00019747932024Q3FALSE9/30http://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2023#RealizedAndUnrealizedGainLossInvestmentDerivativeAndForeignCurrencyTransactionOperatingAfterTaxhttp://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2023#RealizedAndUnrealizedGainLossInvestmentDerivativeAndForeignCurrencyTransactionOperatingAfterTaxhttp://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2023#RealizedAndUnrealizedGainLossInvestmentDerivativeAndForeignCurrencyTransactionOperatingAfterTaxxbrli:sharesiso4217:USDiso4217:USDxbrli:sharesxbrli:pureiso4217:EURolp:portfolio_company00019747932023-10-012024-06-3000019747932024-08-0900019747932024-06-3000019747932023-09-3000019747932024-04-012024-06-3000019747932023-06-082023-06-300001974793us-gaap:CommonStockMember2024-04-012024-06-3000019747932024-03-3100019747932023-06-0700019747932023-06-300001974793AmSpec Parent LLC, First Lien Term Loan 12024-06-300001974793AmSpec Parent LLC, First Lien Term Loan 22024-06-300001974793AmSpec Parent LLC, First Lien Revolver2024-06-300001974793Centralsquare Technologies, LLC First Lien Term Loan2024-06-300001974793Centralsquare Technologies, LLC First Lien Revolver2024-06-300001974793Entrata, Inc., First Lien Term Loan2024-06-300001974793Entrata, Inc., First Lien Revolver2024-06-300001974793Evergreen IX Borrower 2023, LLC, First Lien Term Loan2024-06-300001974793Evergreen IX Borrower 2023, LLC, First Lien Revolver2024-06-300001974793Icefall Parent, Inc., First Lien Term Loan2024-06-300001974793Icefall Parent, Inc., First Lien Revolver2024-06-300001974793Minotaur Acquisition, Inc., First Lien Term Loan 12024-06-300001974793Minotaur Acquisition, Inc., First Lien Term Loan 22024-06-300001974793Minotaur Acquisition, Inc., First Lien Term Loan 32024-06-300001974793Minotaur Acquisition, Inc., First Lien Revolver2024-06-300001974793Monotype Imaging Holdings Inc, First Lien Term Loan 12024-06-300001974793Monotype Imaging Holdings Inc, First Lien Term Loan 22024-06-300001974793Monotype Imaging Holdings Inc, First Lien Revolver2024-06-300001974793Next Holdco, LLC, First Lien Term Loan 12024-06-300001974793Next Holdco, LLC, First Lien Term Loan 22024-06-300001974793Next Holdco, LLC, First Lien Revolver2024-06-300001974793OneOncology, LLC, First Lien Term Loan 12024-06-300001974793OneOncology, LLC, First Lien Term Loan 22024-06-300001974793OneOncology, LLC, First Lien Term Loan 32024-06-300001974793OneOncology, LLC, First Lien Revolver2024-06-300001974793PetVet Care Centers, LLC, First Lien Term Loan 12024-06-300001974793PetVet Care Centers, LLC, First Lien Term Loan 22024-06-300001974793PetVet Care Centers, LLC, First Lien Revolver2024-06-300001974793PetVet Care Centers, LLC, Preferred Equity2024-06-300001974793Protein for Pets OpCo LLC, First Lien Term Loan2024-06-300001974793Protein for Pets OpCo LLC, First Lien Revolver2024-06-300001974793Sorenson Communications LLC, First Lien Term Loan2024-06-300001974793Sorenson Communications LLC,First Lien Revolver2024-06-300001974793Truck-Lite Co., LLC, First Lien Term Loan 12024-06-300001974793Truck-Lite Co., LLC, First Lien Term Loan 22024-06-300001974793Truck-Lite Co., LLC, First Lien Revolver2024-06-300001974793WP CPP Holdings, LLC, First Lien Term Loan2024-06-300001974793WP CPP Holdings, LLC, First Lien Revolver2024-06-300001974793U.S. Treasury Bills2024-06-300001974793Other cash accounts2024-06-300001974793srt:MinimumMember2024-06-300001974793srt:MaximumMember2024-06-300001974793Entrata, Inc., First Lien Term Loan2023-09-300001974793Entrata, Inc., First Lien Revolver2023-09-300001974793Evergreen IX Borrower 2023, LLC, First Lien Term Loan2023-09-300001974793Evergreen IX Borrower 2023, LLC, First Lien Revolver2023-09-300001974793MND Holdings III Corp, First Lien Term Loan2023-09-300001974793MND Holdings III Corp, First Lien Revolver2023-09-300001974793OneOncology, LLC, First Lien Term Loan 12023-09-300001974793OneOncology, LLC, First Lien Term Loan 22023-09-300001974793OneOncology, LLC, First Lien Revolver2023-09-300001974793Bank of New York Mellon, Settlement Date 11/9/20232023-09-300001974793Bank of New York Mellon, Settlement Date 11/9/2023, Offset2023-09-300001974793srt:MinimumMember2023-09-300001974793srt:MaximumMember2023-09-3000019747932023-05-040001974793olp:OaktreeFundGPILPMember2023-05-012023-05-010001974793olp:OaktreeFundGPILPMember2023-05-022023-05-0200019747932023-05-042023-05-040001974793olp:DebtSecuritiesSeniorSecuredMember2024-06-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMemberolp:DebtSecuritiesSeniorSecuredMember2023-10-012024-06-300001974793olp:DebtSecuritiesSeniorSecuredMember2023-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMemberolp:DebtSecuritiesSeniorSecuredMember2022-10-012023-09-300001974793olp:EquitySecuritiesPreferredMember2024-06-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMemberolp:EquitySecuritiesPreferredMember2023-10-012024-06-300001974793olp:EquitySecuritiesPreferredMember2023-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMemberolp:EquitySecuritiesPreferredMember2022-10-012023-09-300001974793olp:InvestmentOwnedAtCostNettingMemberolp:InvestmentTypeConcentrationRiskMember2023-10-012024-06-300001974793olp:InvestmentOwnedAtCostNettingMemberolp:InvestmentTypeConcentrationRiskMember2022-10-012023-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:DebtSecuritiesSeniorSecuredMember2023-10-012024-06-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:DebtSecuritiesSeniorSecuredMember2022-10-012023-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:EquitySecuritiesPreferredMember2023-10-012024-06-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:EquitySecuritiesPreferredMember2022-10-012023-09-300001974793olp:InvestmentOwnedAtFairValueMemberolp:InvestmentTypeConcentrationRiskMember2023-10-012024-06-300001974793olp:InvestmentOwnedAtFairValueMemberolp:InvestmentTypeConcentrationRiskMember2022-10-012023-09-300001974793olp:ApplicationSoftwareSectorMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:ApplicationSoftwareSectorMember2023-10-012024-06-300001974793olp:ApplicationSoftwareSectorMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:ApplicationSoftwareSectorMember2022-10-012023-09-300001974793olp:HealthCareServicesSectorMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:HealthCareServicesSectorMember2023-10-012024-06-300001974793olp:HealthCareServicesSectorMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:HealthCareServicesSectorMember2022-10-012023-09-300001974793olp:CommunicationsEquipmentMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:CommunicationsEquipmentMember2023-10-012024-06-300001974793olp:CommunicationsEquipmentMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:CommunicationsEquipmentMember2022-10-012023-09-300001974793olp:PackagedFoodsMeatsMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:PackagedFoodsMeatsMember2023-10-012024-06-300001974793olp:PackagedFoodsMeatsMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:PackagedFoodsMeatsMember2022-10-012023-09-300001974793olp:DiversifiedSupportServicesSectorMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:DiversifiedSupportServicesSectorMember2023-10-012024-06-300001974793olp:DiversifiedSupportServicesSectorMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:DiversifiedSupportServicesSectorMember2022-10-012023-09-300001974793olp:ConstructionMachineryHeavyTransportationEquipmentMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:ConstructionMachineryHeavyTransportationEquipmentMember2023-10-012024-06-300001974793olp:ConstructionMachineryHeavyTransportationEquipmentMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:ConstructionMachineryHeavyTransportationEquipmentMember2022-10-012023-09-300001974793olp:HealthCareTechnologySectorMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:HealthCareTechnologySectorMember2023-10-012024-06-300001974793olp:HealthCareTechnologySectorMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:HealthCareTechnologySectorMember2022-10-012023-09-300001974793olp:AerospaceDefenseSectorMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:AerospaceDefenseSectorMember2023-10-012024-06-300001974793olp:AerospaceDefenseSectorMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:AerospaceDefenseSectorMember2022-10-012023-09-300001974793olp:FinancialExchangesMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:FinancialExchangesMember2023-10-012024-06-300001974793olp:FinancialExchangesMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:FinancialExchangesMember2022-10-012023-09-300001974793olp:OtherSpecialtyRetailSectorMember2024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:OtherSpecialtyRetailSectorMember2023-10-012024-06-300001974793olp:OtherSpecialtyRetailSectorMember2023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMemberolp:OtherSpecialtyRetailSectorMember2022-10-012023-09-300001974793olp:InvestmentOwnedAtCostMemberolp:InvestmentSectorConcentrationRiskMember2023-10-012024-06-300001974793olp:InvestmentOwnedAtCostMemberolp:InvestmentSectorConcentrationRiskMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:ApplicationSoftwareSectorMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:ApplicationSoftwareSectorMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:HealthCareServicesSectorMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:HealthCareServicesSectorMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:CommunicationsEquipmentMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:CommunicationsEquipmentMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:PackagedFoodsMeatsMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:PackagedFoodsMeatsMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:DiversifiedSupportServicesSectorMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:DiversifiedSupportServicesSectorMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:ConstructionMachineryHeavyTransportationEquipmentMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:ConstructionMachineryHeavyTransportationEquipmentMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:HealthCareTechnologySectorMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:HealthCareTechnologySectorMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:AerospaceDefenseSectorMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:AerospaceDefenseSectorMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:FinancialExchangesMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:FinancialExchangesMember2022-10-012023-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:OtherSpecialtyRetailSectorMember2023-10-012024-06-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:OtherSpecialtyRetailSectorMember2022-10-012023-09-300001974793olp:InvestmentOwnedAtFairValueMemberolp:InvestmentSectorConcentrationRiskMember2023-10-012024-06-300001974793olp:InvestmentOwnedAtFairValueMemberolp:InvestmentSectorConcentrationRiskMember2022-10-012023-09-300001974793us-gaap:FairValueInputsLevel1Memberolp:DebtSecuritiesSeniorSecuredMember2024-06-300001974793us-gaap:FairValueInputsLevel2Memberolp:DebtSecuritiesSeniorSecuredMember2024-06-300001974793us-gaap:FairValueInputsLevel3Memberolp:DebtSecuritiesSeniorSecuredMember2024-06-300001974793us-gaap:FairValueInputsLevel1Memberolp:EquitySecuritiesPreferredMember2024-06-300001974793us-gaap:FairValueInputsLevel2Memberolp:EquitySecuritiesPreferredMember2024-06-300001974793us-gaap:FairValueInputsLevel3Memberolp:EquitySecuritiesPreferredMember2024-06-300001974793us-gaap:FairValueInputsLevel1Member2024-06-300001974793us-gaap:FairValueInputsLevel2Member2024-06-300001974793us-gaap:FairValueInputsLevel3Member2024-06-300001974793us-gaap:FairValueInputsLevel1Memberolp:DebtSecuritiesSeniorSecuredMember2023-09-300001974793us-gaap:FairValueInputsLevel2Memberolp:DebtSecuritiesSeniorSecuredMember2023-09-300001974793us-gaap:FairValueInputsLevel3Memberolp:DebtSecuritiesSeniorSecuredMember2023-09-300001974793us-gaap:FairValueInputsLevel1Member2023-09-300001974793us-gaap:FairValueInputsLevel2Member2023-09-300001974793us-gaap:FairValueInputsLevel3Member2023-09-300001974793olp:DebtSecuritiesSeniorSecuredMember2024-03-310001974793olp:EquitySecuritiesPreferredMember2024-03-310001974793olp:DebtSecuritiesSeniorSecuredMember2024-04-012024-06-300001974793olp:EquitySecuritiesPreferredMember2024-04-012024-06-300001974793olp:DebtSecuritiesSeniorSecuredMemberolp:DebtAndEquitySecuritiesUnrealizedGainLossMember2024-04-012024-06-300001974793olp:EquitySecuritiesPreferredMemberolp:DebtAndEquitySecuritiesUnrealizedGainLossMember2024-04-012024-06-300001974793olp:DebtAndEquitySecuritiesUnrealizedGainLossMember2024-04-012024-06-300001974793olp:DebtSecuritiesSeniorSecuredMemberolp:DebtAndEquitySecuritiesRealizedGainLossMember2024-04-012024-06-300001974793olp:EquitySecuritiesPreferredMemberolp:DebtAndEquitySecuritiesRealizedGainLossMember2024-04-012024-06-300001974793olp:DebtAndEquitySecuritiesRealizedGainLossMember2024-04-012024-06-300001974793olp:DebtSecuritiesSeniorSecuredMember2024-06-300001974793olp:EquitySecuritiesPreferredMember2024-06-300001974793olp:DebtSecuritiesSeniorSecuredMember2023-06-082023-06-300001974793olp:DebtSecuritiesSeniorSecuredMember2023-06-300001974793olp:DebtSecuritiesSeniorSecuredMember2023-09-300001974793olp:EquitySecuritiesPreferredMember2023-09-300001974793olp:DebtSecuritiesSeniorSecuredMember2023-10-012024-06-300001974793olp:EquitySecuritiesPreferredMember2023-10-012024-06-300001974793olp:DebtSecuritiesSeniorSecuredMemberolp:DebtAndEquitySecuritiesUnrealizedGainLossMember2023-10-012024-06-300001974793olp:EquitySecuritiesPreferredMemberolp:DebtAndEquitySecuritiesUnrealizedGainLossMember2023-10-012024-06-300001974793olp:DebtAndEquitySecuritiesUnrealizedGainLossMember2023-10-012024-06-300001974793olp:DebtSecuritiesSeniorSecuredMemberolp:DebtAndEquitySecuritiesRealizedGainLossMember2023-10-012024-06-300001974793olp:EquitySecuritiesPreferredMemberolp:DebtAndEquitySecuritiesRealizedGainLossMember2023-10-012024-06-300001974793olp:DebtAndEquitySecuritiesRealizedGainLossMember2023-10-012024-06-300001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMemberolp:DebtSecuritiesSeniorSecuredMember2024-06-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2024-06-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:MaximumMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2024-06-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:WeightedAverageMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2024-06-300001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMemberolp:EquitySecuritiesPreferredMember2024-06-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2024-06-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:MaximumMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2024-06-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:WeightedAverageMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2024-06-300001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMemberolp:DebtSecuritiesSeniorSecuredMember2023-09-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2023-09-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:MaximumMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2023-09-300001974793us-gaap:MarketApproachValuationTechniqueMembersrt:WeightedAverageMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMember2023-09-300001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputTransactionPriceMemberolp:ValuationTransactionPrecedentMemberolp:DebtSecuritiesSeniorSecuredMember2023-09-300001974793us-gaap:CommonStockMember2023-09-300001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2023-09-300001974793us-gaap:CommonStockMember2023-10-012023-12-3100019747932023-10-012023-12-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2023-10-012023-12-310001974793us-gaap:CommonStockMember2023-12-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2023-12-3100019747932023-12-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2024-01-012024-03-3100019747932024-01-012024-03-310001974793us-gaap:CommonStockMember2024-03-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2024-03-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2024-04-012024-06-300001974793us-gaap:CommonStockMember2024-06-300001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2024-06-300001974793us-gaap:CommonStockMember2023-06-082023-06-300001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2023-06-082023-06-300001974793us-gaap:CommonStockMember2023-06-300001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2023-06-3000019747932023-05-082024-06-3000019747932023-12-292023-12-2900019747932024-03-292024-03-2900019747932024-06-282024-06-280001974793us-gaap:LineOfCreditMemberolp:SubscriptionFacilityMember2024-06-300001974793olp:SubscriptionFacilityMemberolp:SecuredOvernightFinancingRateSOFRMemberus-gaap:LineOfCreditMember2023-10-012024-06-300001974793olp:SubscriptionFacilityMemberus-gaap:PrimeRateMemberus-gaap:LineOfCreditMember2023-10-012024-06-300001974793olp:SubscriptionFacilityMemberolp:FederalFundsRateMemberus-gaap:LineOfCreditMember2023-10-012024-06-300001974793olp:SubscriptionFacilityMemberolp:ReferenceRateMemberus-gaap:LineOfCreditMember2023-10-012024-06-300001974793us-gaap:LineOfCreditMemberolp:SubscriptionFacilityMember2023-10-012024-06-300001974793us-gaap:LineOfCreditMemberolp:SubscriptionFacilityMember2023-09-300001974793us-gaap:LineOfCreditMemberolp:SubscriptionFacilityMember2024-04-012024-06-300001974793us-gaap:SecuredDebtMemberolp:SecuredBorrowingsMember2024-06-300001974793us-gaap:SecuredDebtMemberolp:SecuredBorrowingsMember2023-09-300001974793us-gaap:SecuredDebtMemberolp:SecuredBorrowingsMember2024-04-012024-06-300001974793us-gaap:SecuredDebtMemberolp:SecuredBorrowingsMember2023-10-012024-06-300001974793us-gaap:SecuredDebtMemberolp:SecuredBorrowingsMember2023-06-300001974793us-gaap:SecuredDebtMemberolp:SecuredBorrowingsMember2023-06-082023-06-300001974793olp:InvestmentAdvisoryAgreementMembersrt:AffiliatedEntityMember2023-10-012024-06-300001974793olp:InvestmentAdvisoryAgreementMembersrt:AffiliatedEntityMember2024-04-012024-06-300001974793olp:InvestmentAdvisoryAgreementMembersrt:AffiliatedEntityMember2023-06-082023-06-300001974793olp:AdministrationAgreementMembersrt:AffiliatedEntityMember2023-10-012024-06-300001974793olp:AdministrationAgreementMembersrt:AffiliatedEntityMember2024-04-012024-06-300001974793olp:AdministrationAgreementMembersrt:AffiliatedEntityMember2023-06-082023-06-300001974793olp:AdministrationAgreementMembersrt:AffiliatedEntityMember2024-06-300001974793olp:AdministrationAgreementMembersrt:AffiliatedEntityMember2023-09-300001974793OneOncology, LLC2024-06-300001974793OneOncology, LLC2023-09-300001974793PetVet Care Centers, LLC2024-06-300001974793PetVet Care Centers, LLC2023-09-300001974793AmSpec Parent LLC2024-06-300001974793AmSpec Parent LLC2023-09-300001974793Next Holdco, LLC2024-06-300001974793Next Holdco, LLC2023-09-300001974793Monotype Imaging Holdings Inc.2024-06-300001974793Monotype Imaging Holdings Inc.2023-09-300001974793Minotaur Acquisition, Inc.2024-06-300001974793Minotaur Acquisition, Inc.2023-09-300001974793Sorenson Communications, LLC2024-06-300001974793Sorenson Communications, LLC2023-09-300001974793Ecco Holdings Corp.2024-06-300001974793Ecco Holdings Corp.2023-09-300001974793Protein for Pets OpCo LLC2024-06-300001974793Protein for Pets OpCo LLC2023-09-300001974793Evergreen IX Borrower 2023, LLC2024-06-300001974793Evergreen IX Borrower 2023, LLC2023-09-300001974793Entrata, Inc.2024-06-300001974793Entrata, Inc.2023-09-300001974793WP CPP Holdings, LLC2024-06-300001974793WP CPP Holdings, LLC2023-09-300001974793Centralsquare Technologies LLC2024-06-300001974793Centralsquare Technologies LLC2023-09-300001974793Icefall Parent, Inc.2024-06-300001974793Icefall Parent, Inc.2023-09-300001974793MND Holdings III Corp2024-06-300001974793MND Holdings III Corp2023-09-300001974793us-gaap:SubsequentEventMember2024-08-082024-08-08

