Welcome, and thank you for joining Oaktree Specialty Lending Corporation's third Fiscal Quarter 2021 Conference Call. Today's conference call is being recorded. Now I would like to introduce Michael Mosticchio of Investor Relations, who will host today's conference call. Mr. Mosticchio, you may begin.

Thank you, operator, and welcome to Oaktree Specialty Lending Corporation's Third Fiscal Quarter Conference Call. Our earnings release, which we issued this morning and the accompanying slide presentation, can be accessed on the Investors section of our website at oaktreespecialtylending.com. Our speakers today are Armen Panossian, Chief Executive Officer and Chief Investment Officer; Matt Pendo, President and Chief Operating Officer; and Mel Carlisle, Chief Financial Officer and Treasurer. We will be happy to take your questions following their prepared remarks. Before we begin, I want to remind you that comments on today's call include forward-looking statements, reflecting our current views with respect to, among other thing, the ability to realize the anticipated benefits of the merger and our future operating results and financial performance. Our actual results could differ materially from those implied or expressed in the forward-looking statements. Please refer to our SEC filings for a discussion of these factors in further detail. We undertake no duty to update or revise any forward-looking statements. I'd also like to remind you that nothing on this call constitutes an offer to sell or solicitation of an offer to purchase any interest in any Oaktree fund. Investors and others should note that Oaktree Specialty Lending uses the Investors section of its corporate website to announce material information. The company encourages investors, the media and others to review the information that it shares on its website. With that, I would now like to turn the call over to Matt.

Thank you, Mike, and welcome, everyone. We appreciate your interest in and support of OCSL, and we hope everyone listening is well. We continue to build momentum throughout the third quarter, generating strong origination activity and maintaining excellent credit quality. We again grew NAV, produced record earnings and increased our dividend. We reported NAV per share of $7.22, up 2% from the prior quarter. The increase reflected continued market spread tightening and price appreciation on certain liquid debt investments during the quarter as well as successful realizations of a few noncore equity positions. Importantly, our NAV continues to exceed its pre-COVID high and is up more than 9% from the end of calendar 2019. Adjusted net investment income per share was $0.19, up from $0.14 for the prior quarter, driven by higher adjusted investment income that included higher prepayment fees and OID acceleration. Based on our ongoing earnings growth and strengthening earnings profile, our Board increased our quarterly dividend by 12% to $0.145 per share. This marked the fifth consecutive quarterly increase and a 38% increase from a year earlier. The dividend is now up 53% from its pre-COVID run rate of $0.095. Looking at the portfolio in more detail, we made $178 million of new investment commitments. Of these, nearly 80% were our first lien loans and included $104 million in private transactions, $70 million in the new issue primary market and $5 million in secondary market purchases. Notably, robust origination activity continued into July, giving us a great start on the current quarter. Armen will discuss this more in a few moments. We received $171 million from paydown and exits in the quarter. This included our position in William Morris Endeavor, which generated $7 million of prepayment income that contributed to earnings. We also exited some low-yielding investments…

Thanks, Matt, and good morning, everyone. Markets further advanced in the June quarter, supported by a rebounding economy that pushed equity markets to all-time highs and led to further spread compression and declining default rates in the credit markets. As the economy heats up, we are watching inflation closely. The consumer price index rose by 5.4% in the 12 months through June, the fastest pace in over a decade, yet most investors don't appear overly concerned. The yield on the 10-year treasury declined by almost 30 basis points in the second quarter after jumping by roughly 80 basis points in the previous 3 months. Moving forward, we remain cautiously optimistic about the global economic recovery, given the success of vaccines and pent-up demand for a wide range of goods and services that should drive spending into next year. However, we also believe investor complacency, particularly with regard to the persistence of rising inflation poses a risk to credit markets. Yet markets seem to view inflation as transitory and do not appear to be pricing in much risk to the downside. In addition, while overall progress is encouraging, the delta variant of the coronavirus is slowing economic reopening in parts of Asia and Europe and it curb momentum in the United States. Its ultimate impact on global demand remains a major unknown, even though investors appear to believe that the recent spread of the Delta variant is only a minor risk. Against this backdrop, we remain cognizant of relative value and are investing where we can find the best risk-adjusted returns, drawing upon the full breadth of Oaktree's scale and resources to invest across multiple markets with a diversified group of issuers. In particular, we continue to focus on identifying opportunities in less traffic areas of the market by lending to…

