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Oaktree Specialty Lending Corporation Announces Third Fiscal Quarter 2023 Financial Results and Declares Distribution of $0.55 Per Share

Oaktree Specialty Lending Corporation
Oaktree Specialty Lending Corporation

LOS ANGELES, CA, Aug. 03, 2023 (GLOBE NEWSWIRE) -- Oaktree Specialty Lending Corporation (NASDAQ: OCSL) (“Oaktree Specialty Lending” or the “Company”), a specialty finance company, today announced its financial results for the fiscal quarter ended June 30, 2023.

Financial Highlights for the Quarter Ended June 30, 20231

  • Total investment income was $101.9 million ($1.32 per share) for the third fiscal quarter of 2023, as compared with $96.3 million ($1.32 per share) for the second fiscal quarter of 2023. Adjusted total investment income was $101.1 million ($1.31 per share) for the third fiscal quarter of 2023, as compared with $95.7 million ($1.31 per share) for the second fiscal quarter of 2023. The increase on a dollar basis was primarily driven by the first full quarter of interest income earned on the assets acquired in the merger with Oaktree Strategic Income II, Inc. (“OSI2”) (the “OSI2 Merger”) as well as the impact of higher base rates on the Company’s floating rate debt portfolio.

ANNUNCIO PUBBLICITARIO
  • GAAP net investment income was $48.4 million ($0.63 per share) for the third fiscal quarter of 2023, as compared with $46.0 million ($0.63 per share) for the second fiscal quarter of 2023. The increase on a dollar basis was primarily driven by higher total investment income and lower operating expenses, which was partially offset by higher interest expense, management fees and Part I incentive fees.

  • Adjusted net investment income was $47.6 million ($0.62 per share) for the third fiscal quarter of 2023, as compared with $45.4 million ($0.62 per share) for the second fiscal quarter of 2023. The increase on a dollar basis was primarily the result of higher adjusted total investment income and lower operating expenses, which was partially offset by higher interest expense, management fees and Part I incentive fees.

  • Net asset value ("NAV") per share was $19.58 as of June 30, 2023, down slightly as compared with $19.66 as of March 31, 2023, which was mainly the result of unrealized depreciation on debt investments, partially offset by undistributed net investment income.

  • Originated $251.0 million of new investment commitments and received $261.0 million of proceeds from prepayments, exits, other paydowns and sales during the quarter ended June 30, 2023. The weighted average yield on new debt investments was 12.6%.

  • Total debt outstanding was $1,785.0 million as of June 30, 2023. The total debt to equity ratio was 1.18x, and the net debt to equity ratio was 1.14x, after adjusting for cash and cash equivalents.

  • Upsized and extended maturity of the syndicated credit facility during the quarter ended June 30, 2023. Total commitments were increased from $1.0 billion to $1.2 billion and the maturity was extended to June 2028. Pricing, advance rates and other general terms were unchanged on the amended facility.

  • Liquidity as of June 30, 2023 was comprised of $59.7 million of unrestricted cash and cash equivalents and $482.5 million of undrawn capacity under the Company's credit facilities (subject to borrowing base and other limitations). Unfunded investment commitments were $274.4 million, or $247.3 million excluding unfunded commitments to the Company's joint ventures. Of the $247.3 million, approximately $185.2 million can be drawn immediately with the remaining amount subject to certain milestones that must be met by portfolio companies.

  • A quarterly cash distribution was declared of $0.55 per share. The distribution is payable in cash on September 29, 2023 to stockholders of record on September 15, 2023.

_________________
1 The Company completed a 1-for-3 reverse stock split on January 20, 2023, effective as of the commencement of trading on January 23, 2023. All share amounts and per share information included in this press release reflect the reverse stock split on a retroactive basis.

Armen Panossian, Chief Executive Officer and Chief Investment Officer, said, “OCSL produced solid results in our fiscal third quarter, supported by strong earnings and robust origination activity, which drove our annualized return on adjusted net investment income to 12.6%. We leveraged Oaktree’s platform to source compelling investments, including several opportunistic transactions that resulted from the prevailing volatile market environment. We believe these investments present an appealing risk-reward and position OCSL to continue to deliver attractive returns to our shareholders.”

Matt Pendo, President, said, “We made several enhancements to our capital structure during the quarter, creating flexibility and extending maturities. We increased the size of our syndicated credit facility to $1.2 billion and extended its maturity to 2028. In addition, we consolidated a credit facility acquired from Oaktree Strategic Income II, Inc. with our existing Citibank facility and pushed out the maturity to 2027. We appreciate the support from our banking partners to complete these amendments amid a challenging market backdrop, which we believe reflects the confidence they have in Oaktree as a manager. These improvements further strengthen our funding options and position us well to capitalize on new investment opportunities.”

Distribution Declaration

The Board of Directors declared a quarterly distribution of $0.55 per share. The distribution is payable in cash on September 29, 2023 to stockholders of record on September 15, 2023.

Distributions are paid primarily from distributable (taxable) income. To the extent taxable earnings for a fiscal taxable year fall below the total amount of distributions for that fiscal year, a portion of those distributions may be deemed a return of capital to the Company’s stockholders.

