117
(4)(5)
Integro Parent, Inc. First Lien Term Loan, LIBOR+5.75% cash due 10/31/2022 8.07% Insurance brokers 4,863,924
4,767,629
4,876,084
(5)
McDermott Technology (Americas), Inc. First Lien Term Loan, LIBOR+5.00% cash due 5/12/2025 7.24% Oil & gas equipment & services 7,960,000
7,808,276
8,077,728
(4)(5)
MHE Intermediate Holdings, LLC First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024 7.39% Diversified support services 4,186,250
4,119,789
4,147,707
(4)(5)
Delayed Draw Term Loan, LIBOR+5.00% cash due 3/8/2024 7.39% Diversified support services 845,676
835,253
837,883
(5)
Total MHE Intermediate Holdings, LLC 5,031,926
4,955,042
4,985,590

Morphe LLC First Lien Term Loan, LIBOR+6.00% cash due 2/10/2023 8.40% Personal products 3,412,500
3,382,166
3,412,500
(4)(5)
Northern Star Industries Inc. First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025 7.08% Electrical components & equipment 5,472,500
5,447,047
5,479,341
(5)
Novetta Solutions, LLC First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022 7.25% Application software 5,929,606
5,878,236
5,759,129
(5)
OCI Beaumont LLC First Lien Term Loan, LIBOR+4.25% cash due 3/13/2025 6.39% Commodity chemicals 6,965,000
6,956,910
7,078,288
(4)(5)
R1 RCM Inc. First Lien Term Loan, LIBOR+5.25% cash due 5/8/2025 7.65% Healthcare services 7,000,000
6,800,665
7,017,500
(4)
RSC Acquisition, Inc. First Lien Term Loan, LIBOR+4.25% cash due 11/30/2022 6.71% Trading companies & distributors 3,889,854
3,871,269
3,880,130
(5)
SHO Holding I Corporation First Lien Term Loan, LIBOR+5.00% cash due 11/18/2022 7.34% Footwear 6,321,250
6,283,276
6,005,189
(5)
Tribe Buyer LLC First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024 6.74% Human resources & employment services 5,939,699
5,926,444
5,984,248
(4)(5)
Unimin Corp. First Lien Term Loan, LIBOR+3.75% cash due 5/17/2025 6.14% Oil & gas equipment & services 6,982,500
6,982,500
6,621,714
(5)
Verra Mobility, Corp. First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025 5.99% Data processing & outsourced services 4,977,494
4,957,752
5,008,602
(5)
WP CPP Holdings, LLC Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026 10.15% Aerospace & defense 3,000,000
2,970,428
3,006,570
(4)(5)
Total Portfolio Investments $ 160,746,402
$ 159,310,303
$ 160,260,951



Portfolio Company	Investment Type	Cash Interest Rate (1)(2)	Industry	Principal		Cost			Fair Value (3)			Notes
OCI Beaumont LLC	First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025	6.10%	Commodity chemicals	$	6,895,000	$	6,888,231		$	6,903,619		(4)
OEConnection LLC	First Lien Term Loan, LIBOR+4.00% cash due 9/24/2026	6.13%	Application software	3,655,914		3,637,634			3,649,059			(4)
	First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/24/2026		Application software	—		(1,720		)	(645		)	(4)(5)
Total OEConnection LLC				3,655,914		3,635,914			3,648,414
Red Ventures, LLC	First Lien Term Loan, LIBOR+3.00% cash due 11/8/2024	5.04%	Interactive media & services	3,989,924		3,970,677			4,010,712
RSC Acquisition, Inc.	First Lien Term Loan, LIBOR+4.25% cash due 11/30/2022	6.29%	Trading companies & distributors	3,849,574		3,835,594			3,820,702
Servpro Borrower, LLC	First Lien Term Loan, PRIME+2.50% cash due 3/26/2026	7.50%	Specialized consumer services	3,980,000		3,970,050			3,984,975
SHO Holding I Corporation	First Lien Term Loan, LIBOR+5.00% cash due 10/27/2022	7.26%	Footwear	6,256,250		6,227,881			5,943,438
Signify Health, LLC	First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024	6.60%	Healthcare services	5,910,000		5,864,902			5,902,613			(4)
Sunshine Luxembourg VII SARL	First Lien Term Loan, LIBOR+4.25% cash due 9/25/2026	6.59%	Personal products	6,500,000		6,467,500			6,538,610			(4)
Tribe Buyer LLC	First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024	6.54%	Human resources & employment services	3,114,779		3,109,120			2,907,133			(4)
Triple Royalty Sub LLC	Fixed Rate Bond 144A 9.0% Toggle PIK cash due 4/15/2033		Pharmaceuticals	3,000,000		3,000,000			3,105,000
UFC Holdings, LLC	First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026	5.30%	Movies & entertainment	2,493,573		2,493,573			2,503,099			(4)
Verra Mobility, Corp.	First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025	5.79%	Data processing & outsourced services	4,929,950		4,913,436			4,956,645			(4)
WP CPP Holdings, LLC	Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026	10.01%	Aerospace & defense	3,000,000		2,974,333			2,987,490			(4)
Total Portfolio Investments				$	177,911,560	$	176,687,612		$	173,028,098

__________

(1) Represents the current interest rate as of September 30, ~~2018.~~2019. All interest rates are payable in cash, unless otherwise noted.

(2) The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, we have provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars. As of September 30, ~~2018,~~2019, the reference rates for the OCSI Glick JV's variable rate loans were the 30-day LIBOR at ~~2.24%~~2.04%, the 60-day LIBOR at ~~2.29%~~2.09%, the 90-day LIBOR at ~~2.39%~~2.10%, the 180-day LIBOR at ~~2.59%~~2.06% and the PRIME at ~~5.25%~~5.00%.

Most loans include an interest floor, which generally ranges from 0% to 1%.

(3) Represents the current determination of fair value as of September 30, ~~2018~~2019 utilizing a similar technique as us in accordance with ASC 820. However, the determination of such fair value is not included in our Board of Directors' valuation process described elsewhere herein.

(4) This investment is held by both us and the OCSI Glick JV as of September 30, ~~2018.~~

~~(5) Loan includes interest rate floor, which is generally 1.00%.~~2019.

