Filing Details

Accession Number:
0001144204-19-034121
Form Type:
13D Filing
Publication Date:
2019-07-09 16:05:45
Filed By:
Tannenbaum Leonard M
Company:
Oaktree Specialty Lending Corp (NASDAQ:OCSL)
Filing Date:
2019-07-09
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Leonard M. Tannenbaum 0 22,767,175 0 22,767,175 22,767,175 16.15%
Fifth Street Asset Management Inc 0 5,594,049 0 5,594,049 5,594,049 3.97%
Fifth Street Holdings 0 5,594,049 0 5,594,049 5,594,049 3.97%
Filing

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

(Rule 13d-101)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a)

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 13)*

 

Oaktree Specialty Lending Corporation

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

67401P 108

(CUSIP Number)

 

Leonard M. Tannenbaum

555 Washington Avenue, Suite 240

Miami Beach, FL 33139

(203) 930-2139

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

July 5, 2019

(Date of Event Which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

 

CUSIP No. 67401P 108 13D Page 2 of 8 Pages

  

1

Name of Reporting Persons

 

Leonard M. Tannenbaum

 

2

Check the Appropriate Box if a Member of a Group

(See Instructions)

(a)       ¨

(b)       þ

 

3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

PF, AF, OO

5

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

¨
6

Citizenship or Place of Organization

United States of America

Number of Shares Beneficially Owned by Each Reporting Person With 7

Sole Voting Power

 

8

Shared Voting Power

 

22,767,175 

9

Sole Dispositive Power

 

10

Shared Dispositive Power

 

22,767,175 

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

22,767,175

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares)

(See Instructions)

¨

 

 

13

Percent of Class Represented by Amount in Row (11)

 

16.15%

14

Type of Reporting Person (See Instructions)

 

IN

 

 

 

CUSIP No. 67401P 108 13D Page 3 of 8 Pages

 

1

Name of Reporting Persons

 

Fifth Street Asset Management Inc.

 

2

Check the Appropriate Box if a Member of a Group

(See Instructions)

(a)       ¨

(b)       þ

 

3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

WC, BK

5

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

¨
6

Citizenship or Place of Organization

Delaware

Number of Shares Beneficially Owned by Each Reporting Person With 7

Sole Voting Power

 

8

Shared Voting Power

 

5,594,049

9

Sole Dispositive Power

 

10

Shared Dispositive Power

 

5,594,049 

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

5,594,049

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares)

(See Instructions)

¨

 

 

13

Percent of Class Represented by Amount in Row (11)

 

3.97%

14

Type of Reporting Person (See Instructions)

 

CO

 

 

 

CUSIP No. 67401P 108 13D Page 4 of 8 Pages

 

1

Name of Reporting Persons

 

Fifth Street Holdings L.P.

 

2

Check the Appropriate Box if a Member of a Group

(See Instructions)

(a)       ¨

(b)       þ

 

3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

WC, BK

5

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

¨
6

Citizenship or Place of Organization

Delaware

Number of Shares Beneficially Owned by Each Reporting Person With 7

Sole Voting Power

 

8

Shared Voting Power

 

5,594,049

9

Sole Dispositive Power

 

10

Shared Dispositive Power

 

5,594,049

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

5,594,049

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares)

(See Instructions)

¨

 

 

13

Percent of Class Represented by Amount in Row (11)

 

3.97%

14

Type of Reporting Person (See Instructions)

 

PN

 

 

 

CUSIP No. 67401P 108 13D Page 5 of 8 Pages

 

Item 1.Security and Issuer

 

This Schedule 13D/A constitutes Amendment No. 11 to the Schedule 13D by Fifth Street Holdings L.P. on February 24, 2016, as amended on March 29, 2016, September 12, 2016, December 21, 2016, March 7, 2017, March 10, 2017, March 27, 2017, July 17, 2017, October 4, 2017, October 25, 2017 and April 12, 2019. This Schedule 13D/A also constitutes Amendment No. 13 to the Schedule 13D filed by each of Leonard M. Tannenbaum and Fifth Street Asset Management Inc. on December 31, 2015, as amended on January 29, 2016, February 24, 2016, March 29, 2016, September 12, 2016, December 21, 2016, March 7, 2017, March 10, 2017, March 27, 2017, July 17, 2017, October 4, 2017, October 25, 2017 and April 12, 2019. Except as amended herein, each such prior Schedule 13D, as previously amended, remains in effect. Capitalized terms used herein but not otherwise defined in this Amendment shall have the meaning ascribed to them in the reporting persons’ Schedules 13D as previously amended.

 

Item 2.Identity and Background

 

The second sentence of the second paragraph of Item 2 is amended and restated as follows:

 

The name, citizenship, present principal occupation or employment and business address of each director and executive officer of FSAM are set forth in Schedule A,  which replaces the corresponding schedule attached to that certain amendment to this Schedule 13D filed on April 12, 2019.