Results of Operations

 

 

For the three months ended

 

 

June 30, 2023

 

March 31, 2023

 

June 30, 2022

($ in thousands, except per share data)

 

(unaudited)

 

(unaudited)

 

(unaudited)

GAAP operating results:

 

 

 

 

 

 

Interest income

 

$

95,310

 

 

$

88,745

 

 

$

54,728

 

PIK interest income

 

 

3,967

 

 

 

4,123

 

 

 

5,178

 

Fee income

 

 

1,573

 

 

 

2,380

 

 

 

2,275

 

Dividend income

 

 

1,050

 

 

 

1,054

 

 

 

956

 

Total investment income

 

 

101,900

 

 

 

96,302

 

 

 

63,137

 

Net expenses

 

 

53,487

 

 

 

50,324

 

 

 

22,767

 

Net investment income

 

 

48,413

 

 

 

45,978

 

 

 

40,370

 

Net realized and unrealized gains (losses), net of taxes

 

 

(11,728

)

 

 

(24,456

)

 

 

(78,204

)

Net increase (decrease) in net assets resulting from operations

 

$

36,685

 

 

$

21,522

 

 

$

(37,834

)

Total investment income per common share

 

$

1.32

 

 

$

1.32

 

 

$

1.03

 

Net investment income per common share

 

$

0.63

 

 

$

0.63

 

 

$

0.66

 

Net realized and unrealized gains (losses), net of taxes per common share

 

$

(0.15

)

 

$

(0.33

)

 

$

(1.28

)

Earnings (loss) per common share — basic and diluted

 

$

0.48

 

 

$

0.29

 

 

$

(0.62

)

Non-GAAP Financial Measures1:

 

 

 

 

 

 

Adjusted total investment income

 

$

101,058

 

 

$

95,741

 

 

$

60,949

 

Adjusted net investment income

 

$

47,571

 

 

$

45,417

 

 

$

31,386

 

Adjusted net realized and unrealized gains (losses), net of taxes

 

$

(11,116

)

 

$

(3,501

)

 

$

(76,016

)

Adjusted earnings (loss)

 

$

36,455

 

 

$

41,916

 

 

$

(37,834

)

Adjusted total investment income per share

 

$

1.31

 

 

$

1.31

 

 

$

1.00

 

Adjusted net investment income per share

 

$

0.62

 

 

$

0.62

 

 

$

0.51

 

Adjusted net realized and unrealized gains (losses), net of taxes per share

 

$

(0.14

)

 

$

(0.05

)

 

$

(1.24

)

Adjusted earnings (loss) per share

 

$

0.47

 

 

$

0.57

 

 

$

(0.62

)

______________________
1 See Non-GAAP Financial Measures below for a description of the non-GAAP measures and the reconciliations from the most comparable GAAP financial measures to the Company's non-GAAP measures, including on a per share basis. The Company's management uses these non-GAAP financial measures internally to analyze and evaluate financial results and performance and believes that these non-GAAP financial measures are useful to investors as an additional tool to evaluate ongoing results and trends for the Company and to review the Company’s performance without giving effect to non-cash income/gain/loss resulting from the merger of Oaktree Strategic Income Corporation with and into the Company in March 2021 (the "OCSI Merger") and the OSI2 Merger and, in the case of adjusted net investment income, without giving effect to capital gains incentive fees. The presentation of non-GAAP measures is not intended to be a substitute for financial results prepared in accordance with GAAP and should not be considered in isolation.

 

 

As of

 

 

June 30, 2023

 

March 31, 2023

 

June 30, 2022

($ in thousands, except per share data and ratios)

 

(unaudited)

 

(unaudited)

 

(unaudited)

Select balance sheet and other data:

 

 

 

 

 

 

Cash and cash equivalents

 

$

59,704

 

 

$

43,750

 

 

$

34,306

 

Investment portfolio at fair value

 

 

3,135,619

 

 

 

3,164,860

 

 

 

2,565,389

 

Total debt outstanding (net of unamortized financing costs)

 

 

1,740,066

 

 

 

1,723,840

 

 

 

1,356,606

 

Net assets

 

 

1,509,441

 

 

 

1,515,150

 

 

 

1,263,529

 

Net asset value per share

 

 

19.58

 

 

 

19.66

 

 

 

20.67

 

Total debt to equity ratio

 

1.18x

 

1.16x

 

1.10x

Net debt to equity ratio

 

1.14x

 

1.14x

 

1.08x

 

 

 

 

 

 

 

Adjusted total investment income for the quarter ended June 30, 2023 was $101.1 million and included $94.4 million of interest income from portfolio investments, $4.0 million of payment-in-kind ("PIK") interest income, $1.6 million of fee income and $1.1 million of dividend income. The $5.3 million increase was primarily driven by the first full quarter of interest income earned on the assets acquired in the OSI2 merger as well as the impact of higher base rates on the Company’s floating rate debt portfolio.

Net expenses for the quarter ended June 30, 2023 totaled $53.5 million, up $3.2 million from the quarter ended March 31, 2023. The increase in net expenses was primarily driven by $3.0 million of higher interest expense due to the impact of rising interest rates on the Company’s floating rate liabilities and an increase in average borrowings outstanding. Further contributing to the increase were a $0.8 million increase in base management fees resulting from the first full quarter of the assets acquired in the OSI2 Merger and $0.6 million of higher part I incentive fees as a result of higher adjusted net investment income during the quarter. These were partially offset by a $1.2 million reduction in professional fees and general and administrative expenses during the quarter.

Adjusted net investment income was $47.6 million ($0.62 per share) for the quarter ended June 30, 2023, up from $45.4 million ($0.62 per share) for the quarter ended March 31, 2023. The increase of $2.2 million primarily reflected $5.3 million of higher adjusted total investment income and was partially offset by $3.2 million of higher net expenses.

Adjusted net realized and unrealized losses, net of taxes, were $11.1 million for the quarter ended June 30, 2023, primarily reflecting unrealized depreciation on certain debt investments.