00019747932025Q1FALSE9/30http://fasb.org/us-gaap/2024#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2024#RealizedAndUnrealizedGainLossInvestmentDerivativeAndForeignCurrencyTransactionOperatingAfterTaxhttp://fasb.org/us-gaap/2024#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2024#RealizedAndUnrealizedGainLossInvestmentDerivativeAndForeignCurrencyTransactionOperatingAfterTaxxbrli:sharesiso4217:USDiso4217:USDxbrli:sharesxbrli:pureiso4217:EURiso4217:DKKolp:portfolio_company00019747932024-10-012024-12-3100019747932025-02-1000019747932024-12-3100019747932024-09-3000019747932023-10-012023-12-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2024-10-012024-12-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2023-10-012023-12-3100019747932023-09-3000019747932023-12-310001974793AVSC Holding Corp., First Lien Term Loan 2024-12-310001974793AVSC Holding Corp., First Lien Revolver2024-12-310001974793Centralsquare Technologies, LLC First Lien Term Loan2024-12-310001974793Centralsquare Technologies, LLC First Lien Revolver2024-12-310001974793Creek Parent, Inc., First Lien Term Loan 2024-12-310001974793Creek Parent, Inc., First Lien Revolver 2024-12-310001974793Entrata, Inc., First Lien Term Loan2024-12-310001974793Entrata, Inc., First Lien Revolver2024-12-310001974793Everbridge, Inc., First Lien Term Loan 12024-12-310001974793Everbridge, Inc., First Lien Term Loan 22024-12-310001974793Everbridge, Inc., First Lien Revolver2024-12-310001974793Evergreen IX Borrower 2023, LLC, First Lien Term Loan 12024-12-310001974793Evergreen IX Borrower 2023, LLC, First Lien Term Loan 22024-12-310001974793Evergreen IX Borrower 2023, LLC, First Lien Revolver2024-12-310001974793Geo Topco Corporation, First Lien Term Loan 12024-12-310001974793Geo Topco Corporation, First Lien Term Loan 22024-12-310001974793Geo Topco Corporation, First Lien Revolver2024-12-310001974793Icefall Parent, Inc., First Lien Term Loan2024-12-310001974793Icefall Parent, Inc., First Lien Revolver2024-12-310001974793Integrity Marketing Acquisition, LLC, First Lien Term Loan 12024-12-310001974793Integrity Marketing Acquisition, LLC, First Lien Term Loan 22024-12-310001974793Integrity Marketing Acquisition, LLC, First Lien Revolver2024-12-310001974793Minotaur Acquisition, Inc., First Lien Term Loan 12024-12-310001974793Minotaur Acquisition, Inc., First Lien Term Loan 22024-12-310001974793Minotaur Acquisition, Inc., First Lien Term Loan 32024-12-310001974793Minotaur Acquisition, Inc., First Lien Revolver2024-12-310001974793Monotype Imaging Holdings Inc, First Lien Term Loan 12024-12-310001974793Monotype Imaging Holdings Inc, First Lien Term Loan 22024-12-310001974793Monotype Imaging Holdings Inc, First Lien Revolver2024-12-310001974793Next Holdco, LLC, First Lien Term Loan 12024-12-310001974793Next Holdco, LLC, First Lien Term Loan 22024-12-310001974793Next Holdco, LLC, First Lien Revolver2024-12-310001974793OneOncology, LLC, First Lien Term Loan 12024-12-310001974793OneOncology, LLC, First Lien Term Loan 22024-12-310001974793OneOncology, LLC, First Lien Term Loan 32024-12-310001974793OneOncology, LLC, First Lien Term Loan 42024-12-310001974793OneOncology, LLC, First Lien Term Revolver 2024-12-310001974793PetVet Care Centers, LLC, First Lien Term Loan 12024-12-310001974793PetVet Care Centers, LLC, First Lien Term Loan 22024-12-310001974793PetVet Care Centers, LLC, First Lien Revolver2024-12-310001974793PetVet Care Centers, LLC, Preferred Equity2024-12-310001974793Protein for Pets OpCo LLC, First Lien Term Loan2024-12-310001974793Protein for Pets OpCo LLC, First Lien Revolver2024-12-310001974793Sorenson Communications LLC, First Lien Term Loan2024-12-310001974793Sorenson Communications LLC,First Lien Revolver2024-12-310001974793Truck-Lite Co., LLC, First Lien Term Loan 12024-12-310001974793Truck-Lite Co., LLC, First Lien Term Loan 22024-12-310001974793Truck-Lite Co., LLC, First Lien Revolver2024-12-310001974793USIC Holdings, Inc., First Lien Term Loan 12024-12-310001974793USIC Holdings, Inc., First Lien Term Loan 22024-12-310001974793USIC Holdings, Inc., First Lien Revolver2024-12-310001974793WP CPP Holdings, LLC, First Lien Term Loan 12024-12-310001974793WP CPP Holdings, LLC, First Lien Term Loan 22024-12-310001974793WP CPP Holdings, LLC, First Lien Revolver2024-12-310001974793U.S. Treasury Bills2024-12-310001974793Other cash accounts2024-12-310001974793EUR Foreign Currency Forward Contract, Maturing February 6, 2025 - 12024-12-310001974793EUR Foreign Currency Forward Contract, Maturing February 6, 2025 - 22024-12-310001974793DKK Foreign Currency Forward Contract, Maturing November 7, 2024 - 12024-12-310001974793DKK Foreign Currency Forward Contract, Maturing November 7, 2024 - 22024-12-310001974793srt:MinimumMember2024-12-310001974793srt:MaximumMember2024-12-310001974793AmSpec Parent LLC, First Lien Term Loan 12024-09-300001974793AmSpec Parent LLC, First Lien Term Loan 22024-09-300001974793AmSpec Parent LLC, First Lien Revolver2024-09-300001974793Centralsquare Technologies, LLC First Lien Term Loan2024-09-300001974793Centralsquare Technologies, LLC First Lien Revolver2024-09-300001974793Entrata, Inc., First Lien Term Loan2024-09-300001974793Entrata, Inc., First Lien Revolver2024-09-300001974793Everbridge, Inc., First Lien Term Loan 12024-09-300001974793Everbridge, Inc., First Lien Term Loan 22024-09-300001974793Everbridge, Inc., First Lien Revolver2024-09-300001974793Evergreen IX Borrower 2023, LLC, First Lien Term Loan 12024-09-300001974793Evergreen IX Borrower 2023, LLC, First Lien Term Loan 22024-09-300001974793Evergreen IX Borrower 2023, LLC, First Lien Revolver2024-09-300001974793Icefall Parent, Inc., First Lien Term Loan2024-09-300001974793Icefall Parent, Inc., First Lien Revolver2024-09-300001974793Integrity Marketing Acquisition, LLC, First Lien Term Loan 12024-09-300001974793Integrity Marketing Acquisition, LLC, First Lien Term Loan 22024-09-300001974793Integrity Marketing Acquisition, LLC, First Lien Revolver2024-09-300001974793Minotaur Acquisition, Inc., First Lien Term Loan 12024-09-300001974793Minotaur Acquisition, Inc., First Lien Term Loan 22024-09-300001974793Minotaur Acquisition, Inc., First Lien Term Loan 32024-09-300001974793Minotaur Acquisition, Inc., First Lien Revolver2024-09-300001974793Monotype Imaging Holdings Inc, First Lien Term Loan 12024-09-300001974793Monotype Imaging Holdings Inc, First Lien Term Loan 22024-09-300001974793Monotype Imaging Holdings Inc, First Lien Revolver2024-09-300001974793Next Holdco, LLC, First Lien Term Loan 12024-09-300001974793Next Holdco, LLC, First Lien Term Loan 22024-09-300001974793Next Holdco, LLC, First Lien Revolver2024-09-300001974793OneOncology, LLC, First Lien Term Loan 12024-09-300001974793OneOncology, LLC, First Lien Term Loan 22024-09-300001974793OneOncology, LLC, First Lien Term Loan 32024-09-300001974793OneOncology, LLC, First Lien Revolver2024-09-300001974793PetVet Care Centers, LLC, First Lien Term Loan 12024-09-300001974793PetVet Care Centers, LLC, First Lien Term Loan 22024-09-300001974793PetVet Care Centers, LLC, First Lien Revolver2024-09-300001974793PetVet Care Centers, LLC, Preferred Equity2024-09-300001974793Protein for Pets OpCo LLC, First Lien Term Loan2024-09-300001974793Protein for Pets OpCo LLC, First Lien Revolver2024-09-300001974793Sorenson Communications LLC, First Lien Term Loan2024-09-300001974793Sorenson Communications LLC,First Lien Revolver2024-09-300001974793Truck-Lite Co., LLC, First Lien Term Loan 12024-09-300001974793Truck-Lite Co., LLC, First Lien Term Loan 22024-09-300001974793Truck-Lite Co., LLC, First Lien Revolver2024-09-300001974793USIC Holdings, Inc., First Lien Term Loan 12024-09-300001974793USIC Holdings, Inc., First Lien Term Loan 22024-09-300001974793USIC Holdings, Inc., First Lien Revolver2024-09-300001974793WP CPP Holdings, LLC, First Lien Term Loan 12024-09-300001974793WP CPP Holdings, LLC, First Lien Term Loan 22024-09-300001974793WP CPP Holdings, LLC, First Lien Revolver2024-09-300001974793U.S. Treasury Bills2024-09-300001974793Other cash accounts2024-09-300001974793srt:MinimumMember2024-09-300001974793srt:MaximumMember2024-09-3000019747932023-05-040001974793olp:OaktreeFundGPILPMember2023-05-012023-05-010001974793olp:OaktreeFundGPILPMember2023-05-022023-05-0200019747932023-05-042023-05-040001974793olp:DebtSecuritiesSeniorSecuredMember2024-12-310001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMemberolp:DebtSecuritiesSeniorSecuredMember2024-10-012024-12-310001974793olp:DebtSecuritiesSeniorSecuredMember2024-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMemberolp:DebtSecuritiesSeniorSecuredMember2023-10-012024-09-300001974793olp:EquitySecuritiesPreferredMember2024-12-310001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMemberolp:EquitySecuritiesPreferredMember2024-10-012024-12-310001974793olp:EquitySecuritiesPreferredMember2024-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMemberolp:EquitySecuritiesPreferredMember2023-10-012024-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMember2024-10-012024-12-310001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtCostNettingMember2023-10-012024-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:DebtSecuritiesSeniorSecuredMember2024-10-012024-12-310001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:DebtSecuritiesSeniorSecuredMember2023-10-012024-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:EquitySecuritiesPreferredMember2024-10-012024-12-310001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMemberolp:EquitySecuritiesPreferredMember2023-10-012024-09-300001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:InvestmentTypeConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:ApplicationSoftwareSectorMember2024-12-310001974793olp:ApplicationSoftwareSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:ApplicationSoftwareSectorMember2024-09-300001974793olp:ApplicationSoftwareSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:HealthCareServicesSectorMember2024-12-310001974793olp:HealthCareServicesSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:HealthCareServicesSectorMember2024-09-300001974793olp:HealthCareServicesSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:SpecializedConsumerServicesMember2024-12-310001974793olp:SpecializedConsumerServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:SpecializedConsumerServicesMember2024-09-300001974793olp:SpecializedConsumerServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:CommunicationsEquipmentMember2024-12-310001974793olp:CommunicationsEquipmentMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:CommunicationsEquipmentMember2024-09-300001974793olp:CommunicationsEquipmentMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:LifeSciencesToolsServicesMember2024-12-310001974793olp:LifeSciencesToolsServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:LifeSciencesToolsServicesMember2024-09-300001974793olp:LifeSciencesToolsServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:PackagedFoodsMeatsMember2024-12-310001974793olp:PackagedFoodsMeatsMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:PackagedFoodsMeatsMember2024-09-300001974793olp:PackagedFoodsMeatsMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:InsuranceBrokersMember2024-12-310001974793olp:InsuranceBrokersMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:InsuranceBrokersMember2024-09-300001974793olp:InsuranceBrokersMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:BuildingProductsMember2024-12-310001974793olp:BuildingProductsMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:BuildingProductsMember2024-09-300001974793olp:BuildingProductsMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:ConstructionMachineryHeavyTransportationEquipmentMember2024-12-310001974793olp:ConstructionMachineryHeavyTransportationEquipmentMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:ConstructionMachineryHeavyTransportationEquipmentMember2024-09-300001974793olp:ConstructionMachineryHeavyTransportationEquipmentMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:DiversifiedSupportServicesMember2024-12-310001974793olp:DiversifiedSupportServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:DiversifiedSupportServicesMember2024-09-300001974793olp:DiversifiedSupportServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:HealthCareTechnologySectorMember2024-12-310001974793olp:HealthCareTechnologySectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:HealthCareTechnologySectorMember2024-09-300001974793olp:HealthCareTechnologySectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:AerospaceDefenseSectorMember2024-12-310001974793olp:AerospaceDefenseSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:AerospaceDefenseSectorMember2024-09-300001974793olp:AerospaceDefenseSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:FinancialExchangesDataMember2024-12-310001974793olp:FinancialExchangesDataMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:FinancialExchangesDataMember2024-09-300001974793olp:FinancialExchangesDataMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2024-10-012024-12-310001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtCostMember2023-10-012024-09-300001974793olp:ApplicationSoftwareSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:ApplicationSoftwareSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:HealthCareServicesSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:HealthCareServicesSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:SpecializedConsumerServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:SpecializedConsumerServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:CommunicationsEquipmentMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:CommunicationsEquipmentMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:LifeSciencesToolsServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:LifeSciencesToolsServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:PackagedFoodsMeatsMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:PackagedFoodsMeatsMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:InsuranceBrokersMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:InsuranceBrokersMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:ConstructionMachineryHeavyTransportationEquipmentMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:ConstructionMachineryHeavyTransportationEquipmentMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:BuildingProductsMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:BuildingProductsMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:HealthCareTechnologySectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:HealthCareTechnologySectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:DiversifiedSupportServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:DiversifiedSupportServicesMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:AerospaceDefenseSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:AerospaceDefenseSectorMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:FinancialExchangesDataMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:FinancialExchangesDataMemberolp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2024-10-012024-12-310001974793olp:InvestmentSectorConcentrationRiskMemberolp:InvestmentOwnedAtFairValueMember2023-10-012024-09-300001974793us-gaap:FairValueInputsLevel1Memberolp:DebtSecuritiesSeniorSecuredMember2024-12-310001974793us-gaap:FairValueInputsLevel2Memberolp:DebtSecuritiesSeniorSecuredMember2024-12-310001974793us-gaap:FairValueInputsLevel3Memberolp:DebtSecuritiesSeniorSecuredMember2024-12-310001974793us-gaap:FairValueInputsLevel1Memberolp:EquitySecuritiesPreferredMember2024-12-310001974793us-gaap:FairValueInputsLevel2Memberolp:EquitySecuritiesPreferredMember2024-12-310001974793us-gaap:FairValueInputsLevel3Memberolp:EquitySecuritiesPreferredMember2024-12-310001974793us-gaap:FairValueInputsLevel1Member2024-12-310001974793us-gaap:FairValueInputsLevel2Member2024-12-310001974793us-gaap:FairValueInputsLevel3Member2024-12-310001974793us-gaap:FairValueInputsLevel1Memberolp:DebtSecuritiesSeniorSecuredMember2024-09-300001974793us-gaap:FairValueInputsLevel2Memberolp:DebtSecuritiesSeniorSecuredMember2024-09-300001974793us-gaap:FairValueInputsLevel3Memberolp:DebtSecuritiesSeniorSecuredMember2024-09-300001974793us-gaap:FairValueInputsLevel1Memberolp:EquitySecuritiesPreferredMember2024-09-300001974793us-gaap:FairValueInputsLevel2Memberolp:EquitySecuritiesPreferredMember2024-09-300001974793us-gaap:FairValueInputsLevel3Memberolp:EquitySecuritiesPreferredMember2024-09-300001974793us-gaap:FairValueInputsLevel1Member2024-09-300001974793us-gaap:FairValueInputsLevel2Member2024-09-300001974793us-gaap:FairValueInputsLevel3Member2024-09-300001974793olp:DebtSecuritiesSeniorSecuredMember2024-09-300001974793olp:EquitySecuritiesPreferredMember2024-09-300001974793olp:DebtSecuritiesSeniorSecuredMember2024-10-012024-12-310001974793olp:EquitySecuritiesPreferredMember2024-10-012024-12-310001974793olp:DebtSecuritiesSeniorSecuredMember2024-12-310001974793olp:EquitySecuritiesPreferredMember2024-12-310001974793olp:DebtSecuritiesSeniorSecuredMember2023-09-300001974793olp:EquitySecuritiesPreferredMember2023-09-300001974793olp:DebtSecuritiesSeniorSecuredMember2023-10-012023-12-310001974793olp:EquitySecuritiesPreferredMember2023-10-012023-12-310001974793olp:DebtSecuritiesSeniorSecuredMember2023-12-310001974793olp:EquitySecuritiesPreferredMember2023-12-310001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMemberolp:DebtSecuritiesSeniorSecuredMember2024-12-310001974793srt:MinimumMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-12-310001974793srt:MaximumMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-12-310001974793srt:WeightedAverageMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-12-310001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputTransactionPriceMemberolp:ValuationTransactionPrecedentMemberolp:DebtSecuritiesSeniorSecuredMember2024-12-310001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMemberolp:EquitySecuritiesPreferredMember2024-12-310001974793srt:MinimumMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-12-310001974793srt:MaximumMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-12-310001974793srt:WeightedAverageMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-12-310001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMemberolp:DebtSecuritiesSeniorSecuredMember2024-09-300001974793srt:MinimumMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-09-300001974793srt:MaximumMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-09-300001974793srt:WeightedAverageMemberolp:DebtSecuritiesSeniorSecuredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-09-300001974793us-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMemberolp:EquitySecuritiesPreferredMember2024-09-300001974793srt:MinimumMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-09-300001974793srt:MaximumMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-09-300001974793srt:WeightedAverageMemberolp:EquitySecuritiesPreferredMemberus-gaap:FairValueInputsLevel3Memberolp:MeasurementInputMarketYieldMemberus-gaap:MarketApproachValuationTechniqueMember2024-09-300001974793us-gaap:CommonStockMember2024-09-300001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2024-09-300001974793us-gaap:CommonStockMember2024-10-012024-12-310001974793us-gaap:CommonStockMember2024-12-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2024-12-310001974793us-gaap:CommonStockMember2023-09-300001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2023-09-300001974793us-gaap:CommonStockMember2023-10-012023-12-310001974793us-gaap:CommonStockMember2023-12-310001974793olp:InvestmentCompanyAccumulatedOverdistributedEarningsMember2023-12-3100019747932023-05-082024-12-310001974793olp:SubscriptionFacilityMemberus-gaap:LineOfCreditMember2024-12-310001974793olp:SubscriptionFacilityMemberus-gaap:LineOfCreditMemberus-gaap:SecuredOvernightFinancingRateSofrMember2024-10-012024-12-310001974793olp:SubscriptionFacilityMemberus-gaap:LineOfCreditMemberus-gaap:PrimeRateMember2024-10-012024-12-310001974793olp:SubscriptionFacilityMemberus-gaap:LineOfCreditMemberolp:FederalFundsRateMember2024-10-012024-12-310001974793olp:SubscriptionFacilityMemberus-gaap:LineOfCreditMemberolp:ReferenceRateMember2024-10-012024-12-310001974793olp:SubscriptionFacilityMemberus-gaap:LineOfCreditMember2024-10-012024-12-310001974793olp:SubscriptionFacilityMemberus-gaap:LineOfCreditMember2024-09-300001974793olp:SubscriptionFacilityMemberus-gaap:LineOfCreditMember2023-10-012023-12-310001974793olp:SecuredBorrowingsMemberus-gaap:SecuredDebtMember2024-12-310001974793olp:SecuredBorrowingsMemberus-gaap:SecuredDebtMember2024-09-300001974793olp:SecuredBorrowingsMemberus-gaap:SecuredDebtMember2024-10-012024-12-310001974793olp:SecuredBorrowingsMemberus-gaap:SecuredDebtMember2023-12-310001974793olp:SecuredBorrowingsMemberus-gaap:SecuredDebtMember2023-10-012023-12-310001974793srt:AffiliatedEntityMemberolp:InvestmentAdvisoryAgreementMember2024-10-012024-12-310001974793srt:AffiliatedEntityMemberolp:InvestmentAdvisoryAgreementMember2023-10-012023-12-310001974793srt:AffiliatedEntityMemberolp:AdministrationAgreementMember2024-10-012024-12-310001974793srt:AffiliatedEntityMemberolp:AdministrationAgreementMember2023-10-012023-12-310001974793srt:AffiliatedEntityMemberolp:AdministrationAgreementMember2024-12-310001974793srt:AffiliatedEntityMemberolp:AdministrationAgreementMember2024-09-300001974793us-gaap:ForeignExchangeForwardMember2024-12-310001974793Integrity Marketing Acquisition, LLC2024-12-310001974793Integrity Marketing Acquisition, LLC2024-09-300001974793PetVet Care Centers, LLC2024-12-310001974793PetVet Care Centers, LLC2024-09-300001974793Geo Topco Corporation2024-12-310001974793Geo Topco Corporation2024-09-300001974793OneOncology, LLC2024-12-310001974793OneOncology, LLC2024-09-300001974793Next Holdco, LLC2024-12-310001974793Next Holdco, LLC2024-09-300001974793Monotype Imaging Holdings Inc.2024-12-310001974793Monotype Imaging Holdings Inc.2024-09-300001974793Creek Parent, Inc.2024-12-310001974793Creek Parent, Inc.2024-09-300001974793Sorenson Communications, LLC2024-12-310001974793Sorenson Communications, LLC2024-09-300001974793Truck-Lite Co., LLC2024-12-310001974793Truck-Lite Co., LLC2024-09-300001974793AVSC Holding Corp.2024-12-310001974793AVSC Holding Corp.2024-09-300001974793Everbridge, Inc.2024-12-310001974793Everbridge, Inc.2024-09-300001974793Protein For Pets Opco, LLC2024-12-310001974793Protein For Pets Opco, LLC2024-09-300001974793Minotaur Acquisition, Inc.2024-12-310001974793Minotaur Acquisition, Inc.2024-09-300001974793USIC Holdings, Inc.2024-12-310001974793USIC Holdings, Inc.2024-09-300001974793Evergreen IX Borrower 2023, LLC2024-12-310001974793Evergreen IX Borrower 2023, LLC2024-09-300001974793Entrata, Inc.2024-12-310001974793Entrata, Inc.2024-09-300001974793WP CPP Holdings, LLC2024-12-310001974793WP CPP Holdings, LLC2024-09-300001974793Centralsquare Technologies, LLC2024-12-310001974793Centralsquare Technologies, LLC2024-09-300001974793Icefall Parent, Inc.2024-12-310001974793Icefall Parent, Inc.2024-09-300001974793AmSpec Parent LLC2024-12-310001974793AmSpec Parent LLC2024-09-300001974793us-gaap:SubsequentEventMember2025-02-062025-02-06