The cost and fair value of our aggregate investment in the OCSI Glick JV was $73.2 million and ~~$55.6~~$54.2 million, respectively, as of ~~June 30,~~December 31, 2019 and ~~$73.5~~$73.2 million and ~~$58.5~~$54.3 million, respectively, as of September 30, ~~2018.~~2019. As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, the Subordinated Notes paid a weighted average interest rate of LIBOR plus 6.5% per annum. For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 ~~we earned interest income of $1.5 million~~ and ~~$4.4 million on our investment in the Subordinated Notes, respectively. For the three and nine months ended June 30,~~ 2018, we earned interest income of ~~$1.6~~$1.4 million and ~~$4.7~~$1.5 million, respectively, on our investment in the Subordinated ~~Notes, of which $0.6 million and $1.6 million was PIK interest income, respectively.~~Notes. We did not earn any dividend income for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018 with respect to our investment in the LLC equity interests of the OCSI Glick JV.


	June 30, 2019		September 30, 2018		December 31, 2019		September 30, 2019
Selected Balance Sheet Information:
Investments in loans at fair value (cost June 30, 2019: $160,734,381; cost September 30, 2018: $159,310,303)	$	158,172,047	$	160,260,951
Investments at fair value (cost December 31, 2019: $161,368,935; cost September 30, 2019: $176,687,612)					$	158,083,811	$	173,028,098
Cash and cash equivalents	703,754		2,055,935		5,524,662		1,096,498
Restricted cash	2,815,656		2,036,487		2,515,205		2,616,125
Due from portfolio companies	—		53,006		94,175		—
Other assets	1,991,683		1,781,502		5,210,898		2,937,681
Total assets	$	163,683,140	$	166,187,881	$	171,428,751	$	179,678,402

Senior credit facility payable	$	85,881,939	$	94,281,939	$	99,381,939	$	91,881,939
Subordinated notes payable at fair value (proceeds June 30, 2019: $75,540,887; proceeds September 30, 2018: $75,874,536)	63,582,487		66,871,054
Subordinated notes payable at fair value (proceeds December 31, 2019: $75,492,882; proceeds September 30, 2019: $75,517,614)					61,907,548		62,087,348
Other liabilities	14,218,714		5,034,888		10,139,264		25,709,115
Total liabilities	$	163,683,140	$	166,187,881	$	171,428,751	$	179,678,402
Members' equity	—		—		—		—
Total liabilities and members' equity	$	163,683,140	$	166,187,881	$	171,428,751	$	179,678,402


	Three months ended June 30, 2019			Three months ended June 30, 2018			Nine months ended June 30, 2019			Nine months ended June 30, 2018			Three months ended December 31, 2019			Three months ended December 31, 2018
Selected Statements of Operations Information:
Interest income	$	3,261,956		$	2,529,375		$	9,471,420		$	6,485,597		$	2,857,253		$	3,079,856
Fee income	—			12,364			—			76,004			27,710			—
Total investment income	3,261,956			2,541,739			9,471,420			6,561,601			2,884,963			3,079,856
Interest expense	2,882,442			3,132,972			8,764,170			8,479,078			2,702,956			2,912,745
Other expenses	18,865			36,430			132,222			169,689			67,268			43,112
Total expenses (1)	2,901,307			3,169,402			8,896,392			8,648,767			2,770,224			2,955,857
Net unrealized appreciation (depreciation)	(408,962		)	8,889,836			(558,068		)	10,999,243			529,458			(128,702		)
Realized gain (loss)	48,313			(8,262,173		)	(16,960		)	(8,912,077		)	(644,197		)	4,703
Net income (loss)	$	—		$	—		$	—		$	—		$	—		$	—

__________

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

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

During the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018, we did not sell any debt investments to the OCSI Glick JV.

Discussion and Analysis of Results and Operations

Results of Operations

~~The principal measure of our financial performance is the net~~Net increase (decrease) in net assets resulting from operations ~~which~~ includes net investment income, net realized ~~gain (loss)~~gains (losses) and net unrealized appreciation (depreciation). Net investment income is the difference between our income from interest, dividends ~~fees,~~ and ~~other investment income~~fees and total expenses. Net realized ~~gain (loss)~~gains (losses) is the difference between the proceeds received from dispositions of investment related assets and liabilities and their stated costs. Net unrealized appreciation (depreciation) is the net change in the fair value of our investment related assets and liabilities ~~which are~~ carried at fair value during the reporting period, including the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized.

Comparison of Three ~~and Nine~~ Months Ended ~~June 30,~~December 31, 2019 and ~~June 30,~~December 31, 2018

Total Investment Income

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

Total investment income for the three months ended ~~June 30,~~December 31, 2019 and ~~June 30,~~ 2018 was ~~$13.8~~$11.6 million and ~~$11.7~~$11.3 million, respectively. For the three months ended ~~June 30,~~December 31, 2019, this amount consisted of ~~$13.5~~$11.2 million of interest income from portfolio investments and ~~$0.3~~$0.4 million of fee income. For the three months ended ~~June 30,~~December 31, 2018, this amount primarily consisted of ~~$11.4~~$11.2 million of interest income from portfolio ~~investments (which included $0.6 million of PIK interest) and $0.3 million of fee income.~~investments. The increase of ~~$2.1~~$0.3 million in our total investment income for the three months ended ~~June 30,~~December 31, 2019, as compared to the three months ended ~~June 30,~~December 31, 2018, was primarily due ~~primarily~~ to ~~$1.4~~a $0.3 million ~~of acceleration of interest~~increase in fee income, ~~and prepayment~~which was attributable to higher amendment fees earned ~~in connection with the exit of an investment~~ during the ~~quarter, higher leverage and increases to LIBOR.~~

Total investment income for the nine months ended June 30, 2019 and June 30, 2018 was $37.5 million and $32.9 million, respectively. For the nine months ended June 30, 2019, this amount consisted of $37.0 million of interest income from portfolio investments and $0.5 million of fee income. For the nine months ended June 30, 2018, this amount primarily consisted of $31.6 million of interest income from portfolio investments (which included $1.7 million of PIK interest) and $1.3 million of fee income. The increase of $4.6 million in our total investment income for the nine months ended June 30, 2019, as compared to the nine months ended June 30, 2018, was due primarily to $1.4 million of acceleration of interest income and prepayment fees earned in connection with the exit of an investment during the quarter, higher leverage and increases to LIBOR, partially offset by lower structuring fees during the period.quarter.

Expenses

Net expenses (expenses net of fee waivers) for the three months ended ~~June 30,~~December 31, 2019 and ~~June 30,~~ 2018 were ~~$7.9~~$6.9 million and ~~$6.6~~$6.4 million, respectively. The increase of ~~$1.3~~$0.5 million in our net expenses for the three months ended ~~June 30,~~December 31, 2019, as compared to the three months ended ~~June 30,~~December 31, 2018, was primarily due to a ~~$0.6 million increase in interest expense, which was attributable to increases in LIBOR and leverage, and a $0.8~~$0.5 million increase in Part I incentive fees (net of waivers), which was primarily attributable to ~~higher pre-incentive~~a reduction in fees waived in connection with the expiration of the two-year contractual fee ~~net investment income, partially offset by~~waiver period.