 

Item 5.Interest in Securities of the Issuer

 

Item 5 is amended and restated as follows:

 

(a)-(b)  The information set forth in rows 7 through 13 of the cover page to this Schedule 13D and Schedule A hereto is incorporated by reference. The percentage set forth in row 13 is based on 140,960,651 outstanding shares of the Issuer’s common stock (“Shares”) as of May 6, 2019, as reported in the Issuer’s Form 10-Q as filed on May 8, 2019. For purposes of Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Mr. Tannenbaum has shared voting and dispositive power with Oaktree over the following Shares: (i) 14,306,545 Shares held by Mr. Tannenbaum directly; (ii) 1,251,952 Shares held by the Leonard M. Tannenbaum Foundation, for which Mr. Tannenbaum serves as the President; (iii) 958,779 Shares held by 777 West Putnam Avenue LLC, for which Mr. Tannenbaum holds a majority of the equity interest of the sole member, (iv) 655,850 Shares held directly by the Leonard M. Tannenbaum 2012 Trust (the “Trust”) for the benefit of certain members of Mr. Tannenbaum’s family for which Mr. Bernard D. Berman is a trustee and (v) 5,594,049 Shares directly held by FSH.

 

(c)Schedule B sets forth all transactions with respect to Shares effected during the past 60 days.

 

 

 

CUSIP No. 67401P 108 13D Page 6 of 8 Pages

 

Schedule A

 

Name

Position at FSAM

Business Address /
Address of Employer

Principal
Occupation
or
Employment

Name and
Principal
Business of
Employer

Beneficial
Ownership
of Shares(1)

Leonard M. Tannenbaum   Chairman of the Board and Chief Executive Officer   555 Washington Avenue, Suite 240
Miami Beach, FL 33139
  N/A   N/A   See Item 5
Bernard D. Berman   Director; President and Chief Compliance Officer  

777 West Putnam Avenue, 3rd Floor

Greenwich, CT 06830

  N/A   N/A   35,968 Shares
(<0.1%)
Jodi H. Bond   Director  

1001 G Street NW,

Suite 400

Washington, DC 20001

  Executive Vice President, Global Government and Industry Affairs   Chubb Limited, a property and casualty insurance company   None
Alexander C. Frank   Director  

777 West Putnam Avenue, 3rd Floor

Greenwich, CT 06830

  N/A   N/A  

140 Shares

(<0.1%)

Thomas L. Harrison   Director  

437 Madison Avenue

New York, NY 10022

  Chairman Emeritus   Diversified Agency Services, a division of Omnicom Group Inc., a marketing communications services company   None

 

(1) Unless otherwise noted, each person has sole voting power and sole dispositive power over the Shares.

 

 

 

CUSIP No. 67401P 108 13D Page 7 of 8 Pages

 

Schedule B

 

All transactions were sales of Shares effected in the open market, and the price per share excludes commissions paid.

 

Name  Date of
Transaction
  Amount of Securities   Price per Share 
Fifth Street Holdings L.P.  May 8, 2019   270,500   $5.4553 
Fifth Street Holdings L.P.  May 9, 2019   94,400   $5.4527 
Fifth Street Holdings L.P.  May 10, 2019   97,200   $5.4866 
Fifth Street Holdings L.P.  May 13, 2019   52,500   $5.4815 
Fifth Street Holdings L.P.  May 14, 2019   65,300   $5.4943 
Fifth Street Holdings L.P.  May 15, 2019   61,436   $5.5244 
Fifth Street Holdings L.P.  May 16, 2019   101,000   $5.6766 
Fifth Street Holdings L.P.  May 17, 2019   77,945   $5.5694 
Fifth Street Holdings L.P.  May 20, 2019   28,900   $5.6438 
Fifth Street Holdings L.P.  May 21, 2019   19,800   $5.6438 
Fifth Street Holdings L.P.  May 22, 2019   12,608   $5.6305 
Fifth Street Holdings L.P.  May 23, 2019   52,464   $5.5347 
Fifth Street Holdings L.P.  May 24, 2019   19,420   $5.5443 
Fifth Street Holdings L.P.  June 13, 2019   70,700   $5.4114 
Fifth Street Holdings L.P.  June 14, 2019   27,332   $5.4640 
Fifth Street Holdings L.P.  June 17, 2019   34,917   $5.4431 
Fifth Street Holdings L.P.  June 18, 2019   22,917   $5.4491 
Fifth Street Holdings L.P.  June 19, 2019   42,491   $5.4038 
Fifth Street Holdings L.P.  June 20, 2019   16,866   $5.4017 
Fifth Street Holdings L.P.  June 21, 2019   55,900   $5.4212 
Fifth Street Holdings L.P.  June 24, 2019   14,353   $5.4157 
Fifth Street Holdings L.P.  June 26, 2019   48,400   $5.4020 
Fifth Street Holdings L.P.  June 27, 2019   3,705   $5.4058 
Fifth Street Holdings L.P.  June 28, 2019   23,200   $5.4122 
Fifth Street Holdings L.P.  July 1, 2019   32,230   $5.4161 
Fifth Street Holdings L.P.  July 2, 2019   19,964   $5.4300 
Fifth Street Holdings L.P.  July 3, 2019   19,000   $5.4722 
Fifth Street Holdings L.P.  July 5, 2019   51,000   $5.4317 

 

 

  

CUSIP No. 67401P 108 13D Page 8 of 8 Pages

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: July 9, 2019

 

/s/ Leonard M. Tannenbaum    
LEONARD M. TANNENBAUM  

 

FIFTH STREET ASSET MANAGEMENT INC.  
     
By: /s/ Leonard M. Tannenbaum    
Name: Leonard M. Tannenbaum  
Title: Chief Executive Officer  

 

FIFTH STREET HOLDINGS L.P.  
     
By:  Fifth Street Asset Management Inc., its general partner  
     
By: /s/ Leonard M. Tannenbaum    
Name: Leonard M. Tannenbaum  
Title: Chief Executive Officer