Thank you, Armen. Good morning, everyone. Before getting into the discussion of the financials, I would just like to thank Armen and Matt for their kind words. I have been fortunate to have worked with such a great team here at OCSL ever since Oaktree took over the management of the company. While it is bitter suite to be leading OCSL and moving on within the Oaktree organization, it is an ideal opportunity at this stage in my life and career. I plan on staying through the end of November to help ensure a seamless transition. So you will be hearing from me again on our fourth quarter and year-end call. Before I turn to our financial results, I want to remind you that last quarter, we introduced several non-GAAP measures to supplement our GAAP financials to make the company's post-merger financial results easier to understand and more comparable to our results prior to the merger. These non-GAAP measures are intended to remove the impact of the income accretion as well as any net realized and unrealized gains or losses arising solely from the merger accounting adjustments. More information about these supplemental disclosures can be found in our earnings release and slide presentation. Now to our financial results, which were once again quite strong. After removing the merger-related accretion, total investment income was $60.4 million, up from $41.3 million in the prior quarter. The $19.1 million increase was mainly due to a full quarter of earnings from OCSI's investment portfolio and approximately $7 million in prepayment fees and OID acceleration related to the WME payoff. Net expenses for the third quarter totaled $29.1 million, up $5.3 million sequentially. The increase was driven by higher interest expense and base management fees, mainly due to an increase in borrowings outstanding and a…

Thank you, Mel. We continue to build momentum and position OCSL for stronger returns. I wanted to take a few moments to highlight some investment performance metrics that we believe demonstrates the value that Oaktree brings to OCSL and what differentiates us from our peers. First, our ability to grow NAV and dividends over the course of the pandemic and since taking over management has been exceptional. As I mentioned earlier, our NAV is up over 9% from its pre-pandemic high in December 2019. We also have increased our dividend for 5 consecutive quarters, and it has grown by 53% from its pre-pandemic run rate. Taken together, OCSL has generated an attractive 12% annualized return on equity since December 31, 2017. Our strong performance is due in part to our ability to invest and add value during market dislocations and challenging times. As you may recall, we were actively investing during the market volatility in the spring and summer of 2020, investing in a range of opportunities, expanding the public and private markets, including rescue financings to company's need of liquidity or a customized financing solution. Our loan to William Morris Endeavor, which was repaid this quarter, was one such example. Our willingness and ability to step in and respond during that volatile and uncertain period has really paid off. We generated a 27% IRR on $376 million of investments funded at cost from March 1, 2020, through September 30, 2020, based on realizations to date and using June 30 valuations on positions that we still hold. Over half of these COVID originations have been fully realized. Finally, since we took over management, we have generated a gross unlevered IRR of 13.4% on $2.8 billion invested in Oaktree-originated investments. We are proud of this accomplishment as it demonstrates the power…

Our first question comes from Finian O'Shea with Wells Fargo Securities.

Congrats on the quarter. I guess a question for Matt or Armen. I wanted to ask about one of the larger loans you did this quarter with Pluralsight and tied into some of your introductory or more recent comments, Matt, on your willingness to lean into the market, be opportunistic for shareholders as you certainly have done in the past in contrast to generally not jumping into these large well-marketed or traffic sponsor deals, large-cap typical direct lending down the fairway deals, something you've obviously been very selective. And if you follow, where does this sort of fit into the compelling proposition for shareholders. Was this just one of those very high-quality deals that the sponsor wanted to go private and called you up and it was just a very good opportunity? Or was this more of a deal where you really pursued, helped create the deal, pursue the transaction as you would more typically with, say, something nonsponsor or lower middle market sponsor? Apologies that was a bit long-winded, if you follow.

It's Armen. I do follow up. I appreciate the question. So I would say the Pluralsight deal, in particular, is sort of in between. We have a very close relationship with Vista as well as a handful of other sponsors that we do a lot of repeat business with. We feel that Vista and others like them have pretty deep subject matter expertise in particular industry verticals. And in the case of Pluralsight, we felt that, that was coming through. It is not a deal that we reversed into Vista and said, "Hey, you really ought to go buy Pluralsight. It's this public company, you should take a look." It was a deal more that Vista was in pursuit of it, called us up as a close relationship and asked us early whether we would be interested in participating. And so we were kind of around the hoop for a pretty long time. And if you follow some of the historical bidding that was known in the public market over the last several months, we were sort of at Vista's hip knowing what was happening every step of the way. It is not, however, a center of the fairway sponsor deal. This is a recurring revenue software deal. I know more people are doing that, but this is a LIBOR plus 800 with a 1% floor first lien. And I compare that with a more center of the Fairway-sponsored deal at LIBOR plus 475 to 600, depending on whether it's fortune first lien or unitranche. As a meaningfully wide of what sponsor deals are typically pricing at. And the universe of investors that are comfortable with recurring revenue software deals is meaningfully lower than just more traditional debt to EBITDA or cash flow-oriented lenders. So it's not a nonsponsor situation…