To ensure compliance with Section 15(f) of the Investment Company Act, Oaktree entered into a ~~$0.2 million decrease in professional fees.~~

~~Net expenses (expenses net of~~two-year contractual fee ~~waivers) for the nine months~~waiver with us, which ended ~~June 30,~~on October 17, 2019, ~~and June 30, 2018 were $21.6 million and $18.7 million, respectively. The increase of $2.8 million in our net expenses for the nine months ended June 30, 2019, as compared~~pursuant to ~~the nine months ended June 30, 2018, was primarily due to a $2.0 million increase in interest expense,~~ which ~~was attributable to increases in LIBOR and leverage, and a $1.9 million increase in Part I~~Oaktree waived any management or incentive fees ~~(net of waivers)~~payable under the Investment Advisory Agreement that exceeded what would have been paid to Fifth Street Asset Management Inc., ~~which was attributable to higher pre-incentive fee net~~or the Former Adviser, in the aggregate under the investment ~~income, partially offset by a $1.2 million decrease in professional fees.~~advisory agreement between us and the Former Adviser.

Net Investment Income

As a result of the ~~$2.1~~$0.3 million increase in total investment income and the ~~$1.3~~$0.5 million increase in net expenses, net investment income for the three months ended ~~June 30,~~December 31, 2019 ~~increased~~decreased by approximately ~~$0.8~~$0.1 million, as compared to the three months ended ~~June 30, 2018.~~

As a result of the $4.6 million increase in total investment income and the $2.8 million increase in net expenses, net investment income for the nine months ended June 30, 2019 increased by approximately $1.8 million, as compared to the nine months ended June 30,December 31, 2018.

Realized Gain (Loss)

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

During the three months ended ~~June 30,~~December 31, 2019, we recorded net realized ~~gains~~losses of ~~$0.2~~$0.5 million in connection with the exit of various investments. During the three months ended ~~June 30,~~December 31, 2018, we recorded net realized ~~losses~~gains of ~~$24.6~~$1.7 million, which was primarily attributable to the ~~disposal of our investments in Ameritox Ltd. and Metamorph US 3, LLC.~~

During the nine months ended June 30, 2019, we recorded net realized gains of $1.5 million in connection with the exit of various investments. During the nine months ended June 30, 2018, we recorded net realized losses of $28.0 million primarily in connection with the exit of our ~~investments~~investment in ~~Ameritox Ltd., Metamorph US 3, LLC and the first lien term loan of New Trident Holdcorp, Inc.~~BeyondTrust Holdings LLC.

Net Unrealized Appreciation (Depreciation)

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

~~During~~For the three months ended ~~June 30,~~December 31, 2019, we recorded net unrealized appreciation of $1.9 million. This consisted of $1.9 million of unrealized appreciation of debt investments and $0.2 million of net unrealized appreciation from exited investments (a portion of which resulted in a reclassification to realized losses), offset by $0.2 million of unrealized depreciation on foreign currency forward contracts. For the three months ended December 31, 2018, we recorded net unrealized ~~appreciation (depreciation)~~depreciation of ~~$(2.6) million and $21.2 million, respectively. For the three months ended June 30, 2019, this~~$19.8 million. This consisted of ~~$2.3~~$18.3 million of unrealized depreciation of debt investments ~~$0.1 million of unrealized depreciation of foreign currency forward contracts,~~ and ~~$0.3~~$1.5 million of net unrealized depreciation related to exited investments (a portion of which ~~results~~resulted in a reclassification to realized gains), offset by $0.1 million of unrealized appreciation of equity investments. For the three months ended June 30, 2018, this consisted of $24.5 million of net unrealized appreciation related to exited investments (a portion of which resulted in reclassification to realized losses), which was primarily related to the disposal of our investments in Ameritox, Ltd. and Metamorph US 3, LLC, offset by $3.3 million of net unrealized depreciation on debt investments.

During the nine months ended June 30, 2019 and 2018, we recorded net unrealized appreciation (depreciation) of $(13.6) million and $26.1 million, respectively. For the nine months ended June 30, 2019, this consisted of $11.7 million of unrealized depreciation of debt investments, $0.1 million of unrealized depreciation of foreign currency forward contracts and $1.9 million of net unrealized depreciation from exited investments (a portion of which results in a reclassification to realized gains), offset by $0.1 million of unrealized appreciation of equity investments. For the nine months ended June 30, 2018, this consisted of $28.0 million of net unrealized appreciation related to exited investments (a portion of which resulted in reclassification to realized losses), which was primarily related to the disposal of our investments in Ameritox Ltd., Metamorph US 3, LLC and the first lien term loan of New Trident Holdcorp, Inc., and $0.8 million of net unrealized appreciation on equity investments, offset by $2.8 million of net unrealized depreciation on debt investments..

Financial Condition, Liquidity and Capital Resources

We have a number of alternatives available to fund our investment portfolio and our operations, including raising equity, increasing or refinancing debt and funding from operational cash flow. We generally expect to fund the growth of our investment portfolio through ~~(i) equity offerings in public or private offerings, which offerings will depend on future market conditions, funding needs and other factors and (ii)~~ additional debt and equity capital, ~~(to the extent permissible under the Investment Company Act). In the future, we~~which may ~~also securitize~~include securitizing a portion of our investments. To securitize investments, we would likely create a wholly-owned subsidiary and contribute a pool of loans to the subsidiary. We would then sell interests in the subsidiary on a non-recourse basis to purchasers and we would retain all or a portion of the equity in the subsidiary. We cannot assure you, however, that our efforts to grow our portfolio will be successful. For example, our common stock has generally traded at prices below net asset value for the past several years, and we are currently limited in our ability to raise additional equity at prices below the then-current net asset value per share. ~~Additionally, to generate liquidity we may reduce investment size by syndicating a portion of any given transaction.~~ We intend to continue to generate cash primarily from cash flows from operations, including interest earned and future borrowings. We intend to fund our future distribution obligations through operating cash flow or with funds obtained through future equity and debt offerings or credit facilities, as we deem appropriate.

