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Oaktree Strategic Credit Fund – ‘N-2’ on 12/20/21 – ‘EX-99.(P)’

On:  Monday, 12/20/21, at 5:01pm ET   ·   Accession #:  1193125-21-362514   ·   File #:  333-261775

Previous ‘N-2’:  None   ·   Next & Latest:  ‘N-2/A’ on 1/20/22   ·   8 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

12/20/21  Oaktree Strategic Credit Fund     N-2                   20:3.8M                                   Donnelley … Solutions/FA

Registration Statement by a Closed-End Investment Company   —   Form N-2   —   ICA’40

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: N-2         Registration Statement by a Closed-End Investment   HTML   1.28M 
                Company                                                          
 2: EX-99.(A)(1)  Ex-(A)(1)                                         HTML     29K 
 3: EX-99.(A)(2)  Ex-(A)(2)                                         HTML    154K 
 4: EX-99.(B)   Ex-(B)                                              HTML     76K 
 5: EX-99.(E)   Ex-(E)                                              HTML     16K 
 6: EX-99.(G)   Ex-(G)                                              HTML     79K 
 7: EX-99.(H)(1)  Ex-(H)(1)                                         HTML     74K 
 8: EX-99.(H)(2)  Ex-(H)(2)                                         HTML    102K 
 9: EX-99.(H)(3)  Ex-(H)(3)                                         HTML     23K 
10: EX-99.(J)   Ex-(J)                                              HTML    107K 
11: EX-99.(K)(1)  Ex-(K)(1)                                         HTML     49K 
12: EX-99.(K)(2)  Ex-(K)(2)                                         HTML     52K 
13: EX-99.(K)(3)  Ex-(K)(3)                                         HTML    298K 
14: EX-99.(K)(4)  Ex-(K)(4)                                         HTML     18K 
15: EX-99.(K)(5)  Ex-(K)(5)                                         HTML     22K 
16: EX-99.(L)   Ex-(L)                                              HTML     16K 
17: EX-99.(N)   Ex-(N)                                              HTML      7K 
18: EX-99.(P)   Ex-(P)                                              HTML     12K 
19: EX-99.(R)(1)  Ex-(R)(1)                                         HTML     46K 
20: EX-99.(R)(2)  Ex-(R)(2)                                         HTML     45K 


‘EX-99.(P)’   —   Ex-(P)


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-(p)  

Exhibit (p)

SUBSCRIPTION AGREEMENT

Subscription Agreement, dated as of December 10, 2021, between Oaktree Strategic Credit Fund, a Delaware statutory trust (the “Fund”) and Oaktree Fund GP I, L.P. (the “Purchaser”).

WHEREAS, the Fund has been formed for the purpose of carrying on business as an investment company that expects to elect to be regulated as a business development company under the Investment Company Act of 1940, as amended (the “1940 Act”); and

WHEREAS, the Fund proposes to issue and sell three classes of common shares of beneficial interest, Class S, Class D and Class I, to the public pursuant to a Registration Statement on Form N-2 to be filed with the United States Securities and Exchange Commission.

NOW, THEREFORE, the Fund and the Purchaser agree as follows:

 

  1.

The Fund offers to sell to the Purchaser, and the Purchaser agrees to purchase from the Fund, 1,000,000 Class I common shares, at a net asset value price of $25.00 per share (the “Shares”) as of the date hereof.

 

  2.

The Purchaser acknowledges and agrees that the Purchaser is purchasing the Shares in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the Purchaser’s representations regarding its status as an accredited investor. The Purchaser acknowledges that it may be required to hold the Shares for an extended period of time.

 

  3.

The Purchaser represents and warrants to the Fund that it is acquiring the Shares for investment purposes only and that the Shares will be sold only by the Purchaser pursuant to a registration statement under the Securities Act or an applicable exemption from the registration requirements contained therein.

 

  4.

The Purchaser elects not to participate in the Fund’s Distribution Reinvestment Plan (if and when available) and has completed or will complete upon request by the Fund the Wiring Instructions for Cash Distributions form attached as Exhibit A hereto. The Purchaser acknowledges there can be no assurance of distributions or that the Fund will commence operations.

[Remainder of Page Intentionally Left Bank]


IN WITNESS WHEREOF, the Fund and the Purchaser have caused their duly authorized officers to execute this Subscription Agreement as of the date first above written.

 

OAKTREE STRATEGIC CREDIT FUND
By:   /s/ Mary Gallegly
  Name: Mary Gallegly
  Title: Trustee, General Counsel and Secretary
OAKTREE FUND GP I, L.P.
By:   /s/ Kendall Bass
  Name: Kendall Bass
  Title: Vice President
By:   /s/ Maria Attaar
  Name: Maria Attaar
  Title: Vice President

[Signature page to Seed Capital Subscription Agreement]


EXHIBIT A

Wiring Instructions for Cash Distributions


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘N-2’ Filing    Date    Other Filings
Filed on:12/20/21DRS,  DRS/A,  N-6F
12/10/21
 List all Filings 


8 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/12/24  Oaktree Strategic Credit Fund     486APOS               11:11M                                    Donnelley … Solutions/FA
 1/31/24  Oaktree Strategic Credit Fund     486BPOS     1/31/24   13:9.3M                                   Donnelley … Solutions/FA
12/19/23  Oaktree Strategic Credit Fund     10-K        9/30/23   73:20M
 1/27/23  Oaktree Strategic Credit Fund     486BPOS     1/27/23    3:3.5M                                   Donnelley … Solutions/FA
 1/26/23  Oaktree Strategic Credit Fund     POS EX      1/26/23    3:3.5M                                   Donnelley … Solutions/FA
12/14/22  Oaktree Strategic Credit Fund     10-K        9/30/22   16:3.3M
 4/22/22  Oaktree Strategic Credit Fund     POS EX      4/22/22    5:423K                                   Donnelley … Solutions/FA
 1/20/22  Oaktree Strategic Credit Fund     N-2/A                  6:2.4M                                   Donnelley … Solutions/FA
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Filing Submission 0001193125-21-362514   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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