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-Q

(Mark One)


			x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
						OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June~~December 3031, 2024


			¨			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
						OF THE SECURITIES EXCHANGE ACT OF 1934

COMMISSION FILE NUMBER: 814-01633

Oaktree Gardens OLP, LLC

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


Delaware (State or jurisdiction of incorporation or organization)						92-2553158 (I.R.S. Employer Identification No.)

333 South Grand Avenue, 28th Floor Los Angeles, CA (Address of principal executive office)						90071 (Zip Code)

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE:

(213) 830-6300

Securities registered pursuant to Section 12(b) of the Act: N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periods as the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o

Accelerated filer o

Non-accelerated filer x

Smaller reporting company ☐

Emerging growth company x

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 x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes ¨ No x

The registrant had 1522,~~835~~076,~~861~~191 common units outstanding as of ~~August~~February 910, ~~2024~~2025.

OAKTREE GARDENS OLP, LLC

FORM 10-Q FOR THE QUARTER ENDED ~~JUNE~~DECEMBER 3031, 2024

TABLE OF CONTENTS

		PART I — FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements:
		Consolidated Statements of Assets and Liabilities as of June 30, 2024 (unaudited) and September 30, 2023	2
		Consolidated Statements of Assets and Liabilities as of December 31, 2024 (unaudited) and September 30, 2024	2
		Consolidated Statement of Operations (unaudited) for the three and nine months ended June 30, 2024 and the period from June 8, 2023 (commencement of operations) to June 30, 2023	3
		Consolidated Statement of Operations (unaudited) for the three months ended December 31, 2024 and 2023	3
		Consolidated Statement of Changes in Net Assets (unaudited) for the three and nine months ended June 30, 2024 and the period from June 8, 2023 (commencement of operations) to June 30, 2023	4
		Consolidated Statements of Changes in Net Assets (unaudited) for the three months ended December 31, 2024 and 2023	4
		Consolidated Statement of Cash Flows (unaudited) for the nine months ended June 30, 2024 and the period from June 8, 2023 (commencement of operations) to June 30, 2023	5
		Consolidated Statements of Cash Flows (unaudited) for the three months ended December 31, 2024 and 2023	5
		Consolidated Schedule of Investments as of June 30, 2024 (unaudited)	6
		Consolidated Schedule of Investments as of December 31, 2024 (unaudited)	6
		Consolidated Schedule of Investments as of September 30, 2023	8
		Consolidated Schedule of Investments as of September 30, 2024	9
		Notes to Consolidated Financial Statements (unaudited)	911
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations		2528
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		3538
Item 4.	Controls and Procedures		3740
		PART II — OTHER INFORMATION
Item 1.	Legal Proceedings		3841
Item 1A.	Risk Factors		3841
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		3841
Item 3.	Defaults Upon Senior Securities		3841
Item 4.	Mine Safety Disclosures		3841
Item 5.	Other Information		3841
Item 6.	Exhibits		3841
Signatures			3943

PART I ~~— FINANCIAL INFORMATION~~

Item 1. Consolidated Financial Statements.

Oaktree Gardens OLP, LLC

Consolidated Statements of Assets and Liabilities

(in thousands, except per unit amounts)

	June 30, 2024(unaudited)		September 30, 2023
	December 31, 2024 (unaudited)		September 30, 2024
ASSETS
Assets:
Investments – Non-control/Non-affiliate, at fair value (cost June 30, 2024: $459,910; cost September 30, 2023: $106,781)	$	464,197	$	106,794
Investments – Non-control/Non-affiliate, at fair value (cost December 31, 2024: $693,001; cost September 30, 2024: $569,556)	$	699,317	$	575,225
Cash and cash equivalents	~~177~~187,~~933~~971		~~137~~207,~~079~~344
Interest receivable	23,~~220~~989		~~263~~2,861
Deferred financing costs	~~291~~1,104		~~854~~1,518
Deferred offering costs	—		232
Derivative assets at fair value	118		—
Derivative assets at fair value	—		55
Other assets	100		125
Other assets	71		112
Total assets	$	892,599	$	787,073
Total assets	$	644,712	$	245,389
LIABILITIES AND NET ASSETS
Liabilities:
Accounts payable, accrued expenses and other liabilities	$	~~448~~398	$	~~409~~402
Base management fee payable	1,~~403~~230		~~168~~1,002
Due to affiliates	~~893~~865		1,~~137~~076
Interest payable	~~441~~576		67419
Director fees payable	~~119~~75		—119
Secured borrowings	8853,~~408~~039		—52,764
Credit facility payable	~~230~~382,000		75367,000
Total liabilities	~~321~~438,~~712~~183		76422,~~781~~782
Commitments and contingencies (Note 11)
Commitments and contingencies (Note 12)
Net assets:
Common units (15,836 and 8,305 units issued and outstanding as of June 30, 2024 and September 30, 2023, respectively)	319,300		166,300
Common units (22,076 and 17,718 units issued and outstanding as of December 31, 2024 and September 30, 2024, respectively)	447,300		357,700
Accumulated earnings	37,~~700~~116		26,~~308~~591
Total net assets (equivalent to $20.40 and $20.30 per common unit as of June 30, 2024 and September 30, 2023, respectively) (Note 10)	323,000		168,608
Total net assets (equivalent to $20.58 and $20.56 per common unit as of December 31, 2024 and September 30, 2024, respectively) (Note 10)	454,416		364,291
Total liabilities and net assets	$	~~644~~892,~~712~~599	$	~~245~~787,~~389~~073

See notes to Consolidated Financial Statements.

Oaktree Gardens OLP, LLC

Consolidated ~~Statement~~Statements of Operations

(in thousands, except per unit amounts)

(unaudited)

Three months ended June 30, 2024

Nine months ended June 30, 2024

For the period from June 8, 2023 (commencement of operations) to June 30, 2023

Three months ended December 31, 2024

Three months ended December 31, 2023

Interest income:

Non-control/Non-affiliate investments

1318,~~115~~336

285,~~081~~923

~~757~~

Interest on cash and cash equivalents

~~364~~1,168

~~1,615~~641

—

Total interest income

1319,~~479~~504

296,~~696~~564

~~757~~

PIK interest income:

Non-control/Non-affiliate investments

~~372~~436

~~624~~—

—

Total PIK interest income

~~372~~436

~~624~~—

—

Fee income:

Non-control/Non-affiliate investments

2424

~~665~~3

Total fee income

2424

~~665~~3

Total investment income

1320,~~853~~364

306,~~985~~567

~~767~~

Expenses:

Base management fee

1,~~039~~606

~~2,308~~475

Professional fees

~~419~~311

~~695~~108

Directors fees

~~118~~119

~~356~~119

~~179~~

Organization expenses

—

~~138~~

Amortization of deferred offering costs

59—

~~233~~87

Interest expense

57,~~678~~592

101,~~177~~700

Administrator expense

8889

~~313~~87

—

General and administrative expenses

78160

~~221~~66

Total expenses

79,~~479~~877

142,~~308~~647

~~457~~

Management fees waived

(~~244~~376)

(~~541~~111)

~~(5)~~

Net expenses

79,~~235~~501

132,~~767~~536

~~452~~

Net investment income

610,~~618~~863

174,~~218~~031

~~315~~

Unrealized appreciation (depreciation):

Non-control/Non-affiliate investments

~~2,508~~660

41,~~272~~038

Foreign currency forward contracts

—118

(54)

—

Net unrealized appreciation (depreciation)

~~2,508~~778

~~4,218~~984

Realized gains (losses):

Non-control/Non-affiliate investments

4(62)

2—

—

Foreign currency forward contracts

—(54)

—

Net realized gains (losses)

4(116)

5654

—

Net realized and unrealized gains (losses)

~~2,512~~662

41,~~274~~038

Net increase (decrease) in net assets resulting from operations

911,~~130~~525

215,~~492~~069

~~320~~

Net investment income per common unit — basic and diluted

0.5660

10.6246

~~0.11~~

Earnings (loss) per common unit — basic and diluted (Note 5)

0.7864

20.0258

~~0.11~~

Weighted average common units outstanding — basic and diluted

1118,~~768~~097

108,~~618~~679

~~2,889~~

See notes to Consolidated Financial Statements.

Oaktree Gardens OLP, LLC

Consolidated ~~Statement~~Statements of Changes in Net Assets

(in thousands, except per unit amounts)

(unaudited)

Three months ended June 30, 2024

Nine months ended June 30, 2024

For the period from June 8, 2023 (commencement of operations) to June 30, 2023

Three months ended December 31, 2024

Three months ended December 31, 2023

Operations:

Net investment income

610,~~618~~863

174,~~218~~031

~~315~~

Net unrealized appreciation (depreciation)

~~2,508~~778

~~4,218~~984

Net realized gains (losses)

4(116)

5654

—

Net increase (decrease) in net assets resulting from operations

911,~~130~~525

215,~~492~~069

~~320~~

Unit transactions:

Issuance of common units

89,600

~~153~~63,~~000~~400

~~102,300~~

Distributions to unitholders

(811,~~100~~000)

(206,~~100~~900)

—

Net increase (decrease) from unit transactions

8178,~~500~~600

~~132~~56,~~900~~500

~~102,300~~

Total increase (decrease) in net assets

90,~~630~~125

~~154~~61,~~392~~569

~~102,620~~

Net assets at beginning of period

~~232~~364,~~370~~291

168,608

—

Net assets at end of period

~~323~~454,~~000~~416

~~323~~230,~~000~~177

~~102,620~~

Net asset value per common unit

20.4058

20.4014

~~20.06~~

Common units outstanding at end of period

1522,~~836~~076

1511,~~836~~429

~~5,115~~

See notes to Consolidated Financial Statements.

Oaktree Gardens OLP, LLC

Consolidated ~~Statement~~Statements of Cash Flows

(in thousands)

(unaudited)

	Nine months ended June 30, 2024		For the period from June 8, 2023 (commencement of operations) to June 30, 2023
	Three months ended December 31, 2024		Three months ended December 31, 2023
Operating activities:
Net increase (decrease) in net assets resulting from operations	$	2111,~~492~~525	$	~~320~~5,069
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:
Net unrealized (appreciation) depreciation	(~~4,218~~778)		(5984)
Net realized (gains) losses	~~(56)~~116		—(54)
PIK interest income	(~~624~~436)		—
Accretion of original issue discount on investments	(1,~~483~~581)		(10173)
Amortization of deferred financing costs	~~963~~414		—226
Amortization of deferred offering costs	~~233~~—		2887
Purchases of investments	(~~396~~167,~~290~~563)		(50160,~~468~~263)
Proceeds from the sales and repayments of investments	4546,~~321~~075		83758
Changes in operating assets and liabilities:
(Increase) decrease in interest receivable	(1,957)		(526)
(Increase) decrease in due from affiliates	—		(536)
(Increase) decrease in other assets	41		(74)
(Increase) decrease in interest receivable	(1,128)		(2,231)
Increase (decrease) in accounts payable, accrued expenses and other liabilities	40		167
(Increase) decrease in other assets	25		43
Increase (decrease) in base management fee payable	1,235		16
Increase (decrease) in accounts payable, accrued expenses and other liabilities	(4)		(210)
Increase (decrease) in due to affiliates	(244)		141
Increase (decrease) in base management fee payable	228		196
Increase (decrease) in interest payable	374		9
Increase (decrease) in due to affiliates	(211)		(107)
Increase (decrease) in director fees payable	119		179
Increase (decrease) in interest payable	157		672
Net cash used in operating activities	(335,054)		(50,140)
Increase (decrease) in director fees payable	(44)		—
Net cash used in operating activities	(113,205)		(157,507)
Financing activities:
Distributions paid in cash	(2011,~~100~~000)		—(6,900)
Borrowings under credit facility	~~445~~85,000		—105,000
Repayments of borrowings under credit facility	(~~290~~70,000)		—(75,000)
Borrowings of secured borrowings	~~247,618~~276		37178,~~115~~693
Repayments of secured borrowings	(159,210)		—
Proceeds from the issuance of common units	89,600		63,400
Proceeds from the issuance of common units	153,000		102,300
Net cash provided by financing activities	93,876		265,193
Deferred financing costs paid	(400)		—
Effect of exchange rate changes on foreign currency	(44)		—
Net cash provided by financing activities	375,908		139,415
Net increase (decrease) in cash and cash equivalents	(19,373)		107,686
Net increase (decrease) in cash and cash equivalents	40,854		89,275
Cash and cash equivalents, beginning of period	207,344		137,079
Cash and cash equivalents, beginning of period	137,079		—
Cash and cash equivalents, end of period	$	187,971	$	244,765
Cash and cash equivalents, end of period	$	177,933	$	89,275
Supplemental information:
Cash paid for interest	$	87,~~840~~021	$	—802
Non-cash financing activities:
Reconciliation to the Statements of Assets and Liabilities	December 31, 2024		September 30, 2024
Deferred offering costs incurred	1		$	335
Cash and cash equivalents	$	187,971	$	207,344
Reconciliation to the Statements of Assets and Liabilities	June 30, 2024		September 30, 2023
Total cash and cash equivalents	$	187,971	$	207,344
Cash and cash equivalents	$	177,933	$	137,079
Total cash and cash equivalents	$	177,933	$	137,079

See notes to Consolidated Financial Statements.

