STOCK TITAN

Oaktree Specialty Lending plans $300M 7% 2031 notes

Oaktree Specialty Lending Corporation agreed to issue $300 million of 7.000% notes due 2031, generating expected net proceeds of about $296.5 million.

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Oaktree Specialty Lending Corporation (OCSL) entered into an underwriting agreement on September 9, 2026 in connection with the issuance and sale of $300.0 million aggregate principal amount of 7.000% Notes due 2031. The closing of the offering is expected to occur on September 16, 2026, subject to customary closing conditions. Net proceeds to the company are expected to be $296.5 million after an underwriting discount of $2.6 million and estimated offering expenses of approximately $0.8 million, with the notes offered under its effective shelf registration statement on Form N-2.

Positive

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Negative

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Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Aggregate principal amount of Notes $300.0 million 7.000% Notes due 2031 to be issued by Oaktree Specialty Lending Corporation
Coupon rate on Notes 7.000% Interest rate on Notes due 2031
Net proceeds $296.5 million Expected net proceeds to Oaktree Specialty Lending Corporation from the notes offering
Underwriting discount $2.6 million Underwriting discount payable by the company on the notes offering
Estimated offering expenses $0.8 million Estimated expenses of the offering payable by the company
Expected closing date September 16, 2026 Anticipated closing of the 7.000% Notes due 2031 offering
Underwriting agreement date September 9, 2026 Date Oaktree Specialty Lending Corporation entered into the underwriting agreement
Underwriting Agreement financial
"entered into an underwriting agreement by and among the Company"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
aggregate principal amount financial
"issuance and sale of $300.0 million aggregate principal amount of the Company’s 7.000% Notes"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
shelf registration statement regulatory
"being made pursuant to the Company’s effective shelf registration statement on Form N-2"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
prospectus supplement regulatory
"as supplemented by a preliminary prospectus supplement, dated September 9, 2026, and a final prospectus supplement"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
net proceeds financial
"The net proceeds to the Company will be $296.5 million"
The amount of money a company actually keeps from a sale or fundraising after paying all direct costs and fees, similar to take-home pay after taxes and deductions. Investors care because net proceeds determine how much cash is available for things that affect value—paying debt, funding projects, buying assets, or returning money to shareholders—so it influences future growth potential and financial health.
Offering Type shelf

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did OCSL announce regarding new debt securities in this 8-K?

Oaktree Specialty Lending Corporation announced an underwriting agreement for the issuance and sale of $300.0 million aggregate principal amount of 7.000% Notes due 2031, with the closing of the offering expected on September 16, 2026, subject to customary closing conditions.

What net proceeds will OCSL (OCSL) receive from the 7.000% Notes due 2031 offering?

The company expects to receive $296.5 million in net proceeds from the offering, after deducting an $2.6 million underwriting discount and approximately $0.8 million of estimated offering expenses, all payable by Oaktree Specialty Lending Corporation.

What are the key terms of OCSL’s new notes described in the filing?

The new securities are 7.000% Notes due 2031 with an aggregate principal amount of $300.0 million. They are being issued pursuant to Oaktree Specialty Lending Corporation’s effective shelf registration statement on Form N-2 and related preliminary and final prospectus supplements dated September 9, 2026.

When is the closing of OCSL’s 7.000% Notes due 2031 offering expected?

The closing of the offering of Oaktree Specialty Lending Corporation’s 7.000% Notes due 2031 is expected to occur on September 16, 2026, subject to customary closing conditions described in the underwriting agreement.

Which underwriters are involved in OCSL’s $300 million notes offering?

The underwriting agreement involves J.P. Morgan Securities LLC, BNP Paribas Securities Corp., ING Financial Markets LLC, RBC Capital Markets, LLC, and SMBC Nikko Securities America, Inc. as representatives of the several underwriters, alongside Oaktree Fund Advisors, LLC and Oaktree Fund Administration, LLC.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
Oaktree Specialty Lending Corp false 0001414932 0001414932 2026-09-09 2026-09-09
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 11, 2026 (September 9, 2026)

 

 

Oaktree Specialty Lending Corporation

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware   814-00755   26-1219283

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

333 South Grand Avenue, 28th Floor

Los Angeles, CA

  90071
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (213) 830-6300

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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   OCSL   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 Emerging growth company

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. ☐

 

 
 


Item 1.01.

Entry into a Material Definitive Agreement.

On September 9, 2026, Oaktree Specialty Lending Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) by and among the Company, Oaktree Fund Advisors, LLC, Oaktree Fund Administration, LLC, and J.P. Morgan Securities LLC, BNP Paribas Securities Corp., ING Financial Markets LLC, RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc., as representatives of the several underwriters, in connection with the issuance and sale of $300.0 million aggregate principal amount of the Company’s 7.000% Notes due 2031 (the “Offering”). The closing of the Offering is expected to occur on September 16, 2026, subject to customary closing conditions. The net proceeds to the Company will be $296.5 million, after deducting the underwriting discount of $2.6 million payable by the Company and estimated Offering expenses of approximately $0.8 million payable by the Company.

The offering is being made pursuant to the Company’s effective shelf registration statement on Form N-2 (Registration No. 333-292920) filed with the Securities and Exchange Commission, as supplemented by a preliminary prospectus supplement, dated September 9, 2026, and a final prospectus supplement dated September 9, 2026. 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 September 9, 2026 by and among Oaktree Specialty Lending Corporation, Oaktree Fund Advisors, LLC, Oaktree Fund Administration, LLC, J.P. Morgan Securities LLC, BNP Paribas Securities Corp., ING Financial Markets LLC, RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURE

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    OAKTREE SPECIALTY LENDING CORPORATION
Date: September 11, 2026     By:  

/s/ Christopher McKown

    Name:   Christopher McKown
    Title:   Chief Financial Officer and Treasurer

Filing Exhibits & Attachments

4 documents

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