Our primary uses of funds are investments in our targeted asset classes and cash distributions to holders of our common stock. ~~Following~~At a special meeting of our stockholders held on July 10, 2018, our stockholders approved the application of the reduced asset coverage requirements in Section 61(a)(2) of the Investment Company Act to us effective as of July 11, 2018. As a result of the effectiveness of the 150% reduced asset coverage requirements, we can incur $2 of debt for each $1 of equity as compared to ~~us on July 11, 2018, over~~$1 of debt for each $1 of equity. Over time and under current market conditions, we generally expect to target a debt to equity ratio of 1.20x to 1.60x over the ~~long-term~~long-

term (i.e., one dollar of equity for each $1.20 to $1.60 of debt outstanding). As of December 31, 2019, we had $306.3 million in senior securities outstanding and our asset coverage ratio was 193.4%.

For the ~~nine~~three months ended ~~June 30,~~December 31, 2019, we experienced a net increase in cash and cash equivalents and restricted cash of $3.9 million. During that period, $3.0 million of cash was used in operating activities, primarily consisting of cash used to fund $34.0 million of investments and a decrease in net payables from unsettled transactions of $22.1 million, partially offset by $48.6 million of principal payments and proceeds from the sale of investments and the cash activities related to $4.7 million of net investment income. During the same period, cash provided by financing activities was $6.9 million, primarily consisting of $11.5 millionof net borrowings under our credit facilities, partially offset by $4.5 million of cash distributions paid to our stockholders.

For the three months ended December 31, 2018, we experienced a net decrease in cash and cash equivalents and restricted cash of ~~$2.4~~$1.5 million. During that period, ~~$21.9~~$16.0 million of cash was ~~used by~~provided operating activities, primarily consisting of ~~cash used to fund $198.5 million of investments, partially offset by $156.8~~$73.1 million of principal payments and proceeds from the sale of investments, an increase in net payables from unsettled transactions of ~~$3.0~~$23.7 million and the cash activities related to ~~$16.0~~$4.9 million of net investment ~~income.~~income, partially offset by cash used to fund $87.0 million of investment purchases. During the same period, cash ~~provided by~~used in financing activities was ~~$19.5~~$17.5 million, primarily consisting of ~~$33.2~~$12.9 million of net repayments of borrowings under our credit facilities and ~~partially offset by $13.5~~$4.5 million of cash distributions paid to our stockholders.

For the nine months ended June 30, 2018, we experienced a net decrease in cash and cash equivalents and restricted cash of $18.7 million. During that period, $1.1 million of cash was used by operating activities, primarily consisting of cash used to fund $371.8 million of investment purchases and a $5.8 million decrease in net payables from unsettled transactions, offset by $362.6 million of principal payments and proceeds from the sale of investments and cash activities related to $14.2 million of net investment income. During the same period, cash used by financing activities was $17.7 million, primarily consisting of $2.4 million~~of net repayments under our credit facilities and $13.8 million of cash distributions paid to our stockholders and $1.3 million of deferred financing costs paid.~~

As of ~~June 30,~~December 31, 2019, we had ~~$14.0~~$18.0 million of cash and cash equivalents (including ~~$9.9~~$8.5 million of restricted cash), portfolio investments (at fair value) of ~~$588.6~~$584.5 million, $3.0 million of interest, dividends and fees receivable, ~~$6.8~~$10.5 million of net payables from unsettled transactions, ~~$308.3~~$306.2 million of borrowings outstanding under our revolving credit facilities and unfunded commitments of ~~$21.7~~$30.0 million. Pursuant to the terms of the Citibank Facility (as defined below), we ~~are~~were restricted in terms of access to ~~$3.6~~$3.3 million of cash until the occurrence of the periodic distribution dates and, in connection therewith, our submission of our required periodic reporting schedules and verifications of our compliance with the terms of the credit agreement. As of ~~June 30,~~December 31, 2019, ~~$5.5~~$4.4 million of cash was restricted due to the obligation to pay interest under the terms of the Deutsche Bank ~~Facility (as defined below).~~Facility. As of ~~June 30,~~December 31, 2019, $0.8 million was restricted due to minimum balance requirements under the East West Bank ~~Facility (as defined below).~~Facility.

As of September 30, ~~2018,~~2019, we had ~~$16.4~~$14.1 million of cash and cash equivalents (including ~~$6.0~~$8.4 million of restricted cash), portfolio investments (at fair value) of ~~$556.8~~$597.1 million, ~~$3.1~~$3.8 million of interest, dividends and fees receivable, ~~$3.8~~$32.6 million of net payables from unsettled transactions, ~~$275.1~~$294.7 million of borrowings outstanding under our revolving credit facilities and unfunded commitments of ~~$22.8~~$24.2 million. Pursuant to the terms of the Citibank Facility (as defined below), we ~~are~~were restricted in terms of access to $3.4 million of cash until the occurrence of the periodic distribution dates and, in connection therewith, our submission of our required periodic reporting schedules and verifications of our compliance with the terms of the credit agreement. As of September 30, ~~2018, $1.8~~2019, $4.3 million of cash was restricted due to the obligation to pay interest under the terms of the Deutsche Bank Facility. As of September 30, ~~2018,~~2019, $0.8 million was restricted due to minimum balance requirements under the East West Bank Facility.

Significant Capital Transactions

The following table reflects the quarterly distributions per share that we have paid, including shares issued under our dividend reinvestment plan, or DRIP, on our common stock since October 1, 2017:

Frequency Date Declared Record Date Payment Date Amount
per Share Cash Distribution DRIP Shares Issued (1) DRIP Shares Value
Quarterly August 7, 2017 December 15, 2017 December 29, 2017 $ 0.19
$ 5,439,519
18,809 $ 159,167
Quarterly February 5, 2018 March 15, 2018 March 30, 2018 0.14
4,091,583
4,204 33,764
Quarterly May 3, 2018 June 15, 2018 June 29, 2018 0.145
4,232,547
4,829 40,134
Quarterly August 1, 2018 September 15, 2018 September 28, 2018 0.155
4,518,677
5,620 48,672
Quarterly November 19, 2018 December 17, 2018 December 28, 2018 0.155
4,513,238
6,888 54,111
Quarterly February 1, 2019 March 15, 2019 March 29, 2019 0.155
4,516,806
6,187 50,543
Quarterly May 3, 2019 June 14, 2019 June 28, 2019 0.155
4,514,262
6,314 53,088



