0001140361-23-056252.txt : 20231204 0001140361-23-056252.hdr.sgml : 20231204 20231204210033 ACCESSION NUMBER: 0001140361-23-056252 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231130 FILED AS OF DATE: 20231204 DATE AS OF CHANGE: 20231204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Specialty Lending Corp CENTRAL INDEX KEY: 0001414932 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465002 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGLES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGLES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: Fifth Street Finance Corp. DATE OF NAME CHANGE: 20130926 FORMER NAME: FORMER CONFORMED NAME: Fifth Street Finance Corp DATE OF NAME CHANGE: 20071012 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree-TBMR Strategic Credit Fund F, LLC CENTRAL INDEX KEY: 0001702161 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465008 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree-Forrest Multi-Strategy,LLC CENTRAL INDEX KEY: 0001699745 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465010 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree-TCDRS Strategic Credit, LLC CENTRAL INDEX KEY: 0001702158 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465011 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree-TBMR Strategic Credit Fund G, LLC CENTRAL INDEX KEY: 0001702159 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465007 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: INPRS Strategic Credit Holdings, LLC CENTRAL INDEX KEY: 0001992721 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465005 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree-TBMR Strategic Credit Fund C, LLC CENTRAL INDEX KEY: 0001702162 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465009 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree-TSE 16 Strategic Credit, LLC CENTRAL INDEX KEY: 0001702163 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465006 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28 TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Gilead Investment Fund AIF (Delaware), L.P. CENTRAL INDEX KEY: 0001821085 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465003 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2138306300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Strategic Credit Fund CENTRAL INDEX KEY: 0001872371 FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465004 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: Oaktree Opportunistic Income Fund DATE OF NAME CHANGE: 20210713 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMPEL PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001445499 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 263058238 STATE OF INCORPORATION: DE FISCAL YEAR END: 0426 BUSINESS ADDRESS: STREET 1: 201 ELLIOTT AVE. W STREET 2: SUITE 260 CITY: SEATTLE STATE: WA ZIP: 98119 BUSINESS PHONE: 206-568-1466 MAIL ADDRESS: STREET 1: 201 ELLIOTT AVE. W STREET 2: SUITE 260 CITY: SEATTLE STATE: WA ZIP: 98119 FORMER COMPANY: FORMER CONFORMED NAME: IMPEL NEUROPHARMA INC DATE OF NAME CHANGE: 20080917 4 1 form4.xml X0508 4 2023-11-30 0001445499 IMPEL PHARMACEUTICALS INC IMPL 0001702158 Oaktree-TCDRS Strategic Credit, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001699745 Oaktree-Forrest Multi-Strategy,LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001702162 Oaktree-TBMR Strategic Credit Fund C, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001702161 Oaktree-TBMR Strategic Credit Fund F, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001702159 Oaktree-TBMR Strategic Credit Fund G, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001702163 Oaktree-TSE 16 Strategic Credit, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001992721 INPRS Strategic Credit Holdings, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001821085 Oaktree Gilead Investment Fund AIF (Delaware), L.P. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001414932 Oaktree Specialty Lending Corp 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001872371 Oaktree Strategic Credit Fund 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true false Warrants 0.01 2023-11-30 4 J 0 445294 A Common Stock 445294 3117057 I See Footnote In connection with the achievement of a strategic milestone, the Issuer drew $2.5 million loans (of which the Reporting Persons funded $1.875 million) and issued the reported securities to the Reporting Persons. The reported amount reflects (i) 4,880 Warrants issued to Oaktree-TCDRS Strategic Credit, LLC, (ii) 3,946 Warrants issued to Oaktree-Forrest Multi-Strategy, LLC, (iii) 2,374 Warrants issued to Oaktree-TBMR Strategic Credit Fund C, LLC, (iv) 3,718 Warrants issued to Oaktree-TBMR Strategic Credit Fund F, LLC, (v) 6,070 Warrants issued to Oaktree-TBMR Strategic Credit Fund G, LLC, (vi) 6,110 Warrants issued to Oaktree-TSE 16 Strategic Credit, LLC, (vii) 1,808 Warrants issued to INPRS Strategic Credit Holdings, LLC, (viii) 30,578 Warrants issued to Oaktree Gilead Investment Fund AIF (Delaware), L.P., (ix) 116,748 Warrants issued to Oaktree Specialty Lending Corporation, (x) 2,716 Warrants issued to Oaktree GCP Fund Delaware Holdings, L.P., (xi) 8,914 Warrants issued to Oaktree Diversified Income Fund Inc., (xii) 58,080 Warrants issued to Oaktree AZ Strategic Lending Fund, L.P., (continued from Footnote 2) (xiii) 84,914 Warrants issued to Oaktree LSL Fund Holdings EURRC S.a r.l., (xiv) 33,966 Warrants issued to Oaktree LSL Fund Delaware Holdings EURRC, L.P., (xv) 38,014 Warrants issued to Oaktree PRE Life Sciences Fund, L.P., and (xvi) 42,458 Warrants issued to Oaktree Strategic Credit Fund. The Warrants are exercisable at any time prior to the earlier to occur of: (a) the seventh anniversary of the date of issuance or (b) a change of control. Prior to the reported issuance, 1,335,881 Warrants were issued on September 5, 2023, 445,293 Warrants were issued on October 2, 2023, 445,295 Warrants were issued on October 6, 2023, 222,647 Warrants were issued on November 3, 2023, and 222,647 Warrants were issued on November 10, 2023. The reported amount reflects (i) 34,162 Warrants held directly by Oaktree-TCDRS Strategic Credit, LLC, (ii) 27,619 Warrants held directly by Oaktree-Forrest Multi-Strategy, LLC, (iii) 16,615 Warrants held directly by Oaktree-TBMR Strategic Credit Fund C, LLC, (iv) 26,027 Warrants held directly by Oaktree-TBMR Strategic Credit Fund F, LLC, (v) 42,487 Warrants held directly by Oaktree-TBMR Strategic Credit Fund G, LLC, (vi) 42,767 Warrants held directly by Oaktree-TSE 16 Strategic Credit, LLC, (vii) 12,655 Warrants held directly by INPRS Strategic Credit Holdings, LLC, (viii) 214,048 Warrants held directly by Oaktree Gilead Investment Fund AIF (Delaware), L.P., (ix) 817,232 Warrants held directly by Oaktree Specialty Lending Corporation, (x) 19,013 Warrants held directly by Oaktree GCP Fund Delaware Holdings, L.P., (xi) 62,402 Warrants held directly by Oaktree Diversified Income Fund Inc., (xii) 406,558 Warrants held directly by Oaktree AZ Strategic Lending Fund, L.P., (continued from Footnote 5) (xiii) 135,861 Warrants held directly by Oaktree Loan Acquisition Fund, L.P., (xiv) 458,532 Warrants held directly by Oaktree LSL Fund Holdings EURRC S.a r.l., (xv) 237,767 Warrants held directly by Oaktree LSL Fund Delaware Holdings EURRC, L.P., (xvi) 266,102 Warrants held directly by Oaktree PRE Life Sciences Fund, L.P. (each of the foregoing, an "Atlas Entity," and together, the "Atlas Entities"), and (xvii) 297,210 Warrants held directly by Oaktree Strategic Credit Fund (together with the Atlas Entities, the "Oaktree Holders," and each an "Oaktree Holder"). Oaktree Capital Group, LLC, in its capacity as the indirect manager of Oaktree Strategic Credit Fund, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. Atlas OCM Holdings, LLC, in its capacity as the indirect manager of the Atlas Entities, may be deemed to beneficially own the Warrants held directly by the Atlas Entities. Brookfield Corporation, in its capacity as the indirect owner of the class A units of Oaktree Capital Group, LLC, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield Corporation, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. Brookfield Asset Management ULC, in its capacity as the indirect owner of Class A units of Atlas OCM Holdings, LLC, may be deemed to beneficially own the Warrants held directly by the Atlas Entities. Neither the filing of this Form 4 nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons that it is the beneficial owner of any of the Warrants referred to herein for the purposes of Section 16 of the Securities and Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed by each Reporting Person, other than each Oaktree Holder with respect to securities reported as directly held by such Oaktree Holder. Form 1 of 3. Oaktree-TCDRS Strategic Credit, LLC, By: Oaktree Capital Management, L.P., Its: Manager /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree-Forrest Multi-Strategy, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree-TBMR Strategic Credit Fund C, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree-TBMR Strategic Credit Fund F, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree-TBMR Strategic Credit Fund G, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree-TSE 16 Strategic Credit, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-12-04 INPRS Strategic Credit Holdings, LLC, By: Oaktree Capital Management, L.P., Its: Manager /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree Gilead Investment Fund AIF (Delaware), L.P., By: Oaktree Fund AIF Series, L.P. - Series T, Its: GP, By: Oaktree Fund GP AIF, LLC, Its: Managing Member, By: Oaktree Fund GP III, L.P., Its: Managing Member, /s/ Henry Orren, Authorized Signatory 2023-12-04 Oaktree Specialty Lending Corporation, By: Oaktree Fund Advisors, LLC, Its: Investment Adviser, /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree Strategic Credit Fund, By: Oaktree Fund Advisors, LLC, Its: Investment Adviser, /s/ Henry Orren, Senior Vice President 2023-12-04