It's very helpful. And I guess, as sort of a follow on there. I think Matt also mentioned a pretty healthy pipeline and activity in July. There are at least a good handful of similar such deals going on out there right now to our observation. Are you in a lot more of these? Or is your post quarter back to sort of a more typical Oaktree life science so forth?

Are you talking specifically for July or kind of looking forward?

I guess just -- yes, more broadly pipeline right now?

Yes. Look, I mean our recurring revenue software deals is -- it's under 10% of our portfolio. We're not looking to meaningfully add to it, but we'll take a look at the deals that are appropriately structured from a covenant standpoint, appropriately structured from a capital structure standpoint. I wouldn't expect for us to be chasing a whole bunch of these deals going forward. But we also don't have this macro overlay saying that we will no longer be doing these deals or that we are topped out either. We're a bottoms-up credit investment shop, and there will be deals that come through that might be recurring revenue, might be life sciences otherwise. So we'll take a look at all of it. With respect to July and the pipeline, for us, there really isn't too much of this software type of deal flow. There are a couple of names, but not -- it's not the driving force of our origination in July or in our pipeline going forward. We do and did have some life sciences deals in Jay. We have a few that we're looking at in the pipeline, but I wouldn't say they're high probability right now, at least in the life sciences space. But it's pretty well diversified and across a variety of different industries, a good amount of nonsponsor, some sponsor deals as well, but not the traditional LIBOR plus 475 or 500 first lien deals. It just tends to be the sponsor deals that are a little bit wider for whatever reason and a sponsor that's a close relationship of the firm. I would say that's the characteristic of the sponsor deals that we do. But we're finding after a fairly quiet second calendar quarter that a lot of the deal flow that we have been working on in the first half of the year really heated up in July, and the pipeline is pretty robust as we sit here looking forward. It's hard to determine given so much of our deal flow is nonsponsor. It's hard to determine how much of that closes in August or September or never. But we certainly have a pipeline in the first few weeks of August that I would expect will close and will be another -- we'll round out to a pretty solid third calendar quarter or fourth fiscal quarter of pretty solid origination.

Great. Congrats on the quarter, and to Mel as well.

Thank you.

Thank you.

Our next question comes from Devin Ryan with JMP Securities.

First question, if we just look back over the past year, I believe median debt portfolio company EBITDA has come down from the $150 million to $160 million range to now just north of $100 million over the past couple of quarters. And more recently, I would think that's at least partially a result of the OCSI merger, but probably not entirely. So I'm just curious if you can give a little more color on what's driving that change in scale borrowers or anything else related to that?

Sure, Devin. This is Armen. The answer is that as we, over the last 12 months, have found a lot of interesting opportunities in true privates, we have rotated out of publicly traded positions like broadly syndicated loans, for example, that are to bigger borrowers but lower yields. And we've cycled out of those lower-yielding situations into true privates that are higher yielding, but the businesses are a little bit smaller in the true private area. So that's what's driven the average lower. It's really a rotation out of predominantly broadly syndicated loans and into higher-yielding situations. That's partially why the average yield of the portfolio has kind of kept higher.

Yes. Okay. Great color. And then just as a follow-up here. So clearly, you've been able to grow investment income nicely, while also maintaining relatively low leverage. Just in the current environment, do you expect to stay at the lower end of your target range of net leverage, I think 0.85x to 1x to get the , just under that 0.79x right now. So I guess do you have an appetite to grow leverage over the next few quarters? Or how should we think about where you want to be in that range given the current opportunity set and the risk reward as well?