Date Declared	Record Date	Payment Date	Amount per Share		Cash Distribution		DRIP Shares Issued (1)	DRIP Shares Value
August 7, 2017	December 15, 2017	December 29, 2017	$	0.19	$	5,439,519	18,809	$	159,167
February 5, 2018	March 15, 2018	March 30, 2018	0.14		4,091,583		4,204	33,764
May 3, 2018	June 15, 2018	June 29, 2018	0.145		4,232,547		4,829	40,134
August 1, 2018	September 15, 2018	September 28, 2018	0.155		4,518,677		5,620	48,672
November 19, 2018	December 17, 2018	December 28, 2018	0.155		4,513,238		6,888	54,111
February 1, 2019	March 15, 2019	March 29, 2019	0.155		4,516,806		6,187	50,543
May 3, 2019	June 14, 2019	June 28, 2019	0.155		4,514,262		6,314	53,088
August 2, 2019	September 13, 2019	September 30, 2019	0.155		4,510,023		6,961	57,325
November 12, 2019	December 13, 2019	December 31, 2019	0.155		4,503,016		7,793	64,334

______________

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

Indebtedness

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

Citibank Facility

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, we were able to borrow $180 million under a revolving credit facility with us, as collateral manager, OCSI Senior Funding II LLC, our wholly-owned, special purpose financing subsidiary, as borrower, the lenders from

time to time party thereto, Citibank, N.A., as administrative agent and Wells Fargo Bank, N.A., as collateral agent, or the Citibank Facility. As of ~~June 30,~~December 31, 2019, the reinvestment period under the Citibank Facility is scheduled to expire on July 19, 2021 and the maturity date for the Citibank Facility is July 18, 2023.

As of ~~June 30,~~December 31, 2019, borrowings under the Citibank Facility are subject to certain customary advance rates and accrue interest at a rate equal to LIBOR plus 1.70% per annum on broadly syndicated loans and LIBOR plus 2.25% per annum on all other eligible loans during the reinvestment period. Following termination of the reinvestment period, borrowings under the Citibank Facility will accrue interest at rates equal to LIBOR plus 3.50% per annum during the first year after the reinvestment period and LIBOR plus 4.00% per annum during the subsequent two ~~years.~~years, respectively. In addition, ~~through~~as of December 31, 2019, for the duration of the reinvestment period there is a non-usage fee payable of 0.50% per annum on the undrawn amount under the Citibank Facility. As of ~~June 30,~~December 31, 2019, the minimum asset coverage ratio applicable to us under the Citibank Facility is 150% as determined in accordance with the requirements of the Investment Company Act.

As of ~~June 30,~~each of December 31, 2019 and September 30, ~~2018,~~2019, we had ~~$132.2 million and $110.1~~$126.1 million outstanding under the Citibank ~~Facility, respectively.~~Facility. Our borrowings under the Citibank Facility bore interest at a weighted average interest rate of ~~4.559%~~3.878% and ~~4.179%~~4.684% for the ~~nine~~three months ended ~~June 30,~~December 31, 2019, and 2018, respectively. For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018, we recorded interest expense of ~~$1.7~~$1.4 million (inclusive of fees) and ~~$4.8~~$1.5 million (inclusive of fees), respectively, related to the Citibank Facility. ~~For the three and nine months ended June 30, 2018, the Company recorded interest expense of $1.1 million and $2.9 million, respectively, related to the Citibank Facility.~~

East West Bank Facility

On January 6, 2016, we entered into a five-year, $25 million senior secured revolving credit facility with the lenders referenced therein, U.S. Bank National Association, as custodian, and East West Bank as secured lender, or, as amended, the East West Bank Facility. As of ~~June 30,~~December 31, 2019, borrowings under the East West Bank Facility bear an interest rate of either (i) LIBOR plus 2.85% per annum or (ii) East West Bank’s prime rate, in each case with a 3.5% floor. The East West Bank Facility matures on January 6, 2021. As of ~~June 30,~~December 31, 2019, the minimum asset coverage ratio applicable to us under the East West Bank Facility is 150% as determined in accordance with the requirements of the Investment Company Act. The East West Bank Facility requires us to comply with certain affirmative and negative covenants and other customary requirements for similar credit facilities.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, we had ~~$14.0~~$15.5 million and ~~$8.0~~$11.0 million of borrowings outstanding under the East West Bank Facility, respectively. Our borrowings under the East West Bank Facility bore interest at a weighted average interest rate of ~~5.485%~~4.799% and ~~5.862%~~5.697% for the ~~nine~~three months ended ~~June 30,~~December 31, 2019 and 2018, respectively. For the three ~~and nine~~ months ended ~~June 30,~~December 31, 2019 and 2018, we recorded interest expense of $0.2 million (inclusive of fees) and ~~$0.4~~$0.1 million (inclusive of fees), respectively, related to the East West Bank Facility. ~~For the three and nine months ended June 30, 2018, we recorded interest expense of $0.1 million and $0.5 million, respectively, related to the East West Bank Facility.~~

Deutsche Bank Facility

On September 24, 2018, OCSI Senior Funding Ltd., our wholly-owned subsidiary, entered into a loan financing and servicing agreement, or, as amended, the Deutsche Bank Facility, with us as equityholder and as servicer, the lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as facility agent, the other agents parties thereto and Wells Fargo Bank, National Association, as collateral agent and as collateral custodian.

Under the Deutsche Bank Facility, as of ~~June 30,~~December 31, 2019, OCSI Senior Funding Ltd. could borrow an aggregate principal amount of up to $250 million, which can be increased to $300 million in the sole discretion of Deutsche Bank AG, New York Branch in connection with certain milestones in the marketing of a collateralized loan obligation. The period during which OCSI Senior Funding Ltd. may request drawdowns under the Deutsche Bank Facility, ~~(the “revolving period”)~~or the revolving period, will continue through ~~November 15, 2019~~March 31, 2020 unless there is an earlier termination or event of default. The Deutsche Bank Facility will mature on the earliest of ~~February 18,~~June 30, 2020, the occurrence of an event of default or completion of a securitization transaction.

As of ~~June~~September 30, 2019 and prior to ~~September 27,~~December 31, 2019, borrowings under the Deutsche Bank Facility ~~bear~~bore interest at a rate equal to the three-month LIBOR plus 2.00%, following which the interest rate ~~will~~ reset to three-month LIBOR plus 2.10% for the remaining term of the Deutsche Bank Facility. No up-front commitment fees were paid by us in connection with the Deutsche Bank Facility. There is a non-usage fee of 0.25% per annum payable on the undrawn amount under the Deutsche Bank Facility through December 24, 2018, following which the non-usage fee increases to 0.50% per annum for the remaining term of the Deutsche Bank Facility.

The Deutsche Bank Facility is secured by all of the assets held by OCSI Senior Funding Ltd. OCSI Senior Funding Ltd. has made customary representations and warranties and is required to comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar credit facilities. Our borrowings, including indirectly under the Deutsche Bank Facility, are subject to the leverage restrictions contained in the Investment Company Act.