Portfolio and Investment Activity

 

 

As of

 

 

June 30, 2023

 

March 31, 2023

 

June 30, 2022

($ in thousands)

 

(unaudited)

 

(unaudited)

 

(unaudited)

Investments at fair value

 

$

3,135,619

 

 

$

3,164,860

 

 

$

2,565,389

 

Number of portfolio companies

 

 

156

 

 

 

165

 

 

 

151

 

Average portfolio company debt size

 

$

19,800

 

 

$

18,800

 

 

$

16,700

 

 

 

 

 

 

 

 

Asset class:

 

 

 

 

 

 

Senior secured debt

 

 

88.5

%

 

 

88.0

%

 

 

86.6

%

Unsecured debt

 

 

1.7

%

 

 

1.9

%

 

 

2.5

%

Equity

 

 

3.8

%

 

 

4.1

%

 

 

4.3

%

JV interests

 

 

6.0

%

 

 

6.0

%

 

 

6.6

%

 

 

 

 

 

 

 

Non-accrual debt investments:

 

 

 

 

 

 

Non-accrual investments at fair value

 

$

91,152

 

 

$

73,424

 

 

$

 

Non-accrual investments as a percentage of debt investments at fair value

 

 

3.1

%

 

 

2.4

%

 

 

%

Non-accrual investments as a percentage of debt investments at cost

 

 

3.6

%

 

 

2.5

%

 

 

%

Number of investments on non-accrual

 

 

5

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

Interest rate type:

 

 

 

 

 

 

Percentage floating-rate

 

 

86.0

%

 

 

87.9

%

 

 

87.8

%

Percentage fixed-rate

 

 

14.0

%

 

 

12.1

%

 

 

12.2

%

 

 

 

 

 

 

 

Yields:

 

 

 

 

 

 

Weighted average yield on debt investments1

 

 

12.3

%

 

 

11.9

%

 

 

9.3

%

Cash component of weighted average yield on debt investments

 

 

11.4

%

 

 

10.9

%

 

 

8.2

%

Weighted average yield on total portfolio investments2

 

 

11.8

%

 

 

11.5

%

 

 

9.0

%

 

 

 

 

 

 

 

Investment activity:

 

 

 

 

 

 

New investment commitments

 

$

251,000

 

 

$

123,800

 

 

$

131,900

 

New funded investment activity3

 

$

243,300

 

 

$

103,600

 

 

$

130,000

 

Proceeds from prepayments, exits, other paydowns and sales

 

$

261,000

 

 

$

162,100

 

 

$

129,900

 

Net new investments4

 

$

(17,700

)

 

$

(58,500

)

 

$

100

 

Number of new investment commitments in new portfolio companies

 

 

6

 

 

 

6

 

 

 

12

 

Number of new investment commitments in existing portfolio companies

 

 

4

 

 

 

3

 

 

 

16

 

Number of portfolio company exits

 

 

16

 

 

 

5

 

 

 

7

 

______________________
1 Annual stated yield earned plus net annual amortization of OID or premium earned on accruing investments, including the Company's share of the return on debt investments in SLF JV I and Glick JV, and excluding any amortization or accretion of interest income resulting solely from the cost basis established by ASC 805 (see Non-GAAP Financial Measures below) for the assets acquired in connection with the OCSI Merger and OSI2 Merger.
2 Annual stated yield earned plus net annual amortization of OID or premium earned on accruing investments and dividend income, including the Company's share of the return on debt investments in SLF JV I and Glick JV, and excluding any amortization or accretion of interest income resulting solely from the cost basis established by ASC 805 for the assets acquired in connection with the OCSI Merger and OSI2 Merger.
3 New funded investment activity includes drawdowns on existing revolver and delayed draw term loan commitments and excludes the assets acquired in the OSI2 Merger during the three months ended March 31, 2023.
4 Net new investments consists of new funded investment activity less proceeds from prepayments, exits, other paydowns and sales.

As of June 30, 2023, the fair value of the investment portfolio was $3.1 billion and was composed of investments in 156 companies. These included debt investments in 143 companies, equity investments in 43 companies, and the Company's joint venture investments in SLF JV I LLC ("SLF JV I") and OCSI Glick JV LLC ("Glick JV"). 32 of the equity investments were in companies in which the Company also had a debt investment.

As of June 30, 2023, 95.3% of the Company's portfolio at fair value consisted of debt investments, including 76.5% of first lien loans, 12.0% of second lien loans and 6.8% of unsecured debt investments, including the debt investments in SLF JV I and Glick JV. This compared to 75.0% of first lien loans, 13.0% of second lien loans and 7.0% of unsecured debt investments, including the debt investments in SLF JV I and Glick JV, as of March 31, 2023.

As of June 30, 2023, there were five investments on non-accrual status, which represented 3.6% and 3.1% of the debt portfolio at cost and fair value, respectively. Three additional investments were placed on non-accrual during the quarter, which represented 1.0% and 0.8% of the debt portfolio at cost and fair value.

SLF JV I

The Company's investments in SLF JV I totaled $140.6 million at fair value as of June 30, 2023, up 1% from $139.5 million as of March 31, 2023. The increase was primarily driven by SLF JV I’s use of leverage and unrealized appreciation in the underlying investment portfolio and undistributed net investment income.

As of June 30, 2023, SLF JV I had $370.2 million in assets, including senior secured loans to 52 portfolio companies. This compared to $392.9 million in assets, including senior secured loans to 56 portfolio companies, as of March 31, 2023. As of June 30, 2023, there were no investments held by SLF JV I on non-accrual status. SLF JV I generated cash interest income of $3.4 million for the Company during the quarter ended June 30, 2023, up from $3.2 million in the prior quarter. In addition, SLF JV I generated dividend income of $1.1 million for the Company during the quarter ended June 30, 2023, flat as compared to the prior quarter. As of June 30, 2023, SLF JV I had $60.0 million of undrawn capacity (subject to borrowing base and other limitations) on its $260 million senior revolving credit facility, and its debt to equity ratio was 1.2x.