Oaktree Gardens OLP, LLC

Consolidated Schedule of Investments

~~June~~December 3031, 2024

(dollar amounts in thousands)

(unaudited)

Portfolio Company	Industry	Type of Investment (1)(2)	Index	Spread	Cash Interest Rate (3)(4)	PIK	Maturity Date	Shares	Principal(6)		Cost		Fair Value		Notes
Non-Control/Non-Affiliate Investments															(5)
AmSpec Parent LLC	Diversified Support Services	First Lien Term Loan	SOFR+	5.75%	11.08%		12/5/2030		$	41,040	$	40,102	$	41,040	(4)(6)
AVSC Holding Corp.	Specialized Consumer Services	First Lien Term Loan	SOFR+	5.00%	9.36%		12/5/2031		$	70,235	$	68,845	$	68,853	(4)(7)
AmSpec Parent LLC	Diversified Support Services	First Lien Term Loan	SOFR+	5.75%			12/5/2030		—		(74)		(74)		(4)(6)(7)
AVSC Holding Corp.	Specialized Consumer Services	First Lien Revolver	SOFR+	5.00%			12/5/2029		—		(148)		(146)		(4)(7)(8)
AmSpec Parent LLC	Diversified Support Services	First Lien Revolver	SOFR+	5.75%			12/5/2029		59		(126)		—		(4)(6)(7)
Centralsquare Technologies, LLC	Application Software	First Lien Term Loan	SOFR+	6.25%	7.25%	3.38%	4/12/2030		18,445		18,049		18,353		(4)(7)
Centralsquare Technologies, LLC	Application Software	First Lien ~~Term Loan~~Revolver	SOFR+	35.0075%	~~8.32%~~	~~3.50%~~	4/12/2030		~~18,157~~—		~~17,722~~(45)		~~17,736~~(10)		(4)(67)(8)
Centralsquare Technologies, LLC	Application Software	First Lien Revolver	SOFR+	6.00%			4/12/2030		—		(49)		(48)		(4)(6)(7)
Creek Parent, Inc.	Life Sciences Tools & Services	First Lien Term Loan	SOFR+	5.25%	9.63%		12/18/2031		50,074		49,203		49,198		(4)(7)
Entrata, Inc.	Application Software	First Lien Term Loan	SOFR+	5.75%	11.09%		7/10/2030		28,286		27,677		28,173		(4)(6)
Creek Parent, Inc.	Life Sciences Tools & Services	First Lien Revolver	SOFR+	5.25%			12/18/2031		—		(125)		(126)		(4)(7)(8)
Entrata, Inc.	Application Software	First Lien ~~Revolver~~Term Loan	SOFR+	5.75%	10.09%		7/10/~~2028~~2030		—28,144		~~(65)~~27,589		~~(13)~~28,144		(4)(~~6)(~~7)
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Term Loan	SOFR+	6.00%	11.33%		9/30/2030		29,959		29,291		29,959		(4)(6)
Entrata, Inc.	Application Software	First Lien Revolver	SOFR+	5.75%			7/10/2028		—		(57)		—		(4)(7)(8)
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Revolver	SOFR+	6.00%			10/1/2029		—		(73)		—		(4)(6)(7)
Everbridge, Inc.	Application Software	First Lien Term Loan	SOFR+	5.00%	9.59%		7/2/2031		21,779		21,670		21,685		(4)(7)
Icefall Parent, Inc.	Application Software	First Lien Term Loan	SOFR+	6.50%	11.83%		1/25/2030		13,557		13,305		13,324		(4)(6)
Everbridge, Inc.	Application Software	First Lien Term Loan	SOFR+	5.00%	9.59%		7/2/2031		2,134		2,115		2,111		(4)(7)(8)
Icefall Parent, Inc.	Application Software	First Lien Revolver	SOFR+	6.50%			1/25/2030		—		(24)		(22)		(4)(6)(7)
Everbridge, Inc.	Application Software	First Lien Revolver	SOFR+	5.00%			7/2/2031		—		(11)		(9)		(4)(7)(8)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%	10.35%		5/13/2030		17,277		16,936		16,940		(4)(6)(8)
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Term Loan	SOFR+	4.75%	9.08%		9/30/2030		29,809		29,198		29,809		(4)(7)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%			5/10/2026		—		(28)		(28)		(4)(6)(7)(8)
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Term Loan	SOFR+	4.75%	9.08%		9/30/2030		7,526		7,451		7,526		(4)(7)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%			5/10/2026		—		(28)		(28)		(4)(6)(7)(8)
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Revolver	SOFR+	4.75%			10/1/2029		—		(66)		—		(4)(7)(8)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Revolver	SOFR+	5.00%			5/13/2030		—		(34)		(34)		(4)(6)(7)(8)
Geo Topco Corporation	Building Products	First Lien Term Loan	SOFR+	4.75%	9.41%		10/15/2031		30,668		30,371		30,380		(4)(7)
Monotype Imaging Holdings Inc.	Application Software	First Lien Term Loan	SOFR+	5.50%	10.85%		2/28/2031		41,811		41,184		41,242		(4)(6)
Geo Topco Corporation	Building Products	First Lien Term Loan	SOFR+	4.75%			10/15/2031		—		(55)		(53)		(4)(7)(8)
Monotype Imaging Holdings Inc.	Application Software	First Lien Term Loan	SOFR+	5.50%			2/28/2031		—		(26)		(24)		(4)(6)(7)
Geo Topco Corporation	Building Products	First Lien Revolver	SOFR+	4.75%	9.27%		10/15/2031		1,420		1,378		1,380		(4)(7)(8)
Monotype Imaging Holdings Inc.	Application Software	First Lien Revolver	SOFR+	5.50%			2/28/2030		—		(74)		(71)		(4)(6)(7)
Icefall Parent, Inc.	Application Software	First Lien Term Loan	SOFR+	6.50%	10.86%		1/25/2030		13,557		13,328		13,557		(4)(7)
Next Holdco, LLC	Health Care Technology	First Lien Term Loan	SOFR+	6.00%	11.32%		11/12/2030		27,170		26,762		27,170		(4)(6)
Icefall Parent, Inc.	Application Software	First Lien Revolver	SOFR+	6.50%			1/25/2030		—		(22)		—		(4)(7)(8)
Next Holdco, LLC	Health Care Technology	First Lien Term Loan	SOFR+	6.00%			11/12/2030		—		(52)		(52)		(4)(6)(7)
Integrity Marketing Acquisition, LLC	Insurance Brokers	First Lien Term Loan	SOFR+	5.00%	9.51%		8/25/2028		42,728		42,360		42,591		(4)(7)(10)
Next Holdco, LLC	Health Care Technology	First Lien Revolver	SOFR+	6.00%			11/9/2029		—		(35)		—		(4)(6)(7)
Integrity Marketing Acquisition, LLC	Insurance Brokers	First Lien Term Loan	SOFR+	5.00%			8/25/2028		—		(131)		(84)		(4)(7)(8)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	5.00%			6/10/2030		—		(64)		(61)		(4)(6)(7)
Integrity Marketing Acquisition, LLC	Insurance Brokers	First Lien Revolver	SOFR+	5.00%			8/25/2028		—		(49)		(17)		(4)(7)(8)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.25%	11.58%		6/10/2030		16,905		16,547		16,905		(4)(6)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%	9.36%		6/3/2030		17,234		16,922		17,061		(4)(7)(9)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.25%	11.58%		6/10/2030		6,387		6,207		6,387		(4)(6)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%			6/3/2030		—		(29)		(29)		(4)(7)(8)(9)
OneOncology, LLC	Health Care Services	First Lien Revolver	SOFR+	6.25%			6/11/2029		—		(70)		—		(4)(6)(7)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%	9.36%		6/3/2030		2,880		2,822		2,851		(4)(7)(9)
PetVet Care Centers, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.00%	11.34%		11/15/2030		59,933		58,842		58,626		(4)(6)(9)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Revolver	SOFR+	5.00%			6/3/2030		—		(31)		(17)		(4)(7)(8)(9)
PetVet Care Centers, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.00%			11/15/2030		—		(79)		(79)		(4)(6)(7)
Monotype Imaging Holdings Inc.	Application Software	First Lien Term Loan	SOFR+	5.50%	10.01%		2/28/2031		41,602		40,978		41,602		(4)(7)
PetVet Care Centers, LLC	Health Care Services	First Lien Revolver	SOFR+	6.00%			11/15/2029		—		(141)		(171)		(4)(6)(7)
Monotype Imaging Holdings Inc.	Application Software	First Lien Term Loan	SOFR+	5.50%	10.02%		2/28/2031		812		780		812		(4)(7)(8)
PetVet Care Centers, LLC	Health Care Services	Preferred Equity						5,185			5,081		5,525		(6)
Monotype Imaging Holdings Inc.	Application Software	First Lien Revolver	SOFR+	5.50%			2/28/2030		—		(67)		—		(4)(7)(8)
Protein For Pets Opco, LLC	Packaged Foods & Meats	First Lien Term Loan	SOFR+	5.25%	10.59%		9/20/2030		44,234		43,387		43,420		(4)(6)
Next Holdco, LLC	Health Care Technology	First Lien Term Loan	SOFR+	5.75%	10.27%		11/12/2030		27,034		26,628		27,034		(4)(7)
Protein For Pets Opco, LLC	Packaged Foods & Meats	First Lien Revolver	SOFR+	5.25%			9/20/2030		—		(88)		(85)		(4)(6)(7)
Next Holdco, LLC	Health Care Technology	First Lien Term Loan	SOFR+	5.75%			11/12/2030		—		(52)		—		(4)(7)(8)
Sorenson Communications, LLC	Communications Equipment	First Lien Term Loan	SOFR+	5.75%	11.09%		4/19/2029		63,519		62,299		62,350		(4)(6)(9)
Next Holdco, LLC	Health Care Technology	First Lien Revolver	SOFR+	5.75%			11/9/2029		—		(32)		—		(4)(7)(8)
Sorenson Communications, LLC	Communications Equipment	First Lien Revolver	SOFR+	5.75%			4/19/2029		—		(136)		(130)		(4)(6)(7)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	5.00%	9.33%		6/10/2030		12,742		12,593		12,615		(4)(7)
Truck-Lite Co., LLC	Construction Machinery & Heavy Transportation Equipment	First Lien Term Loan	SOFR+	5.75%	11.07%		2/13/2031		32,472		31,857		31,894		(4)(6)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.25%	10.58%		6/10/2030		16,820		16,494		16,820		(4)(7)
Truck-Lite Co., LLC	Construction Machinery & Heavy Transportation Equipment	First Lien Term Loan	SOFR+	5.75%			2/13/2031		—		(67)		(63)		(4)(6)(7)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.25%	10.58%		6/10/2030		6,355		6,196		6,355		(4)(7)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	5.00%	9.68%		6/10/2030		8,559		8,457		8,389		(4)(7)(8)
OneOncology, LLC	Health Care Services	First Lien Revolver	SOFR+	6.25%			6/11/2029		—		(63)		—		(4)(7)(8)
PetVet Care Centers, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.00%	10.36%		11/15/2030		59,632		58,632		58,558		(4)(7)
PetVet Care Centers, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.00%			11/15/2030		—		(79)		(141)		(4)(7)(8)
PetVet Care Centers, LLC	Health Care Services	First Lien Revolver	SOFR+	6.00%			11/15/2029		—		(128)		(141)		(4)(7)(8)
PetVet Care Centers, LLC	Health Care Services	Preferred Equity						5,185			5,081		6,015		(7)
Protein For Pets Opco, LLC	Packaged Foods & Meats	First Lien Term Loan	SOFR+	5.25%	9.61%		9/20/2030		44,013		43,238		43,212		(4)(7)
Protein For Pets Opco, LLC	Packaged Foods & Meats	First Lien Revolver	SOFR+	5.25%			9/20/2030		—		(81)		(84)		(4)(7)(8)
Sorenson Communications, LLC	Communications Equipment	First Lien Term Loan	SOFR+	5.75%	10.11%		4/19/2029		61,137		60,086		60,208		(4)(7)
Sorenson Communications, LLC	Communications Equipment	First Lien Revolver	SOFR+	5.75%			4/19/2029		—		(121)		(107)		(4)(7)(8)

Oaktree Gardens OLP, LLC

Consolidated Schedule of Investments

~~June~~December 3031, 2024

(dollar amounts in thousands)

(unaudited)

Portfolio Company	Industry	Type of Investment (1)(2)	Index	Spread	Cash Interest Rate (3)(4)	PIK	Maturity Date	Shares	Principal(6)		Cost		Fair Value		Notes
Truck-Lite Co., LLC	Construction Machinery & Heavy Transportation Equipment	First Lien ~~Revolver~~Term Loan	SOFR+	5.75%	1110.0827%		2/13/~~2030~~2031		$	~~157~~32,309	$	5131,744	$	5632,144	(4)(~~6)(~~7)
WP CPP Holdings, LLC	Aerospace & Defense	First Lien Term Loan	SOFR+	7.50%	8.72%	4.13%	11/28/2029		24,596		24,053		24,449		(4)(6)
Truck-Lite Co., LLC	Construction Machinery & Heavy Transportation Equipment	First Lien Term Loan	SOFR+	5.75%			2/13/2031		—		(61)		(18)		(4)(7)(8)
WP CPP Holdings, LLC	Aerospace & Defense	First Lien Revolver	SOFR+	6.75%			11/28/2029		—		(60)		(16)		(4)(6)(7)
Truck-Lite Co., LLC	Construction Machinery & Heavy Transportation Equipment	First Lien Revolver	SOFR+	5.75%			2/13/2030		—		(60)		(20)		(4)(7)(8)
Total Non-Control/Non-Affiliate Investments (143.7% of net assets)											$	459,910	$	464,197
USIC Holdings, Inc.	Diversified Support Services	First Lien Term Loan	SOFR+	5.50%	10.09%		9/10/2031		26,092		25,843		26,040		(4)(7)(10)
Cash and Cash Equivalents and Restricted Cash
USIC Holdings, Inc.	Diversified Support Services	First Lien Term Loan	SOFR+	5.50%	10.09%		9/10/2031		102		102		99		(4)(7)(8)
U.S. Treasury Bills											$	139,551	$	139,551
USIC Holdings, Inc.	Diversified Support Services	First Lien Revolver	SOFR+	5.25%	9.84%		9/10/2031		759		727		739		(4)(7)(8)
Other cash accounts											38,382		38,382
WP CPP Holdings, LLC	Aerospace & Defense	First Lien Term Loan	SOFR+	7.50%	7.84%	4.13%	11/28/2029		24,993		24,503		24,993		(4)(7)
Cash and Cash Equivalents (55.1% of net assets)											$	177,933	$	177,933
WP CPP Holdings, LLC	Aerospace & Defense	First Lien Term Loan	SOFR+	7.50%	7.84%	4.13%	11/29/2029		1,185		1,185		1,185		(4)(7)
Total Portfolio Investments, Cash and Cash Equivalents (198.8% of net assets)											$	637,843	$	642,130
WP CPP Holdings, LLC	Aerospace & Defense	First Lien Revolver	SOFR+	6.75%			11/28/2029		—		(54)		—		(4)(7)(8)
Total Non-Control/Non-Affiliate Investments (153.9% of net assets)											$	693,001	$	699,317
Cash and Cash Equivalents
U.S. Treasury Bills											$	119,703	$	119,703
Other cash accounts											68,268		68,268
Cash and Cash Equivalents (41.4% of net assets)											$	187,971	$	187,971
Total Portfolio Investments, Cash and Cash Equivalents (195.3% of net assets)											$	880,972	$	887,288


Derivative Instrument	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Counterparty	Cumulative Unrealized Appreciation /(Depreciation)
Foreign currency forward contract	$	8,353	€	7,634	2/6/2025	Bank of New York Mellon	$	437
Foreign currency forward contract	$	(8,241)	€	(7,634)	2/6/2025	Bank of New York Mellon	(324)
Foreign currency forward contract	$	3,299	£	2,545	2/6/2025	Bank of New York Mellon	112
Foreign currency forward contract	$	(3,293)	£	(2,545)	2/6/2025	Bank of New York Mellon	(107)
							$	118

Oaktree Gardens OLP, LLC

Consolidated Schedule of Investments

December 31, 2024

(dollar amounts in thousands)

(unaudited)

(1)All debt investments are income producing unless otherwise noted. All equity investments are non-income producing unless otherwise noted.

(2)See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition by geographic region.

(3)Interest rates may be adjusted from period to period on certain term loans and revolvers. These rate adjustments may be either temporary in nature due to tier pricing arrangements or financial or payment covenant violations in the original credit agreements or permanent in nature per loan amendment or waiver documents.