As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, we had ~~$162.1~~$164.6 million and ~~$157.0~~$157.6 million outstanding under the Deutsche Bank Facility, respectively. For the ~~nine~~three months ended ~~June 30,~~December 31, 2019 and 2018, our borrowings under the Deutsche Bank Facility bore interest at a weighted average interest rate of ~~4.553%. For the three~~4.127% and ~~nine months ended June 30, 2019,~~4.413%, respectively, and we recorded interest expense of ~~$2.0~~$1.8 million (inclusive of fees) and ~~$5.6~~$1.6 million ~~respectively, related to the Deutsche Bank Facility.~~

~~2015 Debt Securitization~~

In connection with entry into the Deutsche Bank Facility, on September 24, 2018, FS Senior Funding Ltd. and FS Senior Funding CLO LLC redeemed all outstanding senior secured notes issued in the 2015 Debt Securitization pursuant to the terms(inclusive of the indenture governing the senior secured notes and the revocable notice issued by us on August 14, 2018. Following such redemption, the agreements governing the 2015 Debt Securitization were terminated and FS Senior Funding Ltd. was merged with and into OCSI Senior Funding Ltd. with OCSI Senior Funding Ltd. continuing as the surviving entity. The senior secured notes would have otherwise matured on May 28, 2025.

Prior to September 24, 2018, the 2015 Debt Securitization consisted of $126.0 million Class A-T Senior Secured 2015 Notes which bore interest at three-month LIBOR plus 1.80%; $29.0 million Class A-S Senior Secured 2015 Notes which bore interest at a rate of three-month LIBOR plus 1.55%fees), until a step-up in spread to 2.10% occurred in October 2016; $20.0 million Class A-R Senior Secured Revolving 2015 Notes which bore interest at a rate of commercial paper, or CP, plus 1.80%, or, collectively, the Class A 2015 Notes; and $25.0 million Class B Senior Secured 2015 Notes which bore interest at a rate of three-month LIBOR plus 2.65% per annum, which were issued in a private placement. Prior to September 24, 2018, we retained the entire $22.6 million of Class C Senior Secured 2015 Notes (which we purchased at 98.0% of par value) and the entire $86.4 million of Subordinated 2015 Notes.respectively.

Off-Balance Sheet Arrangements

We may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of ~~June 30,~~December 31, 2019 and September 30, ~~2018,~~2019, our only off-balance sheet arrangements consisted of ~~$21.7~~$30.0 million and ~~$22.8~~$24.2 million, respectively, of unfunded commitments to provide debt and equity financing to certain of our portfolio companies. Such commitments are subject to our portfolio companies' satisfaction of certain financial and nonfinancial covenants and may involve, to varying degrees, elements of credit risk in excess of the amount recognized in our Consolidated Statements of Assets and Liabilities.

A list of unfunded commitments by investment (consisting of revolvers, term loans with delayed draw components and Subordinated Notes and LLC equity interests of the OCSI Glick JV) as of ~~June 30,~~December 31, 2019 and September 30, ~~2018~~2019 is shown in the table below:


	June 30, 2019		September 30, 2018		December 31, 2019		September 30, 2019
OCSI Glick JV LLC	$	13,998,029	$	13,998,029	$	13,998,029	$	13,998,029
Connect U.S. Finco LLC					5,910,543		—
MHE Intermediate Holdings, LLC	3,315,500		3,901,478		4,466,338		4,466,338
PaySimple, Inc.					1,740,371		2,450,000
Mindbody, Inc.					952,381		952,381
CircusTrix Holdings LLC	1,070,055		1,070,055		802,541		—
Mindbody, Inc.	952,381		—
Internet Pipeline, Inc.	800,000		800,000
OEConnection LLC					735,931		731,183
Apptio, Inc.	692,308		—		692,308		692,308
iCIMs, Inc.					294,118		294,118
GKD Index Partners, LLC	444,444		111,111		222,222		444,444
iCIMs, Inc.	294,118		294,118
Ministry Brands, LLC	80,000		70,000		80,000		80,000
4 Over International, LLC	52,806		68,452		56,717		60,629
Asset International, Inc.	—		2,500,000
Total	$	21,699,641	$	22,813,243	$	29,951,499	$	24,169,430

Contractual Obligations

The following table reflects information pertaining to our debt outstanding under the Citibank Facility, the East West Bank Facility and the Deutsche Bank Facility:


	Debt Outstanding as of September 30, 2018		Debt Outstanding as of June 30, 2019		Weighted average debt outstanding for the nine months ended June 30, 2019		Maximum debt outstanding for the nine months ended June 30, 2019		Debt Outstanding as of September 30, 2019		Debt Outstanding as of December 31, 2019		Weighted average debt outstanding for the three months ended December 31, 2019		Maximum debt outstanding for the three months ended December 31, 2019
Citibank Facility	$	110,056,800	$	132,156,800	$	124,858,998	$	139,156,800	$	126,056,800	$	126,056,800	$	126,056,800	$	126,056,800
Deutsche Bank Facility	157,000,000		162,100,000		153,955,678		170,500,000		157,600,000		164,600,000		159,393,478		164,600,000
East West Bank Facility	8,000,000		14,000,000		7,985,348		14,000,000		11,000,000		15,500,000		10,684,783		15,500,000
Total debt	$	275,056,800	$	308,256,800	$	286,800,024			$	294,656,800	$	306,156,800	$	296,135,061

The following table reflects our contractual obligations arising from the Citibank Facility, Deutsche Bank Facility and East West Bank Facility:


	Payments due by period as of June 30, 2019										Payments due by period as of December 31, 2019
	Total		< 1 year		1-3 years		3-5 years		> 5 years		Total		< 1 year		1-3 years		3-5 years
Citibank Facility	$	132,156,800	$	—	$	—	$	132,156,800	$	—	$	126,056,800	$	—	$	—	$	126,056,800
Interest due on Citibank Facility	22,514,490		5,556,314		11,112,628		5,845,548		—		16,889,212		4,760,280		9,520,560		2,608,372
Deutsche Bank Facility	162,100,000		162,100,000		—		—		—		164,600,000		164,600,000		—		—
Interest due on Deutsche Bank Facility	4,756,604		4,756,604		—		—		—		3,353,672		3,353,672		—		—
East West Bank Facility	14,000,000		—		14,000,000		—		—		15,500,000		—		15,500,000		—
Interest due on East West Bank Facility	1,127,614		740,250		387,364		—		—		730,738		716,988		13,750		—
Total	$	336,655,508	$	173,153,168	$	25,499,992	$	138,002,348	$	—	$	327,130,422	$	173,430,940	$	25,034,310	$	128,665,172

Regulated Investment Company Status and Distributions

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

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

To maintain RIC tax treatment, we must, among other things, distribute dividends, with respect to each taxable year, of an amount at least equal to 90% of our investment company taxable income (i.e., our net ordinary income and our realized net short-term capital gains in excess of realized net long-term capital losses, if any) determined without regard to any deduction for dividends paid. As a RIC, we are also subject to a federal excise tax, based on distribution requirements of our taxable income on a calendar year basis. We anticipate timely distribution of our taxable income in accordance with tax rules. We did not incur a U.S. federal excise tax for calendar years ~~2017 and~~ 2018 and ~~do not expect to incur a U.S. federal excise tax for the calendar year~~ 2019. We may incur a federal excise tax in future years.

