8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): January 24, 2024

OAKTREE STRATEGIC CREDIT FUND

(Exact Name of Registrant as Specified in Charter)

Delaware	No. 814-01471	87-6827742
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

333 S. 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

(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 (see General Instructions A.2.):

☐ 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:
N/A	N/A	N/A

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 7.01. Regulation FD Disclosure.

January 2024 Distribution

On January 24, 2024, the Board of Trustees of Oaktree Strategic Credit Fund (the “Fund”) declared a regular distribution on the Fund’s outstanding common shares of beneficial interest (the “Shares”) in the amount per share set forth below:

	Gross Distribution		Shareholder Servicing and/or Distribution Fee		Net Distributions
Class I Common Shares	$	0.1900	$	0.0000	$	0.1900
Class D Common Shares	$	0.1900	$	0.0049	$	0.1851
Class S Common Shares	$	0.1900	$	0.0167	$	0.1733

The regular distribution is payable to shareholders of record as of January 31, 2024 and will be paid on or about February 27, 2024.

The distribution will be paid in cash and, in the case of shareholders participating in the Fund’s distribution reinvestment plan, reinvested in Shares.

As previously announced, the Fund intends to report its net asset value per share as of the last day of each month on its website, www.osc.brookfieldoaktree.com, within 20 business days of month end. At such time, the Fund may also make available on its website other financial information as of the applicable month-end. The information on the Fund’s website is not a part of, or incorporated by reference in, this Current Report on Form 8-K.

The information disclosed under this Item 7.01 is being “furnished” and shall not be deemed “filed” by the Fund for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01. Other Events.

Net Asset Value and Portfolio Update

The net asset value (“NAV”) per share of the issued and outstanding Shares of the Fund as of December 31, 2023, as determined on January 24, 2024 in accordance with the Fund’s valuation policy, is set forth below.

	NAV per share as of December 31, 2023
Class I Common Shares	$	23.62
Class D Common Shares	$	23.62
Class S Common Shares	$	23.62

As of December 31, 2023, the Fund’s aggregate NAV was $2.0 billion, the fair value of its investment portfolio was $2.9 billion and it had $920.0 million principal amount of debt outstanding. As of December 31, 2023, the Fund’s debt-to-equity leverage ratio was approximately 0.46 times. NAV per share increased from $23.51 per share as of November 30, 2023 to $23.62 per share as of December 31, 2023.

Status of Offering

The Fund is currently publicly offering on a continuous basis up to $5.0 billion in Shares (the “Offering”). Additionally, the Fund has sold unregistered Class I Shares in transactions exempt from the registration provisions of the Securities Act pursuant to Section 4(a)(2) and/or Regulation S thereunder as part of a private offering (the “Private Offering”). The following tables list the Shares issued and total consideration for the Private Offering and the Offering, in each case, as of the date of this filing. The Fund intends to continue selling Shares in the Offering and the Private Offering on a monthly basis.

1

	Common Shares Issued		Total Consideration
Private Offering:
Class I Common Shares		11,301,370	$	277.6 million
	Common Shares Issued		Total Consideration
Offering:
Class I Common Shares		50,339,438	$	1,183.0 million
Class D Common Shares		27,818	$	0.7 million
Class S Common Shares		29,305,935	$	689.5 million

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

OAKTREE STRATEGIC CREDIT FUND
(Registrant)
By:	/s/ Mary Gallegly
Name:	Mary Gallegly
Title:	General Counsel and Secretary

Date: January 25, 2024

XML

Cover Page	Jan. 24, 2024
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001872371
Document Type	8-K
Document Period End Date	Jan. 24, 2024
Entity Registrant Name	OAKTREE STRATEGIC CREDIT FUND
Entity Incorporation State Country Code	DE
Entity File Number	814-01471
Entity Tax Identification Number	87-6827742
Entity Address, Address Line One	333 S. Grand Avenue
Entity Address, Address Line Two	28th Floor
Entity Address, City or Town	Los Angeles
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90071
City Area Code	213
Local Phone Number	830-6300
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	true

XML

N-2 - $ / shares

Jan. 24, 2024

Dec. 31, 2023

Cover [Abstract]

Entity Central Index Key

0001872371

Amendment Flag

false

Securities Act File Number

814-01471

Document Type

8-K

Entity Registrant Name

OAKTREE STRATEGIC CREDIT FUND

Entity Address, Address Line One

333 S. Grand Avenue

Entity Address, Address Line Two

28th Floor

Entity Address, City or Town

Los Angeles

Entity Address, State or Province

CA

Entity Address, Postal Zip Code

90071

City Area Code

213

Local Phone Number

830-6300

Entity Emerging Growth Company

true

Entity Ex Transition Period

true

General Description of Registrant [Abstract]

Share Price [Table Text Block]

The net asset value (“NAV”) per share of the issued and outstanding Shares of the Fund as of December 31, 2023, as determined on January 24, 2024 in accordance with the Fund’s valuation policy, is set forth below.

	NAV per share as of December 31, 2023
Class I Common Shares	$	23.62
Class D Common Shares	$	23.62
Class S Common Shares	$	23.62

Class I [Member]

General Description of Registrant [Abstract]

NAV Per Share

$ 23.62

Class D [Member]

General Description of Registrant [Abstract]

NAV Per Share

23.62

Class S [Member]

General Description of Registrant [Abstract]

NAV Per Share

$ 23.62