(4)The interest rate on the principal balance outstanding for floating rate loans is indexed to the Secured Overnight Financing Rate ("SOFR"), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over SOFR based on each respective credit agreement and the cash interest rate as of period end. As of ~~June~~December 3031, 2024, the reference ~~rate~~rates for the Company's variable rate loans were the 30-day SOFR at 54.3433% and the 90-day SOFR at 54.3231%. As of ~~June~~December 3031, 2024, the Company's debt investments included interest floors which range from 0.00% to 1.00%. SOFR based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread.

(5)Non-Control/Non-Affiliate Investments are investments that are neither Control Investments nor Affiliate Investments. Control Investments generally are defined by the Investment Company Act of 1940, as amended (the "Investment Company Act"), as investments in companies in which the Company owns more than 25% of the voting securities and/or has the power to exercise control over the management or policies of the company. Affiliate Investments generally are defined by the Investment Company Act as investments in companies in which the Company owns between 5% and 25% of the voting securities.

(6)AsPrincipal ofincludes ~~June 30,~~accumulated ~~2024,~~payment ~~these~~in ~~investments~~kind ~~are categorized as Level 3 within the fair value hierarchy established by Financial Accounting Standards Board~~ (~~"FASB"~~“PIK”) ~~Accounting~~interest ~~Standards~~and ~~Codification~~is ~~("ASC")~~net ~~Topic~~of ~~820~~repayments, ~~Fair~~if ~~Value Measurements and Disclosures ("ASC 820") and were valued using significant unobservable inputs~~any.

(7)~~Investment~~As ~~has~~of ~~undrawn~~December 31, ~~commitments.~~2024, ~~Unamortized~~these ~~fees~~investments are ~~classified~~categorized as ~~unearned~~Level ~~income~~3 ~~which~~within ~~reduces~~the ~~cost~~fair ~~basis,~~value ~~which~~hierarchy ~~may~~established ~~result~~by inFinancial aAccounting ~~negative~~Standards ~~cost~~Board ~~basis. A~~("FASB") ~~negative~~Accounting ~~fair~~Standards ~~value~~Codification ~~may~~("ASC") ~~result~~Topic ~~from~~820, ~~the~~Fair ~~unfunded~~Value ~~commitment~~Measurements ~~being~~and Disclosures ("ASC 820") and were valued ~~below~~using ~~par~~significant unobservable inputs.

(8)Investment ishas ~~not~~undrawn acommitments. ~~"qualifying~~Unamortized ~~asset"~~fees asare ~~defined~~classified ~~under~~as ~~Section~~unearned ~~55(a)~~income ofwhich ~~the~~reduces ~~Investment~~cost ~~Company Act. Under the Investment Company Act~~basis, ~~the~~which ~~Company~~ may ~~not~~result ~~acquire~~in ~~any~~a ~~non-qualifying~~negative ~~asset~~cost ~~unless,~~basis. atA ~~the~~negative ~~time~~fair ~~the~~value ~~acquisition~~may isresult ~~made,~~from ~~qualifying assets represent at least 70% of~~ the ~~Company's~~unfunded ~~total~~commitment ~~assets.~~being Asvalued ofbelow ~~June 30, 2024, qualifying assets represented 97~~par.~~4% of the Company's total assets.~~

(9)~~This~~Investment ~~investment~~is ~~represents~~not ~~securities~~a ~~that~~"qualifying ~~were~~asset" ~~sold~~as ~~and~~defined ~~simultaneously~~under ~~repurchased~~Section in55(a) ~~connection~~of ~~with~~the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company's ~~secured~~total ~~borrowings~~assets. ~~outstanding~~As as of ~~June~~December 3031, 2024, qualifying assets represented 97.8% of the Company's total assets.

(10)This investment represents securities that were sold and simultaneously repurchased in connection with the Company's secured borrowings outstanding as of December 31, 2024.

See notes to Consolidated Financial Statements.

Oaktree Gardens OLP, LLC

Consolidated Schedule of Investments

September 30, ~~2023~~2024

(dollar amounts in thousands)

Portfolio Company	Industry	Type of Investment (1)(2)	Index	Spread	Cash Interest Rate (3)(4)	~~Maturity Date~~PIK	~~Principal~~Maturity Date		~~Cost~~Shares		~~Fair Value~~Principal		~~Notes~~Cost		Fair Value		Notes
Non-Control/Non-Affiliate Investments													~~(5)(8)~~				(5)
Entrata, Inc.	Application Software	First Lien Term Loan	SOFR+	6.00%	11.33%	7/10/2030	$	28,428	$	27,740	$	27,717	(4)(6)
AmSpec Parent LLC	Diversified Support Services	First Lien Term Loan	SOFR+	5.50%	10.10%		12/5/2030				$	40,937	$	40,038	$	40,933	(4)(6)
Entrata, Inc.	Application Software	First Lien Revolver	SOFR+	6.00%		7/10/2028	—		(78)		(81)		(4)(6)(7)
AmSpec Parent LLC	Diversified Support Services	First Lien Term Loan	SOFR+	5.50%			12/5/2030				—		(74)		—		(4)(6)(7)
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Term Loan	SOFR+	6.00%	11.32%	9/29/2030	30,110		29,358		29,357		(4)(6)
AmSpec Parent LLC	Diversified Support Services	First Lien Revolver	SOFR+	5.50%			12/5/2029				—		(120)		—		(4)(6)(7)
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Revolver	SOFR+	6.00%		9/29/2029	—		(83)		(83)		(4)(6)(7)
Centralsquare Technologies, LLC	Application Software	First Lien Term Loan	SOFR+	6.50%	8.10%	3.50%	4/12/2030				18,325		17,909		18,131		(4)(6)
MND Holdings III Corp	Other Specialty Retail	First Lien Term Loan	SOFR+	7.50%	12.89%	5/9/2028	32,932		32,391		32,359		(4)(6)
Centralsquare Technologies, LLC	Application Software	First Lien Revolver	SOFR+	6.00%			4/12/2030				—		(47)		(22)		(4)(6)(7)
MND Holdings III Corp	Other Specialty Retail	First Lien Revolver	SOFR+	7.50%	12.83%	5/9/2028	1,191		987		1,041		(4)(6)(7)
Entrata, Inc.	Application Software	First Lien Term Loan	SOFR+	5.75%	10.67%		7/10/2030				28,215		27,633		28,215		(4)(6)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.25%	11.64%	6/9/2030	17,033		16,626		16,638		(4)(6)
Entrata, Inc.	Application Software	First Lien Revolver	SOFR+	5.75%			7/10/2028				—		(61)		—		(4)(6)(7)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.25%		6/9/2030	—		(80)		(74)		(4)(6)(7)
Everbridge, Inc.	Application Software	First Lien Term Loan	SOFR+	5.00%	10.33%		7/2/2031				21,779		21,670		21,679		(4)(6)
OneOncology, LLC	Health Care Services	First Lien Revolver	SOFR+	6.25%		6/9/2030	—		(80)		(80)		(4)(6)(7)
Everbridge, Inc.	Application Software	First Lien Term Loan	SOFR+	5.00%	10.30%		7/2/2031				2,134		2,115		2,122		(4)(6)(7)
Total Non-Control/Non-Affiliate Investments (63.3% of net assets)									$	106,781	$	106,794
Everbridge, Inc.	Application Software	First Lien Revolver	SOFR+	5.00%			7/2/2031				—		(11)		(10)		(4)(6)(7)
Cash and Cash Equivalents (81.3% of net assets)									$	137,079	$	137,079
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Term Loan	SOFR+	4.75%	9.35%		9/30/2030				29,884		29,245		29,630		(4)(6)
Total Portfolio Investments, Cash and Cash Equivalents (144.6% of net assets)									$	243,860	$	243,873
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Term Loan	SOFR+	4.75%	9.35%		9/30/2030				7,545		7,469		7,481		(4)(6)
Evergreen IX Borrower 2023, LLC	Application Software	First Lien Revolver	SOFR+	4.75%			10/1/2029				—		(69)		(28)		(4)(6)(7)
Icefall Parent, Inc.	Application Software	First Lien Term Loan	SOFR+	6.50%	11.35%		1/25/2030				13,557		13,317		13,461		(4)(6)
Icefall Parent, Inc.	Application Software	First Lien Revolver	SOFR+	6.50%			1/25/2030				—		(23)		(9)		(4)(6)(7)
Integrity Marketing Acquisition, LLC	Insurance Brokers	First Lien Term Loan	SOFR+	5.00%	10.08%		8/25/2028				40,444		40,049		40,040		(4)(6)
Integrity Marketing Acquisition, LLC	Insurance Brokers	First Lien Term Loan	SOFR+	5.00%			8/28/2028				—		(140)		(137)		(4)(6)(7)
Integrity Marketing Acquisition, LLC	Insurance Brokers	First Lien Revolver	SOFR+	5.00%			8/28/2028				—		(52)		(54)		(4)(6)(7)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%	9.85%		6/3/2030				17,277		16,950		16,973		(4)(6)(8)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%			6/3/2030				—		(29)		(26)		(4)(6)(7)(8)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Term Loan	SOFR+	5.00%	9.85%		6/3/2030				2,880		2,822		2,832		(4)(6)(8)
Minotaur Acquisition, Inc.	Financial Exchanges & Data	First Lien Revolver	SOFR+	5.00%			6/3/2030				—		(33)		(29)		(4)(6)(7)(8)
Monotype Imaging Holdings Inc.	Application Software	First Lien Term Loan	SOFR+	5.50%	10.56%		2/28/2031				41,706		41,081		41,706		(4)(6)
Monotype Imaging Holdings Inc.	Application Software	First Lien Term Loan	SOFR+	5.50%			2/28/2031				—		(26)		—		(4)(6)(7)
Monotype Imaging Holdings Inc.	Application Software	First Lien Revolver	SOFR+	5.50%			2/28/2030				—		(71)		—		(4)(6)(7)
Next Holdco, LLC	Health Care Technology	First Lien Term Loan	SOFR+	6.00%	11.06%		11/12/2030				27,102		26,695		27,102		(4)(6)
Next Holdco, LLC	Health Care Technology	First Lien Term Loan	SOFR+	6.00%			11/12/2030				—		(52)		—		(4)(6)(7)
Next Holdco, LLC	Health Care Technology	First Lien Revolver	SOFR+	6.00%			11/9/2029				—		(33)		—		(4)(6)(7)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	5.00%	10.08%		6/10/2030				8,388		8,282		8,261		(4)(6)(7)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.25%	10.85%		6/10/2030				16,863		16,520		16,863		(4)(6)
OneOncology, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.25%	10.85%		6/10/2030				6,371		6,212		6,371		(4)(6)
OneOncology, LLC	Health Care Services	First Lien Revolver	SOFR+	6.25%			6/11/2029				—		(67)		—		(4)(6)(7)
PetVet Care Centers, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.00%	10.85%		11/15/2030				59,782		58,737		58,258		(4)(6)(9)
PetVet Care Centers, LLC	Health Care Services	First Lien Term Loan	SOFR+	6.00%			11/15/2030				—		(79)		(122)		(4)(6)(7)
PetVet Care Centers, LLC	Health Care Services	First Lien Revolver	SOFR+	6.00%			11/15/2029				—		(134)		(200)		(4)(6)(7)
PetVet Care Centers, LLC	Health Care Services	Preferred Equity							5,185				5,081		5,747		(6)
Protein For Pets Opco, LLC	Packaged Foods & Meats	First Lien Term Loan	SOFR+	5.25%	10.10%		9/20/2030				44,123		43,313		43,281		(4)(6)
Protein For Pets Opco, LLC	Packaged Foods & Meats	First Lien Revolver	SOFR+	5.25%			9/20/2030				—		(85)		(88)		(4)(6)(7)
Sorenson Communications, LLC	Communications Equipment	First Lien Term Loan	SOFR+	5.75%	10.60%		4/19/2029				62,328		61,194		61,306		(4)(6)
Sorenson Communications, LLC	Communications Equipment	First Lien Revolver	SOFR+	5.75%			4/19/2029				—		(128)		(116)		(4)(6)(7)
Truck-Lite Co., LLC	Construction Machinery & Heavy Transportation Equipment	First Lien Term Loan	SOFR+	5.75%	10.86%		2/13/2031				32,390		31,801		32,390		(4)(6)
Truck-Lite Co., LLC	Construction Machinery & Heavy Transportation Equipment	First Lien Term Loan	SOFR+	5.75%			2/13/2031				—		(64)		—		(4)(6)(7)
Truck-Lite Co., LLC	Construction Machinery & Heavy Transportation Equipment	First Lien Revolver	SOFR+	5.75%	10.85%		2/13/2030				74		(28)		35		(4)(6)(7)

Derivative Instrument	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Counterparty	Cumulative Unrealized Appreciation /(Depreciation)
Foreign currency forward contract	$	7,501	€	8,000	11/9/2023	Bank of New York Mellon	$	47
Foreign currency forward contract	$	(7,501)	€	(7,945)	11/9/2023	Bank of New York Mellon	8
							$	55

~~(1)All~~Oaktree ~~debt~~Gardens ~~investments~~OLP, ~~are income producing unless otherwise noted.~~ LLC

Consolidated Schedule of Investments

September 30, 2024

(dollar amounts in thousands)


Portfolio Company	Industry	Type of Investment (1)(2)	Index	Spread	Cash Interest Rate (3)(4)	PIK	Maturity Date	Shares	Principal		Cost		Fair Value		Notes
USIC Holdings, Inc.	Diversified Support Services	First Lien Term Loan	SOFR+	5.50%	10.35%		9/10/2031		$	26,092	$	25,833	$	25,836	(4)(6)
USIC Holdings, Inc.	Diversified Support Services	First Lien Term Loan	SOFR+	5.50%	10.35%		9/10/2031		40		40		25		(4)(6)(7)
USIC Holdings, Inc.	Diversified Support Services	First Lien Revolver	SOFR+	5.25%	10.10%		9/10/2031		1,613		1,580		1,580		(4)(6)(7)
WP CPP Holdings, LLC	Aerospace & Defense	First Lien Term Loan	SOFR+	7.50%	8.39%	4.13%	11/28/2029		24,795		24,278		24,649		(4)(6)
WP CPP Holdings, LLC	Aerospace & Defense	First Lien Term Loan	SOFR+	7.50%	8.39%	4.13%	11/29/2029		1,175		1,175		1,175		(4)(6)
WP CPP Holdings, LLC	Aerospace & Defense	First Lien Revolver	SOFR+	6.75%			11/28/2029		—		(57)		(16)		(4)(6)(7)
Total Non-Control/Non-Affiliate Investments (157.9% of net assets)											$	569,556	$	575,225
Cash and Cash Equivalents
U.S. Treasury Bills											$	169,533	$	169,533
Other cash accounts											37,811		37,811
Cash and Cash Equivalents (56.9% of net assets)											$	207,344	$	207,344
Total Portfolio Investments, Cash and Cash Equivalents (214.8% of net assets)											$	776,900	$	782,569

(1)All debt investments are income producing unless otherwise noted. All equity investments are non-income producing unless otherwise noted.

(2)See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition by geographic region.

(4)The interest rate on the principal balance outstanding for floating rate loans is indexed to SOFR, which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over SOFR based on each respective credit agreement and the cash interest rate as of period end. As of September 30, ~~2023~~2024, the reference ~~rate~~rates for the Company's variable rate loans were the 30-day SOFR at 54.3285% and the 90-day SOFR at 54.3959%. As of September 30, ~~2023~~2024, the Company's debt investments included interest floors which range from 0.7500% to 21.00%. SOFR based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread.

(5)Non-Control/Non-Affiliate Investments are investments that are neither Control Investments nor Affiliate Investments. Control Investments generally are defined by the Investment Company Act, as investments in companies in which the Company owns more than 25% of the voting securities and/or has the power to exercise control over the management or policies of the company. Affiliate Investments generally are defined by the Investment Company Act as investments in companies in which the Company owns between 5% and 25% of the voting securities.

(6)As of September 30, ~~2023~~2024, these investments are categorized as Level 3 within the fair value hierarchy established by ASC 820 and were valued using significant unobservable inputs.

(7)Investment has undrawn commitments. Unamortized fees are classified as unearned income which reduces cost basis, which may result in a negative cost basis. A negative fair value may result from the unfunded commitment being valued below par.

(8)Investment is not a "qualifying asset" as defined under Section 55(a) of the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company's total assets. As of September 30, ~~2023~~2024, qualifying assets represented ~~100~~97.05% of the Company's total assets.

~~See~~(9)This ~~notes~~investment torepresents ~~Consolidated~~securities ~~Financial~~that ~~Statements~~were sold and simultaneously repurchased in connection with the Company's secured borrowings outstanding as of September 30, 2024.

810

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

Note 1. Organization

Oaktree Gardens OLP, LLC (the “Company”) was formed on February 6, 2023 as a Delaware limited liability company. The Company is a closed-end management investment company that has elected to be regulated as a business development company (a “BDC”) under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Company has elected to be treated, and intends to qualify annually, as a regulated investment company (a “RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is externally managed by Oaktree Fund Advisors, LLC (the “Adviser”), an investment adviser that is registered with the Securities and Exchange Commission (“SEC”) under the U.S. Investment Advisers Act of 1940, as amended. The Company’s administrator, Oaktree Fund Administration, LLC, a Delaware limited liability company (the “Administrator”), provides the administrative services necessary for the Company’s operations. The Adviser is an entity under common control with Brookfield Oaktree ~~Capital Group~~Holdings, LLC ("~~OCG~~BOH") (formerly known as Oaktree Capital Group, LLC). In 2019, Brookfield Corporation (formerly known as Brookfield Asset Management, Inc., collectively with its affiliates, "Brookfield") acquired a majority economic interest in ~~OCG~~BOH. ~~OCG~~BOH operates as an independent business within Brookfield, with its own product offerings and investment, marketing and support teams.

No member shall be liable for any of the debts, liabilities or obligations of the Company to the extent otherwise required by Delaware law, except that each member shall be required to pay to the Company (a) any capital contributions that it has agreed to make to the Company pursuant to any subscription agreements and (b) the amount of any distribution that it is required to return to the Company pursuant to the Amended and Restated Limited Liability Company Agreement or the Delaware Limited Liability Company Act.