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

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

A RIC may treat a distribution of its own stock as fulfilling its RIC distribution requirements if each stockholder elects to receive his or her entire distribution in either cash or stock of the RIC, subject to certain limitations regarding the aggregate amount of cash to be distributed to all stockholders. If these and certain other requirements are met, for U.S federal income tax purposes, the amount of the dividend paid in stock will be equal to the amount of cash that could have been received instead of stock. We have no current intention of paying dividends in shares of our stock in accordance with these guidelines.

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

and qualified short-term capital gains for the year ended September 30, ~~2018,~~2019, our last tax year end.



Year Ended	Qualified Net Interest Income		Qualified Short-Term Capital Gains
September 30, ~~2018~~2019	~~83.1~~89.1	%	—

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

Related Party Transactions

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

Prior to October 17, 2017, we were externally managed and advised by our Former Adviser, and our administrator was FSC CT LLC, a wholly-owned subsidiary of our Former Adviser. Messrs. Bernard D. Berman, Patrick J. Dalton, Ivelin M. Dimitrov, Alexander C. Frank and Todd G. Owens, each an interested member of our Board of Directors f~~or all or a portion of our fiscal year ended September 30, 2017 and prior to October 17, 2017, had a direct or indirect pecuniary interest in our Former Adviser.~~

We served as collateral manager to FS Senior Funding Ltd. under a collateral management agreement in connection with the 2015 Debt Securitization and were entitled to receive a fee for providing these services. We retained a sub-collateral manager, which was Oaktree from October 17, 2017 to September 24, 2018, to provide collateral management sub-advisory services to us pursuant to a sub-collateral management agreement. The sub-collateral manager was entitled to receive 100% of the collateral management fees paid to us under the collateral management agreement, but Oaktree irrevocably waived its right to such sub-collateral management fees in respect of the 2015 Debt Securitization.

Recent Developments

Distribution Declaration

On ~~August 2, 2019,~~January 31, 2020, our Board of Directors declared a quarterly distribution of $0.155 per share, payable on ~~September 30, 2019~~March 31, 2020 to stockholders of record on ~~September~~March 13, ~~2019.~~

2020.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

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

Valuation Risk

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

Interest Rate Risk

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

As of ~~June~~December 31, 2019 and September 30, 2019, 100% of our debt investment portfolio (at cost and fair value) bore interest at floating ~~rates and had~~rates. The composition of our floating rate debt investments by cash interest rate ~~floors between 0%~~floor as of December 31, 2019 and ~~1.25%.~~September 30, 2019 was as follows:



	December 31, 2019				September 30, 2019
	Fair Value		% of Floating Rate Portfolio		Fair Value		% of Floating Rate Portfolio
Under 1%	$	255,369,378	43.72	%	$	187,485,498	31.41	%
1% to 2%	328,791,030		56.28		409,325,610		68.59
Total	$	584,160,408	100.00	%	$	596,811,108	100.00	%

Based on our Consolidated Statement of Assets and Liabilities as of ~~June 30,~~December 31, 2019, the following table shows the approximate annualized net increase (decrease) in ~~components of~~ net assets resulting from operations of hypothetical base rate changes in interest rates, assuming no changes in our investment and capital structure. However, there can be no assurances our portfolio companies will be able to meet their contractual obligations at any or all levels ofon increases in interest rates.


Basis point increase	Interest Income		Interest Expense			Net increase (decrease)		Increase in Interest Income		(Increase) in Interest Expense			Net increase (decrease) in net assets resulting from operations
300	$	18,424,234	$	(9,247,704	)	$	9,176,530	$	18,280,331	$	(9,184,704	)	$	9,095,627
200	12,282,823		(6,165,136		)	6,117,687		12,186,887		(6,123,136		)	6,063,751
100	6,141,411		(3,082,568		)	3,058,843		6,093,444		(3,061,568		)	3,031,876


Basis point decrease	Interest Income			Interest Expense		Net increase (decrease)			(Decrease) in Interest Income			Decrease in Interest Expense		Net increase (decrease) in net assets resulting from operations
100	$	(6,123,705	)	$	3,082,568	$	(3,041,137	)	$	(5,597,060	)	$	3,061,568	$	(2,535,492	)
200 (1)	(9,805,360		)	6,165,136		(3,640,224		)	(7,789,694		)	5,841,144		(1,948,550		)

__________

(1) The effect of a greater than 200 basis point decrease is limited by interest rate floors on certain investments.

We regularly measure exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate sensitive assets to our interest rate sensitive liabilities. Based on this review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates. The following table shows a comparison of the interest rate base for our interest-bearing cash and outstanding investments, at principal, and our outstanding borrowings as of ~~June 30,~~December 31, 2019 and September 30, ~~2018:~~2019:


	June 30, 2019				September 30, 2018				December 31, 2019				September 30, 2019
	Interest Bearing Cash and Investments		Borrowings		Interest Bearing Cash and Investments		Borrowings		Interest Bearing Cash and Investments		Borrowings		Interest Bearing Cash and Investments		Borrowings
Money market rate	$	13,040,004	$	—	$	13,812,673	$	—	$	16,964,326	$	—	$	13,063,815	$	—
Prime rate	9,339,490		—		5,520,146		—		3,574,952		—		7,392,651		—
LIBOR:
30 day	356,233,640		14,000,000		317,598,350		8,000,000		377,619,966		15,500,000		408,142,675		11,000,000
60 day	—		—		—		—		2,000,000		—		2,000,000		—
90 day	232,810,057		294,256,800		220,128,521		267,056,800		199,796,801		290,656,800		179,653,417		283,656,800
180 day	9,394,444		—		23,403,305		—		19,728,889		—		20,311,944		—
360 day	—		—		3,345,594		—		—		—		—		—
UK LIBOR:
30 day	6,363,500		—		—		—		6,623,750		—		6,161,500		—
Fixed rate	—		—		—		—		—		—		—		—
Total	$	627,181,135	$	308,256,800	$	583,808,589	$	275,056,800	$	626,308,684	$	306,156,800	$	636,726,002	$	294,656,800

Item 4. Controls and Procedures

Management, with the participation of ~~the Company’s~~our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of ~~June 30,~~December 31, 2019. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the ~~SEC’s~~Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives. Based on the evaluation of our disclosure controls and procedures as of ~~June 30,~~December 31, 2019 ~~our~~, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective, at the reasonable assurance level, in timely identifying, recording, processing, summarizing and reporting any material information relating to us that is required to be disclosed in the reports we file or submit under the Exchange Act.