Yes, I mean, we feel comfortable with to be operating within that range. I know that we're currently just below the low end of the range. We -- your intuition is right, though, that given the market conditions, especially in sponsor-oriented lending being as tight and as competitive as they are, that Oaktree is probably not going to be a hot and heavy sponsor of lender and driving -- with originating those types of loans and driving leverage higher. With that said though, our nonsponsor pipeline is pretty strong, and I would expect that our leverage will tick modestly higher. I don't think that we will be blowing through the high end of the range, but I would expect that our leverage levels will be stable to modestly higher from here, and we'll be operating within the range, but probably on the lower end for at least the next few months. It's hard to predict what deal flow looks like going forward or market conditions present. But with the visibility we do have, our expectation would be a modest increase in leverage.

The next question comes from Kyle Joseph with Jefferies.

Congrats on a very good quarter. Armen, just want to pick your brain on the competitive environment. Obviously, the pipeline remains strong. But just walk us through in terms of how the competitive environment trended over the last year. And really, I guess the sense is that being balanced by demand for credit in your markets?

Thanks, Kyle. I mean it's a loaded question. So if we walk through pre-pandemic through the pandemic and then today, I think the competitive dynamic would show as being back to the tights or even inside of the pre-pandemic tights of the market. A lot of that is driven by AUM growth within the direct lending landscape. There have been pretty creative vehicles. launched by investment managers that have had meaningful growth over the last 12 months. And we've seen that impact the market, especially the more traditional first lien 4x to 5x leverage part of the sponsor lending market. And to put some numbers around it, I would say that pre-pandemic a traditional first lien, something like 4 to 4.5 turns of leverage would have priced around LIBOR plus 500, maybe as low as LIBOR plus 475 to as high as 525 or 550 for more risky situations. But LIBOR plus 500, 525 was sort of a good indication pre-pandemic. Obviously, that blew out after March of 2020. There really wasn't much activity in the second calendar quarter. But then in the third and fourth calendar quarter, the market came back strong. And with the growth of AUM in direct lending investment managers, we've seen yields and economic terms and legal terms deteriorating in that part of the market, especially. And at this point, first lien, 4 to 4.5 turns of leverage with a good sponsor LIBOR plus 475, we're seeing it all day long. We're rarely seeing anything that is 550 in that area. Similar story in unitranche. Unitranche was LIBOR plus 575 to 700 pre-pandemic. You're now seeing LIBOR plus 550 and even pressure to bring that even lower in unitranche. So LIBOR plus 550 to maybe 625 or 600 is where we're seeing unitranche. So I…

Yes. That's very helpful. And then one follow-up for me. Obviously, your credit is very strong. But if you could give us a sense for high-level portfolio trends in terms of what you're seeing in year-over-year rev and EBITDA growth? And how you kind of anticipate that trending throughout the year as we kind of lap some of the COVID comps and kind of implications for credit longer term?

Yes, that’s a good question, Kyle. So our largest industries are – and this is not predicted, but our largest industries through the pandemic were IT, software and life sciences. And those happen to be the industries that were most stable or improving through the pandemic. That helped us a lot with experiencing lower volatility in our existing portfolio and created the opportunity, along with lower leverage in our BDCs to be more opportunistic in – especially in the secondary market and really driving NAV growth over the last 12 months. So I would say that our portfolio actually performed remarkably well through the pandemic. We definitely had a handful of names, a small handful of names that were impacted very directly by the pandemic. I would think – I would say the most challenged business where these indoor trampoline parks, CircusTrix. And they went to being completely shut down. And at this point, they’re roughly 75%, 80% reopened now. So we’re – even in the pandemic-impacted names, we’ve seen significant improvement in performance. And in our non-pandemic-impacted names, performance has been really stable. Our life sciences companies are doing well. Our IT and software businesses are doing more than just well. And so we’re were knock on wood, pretty thankful of the performance of the businesses in our portfolio over the last 12 months. I would expect just given, generally speaking, in the market. So this doesn’t necessarily apply to our portfolio, but we obviously have a very large credit business, below investment-grade credit business at Oaktree in tradable credit, high-yield bonds, senior loans, et cetera. And so we see what – how companies are performing broadly. And I would say, generally speaking, companies are doing better than they were in 2020 by a pretty wide margin. As compared…

Our next question comes from Ryan Lynch with KBW.

First one just has to do with your guys' decision to swap out the interest rate on the new unsecured notes into a floating rate interest rate. Can you talk about what was driving that decision? Was it -- was an overall call on what you guys think short-term rates are going to do? Was it just an attractive swap rate? Or are you guys just trying to better match from the composition of your assets? And then as a second part of that question, can you -- or is there any desire to also swap out the rate on your of 2025 notes?