The Company’s investment objective is to generate current income and long-term capital appreciation by primarily focusing on private lending opportunities to large private equity-owned companies. The Company seeks to build a diverse portfolio across industries and expects most of its investments to be in the debt of eligible portfolio companies, generally in loans that are $500 million or more to companies with earnings before interest, taxes, depreciation and amortization (“EBITDA”) of $100 million or greater. To a lesser extent, the Company may invest in small- and medium-sized companies, including bespoke, highly negotiated loans, including loans to life sciences companies, and attractive, publicly-traded credits, including opportunistic investments in discounted, high-quality investments that may result from broad market dislocations or specific situational challenges. The Company focuses primarily on first lien secured loans but may occasionally invest in junior instruments.

At each closing in the private offering of common units (the “units”) of the Company’s limited liability company interests, each investor will make a capital commitment to purchase units pursuant to a subscription agreement entered into with the Company. Investors are required to fund drawdowns to purchase units up to the amount of their respective capital commitments on an as-needed basis. At each drawdown of capital commitments, the purchase price will equal the net asset value per unit as of the end of the most recent calendar quarter prior to the date of the applicable purchase as determined by the Adviser, as valuation designee of the Company’s board of directors (the "Board") under the Investment Company Act, and subject to the limitations of Section 23 under the Investment Company Act. At the first capital drawdown date that occurred immediately following the initial closing, the net asset value per unit was deemed to be $20.00.

On May 1, 2023, the Company was initially capitalized with a $2 investment by Oaktree Fund GP I, L.P., an affiliate of the Adviser. On May 2, 2023, the Company redeemed the 100 units sold to Oaktree Fund GP I, L.P. on May 1, 2023. On May 4, 2023, the Company held its first closing and accepted capital commitments totaling $1,280,000. The Company's loan origination and investment activities commenced shortly after the initial closing and the Company’s operations commenced on June 8, 2023 in connection with the initial drawdown of capital from investors.

Note 2. Significant Accounting Policies

Basis of Presentation:

The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and pursuant to the requirements for reporting on Form 10-Q and Regulation S-X. In the opinion of management, all adjustments of a normal recurring nature considered necessary for the fair presentation of the consolidated financial statements have been made. The Company is an investment company following the accounting and reporting guidance in FASB ASC Topic 946, Financial Services - Investment Companies ("ASC 946").

911

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

Use of Estimates:

The preparation of the consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions affecting amounts reported in the consolidated financial statements and accompanying notes. These estimates are based on the information that is currently available to the Company and on various other assumptions that the Company believes to be reasonable under the circumstances. Changes in the economic and political environments, financial markets and any other parameters used in determining these estimates could cause actual results to differ and such differences could be material. Significant estimates include the valuation of investments and revenue recognition.

Consolidation:

The accompanying consolidated financial statements include the accounts of the Company and its consolidated subsidiary. The consolidated subsidiary is wholly-owned and, as such, consolidated into the consolidated financial statements. As an investment company, portfolio investments held by the Company are not consolidated into the consolidated financial statements but rather are included on the Consolidated Statements of Assets and Liabilities as investments at fair value.

Fair Value Measurements:

~~Our~~The Adviser, as the valuation designee of ~~our~~the Board pursuant to Rule 2a-5 under the Investment Company Act, determines the fair value of our assets on at least a quarterly basis in accordance with ASC Topic 820, Fair Value Measurements and Disclosures ("ASC 820"). ASC 820 defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A liability's fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. ASC 820 prioritizes the use of observable market prices over entity-specific inputs. Where observable prices or inputs are not available or reliable, valuation techniques are applied. These valuation techniques involve some level of estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments' complexity.

Hierarchical levels, defined by ASC 820 and directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows:

•Level 1 — Unadjusted, quoted prices in active markets for identical assets or liabilities as of the measurement date.

•Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data at the measurement date for substantially the full term of the assets or liabilities.

•Level 3 — Unobservable inputs that reflect the Adviser's best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

If inputs used to measure fair value fall into different levels of the fair value hierarchy, an investment's level is based on the lowest level of input that is significant to the fair value measurement. The Adviser's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment. This includes investment securities that are valued using "bid" and "ask" prices obtained from independent third party pricing services or directly from brokers. These investments may be classified as Level 3 because the quoted prices may be indicative in nature for securities that are in an inactive market, may be for similar securities or may require adjustments for investment-specific factors or restrictions.

Financial instruments with readily available quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment inherent in measuring fair value. As such, the Adviser obtains and analyzes readily available market quotations provided by pricing vendors and brokers for all of the Company's investments for which quotations are available. In determining the fair value of a particular investment, pricing vendors and brokers use observable market information, including both binding and non-binding indicative quotations.

The Adviser seeks to obtain at least two quotations for the subject or similar securities, typically from pricing vendors. If the Adviser is unable to obtain two quotes from pricing vendors, or if the prices obtained from pricing vendors are not within the Adviser's set threshold, the Adviser seeks to obtain a quote directly from a broker making a market for the asset. The Adviser evaluates the quotations provided by pricing vendors and brokers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. The Adviser also performs back-testing of valuation information obtained from pricing vendors and brokers against actual prices received in transactions. In addition to ongoing monitoring and back-testing, the Adviser performs due diligence procedures over pricing vendors to understand their methodology and controls to support their use in the valuation process. Generally, the Adviser does not adjust any of the prices received from these sources.

1012

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

due diligence procedures over pricing vendors to understand their methodology and controls to support their use in the valuation process. Generally, the Adviser does not adjust any of the prices received from these sources.

If the quotations obtained from pricing vendors or brokers are determined not to be reliable or are not readily available, the Adviser values such investments using any of three different valuation techniques. The first valuation technique is the transaction precedent technique, which utilizes recent or expected future transactions of the investment to determine fair value, to the extent applicable. The second valuation technique is an analysis of the enterprise value ("EV") of the portfolio company. EV means the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time. The EV analysis is typically performed to determine (i) the value of equity investments, (ii) whether there is credit impairment for debt investments and (iii) the value for debt investments that the Company is deemed to control under the Investment Company Act. To estimate the EV of a portfolio company, the Adviser analyzes various factors, including the portfolio company’s historical and projected financial results, macroeconomic impacts on the company and competitive dynamics in the company’s industry. The Adviser also utilizes some or all of the following information based on the individual circumstances of the portfolio company: (i) valuations of comparable public companies, (ii) recent sales of private and public comparable companies in similar industries or having similar business or earnings characteristics, (iii) purchase prices as a multiple of their earnings or cash flow, (iv) the portfolio company’s ability to meet its forecasts and its business prospects, (v) a discounted cash flow analysis, (vi) estimated liquidation or collateral value of the portfolio company's assets and (vii) offers from third parties to buy the portfolio company. The Adviser may probability weight potential sale outcomes with respect to a portfolio company when uncertainty exists as of the valuation date. The third valuation technique is a market yield technique, which is typically performed for non-credit impaired debt investments. In the market yield technique, a current price is imputed for the investment based upon an assessment of the expected market yield for a similarly structured investment with a similar level of risk, and the Adviser considers the current contractual interest rate, the capital structure and other terms of the investment relative to risk of the company and the specific investment. A key determinant of risk, among other things, is the leverage through the investment relative to the EV of the portfolio company. As debt investments held by the Company are substantially illiquid with no active transaction market, the Adviser depends on primary market data, including newly funded transactions and industry specific market movements, as well as secondary market data with respect to high yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable.

The Board has designated the Adviser to serve as its valuation designee under Rule 2a-5 under the Investment Company Act. The Adviser undertakes a multi-step valuation process each quarter in connection with determining the fair value of the Company's investments:

•The quarterly valuation process begins with each portfolio company or investment being initially valued by the Adviser's valuation team;

•Preliminary valuations are then reviewed and discussed with management of the Adviser;

•Separately, independent valuation firms prepare valuations of the Company's investments, on a selected basis, for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment, and submit the reports to the Company and provide such reports to the Adviser;

•The Adviser compares and contrasts its preliminary valuations to the valuations of the independent valuation firms and prepares a valuation report for the Audit Committee;

•The Audit Committee reviews the valuation report with the Adviser, and the Adviser responds and supplements the valuation report to reflect any discussions between the Adviser and the Audit Committee; and

•The Adviser, as valuation designee, determines the fair value of each investment in the Company's portfolio.

The fair value of the Company's investments as of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024 was determined by the Adviser, as the Company's valuation designee. The Company has and will continue to engage independent valuation firms to provide assistance each quarter regarding the determination of the fair value of a portion of its portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been reported had a ready market for the investments existed, and it is reasonably possible that the difference could be material.

With the exception of the line items entitled "deferred financing costs," "~~deferred offering costs," "~~other assets," "secured borrowings" and "credit facility payable," which are reported at amortized cost, all assets and liabilities on the Consolidated Statements of Assets and Liabilities approximate fair value. The carrying value of the line items titled "interest receivable," "accounts payable, accrued ~~expenses and other liabilities," "base management fee payable," "due to affiliates," "interest payable" and "director fees payable" approximate fair value due to their short maturities.~~

1113

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

expenses and other liabilities," "base management fee payable," "due to affiliates," "interest payable" and "director fees payable" approximate fair value due to their short maturities.

Foreign Currency Translation:

The accounting records of the Company are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the prevailing foreign exchange rate on the reporting date. The Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. The Company’s investments in foreign securities may involve certain risks, including foreign exchange restrictions, expropriation, taxation or other political, social or economic risks, all of which could affect the market and/or credit risk of the investment. In addition, changes in the relationship of foreign currencies to the U.S. dollar can significantly affect the value of these investments and therefore the earnings of the Company.

Derivative Instruments:

Foreign Currency Forward Contracts

The Company uses foreign currency forward contracts to reduce the Company's exposure to fluctuations in the value of foreign currencies. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another at a pre-determined price at a future date. Foreign currency forward contracts are marked-to-market at the applicable forward rate. Unrealized appreciation (depreciation) on foreign currency forward contracts is recorded within derivative assets or derivative liabilities on the Consolidated Statements of Assets and Liabilities by counterparty on a net basis, not taking into account collateral posted which is recorded separately, if applicable. Purchases and settlements of foreign currency forward contracts having the same settlement date and counterparty are generally settled net and any realized gains or losses are recognized on the settlement date. The Company does not utilize hedge accounting with respect to foreign currency forward contracts and as such, the Company recognizes its foreign currency forward contracts at fair value with changes included in the net unrealized appreciation (depreciation) on the Consolidated ~~Statement~~Statements of Operations.

Secured Borrowings:

Securities sold and simultaneously repurchased at a premium are reported as financing transactions in accordance with FASB ASC Topic 860, Transfers and Servicing ("ASC 860"). Amounts payable to the counterparty are due on the repurchase settlement date and, excluding accrued interest, such amounts are presented in the accompanying Consolidated Statements of Assets and Liabilities as secured borrowings. Premiums payable are separately reported as accrued interest.

Investment Income:

Interest Income

Interest income, adjusted for accretion of original issue discount ("OID"), is recorded on an accrual basis to the extent that such amounts are expected to be collected. The Company stops accruing interest on investments when it is determined that interest is no longer collectible. Investments that are expected to pay regularly scheduled interest in cash are generally placed on non-accrual status when there is reasonable doubt that principal or interest cash payments will be collected. Cash interest payments received on investments may be recognized as income or a return of capital depending upon management’s judgment. A non-accrual investment is restored to accrual status if past due principal and interest are paid in cash, and the portfolio company, in management’s judgment, is likely to continue timely payment of its remaining obligations. As of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024, there were no investments on non-accrual status.

For the Company's secured borrowings, the interest earned on the entire loan balance is recorded within interest income and the interest earned by the counterparty is recorded within interest expense in the Consolidated ~~Statement~~Statements of Operations.

PIK Interest Income

The Company's investments in debt securities may contain payment-in-kind ("PIK") interest provisions. PIK interest, which generally represents contractually deferred interest added to the loan balance that is generally due at the end of the loan term, is generally recorded on the accrual basis to the extent such amounts are expected to be collected. The Company generally ceases accruing PIK interest if there is insufficient value to support the accrual or if the Company does not expect the portfolio company to be able to pay all principal and interest due. The Company's decision to cease accruing PIK interest on a loan or debt security involves subjective judgments and determinations based on available information about a particular portfolio company, including whether the portfolio company is current with respect to its payment of principal and interest on its loans and debt securities; financial statements and financial projections for the portfolio company; the Company's assessment of the portfolio company's business development success; information obtained by the Company in connection with periodic formal update interviews with the portfolio company's management and, if appropriate, the private equity sponsor; and information about the general economic and market conditions in which the portfolio company operates. The Company's determination to cease accruing PIK interest is generally made well before the Company's full write-down of a loan or debt security. In addition, if it is subsequently determined that the Company will not be able to collect any previously accrued PIK interest, the fair value of the loans or debt securities would be reduced by the amount of such previously accrued, but uncollectible, PIK interest. The

1214

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

cease accruing PIK interest is generally made well before the Company's full write-down of a loan or debt security. In addition, if it is subsequently determined that the Company will not be able to collect any previously accrued PIK interest, the fair value of the loans or debt securities would be reduced by the amount of such previously accrued, but uncollectible, PIK interest. The accrual of PIK interest on the Company’s debt investments increases the recorded cost bases of these investments in the consolidated financial statements including for purposes of computing the capital gains incentive fee payable by the Company to the Adviser. To maintain its status as a RIC, certain income from PIK interest may be required to be distributed (or deemed distributed) to the Company’s unitholders, even though the Company has not yet collected the cash and may never do so.

Fee Income

The Adviser or its affiliates may provide financial advisory services to portfolio companies in connection with structuring a transaction and in return the Company may receive fees for capital structuring services. These fees are generally non-recurring and are recognized by the Company upon the investment closing date. The Company may also receive additional fees in the ordinary course of business, including servicing, amendment, exit and prepayment fees, which are classified as fee income and recognized as they are earned or the services are rendered.

Dividend Income

The Company generally recognizes dividend income on the ex-dividend date for public securities and the record date for private equity investments. Distributions received from private equity investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from private equity investments as dividend income unless there are sufficient earnings at the portfolio company prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

Cash and Cash Equivalents:

Cash and cash equivalents consist of demand deposits and highly liquid investments with maturities of three months or less when acquired. The Company places its cash and cash equivalents with financial institutions and, at times, cash held in bank accounts may exceed the Federal Deposit Insurance Corporation ("FDIC") insurance limit. Cash and cash equivalents are included on the Company's Consolidated Schedule of Investments and cash equivalents are classified as Level 1 assets.

Deferred Financing Costs:

Deferred financing costs consist of fees and expenses paid in connection with the closing or amending of credit facilities. Deferred financing costs incurred in connection with credit facilities are capitalized as an asset when incurred. Deferred financing costs incurred in connection with all other debt arrangements are a direct deduction from the related debt liability when incurred. Deferred financing costs are amortized using the effective interest method over the term of the respective debt arrangement. This amortization expense is included in interest expense in the Consolidated ~~Statement~~Statements of Operations. Upon early termination or modification of a credit facility, all or a portion of unamortized fees related to such facility may be accelerated into interest expense.

Organization and Offering Costs:

Costs associated with the organization of the Company are expensed as incurred. Costs associated with the offering of the units are capitalized as "deferred offering costs" on the Consolidated Statements of Assets and Liabilities and amortized over a 12-month period from incurrence.

For the three ~~and nine~~ months ended ~~June~~December 3031, 2024, the Company ~~incurred~~did ~~organization~~not ~~costs~~incur ofany ~~zero~~organization ~~and $5, respectively~~costs. For the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~ the Company incurred organization costs of $~~138~~5. ~~As of June 30, 2024 and September 30, 2023, zero and $232, respectively, of offering costs were capitalized on the Consolidated Statements of Assets and Liabilities.~~ For the three ~~and nine~~ months ended ~~June~~December 3031, 2024 and 2023, the Company amortized offering costs of $590 and $~~233~~87, respectively. ~~For the period from June 8, 2023 (commencement of operations) to June 30, 2023, the Company amortized offering costs of $28.~~

Income Taxes:

The Company has elected to be treated as a RIC under Subchapter M of the Code. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it timely distributes (or, is deemed to distribute, except with respect to certain retained capital gains, as discussed below) at least annually to its unitholders as dividends. Rather, any tax liability related to income earned and timely distributed (or deemed timely distributed) by the Company would represent obligations of the Company’s investors and would not be reflected in the consolidated financial statements of the Company. Any net operating losses, foreign tax credits and most other tax attributes generally will not pass through to the Company's investors. The Company will be subject to corporate-level U.S. federal income tax on any undistributed income and/or gains.

To qualify for and maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Company must distribute to its unitholders, for each taxable year, at least 90% of its “investment company taxable income” (as defined in the Code) for that

1315

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

year, which is generally its ordinary income plus the excess, if any, of its realized net short-term capital gains over its realized net long-term capital losses.

In addition, based on the excise tax distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner in each taxable year an amount at least equal to the sum of (1) 98% of its ordinary income for the calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in prior years. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed. The Company did not incur any U.S. federal excise tax for calendar ~~year~~years 2024 and 2023. The Company does not expect to incur a U.S. federal excise tax for calendar year 2025.

The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. Management has analyzed the Company'’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax year 2023.

Recently Adopted Accounting Pronouncements

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280), which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023 and interim period within fiscal years beginning after December 15, 2024. The Company does not expect this guidance to materially impact its consolidated financial statements.