There were no changes in our internal control over financial reporting that occurred during the three months ended ~~June 30,~~December 31, 2019 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

Although we may, from time to time, be involved in litigation arising out of our operations in the normal course of business or otherwise, we are currently not a party to any pending material legal proceedings.

Item 1A. Risk Factors

There have been no material changes during the three months ended ~~June 30,~~December 31, 2019 to the risk factors discussed in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended September 30, ~~2018.~~2019.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits



10.1*		Amendment No. 2 to Loan Financing and Servicing Agreement, dated as of June 27, 2019 among OCSI Senior Funding Ltd., as borrower, Oaktree Strategic Income Corporation, as Service, and Deutsche Bank AG, New York Branch as facility agent and as a committed lender.
31.1*		Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
31.2*		Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
32.1*		Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
32.2*		Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).



*	Filed herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.




OAKTREE STRATEGIC INCOME CORPORATION

By:		/s/ ~~Edgar Lee~~Armen Panossian
		~~Edgar Lee~~ Armen Panossian
		Chief Executive Officer

By:		/s/ Mel Carlisle
		Mel Carlisle
		Chief Financial Officer and Treasurer

Date: ~~August 6, 2019~~

February 5, 2020

7872



Portfolio Company/Type of Investment (1)(2)(8)(9)(12)	Cash Interest Rate (7)	Industry (17)	Principal (4)		Cost			Fair Value			Notes
Control Investments											(3)
OCSI Glick JV LLC		Multi-sector holdings									(6)(11)(13)
Subordinated Note, LIBOR+6.5% cash due 10/20/2021	8.59%		$	66,390,220	$	66,390,219		$	58,512,170		(7)
87.5% equity interest					7,111,751			—			(16)
					73,501,970			58,512,170
Total Control Investments (19.8% of net assets)					$	73,501,970		$	58,512,170

Non-Control/Non-Affiliate Investments											(5)
4 Over International, LLC		Commercial printing
First Lien Term Loan, LIBOR+6% (1% floor) cash due 6/7/2022	8.24%		5,731,236		$	5,661,123		$	5,730,743		(7)
First Lien Revolver, LIBOR+6% (1% floor) cash due 6/7/2021			—		(502		)	(6		)	(7)(10)
					5,660,621			5,730,737
99 Cents Only Stores LLC		General merchandise stores
First Lien Term Loan, LIBOR+5% (1% floor) cash 1.5% PIK due 1/13/2022	7.35%		2,006,060		1,866,494			1,940,863			(7)(14)
					1,866,494			1,940,863
Airxcel, Inc.		Household appliances
First Lien Term Loan, LIBOR+4.5% cash due 4/28/2025	6.74%		6,982,500		6,916,677			6,950,485			(7)(14)
					6,916,677			6,950,485
AI Ladder (Luxembourg) Subco S.a.r.l		Electrical components & equipment
First Lien Term Loan, LIBOR+4.5% cash due 7/9/2025	7.02%		12,000,000		11,649,358			12,071,280			(6)(7)(14)
					11,649,358			12,071,280
AL Midcoast Holdings LLC		Oil & gas storage & transportation
First Lien Term Loan, LIBOR+5.5% cash due 8/1/2025	7.84%		4,879,000		4,830,210			4,898,833			(7)(14)
					4,830,210			4,898,833
All Web Leads, Inc.		Advertising
First Lien Term Loan, LIBOR+7% (1% floor) cash due 12/29/2020	9.31%		24,799,927		24,799,900			22,535,595			(7)
					24,799,900			22,535,595
Allen Media, LLC		Movies & entertainment
First Lien Term Loan, LIBOR+6.5% (1% floor) cash due 8/30/2023	8.81%		5,000,000		4,875,899			4,868,750			(7)
					4,875,899			4,868,750
Ancile Solutions, Inc.		Application software
First Lien Term Loan, LIBOR+7% (1% floor) cash due 6/30/2021	9.39%		9,168,620		9,005,809			9,113,608			(7)
					9,005,809			9,113,608
Aptean, Inc.		Application software
First Lien Term Loan, LIBOR+4.25% (1% floor) cash due 12/20/2022	6.64%		646,200		642,794			651,056			(7)(14)
					642,794			651,056
Aptos, Inc.		Computer & electronics retail
First Lien Term Loan, LIBOR+5.5% cash due 7/23/2025	7.74%		11,000,000		10,890,000			10,986,250			(7)(14)
					10,890,000			10,986,250



Frequency	Date Declared	Record Date	Payment Date	Amount per Share		Cash Distribution		DRIP Shares Issued (1)	DRIP Shares Value
Quarterly	November 19, 2018	December 17, 2018	December 28, 2018	$	0.155	$	4,513,238	6,888	$	54,111
Quarterly	February 1, 2019	March 15, 2019	March 29, 2019	0.155		4,516,806		6,187	50,543
Quarterly	May 3, 2019	June 14, 2019	June 28, 2019	0.155		4,514,262		6,314	53,088
Total for the nine months ended June 30, 2019				$	0.465	$	13,544,306	19,389	$	157,742



	Three months ended June 30, 2018			Nine months ended June 30, 2018
Interest expense	$	1,978,932		$	5,246,712
Loan administration fees	15,899			55,328
Amortization of debt issuance costs	72,526			217,578
Total interest and other debt financing expenses	$	2,067,357		$	5,519,618
Cash paid for interest expense	$	1,652,574		$	4,847,739
Annualized average interest rate	4.285		%	3.758		%
Average outstanding balance	$	180,000,000		$	180,494,505



($ in millions)
Portfolio Company	Net Realized Gain (Loss)
Ameritox Ltd.	$	(15.9	)
Metamorph US 3, LLC	(8.9		)
Other, net	0.2
Total, net	$	(24.6	)

Large accelerated filer o

Accelerated filer þ

Non-accelerated filer o

Smaller reporting company o

Emerging growth company o

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 o