Ryan, it's Matt. Thanks for your question. So the main impetus in swapping was really just to match our assets and liabilities. Most of our assets, not all, but most, are floating rate and LIBOR-based. So the decision on swapping was really just to match assets and liabilities. It was also just happened to be a very attractive time both in the swap market and the interest rate market to swap it out. But that was obviously a benefit. But the main goal was just to match assets and liabilities. As it relates to the '25 notes, we did not swap those again, primarily just the asset liabilities, we have some fixed rate assets. So keeping some fixed rate liabilities, fixed rate assets made sense. Also, at the time, just the kind of the technical of the swap market, mean that swap just less attractive versus kind of the technical for the 2027 notes when we swapped them. And then just also to level, we're able to swap the notes to a floating rate is inside of our bank credit facility. So that was also just a very attractive feature that came with we looked at where interest rates were and forwards were in the swap market. So -- but net-net, it was really -- all this is driven by kind of asset liability matching.

Okay. So the 2025 notes will probably not be swapped in the future. Is that fair?

At this time, I would not anticipate them being swapped.

Okay. Nice. And then just a question on kind of the overall kind of market activity. Obviously, it's a very active market. There's a lot of activity going on, which could increase the level of repayments in your portfolio. With the selective market approach that you have, kind of investment in those less traffic areas, nonsponsored deals, I know you said you have a pretty decent pipeline, but I'm just wondering how do you guys think about growing the portfolio given those 2 dynamics as well as you have $142 million of lower-priced loans. And so that's another a conflicting factor that you guys would have a desire to get out of those loans, but that's going to come at the cost of portfolio growth. So how do you manage all of those factors, while trying to also maintain a leverage level within your targeted range?

This is Armen. It's a great question. So I would say the following: yes, we do receive repayments from time to time. And even in the quarter, we received some unexpected repayments in a couple of situations. For example, our William Morris loan that we did last year, we originated it at about a 5-point discount and were repaid at 1.11% in the quarter. So it happens from time to time, and we would expect to just given the nature of our highly structured loans that we would get some participation in excess of par when that does happen. So it's both an opportunity and a challenge to redeploy. However, I would say, by and large, our experience this year so far has been that as we have originated new loans, we haven't been saddled with a lot of unexpected repayments. We -- our repayment activity or our exits during the quarters this calendar year have really been at our option, where we have sold publicly traded securities that were at lower yields or had rallied that we had bought during pandemic and it rallied this year, and we were redeploying into higher or wider spread private loans. So it hasn't been a problem, I guess, is what I would say. Up until now, we haven't really seen a situation where we had these mass repayments that have hurt us on keeping our asset level high. That could change, and I wouldn't want to hazard a guess as to how or when or what volume it would change. But you should know that the way we're operating is, generally speaking, we are first looking to our lower-yielding portfolio as a source of cash to fund our private loan pipeline, and then we'd be looking to modestly increase leverage. And if we get repayments that we understand that, that's the name of the game, but given the nature of a lot of our deal flow being nonsponsor and with significant collection, either non-call protection or elevated call protection for multiple years. We have a little bit more of a moat around us. We're not completely immune from repayments, but we don't have kind of, generally speaking, unfettered ability to get repaid on our portfolio in a very rapid clip. So we're managing it as best as we can. It hasn't been an issue yet, but we can't really make predictions about the future.

Okay. And just a follow-up on that. Of the $142 million of kind of lower yielding loans do you have on your balance sheet and the $79 million of lower yielding loans in the JVs, are those mostly -- or all those syndicated loans for you guys can sort of exited at any time as long as you guys like the price levels? Or are those loans that you guys are mostly just waiting for a type of exit of those positions basically? I'm just wondering how much control do you have on the exit of those from a liquidity standpoint.

Yes. Generally, they're broadly syndicated loans that are tradable with pretty liquid market.

This concludes our question-and-answer session. I would like to turn the conference back over to Michael Mosticchio for any closing remarks.

Thanks, Vaishnavi, and thank you all for joining us on today’s earnings conference call. A replay of this call will be available for 30 days on OCSL’s website in the Investors section or by dialing (877)344-7529 for U.S. callers or 1 (412)317-0088 for non-U.S. callers with the replay access code 1015-81-74, beginning approximately 1 hour after this broadcast.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.