Glick JV

The Company's investments in Glick JV totaled $49.6 million at fair value as of June 30, 2023, down 1% from $50.0 million as of March 31, 2023. The decrease was primarily driven by investment losses.

As of June 30, 2023, Glick JV had $126.8 million in assets, including senior secured loans to 37 portfolio companies. This compared to $131.0 million in assets, including senior secured loans to 39 portfolio companies, as of March 31, 2023. As of June 30, 2023, there were no investments held by Glick JV on non-accrual status. Glick JV generated cash interest income of $1.4 million during the quarter ended June 30, 2023, up as compared to $1.2 million in the prior quarter. As of June 30, 2023, Glick JV had $23.9 million of undrawn capacity (subject to borrowing base and other limitations) on its $90 million senior revolving credit facility, and its debt to equity ratio was 1.2x.

Liquidity and Capital Resources

As of June 30, 2023, the Company had total principal value of debt outstanding of $1,785.0 million, including $1,135.0 million of outstanding borrowings under its revolving credit facilities, $300.0 million of the 3.500% Notes due 2025 and $350.0 million of the 2.700% Notes due 2027. The funding mix was composed of 64% secured and 36% unsecured borrowings as of June 30, 2023. The Company was in compliance with all financial covenants under its credit facilities as of June 30, 2023.

As of June 30, 2023, the Company had $59.7 million of unrestricted cash and cash equivalents and $482.5 million of undrawn capacity on its credit facilities (subject to borrowing base and other limitations). As of June 30, 2023, unfunded investment commitments were $274.4 million, or $247.3 million excluding unfunded commitments to the Company's joint ventures. Of the $247.3 million, approximately $185.2 million could be drawn immediately with the remaining amount subject to certain milestones that must be met by portfolio companies. The Company has analyzed cash and cash equivalents, availability under its credit facilities, the ability to rotate out of certain assets and amounts of unfunded commitments that could be drawn and believes its liquidity and capital resources are sufficient to take advantage of market opportunities in the current economic climate.

As of June 30, 2023, the weighted average interest rate on debt outstanding, including the effect of the interest rate swap agreement, was 6.6%, up from 6.2% as of March 31, 2023, primarily driven by the impact of higher interest rates on the Company’s floating rate liabilities.

The Company’s total debt to equity ratio was 1.18x and 1.16x as of June 30, 2023 and March 31, 2023, respectively. The Company's net debt to equity ratio was 1.14x and 1.14x as of June 30, 2023 and March 31, 2023, respectively.

Syndicated Facility Amendment

On June 23, 2023, the Company entered into an amendment to its amended and restated senior secured credit facility to, among other things, (i) increase the size of the Syndicated Facility from $1.0 billion to $1.218 billion (with no changes to the “accordion” feature the permits the Company, under certain circumstances, to increase the size of the Syndicated Facility to up to the greater of $1.25 billion and its net worth); (ii) extend the reinvestment period for $1.035 billion of commitments from May 4, 2025 to June 23, 2027; and (iii) extend the final maturity date for $1.035 billion of commitments from May 4, 2026 to June 23, 2028.

OSI2 Citibank Facility

On May 25, 2023, the Company entered into an amendment to the revolving credit facility which (i) increased the size of the OSI2 Citibank Facility from $250 million to $400 million; (ii) extended the reinvestment period from May 26, 2023 to May 25, 2025; (iii) extended the final maturity date from January 26, 2025 to January 26, 2027; (iv) modified the interest rate such that borrowings during the reinvestment period are subject to a rate equal to (A) in the case of a lender that is identified as a conduit lender, the lesser of (I) the applicable commercial paper rate for such conduit lender and (II) the Secured Overnight Financing Rate (“SOFR”) plus 2.00% per annum on broadly syndicated loans and 2.75% per annum on all other eligible loans and (b) for all other lenders, SOFR plus 2.00% per annum on broadly syndicated loans and 2.75% per annum on all other eligible loans, in all cases subject to a minimum overall rate of SOFR plus 2.50% per annum; and (v) modified the interest rate such that borrowings after the reinvestment period are subject to an applicable spread of 4.00% per annum.

Non-GAAP Financial Measures

On a supplemental basis, the Company is disclosing certain adjusted financial measures, each of which is calculated and presented on a basis of methodology other than in accordance with GAAP (“non-GAAP”). The Company's management uses these non-GAAP financial measures internally to analyze and evaluate financial results and performance and believes that these non-GAAP financial measures are useful to investors as an additional tool to evaluate ongoing results and trends for the Company and to review the Company’s performance without giving effect to non-cash income/gain/loss resulting from the OCSI Merger and the OSI2 Merger and in the case of adjusted net investment income, without giving effect to capital gains incentive fees. The presentation of the below non-GAAP measures is not intended to be a substitute for financial results prepared in accordance with GAAP and should not be considered in isolation.

  • "Adjusted Total Investment Income" and "Adjusted Total Investment Income Per Share" – represents total investment income excluding any amortization or accretion of interest income resulting solely from the cost basis established by ASC 805 (see below) for the assets acquired in connection with the OCSI Merger and the OSI2 Merger.

  • “Adjusted Net Investment Income” and “Adjusted Net Investment Income Per Share” – represents net investment income, excluding (i) any amortization or accretion of interest income resulting solely from the cost basis established by ASC 805 (see below) for the assets acquired in connection with the OCSI Merger and the OSI2 Merger and (ii) capital gains incentive fees ("Part II incentive fees").