Note 3. Portfolio Investments

Portfolio Composition

As of ~~June~~December 3031, 2024, the fair value of the Company's investment portfolio was $~~464~~699,~~197~~317 and was composed of investments in 1419 portfolio companies. As of September 30, ~~2023~~2024, the fair value of the Company's investment portfolio was $~~106~~575,~~794~~225 and was composed of investments in ~~four~~17 portfolio companies. As of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024, all of the Company's debt investments were floating rate loans. As of December 31, 2024 and September 30, 2024, all of the Company's investments were in the U.S. The geographic composition of the Company's portfolio is determined by the location of the corporate headquarters of the portfolio company, which may not be indicative of the primary source of the portfolio company's business. ~~As of June 30, 2024 and September 30, 2023, all of the Company's investments were in the U.S.~~

The composition of the Company's investments as of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024 at cost and fair value was as follows:

	June 30, 2024				September 30, 2023
	December 31, 2024				September 30, 2024
Cost:			% of Total Investments				% of Total Investments
Senior secured debt	$	~~454~~687,~~829~~920	9899.9027	%	$	~~106~~564,~~781~~475	~~100~~99.0011	%
Preferred equity	5,081		10.1073	%	—5,081		—0.89	%
Total	$	~~459~~693,~~910~~001	100.00	%	$	~~106~~569,~~781~~556	100.00	%

	June 30, 2024						September 30, 2023
	December 31, 2024						September 30, 2024
Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Senior secured debt	$	~~458~~693,~~672~~302	9899.8114	%	~~142~~152.0057	%	$	~~106~~569,~~794~~478	~~100~~99.00	%	63156.3432	%
Preferred equity	56,~~525~~015		10.1986	%	1.7132	%	—5,747		—1.00	%	—1.58	%
Total	$	~~464~~699,~~197~~317	100.00	%	~~143~~153.7189	%	$	~~106~~575,~~794~~225	100.00	%	63157.3490	%

1416

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

The composition of the Company's portfolio by industry at cost as a percentage of total investments and at fair value as a percentage of total investments and net assets as of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024 was as follows:

	June 30, 2024				September 30, 2023
	December 31, 2024				September 30, 2024
Cost:			% of Total Investments				% of Total Investments
Application Software	$	~~128~~160,~~868~~890	2823.0222	%	$	56160,~~937~~131	5328.3211	%
Health Care Services	86107,~~323~~183		1815.7747	%	1694,~~466~~552		1516.4260	%
Communications Equipment	62,163		13.52	%	—		—	%
Specialized Consumer Services	68,697		9.91	%	—		—	%
Packaged Foods & Meats	43,299		9.41	%	—		—	%
Communications Equipment	59,965		8.65	%	61,066		10.72	%
Diversified Support Services	39,902		8.68	%	—		—	%
Life Sciences Tools & Services	49,078		7.08	%	—		—	%
Construction Machinery & Heavy Transportation Equipment	31,841		6.92	%	—		—	%
Packaged Foods & Meats	43,157		6.23	%	43,228		7.59	%
Health Care Technology	26,675		5.80	%	—		—	%
Insurance Brokers	42,180		6.09	%	39,857		7.00	%
Aerospace & Defense	23,993		5.22	%	—		—	%
Building Products	31,694		4.57	%	—		—	%
Financial Exchanges & Data	16,846		3.66	%	—		—	%
Construction Machinery & Heavy Transportation Equipment	31,623		4.56	%	31,709		5.57	%
Other Specialty Retail	—		—	%	33,378		31.26	%
Diversified Support Services	26,672		3.85	%	67,297		11.82	%
Total	$	459,910	100.00	%	$	106,781	100.00	%
Health Care Technology	26,544		3.83	%	26,610		4.67	%
Aerospace & Defense	25,634		3.70	%	25,396		4.46	%
Financial Exchanges & Data	19,684		2.84	%	19,710		3.46	%
Total	$	693,001	100.00	%	$	569,556	100.00	%

	June 30, 2024						September 30, 2023
	December 31, 2024						September 30, 2024
Fair Value:			% of Total Investments		% of Net Assets				% of Total Investments		% of Net Assets
Application Software	$	~~130~~163,~~256~~580	2823.0639	%	4035.3299	%	$	56162,~~910~~356	~~53.~~28.21	%	3344.7556	%
Health Care Services	87108,~~132~~470		1815.7751	%	2623.9887	%	1695,~~484~~178		1516.4455	%	926.7813	%
Communications Equipment	62,220		13.40	%	19.26	%	—		—	%	—	%
Specialized Consumer Services	68,712		9.83	%	15.12	%	—		—	%	—	%
Packaged Foods & Meats	43,335		9.34	%	13.42	%	—		—	%	—	%
Communications Equipment	60,101		8.59	%	13.23	%	61,190		10.64	%	16.80	%
Diversified Support Services	40,966		8.83	%	12.68	%	—		—	%	—	%
Life Sciences Tools & Services	49,067		7.02	%	10.80	%	—		—	%	—	%
Construction Machinery & Heavy Transportation Equipment	31,887		6.87	%	9.87	%	—		—	%	—	%
Packaged Foods & Meats	43,128		6.17	%	9.49	%	43,193		7.51	%	11.86	%
Health Care Technology	27,118		5.84	%	8.40	%	—		—	%	—	%
Insurance Brokers	42,490		6.08	%	9.35	%	39,849		6.93	%	10.94	%
Aerospace & Defense	24,433		5.26	%	7.56	%	—		—	%	—	%
Construction Machinery & Heavy Transportation Equipment	32,106		4.59	%	7.07	%	32,425		5.64	%	8.90	%
Financial Exchanges & Data	16,850		3.63	%	5.22	%	—		—	%	—	%
Building Products	31,707		4.53	%	6.98	%	—		—	%	—	%
Other Specialty Retail	—		—	%	—	%	33,400		31.28	%	19.81	%
Health Care Technology	27,034		3.87	%	5.95	%	27,102		4.71	%	7.44	%
Total	$	464,197	100.00	%	143.71	%	$	106,794	100.00	%	63.34	%
Diversified Support Services	26,878		3.84	%	5.91	%	68,374		11.89	%	18.77	%
Aerospace & Defense	26,178		3.74	%	5.76	%	25,808		4.49	%	7.08	%
Financial Exchanges & Data	19,866		2.84	%	4.37	%	19,750		3.43	%	5.42	%
Total	$	699,317	100.00	%	153.89	%	$	575,225	100.00	%	157.90	%

1517

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

Fair Value Measurements

The following table presents the financial instruments carried at fair value as of ~~June~~December 3031, 2024 on the Consolidated Statements of Assets and Liabilities for each of the three levels of hierarchy established by ASC 820:

	Level 1		Level 2		Level 3		Total
Senior secured debt	$	—	$	—	$	~~458~~693,~~672~~302	$	~~458~~693,~~672~~302
Preferred equity	—		—		56,~~525~~015		56,~~525~~015
Total investments at fair value	—		—		~~464~~699,~~197~~317		~~464~~699,~~197~~317
Cash equivalents	139,551		—		—		139,551
Derivative assets	—		118		—		118
Total assets at fair value	$	139,551	$	—	$	464,197	$	603,748
Cash equivalents	119,703		—		—		119,703
Total assets at fair value	$	119,703	$	118	$	699,317	$	819,138

The following table presents the financial instruments carried at fair value as of September 30, ~~2023~~2024 on the Consolidated Statements of Assets and Liabilities for each of the three levels of hierarchy established by ASC 820:

	Level 1		Level 2		Level 3		Total
Senior secured debt	$	—	$	—	$	~~106~~569,~~794~~478	$	~~106~~569,~~794~~478
Total investments at fair value	$	—	$	—	$	106,794	$	106,794
Preferred equity	—		—		5,747		5,747
Total investments at fair value	—		—		575,225		575,225
Cash equivalents	169,533		—		—		169,533
Total assets at fair value	$	169,533	$	—	$	575,225	$	744,758

When a determination is made to classify a financial instrument within Level 3 of the valuation hierarchy, the determination is based upon the fact that the unobservable factors are significant to the overall fair value measurement. However, Level 3 financial instruments typically have both unobservable or Level 3 components and observable components (i.e. components that are actively quoted and can be validated by external sources). Accordingly, the appreciation (depreciation) in the tables below includes changes in fair value due in part to observable factors that are part of the valuation methodology.

The following table provides a roll-forward of the changes in fair value from March 31, 2024 to June 30, 2024 for all investments for which the Company determined fair value using unobservable (Level 3) factors:18

	Senior Secured Debt		Preferred Equity		Total
Fair value as of March 31, 2024	$	355,670	$	5,392	$	361,062
Purchases	100,928		—		100,928
Sales and repayments	(1,053)		—		(1,053)
Capitalized PIK interest income	372		—		372
Accretion of OID	373		—		373
Net unrealized appreciation (depreciation)	2,379		133		2,512
Net realized gains (losses)	3		—		3
Fair value as of June 30, 2024	$	458,672	$	5,525	$	464,197
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at June 30, 2024 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended June 30, 2024	$	2,379	$	133	$	2,512

The following table provides a roll-forward of the changes in fair value from June 8, 2023 (commencement of operations) to June 30, 2023 for all investments for which the Company determined fair value using unobservable (Level 3) factors:

	Senior Secured Debt
Purchases	$	50,468
Sales and repayments	(83)
Accretion of OID	10
Net unrealized appreciation (depreciation)	5
Fair value as of June 30, 2023	$	50,400
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at June 30, 2023 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the period from June 8, 2023 (commencement of operations) to June 30, 2023	5

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

The following table provides a roll-forward of the changes in fair value from September 30, ~~2023~~2024 to ~~June~~December 3031, 2024 for all investments for which the Company determined fair value using unobservable (Level 3) factors:

	Senior Secured Debt		Preferred Equity		Total
Fair value as of September 30, 2023	$	106,794	$	—	$	106,794
Fair value as of September 30, 2024	$	569,478	$	5,747	$	575,225
Purchases	~~391~~167,~~207~~563		~~5,082~~—		~~396~~167,~~289~~563
Sales and repayments	(4546,~~270~~135)		—		(4546,~~270~~135)
Capitalized PIK interest income	~~624~~436		—		~~624~~436
Accretion of OID	1,~~483~~581		—		1,~~483~~581
Net unrealized appreciation (depreciation)	~~3,831~~379		~~443~~268		~~4,274~~647
Net realized gains (losses)	3		—		3
Fair value as of December 31, 2024	$	693,302	$	6,015	$	699,317
Fair value as of June 30, 2024	$	458,672	$	5,525	$	464,197
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at December 31, 2024 and reported within net unrealized appreciation (depreciation) in the Consolidated Statements of Operations for the three months ended December 31, 2024	$	1,475	$	268	$	1,743
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at June 30, 2024 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the nine months ended June 30, 2024	$	3,853	$	443	$	4,296

The following table provides a roll-forward of the changes in fair value from September 30, 2023 to December 31, 2023 for all investments for which the Company determined fair value using unobservable (Level 3) factors:


	Senior Secured Debt		Preferred Equity		Total
Fair value as of September 30, 2023	$	106,794	$	—	$	106,794
Purchases	155,182		5,081		160,263
Sales and repayments	(704)		—		(704)
Accretion of OID	173		—		173
Net unrealized appreciation (depreciation)	1,033		5		1,038
Fair value as of December 31, 2023	$	262,478	$	5,086	$	267,564
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at December 31, 2023 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the three months ended December 31, 2023	$	1,033	$	5	$	1,038

Significant Unobservable Inputs for Level 3 Investments

The following table provides quantitative information related to the significant unobservable inputs for Level 3 investments, which were carried at fair value as of ~~June~~December 3031, 2024:

Asset	Fair Value		Valuation Technique	Unobservable Input	Range				WeightedAverage (a)
Senior secured debt	$	~~458~~644,~~672~~230	Market Yield	Market Yield	(b)	109.0%	-	1311.0%	109.9%
Preferred equity	5,525		Market Yield	Market Yield	(b)	16.0%	-	18.0%	17.0%
	49,072		Transaction Precedent	Transaction Price	(c)	N/A	-	N/A	N/A
Total	$	464,197
Preferred equity	6,015		Market Yield	Market Yield	(b)	15.8%	-	17.8%	16.8%
Total	$	699,317

_____________________

(a) Weighted averages are calculated based on fair value of investments.

(b) Used when a market participant would take into account market yield when pricing the investment.

The following table provides quantitative information related to the significant unobservable inputs for Level 3 investments, which were carried at fair value as of September 30, 2023:

Asset

Fair Value

Valuation Technique

Unobservable Input

Range

WeightedAverage (a)

Senior secured debt

77,520

Market Yield

(b)

11.0%

13.0%

12.1%

29,274

Transaction Precedent

Transaction Price

(c)

N/A

Total

106,794

_____________________

(a) Weighted averages are calculated based on fair value of investments.

(b) Used when a market participant would take into account market yield when pricing the investment.

Under the market yield technique, the significant unobservable input used in the fair value measurement of the Company's investments in debt securities is the market yield. Increases or decreases in the market yield may result in a lower or higher fair value measurement, respectively.19

The principal values of the Company's credit facilities payable approximate fair value due to their variable interest rates and are included in Level 3 of the hierarchy.

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

The following table provides quantitative information related to the significant unobservable inputs for Level 3 investments, which were carried at fair value as of September 30, 2024:


Asset	Fair Value		Valuation Technique	Unobservable Input	Range				Weighted Average (a)
Senior secured debt	$	569,478	Market Yield	Market Yield	(b)	8.0%	-	11.0%	9.4%
Preferred equity	5,747		Market Yield	Market Yield	(b)	16.0%	-	18.0%	17.0%
Total	$	575,225

_____________________

(a) Weighted averages are calculated based on fair value of investments.

(b) Used when a market participant would take into account market yield when pricing the investment.

The principal values of the Company's credit facilities payable approximate fair value due to their variable interest rates and are included in Level 3 of the hierarchy. The principal values of the Company's secured borrowings approximate fair value due to the short-term maturity.

Note 4. Fee Income

For the three ~~and nine~~ months ended ~~June~~December 3031, 2024, the Company recorded total fee income of $~~2 and $665~~424, ~~respectively,~~ of which $214 ~~and $8, respectively,~~ was recurring in nature. For the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~ the Company recorded total fee income of $103, all of which $1 was recurring in nature. Recurring fee income consisted of servicing fees.

Note 5. Unit Data and Distributions

Earnings per Unit

The following table sets forth the computation of basic and diluted earnings per unit, pursuant to ASC Topic 260-10, Earnings per Share, for the three ~~and nine~~ months ended ~~June~~December 3031, 2024 and ~~the period from June 8,~~ 2023 ~~(commencement of operations) to June 30, 2023~~:

(Unit amounts in thousands)

Three months ended ~~June~~December 3031, 2024

~~Nine~~Three months ended ~~June~~December 3031, ~~2024~~2023

~~For the period from June 8, 2023 (commencement of operations) to June 30, 2023~~

Earnings (loss) per common unit — basic and diluted:

Net increase (decrease) in net assets resulting from operations

911,~~130~~525

215,~~492~~069

~~320~~

Weighted average common units outstanding — basic and diluted

1118,~~768~~097

108,~~618~~679

~~2,889~~

Earnings (loss) per common unit — basic and diluted

0.7864

20.0258

~~0.11~~

Changes in Net Assets

The following table presents the changes in net assets for the three ~~and nine~~ months ended ~~June~~December 3031, 2024:

	Common Units		Accumulated Earnings		Total Net Assets
Balance at September 30, 2023	$	166,300	$	2,308	$	168,608
Balance at September 30, 2024	$	357,700	$	6,591	$	364,291
Issuance of common units	63,400		—		63,400
Distributions to unitholders	—		(6,900)		(6,900)
Net investment income	—		4,031		4,031
Net unrealized appreciation (depreciation)	—		984		984
Net realized gains (losses)	—		54		54
Balance at December 31, 2023	$	229,700	$	477	$	230,177
Distributions to unitholders	—		(5,100)		(5,100)
Net investment income	—		6,569		6,569
Net unrealized appreciation (depreciation)	—		726		726
Net realized gains (losses)	—		(2)		(2)
Balance at March 31, 2024	$	229,700	$	2,670	$	232,370
Issuance of common units	89,600		—		89,600
Distributions to unitholders	—		(811,~~100~~000)		(811,~~100~~000)
Net investment income	—		610,~~618~~863		610,~~618~~863
Net unrealized appreciation (depreciation)	—		~~2,508~~778		~~2,508~~778
Net realized gains (losses)	—		4(116)		4(116)
Balance at June 30, 2024	$	319,300	$	3,700	$	323,000
Balance at December 31, 2024	$	447,300	$	7,116	$	454,416

1820

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

The following table presents the changes in net assets for the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30, 2023~~:

	Common Units		Accumulated Earnings		Total Net Assets
Issuance of common units	$	102,300	$	—	$	102,300
Balance at September 30, 2023	$	166,300	$	2,308	$	168,608
Net investment income	—		315		315
Issuance of common units	63,400		—		63,400
Net unrealized appreciation (depreciation)	—		5		5
Distributions to unitholders	—		(6,900)		(6,900)
Balance at June 30, 2023	$	102,300	$	320	$	102,620
Net investment income	—		4,031		4,031
Net unrealized appreciation (depreciation)	—		984		984
Net realized gains (losses)	—		54		54
Balance at December 31, 2023	$	229,700	$	477	$	230,177

Capital Activity

During the ~~nine~~three months ended ~~June~~December 3031, 2024, the Company issued and sold 74,~~530~~357,~~432~~977 units at an aggregate purchase price of $~~153~~89,~~000~~600. As of ~~June~~December 3031, 2024, the Company had issued and sold 1522,~~835~~076,~~861~~191 units since inception at an aggregate purchase price of $~~319~~447,300, which represented approximately 2535% of total committed capital.

~~For~~During the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~ the Company issued and sold 53,~~115~~123,~~000~~152 units at an aggregate purchase price of $~~102~~63,~~300 to investors and the Company commenced operations~~400.

Distributions

Distributions to unitholders are recorded on the ex-dividend date. The Company is required to distribute dividends each tax year to its unitholders of an amount generally at least equal to 90% of its investment company taxable income, determined without regard to any deduction for dividends paid, in order to be eligible for tax benefits allowed to a RIC under the Code. The Company anticipates paying out as a distribution all or substantially all of those amounts. The amount to be paid out as a dividend is determined by the Board and is based on management’s estimate of the Company’s annual taxable income.

For income tax purposes, the Company has reported its distributions for the ~~2023~~2024 calendar year as ordinary income. The character of such distributions will be appropriately reported to the Internal Revenue Service and unitholders for the 2024 calendar year. To the extent the Company’s taxable earnings for a fiscal and taxable year fall below the amount of distributions paid for the fiscal and taxable year, a portion of the total amount of the Company’s distributions for the fiscal and taxable year is deemed a return of capital for U.S. federal income tax purposes to the Company’s unitholders.

