Item 1.01. Entry into a Material Definitive Agreement.
On February 13, 2020, Oaktree Specialty Lending Corporation (the "Company")
entered into an underwriting agreement (the "Underwriting Agreement") by and
among the Company, Oaktree Capital Management, L.P., Oaktree Fund
Administration, LLC, and J.P. Morgan Securities LLC, BofA Securities, Inc., RBC
Capital Markets, LLC and ING Financial Markets LLC, as representatives of the
several underwriters, in connection with the issuance and sale of $300.0 million
aggregate principal amount of the Company's 3.500% Notes due 2025 (the
"Offering"). The closing of the Offering is expected to occur on February 25,
2020, subject to customary closing conditions. The net proceeds to the Company
will be $294.1 million, after deducting the underwriting discount of
$3.0 million payable by the Company and estimated Offering expenses of
approximately $0.4 million payable by the Company.
The Offering was made pursuant to the Company's effective shelf registration
statement on Form N-2 (Registration No. 333-234798) previously filed with the
Securities and Exchange Commission, as supplemented by a preliminary prospectus
supplement dated February 13, 2020 and a final prospectus supplement dated
February 13, 2020. This Current Report on Form 8-K shall not constitute an offer
to sell or a solicitation of an offer to buy any securities, nor shall there be
any sale of these securities in any state or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or other jurisdiction.
The description above is only a summary of the material provisions of the
Underwriting Agreement and is qualified in its entirety by reference to a copy
of the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current
Report on Form 8-K and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
1.1 Underwriting Agreement, dated February 13, 2020, by and among Oaktree
Specialty Lending Corporation, Oaktree Capital Management, L.P., Oaktree
Fund Administration, LLC, J.P. Morgan Securities LLC, BofA Securities,
Inc., RBC Capital Markets, LLC and ING Financial Markets LLC
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