  • “Adjusted Net Realized and Unrealized Gains (Losses), Net of Taxes” and “Adjusted Net Realized and Unrealized Gains (Losses), Net of Taxes Per Share” – represents net realized and unrealized gains (losses) net of taxes excluding any net realized and unrealized gains (losses) resulting solely from the cost basis established by ASC 805 (see below) for the assets acquired in connection with the OCSI Merger and the OSI2 Merger.

  • “Adjusted Earnings (Loss)” and “Adjusted Earnings (Loss) Per Share” – represents the sum of (i) Adjusted Net Investment Income and (ii) Adjusted Net Realized and Unrealized Gains (Losses), Net of Taxes and includes the impact of Part II incentive fees1, if any.

The OCSI Merger and the OSI2 Merger (the "Mergers") were accounted for as asset acquisitions in accordance with the asset acquisition method of accounting as detailed in ASC 805-50, Business Combinations—Related Issues ("ASC 805"). The consideration paid to each of the stockholders of Oaktree Strategic Income Corporation ("OCSI") and OSI2 were allocated to the individual assets acquired and liabilities assumed based on the relative fair values of the net identifiable assets acquired other than "non-qualifying" assets, which established a new cost basis for the acquired investments under ASC 805 that, in aggregate, was different than the historical cost basis of the acquired investments prior to the OCSI Merger or the OSI2 Merger, as applicable. Additionally, immediately following the completion of the Mergers, the acquired investments were marked to their respective fair values under ASC 820, Fair Value Measurements, which resulted in unrealized appreciation/depreciation. The new cost basis established by ASC 805 on debt investments acquired will accrete/amortize over the life of each respective debt investment through interest income, with a corresponding adjustment recorded to unrealized appreciation/depreciation on such investment acquired through its ultimate disposition. The new cost basis established by ASC 805 on equity investments acquired will not accrete/amortize over the life of such investments through interest income and, assuming no subsequent change to the fair value of the equity investments acquired and disposition of such equity investments at fair value, the Company will recognize a realized gain/loss with a corresponding reversal of the unrealized appreciation/depreciation on disposition of such equity investments acquired.

The Company’s management uses the non-GAAP financial measures described above internally to analyze and evaluate financial results and performance and to compare its financial results with those of other business development companies that have not adjusted the cost basis of certain investments pursuant to ASC 805. The Company’s management believes "Adjusted Total Investment Income", "Adjusted Total Investment Income Per Share", "Adjusted Net Investment Income" and "Adjusted Net Investment Income Per Share" are useful to investors as an additional tool to evaluate ongoing results and trends for the Company without giving effect to the income resulting from the new cost basis of the investments acquired in the Mergers because these amounts do not impact the fees payable to Oaktree Fund Advisors, LLC (the "Adviser") under its second amended and restated advisory agreement (the "A&R Advisory Agreement"), and specifically as its relates to "Adjusted Net Investment Income" and "Adjusted Net Investment Income Per Share", without giving effect to Part II incentive fees. In addition, the Company’s management believes that “Adjusted Net Realized and Unrealized Gains (Losses), Net of Taxes”, “Adjusted Net Realized and Unrealized Gains (Losses), Net of Taxes Per Share”, “Adjusted Earnings (Loss)” and “Adjusted Earnings (Loss) Per Share” are useful to investors as they exclude the non-cash income and gain/loss resulting from the Mergers and are used by management to evaluate the economic earnings of its investment portfolio. Moreover, these metrics more closely align the Company's key financial measures with the calculation of incentive fees payable to the Adviser under with the A&R Advisory Agreement (i.e., excluding amounts resulting solely from the lower cost basis of the acquired investments established by ASC 805 that would have been to the benefit of the Adviser absent such exclusion).

______________________
1 Adjusted earnings (loss) includes accrued Part II incentive fees. As of and for the three months ended June 30, 2023, there was no accrued Part II incentive fee liability. Part II incentive fees are contractually calculated and paid at the end of the fiscal year in accordance with the A&R Advisory Agreement, which differs from Part II incentive fees accrued under GAAP. For the three months ended June 30, 2023, no amounts were payable under the A&R Advisory Agreement.

The following table provides a reconciliation of total investment income (the most comparable U.S. GAAP measure) to adjusted total investment income for the periods presented:

 

 

For the three months ended

 

 

June 30, 2023

 

March 31, 2023

 

June 30, 2022

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

($ in thousands, except per share data)

 

Amount

 

Per Share

 

Amount

 

Per Share

 

Amount

 

Per Share

GAAP total investment income

 

$

101,900

 

 

$

1.32

 

 

$

96,302

 

 

$

1.32

 

 

$

63,137

 

 

$

1.03

 

Less: Interest income accretion related to merger accounting adjustments

 

 

(842

)

 

 

(0.01

)

 

 

(561

)

 

 

(0.01

)

 

 

(2,188

)

 

 

(0.04

)

Adjusted total investment income

 

$

101,058

 

 

$

1.31

 

 

$

95,741

 

 

$

1.31

 

 

$

60,949

 

 

$

1.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table provides a reconciliation of net investment income (the most comparable U.S. GAAP measure) to adjusted net investment income for the periods presented:

 

 

For the three months ended

 

 

June 30, 2023

 

March 31, 2023

 

June 30, 2022

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

($ in thousands, except per share data)

 

Amount

 

Per Share

 

Amount

 

Per Share

 

Amount

 

Per Share

GAAP net investment income

 

$

48,413

 

 

$

0.63

 

 

$

45,978

 

 

$

0.63

 

 

$

40,370

 

 

$

0.66

 

Less: Interest income accretion related to merger accounting adjustments

 

 

(842

)

 

 

(0.01

)

 

 

(561

)

 

 

(0.01

)

 

 

(2,188

)

 

 

(0.04

)

Add: Part II incentive fee

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6,796

)

 

 

(0.11

)

Adjusted net investment income

 

$

47,571

 

 

$

0.62

 

 

$

45,417

 

 

$

0.62

 

 

$

31,386

 

 

$

0.51

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table provides a reconciliation of net realized and unrealized gains (losses), net of taxes (the most comparable U.S. GAAP measure) to adjusted net realized and unrealized gains (losses), net of taxes for the periods presented:

 

 

For the three months ended

 

 

June 30, 2023

 

March 31, 2023

 

June 30, 2022

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

($ in thousands, except per share data)

 

Amount

 

Per Share

 

Amount

 

Per Share

 

Amount

 

Per Share

GAAP net realized and unrealized gains (losses), net of taxes

 

$

(11,728

)

 

$

(0.15

)

 

$

(24,456

)

 

$

(0.33

)

 

$

(78,204

)

 

$

(1.28

)

Less: Net realized and unrealized losses (gains) related to merger accounting adjustments

 

 

612

 

 

 

0.01

 

 

 

20,955

 

 

 

0.29

 

 

 

2,188

 

 

 

0.04

 

Adjusted net realized and unrealized gains (losses), net of taxes

 

$

(11,116

)

 

$

(0.14

)

 

$

(3,501

)

 

$

(0.05

)

 

$

(76,016

)

 

$

(1.24

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table provides a reconciliation of net increase (decrease) in net assets resulting from operations (the most comparable U.S. GAAP measure) to adjusted earnings (loss) for the periods presented:

 

 

For the three months ended

 

 

June 30, 2023

 

March 31, 2023

 

June 30, 2022

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

($ in thousands, except per share data)

 

Amount

 

Per Share

 

Amount

 

Per Share

 

Amount

 

Per Share

Net increase (decrease) in net assets resulting from operations

 

$

36,685

 

 

$

0.48

 

 

$

21,522

 

 

$

0.29

 

 

$

(37,834

)

 

$

(0.62

)

Less: Interest income accretion related to merger accounting adjustments

 

 

(842

)

 

 

(0.01

)

 

 

(561

)

 

 

(0.01

)

 

 

(2,188

)

 

 

(0.04

)

Less: Net realized and unrealized losses (gains) related to merger accounting adjustments

 

 

612

 

 

 

0.01

 

 

 

20,955

 

 

 

0.29

 

 

 

2,188

 

 

 

0.04

 

Adjusted earnings (loss)

 

$

36,455

 

 

$

0.47

 

 

$

41,916

 

 

$

0.57

 

 

$

(37,834

)

 

$

(0.62

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Conference Call Information

Oaktree Specialty Lending will host a conference call to discuss its third fiscal quarter 2023 results at 11:00 a.m. Eastern Time / 8:00 a.m. Pacific Time on August 3, 2023. The conference call may be accessed by dialing (877) 507-3275 (U.S. callers) or +1 (412) 317-5238 (non-U.S. callers). All callers will need to reference “Oaktree Specialty Lending” once connected with the operator. Alternatively, a live webcast of the conference call can be accessed through the Investors section of Oaktree Specialty Lending’s website, www.oaktreespecialtylending.com. During the conference call, the Company intends to refer to an investor presentation that will be available on the Investors section of its website.

For those individuals unable to listen to the live broadcast of the conference call, a replay will be available on Oaktree Specialty Lending’s website, or by dialing (877) 344-7529 (U.S. callers) or +1 (412) 317-0088 (non-U.S. callers), access code 1958224, beginning approximately one hour after the broadcast.

About Oaktree Specialty Lending Corporation

Oaktree Specialty Lending Corporation (NASDAQ:OCSL) is a specialty finance company dedicated to providing customized one-stop credit solutions to companies with limited access to public or syndicated capital markets. The Company's investment objective is to generate current income and capital appreciation by providing companies with flexible and innovative financing solutions including first and second lien loans, unsecured and mezzanine loans, and preferred equity. The Company is regulated as a business development company under the Investment Company Act of 1940, as amended, and is externally managed by Oaktree Fund Advisors, LLC, an affiliate of Oaktree Capital Management, L.P. For additional information, please visit Oaktree Specialty Lending's website at www.oaktreespecialtylending.com.

Forward-Looking Statements

Some of the statements in this press release constitute forward-looking statements because they relate to future events, future performance or financial condition. The forward-looking statements may include statements as to: future operating results of the Company and distribution projections; business prospects of the Company and the prospects of its portfolio companies; and the impact of the investments that the Company expects to make. 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 press release involve risks and uncertainties. Certain factors could cause actual results and conditions to differ materially from those projected, including the uncertainties associated with (i) changes in the economy, financial markets and political environment, including the impacts of inflation and rising interest rates; (ii) risks associated with possible disruption in the operations of the Company or the economy generally due to terrorism, war or other geopolitical conflict (including the current conflict between Russia and Ukraine), natural disasters or pandemics; (iii) future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities); (iv) conditions in the Company’s operating areas, particularly with respect to business development companies or regulated investment companies; and (v) other considerations that may be disclosed from time to time in the Company’s publicly disseminated documents and filings. The Company has based the forward-looking statements included in this press release on information available to it on the date of this press release, and the Company assumes no obligation to update any such forward-looking statements. The Company undertakes 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 it may make directly to you or through reports that the Company in the future may file with the Securities and Exchange Commission, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Contacts

Investor Relations:
Oaktree Specialty Lending Corporation
Michael Mosticchio
(212) 284-1900
ocsl-ir@oaktreecapital.com

Media Relations:
Financial Profiles, Inc.
Moira Conlon
(310) 478-2700
mediainquiries@oaktreecapital.com


Oaktree Specialty Lending Corporation

Consolidated Statements of Assets and Liabilities

(in thousands, except per share amounts)

 

 

June 30, 2023

 

March 31, 2023

 

September 30,

 

(unaudited)

 

(unaudited)

 

2022

ASSETS

 

 

 

 

 

Investments at fair value:

 

 

 

 

 

Control investments (cost June 30, 2023: $285,236; cost March 31, 2023: $283,629; cost September 30, 2022: $260,305)

$

238,196

 

 

$

235,855

 

 

$

214,165

 

Affiliate investments (cost June 30, 2023: $25,370; cost March 31, 2023: $25,924; cost September 30, 2022: $27,353)

 

23,911

 

 

 

24,316

 

 

 

26,196

 

Non-control/Non-affiliate investments (cost June 30, 2023: $2,985,679; cost March 31, 2023: $3,010,825; cost September 30, 2022: $2,330,096)

 

2,873,512

 

 

 

2,904,689

 

 

 

2,253,750

 

Total investments at fair value (cost June 30, 2023: $3,296,285; cost March 31, 2023: $3,320,378; cost September 30, 2022: $2,617,754)

 

3,135,619

 

 

 

3,164,860

 

 

 

2,494,111

 

Cash and cash equivalents

 

59,704

 

 

 

43,750

 

 

 

23,528

 

Restricted cash

 

12,956

 

 

 

9,263

 

 

 

2,836

 

Interest, dividends and fees receivable

 

29,457

 

 

 

28,508

 

 

 

35,598

 

Due from portfolio companies

 

2,080

 

 

 

2,022

 

 

 

22,495

 

Receivables from unsettled transactions

 

39,261

 

 

 

14,439

 

 

 

4,692

 

Due from broker

 

39,990

 

 

 

45,690

 

 

 

45,530

 

Deferred financing costs

 

13,284

 

 

 

7,045

 

 

 

7,350

 

Deferred offering costs

 

186

 

 

 

186

 

 

 

32

 

Deferred tax asset, net

 

2,695

 

 

 

1,770

 

 

 

1,687

 

Derivative assets at fair value

 

49

 

 

 

 

 

 

6,789

 

Other assets

 

693

 

 

 

974

 

 

 

1,665

 

Total assets

$

3,335,974

 

 

$

3,318,507

 

 

$

2,646,313

 

 

 

 

 

 

 

LIABILITIES AND NET ASSETS

 

 

 

 

 

Liabilities:

 

 

 

 

 

Accounts payable, accrued expenses and other liabilities

$

3,412

 

 

$

3,424

 

 

$

3,701

 

Base management fee and incentive fee payable

 

20,072

 

 

 

19,390

 

 

 

15,940

 

Due to affiliate

 

7,724

 

 

 

4,012

 

 

 

3,180

 

Interest payable

 

12,907

 

 

 

14,851

 

 

 

7,936

 

Payables from unsettled transactions

 

2,785

 

 

 

 

 

 

26,981

 

Derivative liability at fair value

 

39,567

 

 

 

37,840

 

 

 

41,969

 

Credit facilities payable

 

1,135,000

 

 

 

1,115,000

 

 

 

700,000

 

Unsecured notes payable (net of $3,909, $4,279 and $5,020 of unamortized financing costs as of June 30, 2023, March 31, 2023 and September 30, 2022, respectively)

 

605,066

 

 

 

608,840

 

 

 

601,043

 

Total liabilities

 

1,826,533

 

 

 

1,803,357

 

 

 

1,400,750

 

Commitments and contingencies

 

 

 

 

 

Net assets:

 

 

 

 

 

Common stock, $0.01 par value per share, 250,000 shares authorized; 77,080, 77,080 and 61,125 shares issued and outstanding as of June 30, 2023, March 31, 2023 and September 30, 2022, respectively

 

771

 

 

 

771

 

 

 

611

 

Additional paid-in-capital

 

2,163,528

 

 

 

2,163,528

 

 

 

1,827,721

 

Accumulated overdistributed earnings

 

(654,858

)

 

 

(649,149

)

 

 

(582,769

)

Total net assets (equivalent to $19.58, $19.66 and $20.38 per common share as of June 30, 2023, March 31, 2023 and September 30, 2022, respectively)

 

1,509,441

 

 

 

1,515,150

 

 

 

1,245,563

 

Total liabilities and net assets

$

3,335,974

 

 

$

3,318,507

 

 

$

2,646,313

 


Oaktree Specialty Lending Corporation

Consolidated Statements of Operations

(in thousands, except per share amounts)

 

 

Three months ended June 30, 2023 (unaudited)

 

Three months ended March 31, 2023 (unaudited)

 

Three months ended June 30, 2022 (unaudited)

 

Nine months ended June 30, 2023 (unaudited)

 

Nine months ended June 30, 2022 (unaudited)

Interest income:

 

 

 

 

 

 

 

 

 

Control investments

$

5,568

 

 

$

5,191

 

 

$

3,400

 

 

$

15,326

 

 

$

10,214

 

Affiliate investments

 

681

 

 

 

648

 

 

 

470

 

 

 

1,970

 

 

 

1,170

 

Non-control/Non-affiliate investments

 

88,069

 

 

 

82,149

 

 

 

50,707

 

 

 

234,516

 

 

 

155,656

 

Interest on cash and cash equivalents

 

992

 

 

 

757

 

 

 

151

 

 

 

2,221

 

 

 

157

 

Total interest income

 

95,310

 

 

 

88,745

 

 

 

54,728

 

 

 

254,033

 

 

 

167,197

 

PIK interest income:

 

 

 

 

 

 

 

 

 

Non-control/Non-affiliate investments

 

3,967

 

 

 

4,123

 

 

 

5,178

 

 

 

14,220

 

 

 

14,515

 

Total PIK interest income

 

3,967

 

 

 

4,123

 

 

 

5,178

 

 

 

14,220

 

 

 

14,515

 

Fee income:

 

 

 

 

 

 

 

 

 

Control investments

 

13

 

 

 

12

 

 

 

12

 

 

 

38

 

 

 

38

 

Affiliate investments

 

5

 

 

 

5

 

 

 

5

 

 

 

15

 

 

 

15

 

Non-control/Non-affiliate investments

 

1,555

 

 

 

2,363

 

 

 

2,258

 

 

 

5,921

 

 

 

5,039

 

Total fee income

 

1,573

 

 

 

2,380

 

 

 

2,275

 

 

 

5,974

 

 

 

5,092

 

Dividend income:

 

 

 

 

 

 

 

 

 

Control investments

 

1,050

 

 

 

1,050

 

 

 

875

 

 

 

3,150

 

 

 

5,491

 

Non-control/Non-affiliate investments

 

 

 

 

4

 

 

 

81

 

 

 

4

 

 

 

81

 

Total dividend income

 

1,050

 

 

 

1,054

 

 

 

956

 

 

 

3,154

 

 

 

5,572

 

Total investment income

 

101,900

 

 

 

96,302

 

 

 

63,137

 

 

 

277,381

 

 

 

192,376

 

Expenses:

 

 

 

 

 

 

 

 

 

Base management fee

 

11,983

 

 

 

11,483

 

 

 

9,819

 

 

 

33,383

 

 

 

29,853

 

Part I incentive fee

 

9,590

 

 

 

9,007

 

 

 

6,497

 

 

 

26,300

 

 

 

19,658

 

Part II incentive fee

 

 

 

 

 

 

 

(6,796

)

 

 

 

 

 

(8,791

)

Professional fees

 

1,387

 

 

 

2,075

 

 

 

885

 

 

 

4,962

 

 

 

3,029

 

Directors fees

 

160

 

 

 

160

 

 

 

160

 

 

 

480

 

 

 

443

 

Interest expense

 

30,793

 

 

 

27,804

 

 

 

11,870

 

 

 

79,316

 

 

 

31,178

 

Administrator expense

 

322

 

 

 

315

 

 

 

271

 

 

 

935

 

 

 

968

 

General and administrative expenses

 

752

 

 

 

1,255

 

 

 

811

 

 

 

2,753

 

 

 

2,217

 

Total expenses

 

54,987

 

 

 

52,099

 

 

 

23,517

 

 

 

148,129

 

 

 

78,555

 

Fees waived

 

(1,500

)

 

 

(1,775

)

 

 

(750

)

 

 

(4,025

)

 

 

(2,250

)

Net expenses

 

53,487

 

 

 

50,324

 

 

 

22,767

 

 

 

144,104

 

 

 

76,305

 

Net investment income before taxes

 

48,413

 

 

 

45,978

 

 

 

40,370

 

 

 

133,277

 

 

 

116,071

 

(Provision) benefit for taxes on net investment income

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,308

)

Excise tax

 

 

 

 

 

 

 

 

 

 

(78

)

 

 

 

Net investment income

 

48,413

 

 

 

45,978

 

 

 

40,370

 

 

 

133,199

 

 

 

112,763

 

Unrealized appreciation (depreciation):

 

 

 

 

 

 

 

 

 

Control investments

 

734

 

 

 

1,675

 

 

 

(16,991

)

 

 

(900

)

 

 

(26,552

)

Affiliate investments

 

149

 

 

 

(454

)

 

 

(328

)

 

 

(302

)

 

 

(716

)

Non-control/Non-affiliate investments

 

(6,497

)

 

 

(21,124

)

 

 

(67,806

)

 

 

(36,296

)

 

 

(90,333

)

Foreign currency forward contracts

 

4,575

 

 

 

1,624

 

 

 

(1,630

)

 

 

(4,802

)

 

 

(778

)

Net unrealized appreciation (depreciation)

 

(1,039

)

 

 

(18,279

)

 

 

(86,755

)

 

 

(42,300

)

 

 

(118,379

)

Realized gains (losses):

 

 

 

 

 

 

 

 

 

Control investments

 

 

 

 

 

 

 

 

 

 

 

 

 

1,868

 

Non-control/Non-affiliate investments

 

(4,294

)

 

 

(2,459

)

 

 

416

 

 

 

(14,404

)

 

 

5,888

 

Foreign currency forward contracts

 

(6,309

)

 

 

(3,652

)

 

 

8,796

 

 

 

(5,513

)

 

 

12,179

 

Net realized gains (losses)

 

(10,603

)

 

 

(6,111

)

 

 

9,212

 

 

 

(19,917

)

 

 

19,935

 

(Provision) benefit for taxes on realized and unrealized gains (losses)

 

(86

)

 

 

(66

)

 

 

(661

)

 

 

397

 

 

 

1,696

 

Net realized and unrealized gains (losses), net of taxes

 

(11,728

)

 

 

(24,456

)

 

 

(78,204

)

 

 

(61,820

)

 

 

(96,748

)

Net increase (decrease) in net assets resulting from operations

$

36,685

 

 

$

21,522

 

 

$

(37,834

)

 

$

71,379

 

 

$

16,015

 

Net investment income per common share — basic and diluted

$

0.63

 

 

$

0.63

 

 

$

0.66

 

 

$

1.89

 

 

$

1.86

 

Earnings (loss) per common share — basic and diluted

$

0.48

 

 

$

0.29

 

 

$

(0.62

)

 

$

1.01

 

 

$

0.26

 

Weighted average common shares outstanding — basic and diluted

 

77,080

 

 

 

73,203

 

 

 

61,123

 

 

 

70,431

 

 

 

60,593