The following table reflects the distributions that the Company has paid on its units during the ~~nine~~three months ended ~~June~~December 3031, 2024:

Date Declared

Record Date

Payment Date

Aggregate Amount

December 14, 2023

December 15, 2023

December 29, 2023

6,900

December 17, 2024

December 16, 2024

December 27, 2024

11,000

February 8, 2024

March 15, 2024

March 29, 2024

5,100

May 9, 2024

June 15, 2024

June 28, 2024

8,100

~~Note~~The following table reflects the distributions that the Company has paid on its units during the three months ended December ~~6. Borrowings~~ 31, 2023:

Subscription Facility

Date Declared

Record Date

Payment Date

Aggregate Amount

December 14, 2023

December 15, 2023

December 29, 2023

6,900

On September 26, 2023, the Company entered into a senior secured revolving credit facility (the “Subscription Facility”) with the Company, as borrower, Gardens Coinvest, LLC, as initial qualified borrower, Oaktree Gardens OLP SPV, L.P. (the “SPV”), as initial guarantor, Oaktree OLPG GP, L.P. (the “GP”), as general partner, Oaktree OLPG GP Ltd. (the “Ultimate GP”), as ultimate general partner, and Sumitomo Mitsui Banking Corporation, as administrative agent, and the lenders from time to time party thereto. As of June 30, 2024, the Subscription Facility provided for borrowings of up to $250,000 in aggregate principal amount or, if smaller, 90% of unfunded commitments from certain of eligible investors. The maximum size of Subscription Facility may be increased to $400,000 pursuant to an “accordion” feature. The maturity date of the Subscription Facility is September 26, 2024. Borrowings under the Subscription Facility bear interest at a rate equal to (1) term SOFR for the selected period plus 2.45% per annum for SOFR loans or (2) the greatest of (a) the Prime Rate plus 1.45% per annum, (b) the Federal Funds Rate plus 1.95% per annum, and (c) Daily Simple SOFR in effect for such day plus 1.45% per annum for 21

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

~~reference rate loans~~Note 6. ~~There is a non-usage fee of 0.25% per annum on the unused portion of the Subscription Facility, payable quarterly.~~ Borrowings

Subscription Facility

On September 26, 2023, the Company entered into a senior secured revolving credit facility (as amended, the “Subscription Facility”) with the Company, as borrower, Gardens Coinvest, LLC, as initial qualified borrower, Oaktree Gardens OLP SPV, L.P. (the “SPV”), as initial guarantor, Oaktree OLPG GP, L.P. (the “GP”), as general partner, Oaktree OLPG GP Ltd. (the “Ultimate GP”), as ultimate general partner, Sumitomo Mitsui Banking Corporation, as administrative agent, and the lenders from time to time party thereto. As of December 31, 2024, the Subscription Facility provided for borrowings of up to $437,500 in aggregate principal amount or, if smaller, 90% of unfunded commitments from certain eligible investors. The maturity date of the Subscription Facility is September 25, 2025. Borrowings under the Subscription Facility bear interest at a rate equal to (1) term SOFR for the selected period plus 2.30% per annum for SOFR loans or (2) the greatest of (a) the Prime Rate plus 1.30% per annum, (b) the Federal Funds Rate plus 1.80% per annum, and (c) Daily Simple SOFR in effect for such day plus 1.30% per annum for reference rate loans. There is a non-usage fee of 0.25% per annum on the unused portion of the Subscription Facility, payable quarterly.

The Subscription Facility is secured by a first priority security interest, subject to customary exceptions, in (i) all capital commitments of investors in the SPV, (ii) the SPV’s, GP’s and Ultimate GP’s right to make capital calls, receive payment of capital contributions from investors and enforce payment of capital commitments and capital contributions under the SPV’s subscription agreements with investors and other operative documents and (iii) a cash collateral account into which the capital contributions from investors are made. The Company made customary representations and warranties and are required to comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar credit facilities.

As of ~~June~~December 3031, 2024, the Company had $~~230~~382,000 outstanding under the Subscription Facility, which had a fair value of $~~230~~382,000. As of September 30, ~~2023~~2024, the Company had $75367,000 outstanding under the Subscription Facility, which had a fair value of $75367,000. The Company's borrowings under the Subscription Facility bore interest at a weighted average interest rate of 7.9200% and 7.90% for the ~~nine~~three months ended ~~June~~December 3031, 2024 and 2023, respectively. For the three ~~and nine~~ months ended ~~June~~December 3031, 2024, the Company recorded interest expense (inclusive of fees) of $36,~~996~~519 ~~and~~related $6to the Subscription Facility. For the three months ended December 31,~~441~~ 2023, ~~respectively~~the Company recorded interest expense (inclusive of fees) of $1,268 related to the Subscription Facility.

Secured Borrowings

As of ~~June~~December 3031, 2024, ~~the~~and ~~Company had $88,408 of secured borrowings outstanding. As of~~ September 30, ~~2023~~2024, the Company had no$53,039 and $52,764 of secured borrowings outstanding, respectively. The Company's secured borrowings bore interest at a weighted average rate of 87.5355% for the ~~nine~~three months ended ~~June~~December 3031, 2024. The Company recorded $1,~~682~~073 ~~and $3,736~~ of interest expense, ~~respectively,~~ in connection with secured borrowings for the three ~~and nine~~ months ended ~~June~~December 3031, 2024. The Company's secured borrowings bore interest at a weighted average rate of 8.6069% for the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30, 2023~~. The Company recorded $9432 of interest expense in connection with secured borrowings for the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30, 2023~~.

~~Note 7. Taxable/Distributable Income~~22

Taxable income differs from net increase (decrease) in net assets resulting from operations primarily due to: (1) unrealized appreciation (depreciation) on investments and foreign currency, as gains and losses are not included in taxable income until they are realized and (2) organizational and deferred offering costs.

Presented below is a reconciliation of net increase (decrease) in net assets resulting from operations to taxable income for the three and nine months ended June 30, 2024 and the period from June 8, 2023 (commencement of operations) to June 30, 2023:

	Three months ended June 30, 2024		Nine months ended June 30, 2024		For the period from June 8, 2023 (commencement of operations) to June 30, 2023
Net increase (decrease) in net assets resulting from operations	$	9,130	$	21,492	$	320
Net unrealized (appreciation) depreciation	(2,508)		(4,218)		(5)
Other book/tax differences	41		154		138
Taxable income (1)	$	6,663	$	17,428	$	453

__________________

(1)The Company's taxable income for the three and nine months ended June 30, 2024 is an estimate and will not be finally determined until the Company files its tax return for the fiscal year ending September 30, 2024. The final taxable income may be different than the estimate.

As of September 30, 2023, the components of accumulated earnings on a tax basis were as follows:

Undistributed ordinary income, net	$	2,480
Net realized capital gains	1
Unrealized losses, net	(173)
Accumulated earnings	$	2,308

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

~~The aggregate cost of investments for U.S. federal income tax purposes was $107.0~~Note ~~million as of September 30, 2023~~7. Taxable/Distributable As of September 30, 2023, the aggregate gross unrealized appreciation for all investments in which there was an excess of value over cost for U.S. federal income tax purposes was $0.1 million. As of September 30, 2023, the aggregate gross unrealized depreciation for all investments in which there was an excess of cost for U.S. federal income tax purposes over value was $0.3 million. Net unrealized depreciation based on the aggregate cost of investments for U.S. federal income tax purposes was $0.2 million.Income

Presented below is a reconciliation of net increase (decrease) in net assets resulting from operations to taxable income for the three months ended December 31, 2024 and 2023:


	Three months ended December 31, 2024		Three months ended December 31, 2023
Net increase (decrease) in net assets resulting from operations	$	11,525	$	5,069
Net unrealized (appreciation) depreciation	(778)		(984)
Other book/tax differences	118		34





Taxable income (1)	$	10,865	$	4,119

__________________

(1)The Company's taxable income for the three months ended December 31, 2024 is an estimate and will not be finally determined until the Company files its tax return for the fiscal year ending September 30, 2025. The final taxable income may be different than the estimate.

As of September 30, 2024, the components of accumulated earnings on a tax basis were as follows:


Undistributed ordinary loss, net	$	(60)
Net realized capital gains	1,387
Unrealized gains, net	5,264
Accumulated earnings	$	6,591

The aggregate cost of investments for U.S. federal income tax purposes was $569.7 million as of September 30, 2024. As of September 30, 2024, the aggregate gross unrealized appreciation for all investments in which there was an excess of value over cost for U.S. federal income tax purposes was $6.4 million. As of September 30, 2024, the aggregate gross unrealized depreciation for all investments in which there was an excess of cost for U.S. federal income tax purposes over value was $1.1 million. Net unrealized appreciation based on the aggregate cost of investments for U.S. federal income tax purposes was $5.3 million.

Note 8. Concentration of Credit Risks

The Company deposits its cash with financial institutions and at times such balances may be in excess of the FDIC insurance limit. The Company limits its exposure to credit loss by depositing its cash with high credit quality financial institutions and monitoring their financial stability.

Note 9. Related Party Transactions

Investment Advisory Agreement

The Company has entered into an Investment Advisory Agreement with the Adviser. Pursuant to the Investment Advisory Agreement, the Company pays the Adviser a management fee for investment advisory and management services.

The management fee is payable quarterly in arrears and equals 1.00% per annum of the Company’s gross assets (excluding cash and cash equivalents). The management fee for each quarter is calculated based on the average gross assets of the Company (excluding cash and cash equivalents) at the end of such quarter and at the end of the preceding quarter. The Adviser does not receive any fees on Capital Commitments not yet drawn. For the three months ~~ended June~~December 3031, 2024, the Company incurred $1,~~039~~606 of management fees, of which $~~244~~376 were irrevocably waived by the Adviser. For the ~~nine~~three months ended ~~June~~December 3031, ~~2024, the Company incurred $2,308 of management fees, of which $541 were irrevocably waived by the Adviser. For the period from June 8,~~ 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~ the Company incurred $21475 of management fees, of which $5111 were irrevocably waived by the Adviser.

~~Administration Agreement~~23

Pursuant to an Administration Agreement, the Administrator furnishes the Company with office facilities (certain of which are located in buildings owned by a Brookfield affiliate), equipment and clerical, bookkeeping and record keeping services at such facilities. Under the Administration Agreement, the Administrator also performs, or oversees the performance of, required administrative services, which include, among other things, providing assistance in accounting, legal, compliance, operations, technology and investor relations, and being responsible for the financial records that the Company is required to maintain and preparing reports to unitholders and reports filed with the SEC. In addition, the Administrator assists the Company in determining and publishing the net asset value, overseeing the preparation and filing of tax returns and the printing and dissemination of reports to unitholders, and generally overseeing the payment of expenses and the performance of administrative and professional services rendered to the Company by others.

Payments under the Administration Agreement are equal to an amount that reimburses the Administrator for its costs and expenses incurred by the Administrator in performing its obligations under the Administration Agreement and providing personnel and facilities, including the allocable portion of personnel. The Administration Agreement may be terminated by either party without penalty upon 60 days’ written notice to the other party, by the vote of a majority of the outstanding voting securities of the Company, or by the vote of the Company’s directors or by the Administrator. Additionally, the Company bears all of the costs and expenses of any sub-administration agreements that the Administrator enters into.

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

services for or otherwise acting on behalf of the Administrator, the Adviser or the Company) and hold them harmless from and against all damages, liabilities, fees, penalties, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by them in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of the Company or its members) arising out of or otherwise based upon the performance of any of the Administrator’s duties or obligations under the Administration Agreement ~~or otherwise as administrator for the Company.~~

~~For~~Pursuant ~~the~~to ~~three~~an ~~months~~Administration ~~ended June 30~~Agreement, ~~2024,~~the Administrator furnishes the Company ~~incurred~~with ~~$111~~office offacilities ~~expenses~~(certain ~~under~~of ~~the~~which ~~Administration~~are ~~Agreement,~~located ofin ~~which~~buildings ~~$88~~owned ~~was~~by ~~included~~a inBrookfield ~~administrator~~affiliate), ~~expense~~equipment and ~~$23~~clerical, ~~was~~bookkeeping ~~included~~and inrecord ~~general~~keeping ~~and~~services ~~administrative~~at ~~expense~~such facilities. ~~For~~Under the ~~nine~~Administration ~~months~~Agreement, ~~ended~~the ~~June 30,~~Administrator ~~2024~~also performs, ~~the~~or ~~Company~~oversees ~~incurred~~the ~~$388~~performance of, ~~expenses~~required ~~under~~administrative ~~the~~services, ~~Administration~~which ~~Agreement~~include, ofamong ~~which~~other ~~$313~~things, ~~was~~providing ~~included~~assistance in ~~administrator~~accounting, ~~expense~~legal, ~~and~~compliance, ~~$75~~operations, ~~was~~technology ~~included~~and ininvestor ~~general~~relations, and ~~administrative~~being ~~expense.~~responsible ~~For~~for the ~~period~~financial ~~from~~records ~~June~~that 8,the ~~2023~~Company ~~(commencement~~is ofrequired ~~operations)~~ to ~~June~~maintain ~~30,~~and ~~2023,~~preparing ~~the~~reports ~~Company~~to ~~incurred~~unitholders ~~$49~~and ofreports ~~expenses~~filed ~~under~~with the ~~Administration~~SEC. ~~Agreement~~In ~~which~~addition, ~~was~~the ~~included~~Administrator asassists ~~organization~~the Company in determining and ~~offering~~publishing ~~costs.~~the Asnet ofasset ~~June 30~~value, ~~2024~~overseeing the preparation and ~~September 30,~~filing ~~2023,~~of ~~$893~~tax returns and ~~$1,137,~~the ~~respectively,~~printing ~~was~~and ~~included~~dissemination inof ~~“Due~~reports to ~~affiliates”~~unitholders, inand generally overseeing the ~~Statements~~payment of ~~Assets~~expenses and ~~Liabilities~~the performance of administrative and ~~was~~professional ~~payable~~services rendered to the ~~Administrator.~~Company by others.

The Administration Agreement provides that, absent willful misfeasance, bad faith or gross negligence in the performance of the Administrator’s duties or by reason of the reckless disregard of the Administrator’s duties and obligations under the Administration Agreement, the Administrator (and its officers, managers, partners, agents, employees, controlling persons, members, and any other person or entity affiliated with the Administrator, including the Adviser and any person affiliated with its members or the Adviser, to the extent they are providing services for or otherwise acting on behalf of the Administrator, the Adviser or the Company) shall not be liable to the Company for any action taken or omitted to be taken by the Administrator in connection with the performance of any of its duties or obligations under the Administration Agreement or otherwise as administrator for the Company, and the Company shall indemnify, defend and protect the Administrator (and its officers, managers, partners, agents, employees, controlling persons, members, and any other person or entity affiliated with the Administrator, including the Adviser and any person affiliated with its members or the Adviser, to the extent they are providing services for or otherwise acting on behalf of the Administrator, the Adviser or the Company) and hold them harmless from and against all damages, liabilities, fees, penalties, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by them in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of the Company or its members) arising out of or otherwise based upon the performance of any of the Administrator’s duties or obligations under the Administration Agreement or otherwise as administrator for the Company.

For the three months ended December 31, 2024, the Company incurred $105 of expenses under the Administration Agreement, of which $89 was included in administrator expense and $16 was included in general and administrative expense. For the three months ended December 31, 2023, the Company incurred $104 of expenses under the Administration Agreement, of which $87 was included in administrator expense and $17 was included in general and administrative expense. As of December 31, 2024 and September 30, 2024, $865 and $1,076, respectively, was included in “Due to affiliates” in the Statements of Assets and Liabilities and was payable to the Administrator.

Placement Agent Agreement

The Company has entered into a Placement Agent Agreement with OCM Investments, LLC (the “Placement Agent”), an affiliate of the Adviser. Although the Company does not pay any fees to the Placement Agent, the Company has agreed to indemnify the Placement Agent in connection with its activities.

2224

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

Note 10. Financial Highlights

	For the three months ended June 30, 2024			For the nine months ended June 30, 2024			For the period from June 8, 2023 (commencement of operations) to June 30, 2023
	For the three months ended December 31, 2024			For the three months ended December 31, 2023
Net asset value at beginning of period	$	20.3356		$	20.30		$	—
Capital contributions	—			—			20.00
Net investment income (1)	0.60			0.46
Net investment income (1)	0.56			1.62			0.06
Net unrealized appreciation (depreciation) (1)	0.05			0.21
Net unrealized appreciation (depreciation) (1)	0.22			0.47			—
Net realized gains (losses) (1)	(0.01)			—
Distributions of net investment income to unitholders	(0.7162)			(10.9983)			—
Net asset value at end of period	$	20.4058		$	20.4014		$	~~20.06~~
Total return (2)	3.8412		%	103.6527		%	~~0.30~~		%
Common units outstanding at beginning of period	1117,~~428~~718,~~581~~214			8,305,429			~~2,555,000~~
Common units outstanding at end of period	1522,~~835~~076,~~861~~191			1511,~~835~~428,~~861~~581			~~5,115,000~~
Initial capital contribution	$	—		$	—		$	51,100
Net assets at beginning of period	$	364,291		$	168,608
Net assets at beginning of period	$	232,370		$	168,608		$	—
Net assets at end of period	$	454,416		$	230,177
Net assets at end of period	$	323,000		$	323,000		$	102,620
Average net assets (3)	$	376,058		$	177,503
Average net assets (3)	$	242,553		$	217,509		$	57,945
Ratio of net investment income to average net assets (4)	2.89		%	2.27		%
Ratio of net investment income to average net assets (4)	2.73		%	7.92		%	0.54		%
Ratio of total expenses to average net assets (4)	2.63		%	1.49		%
Ratio of total expenses to average net assets (4)	3.08		%	6.58		%	0.79		%
Ratio of net expenses to average net assets (4)	2.53		%	1.43		%
Ratio of net expenses to average net assets (4)	2.98		%	6.33		%	0.78		%
Ratio of portfolio turnover to average investments at fair value (4)	7.23		%	0.41		%
Ratio of portfolio turnover to average investments at fair value (4)	0.26		%	15.11		%	0.33		%
Weighted average outstanding debt	$	390,473		$	71,311
Weighted average outstanding debt	$	255,349		$	146,445		$	26,904
Average debt per unit (1)	$	21.58		$	8.22
Average debt per unit (1)	$	21.70		$	13.79		$	9.31
Asset coverage ratio (5)	204.45		%	181.14		%
Asset coverage ratio (5)	201.44		%	201.44		%	376.49		%

(1)			Calculated based upon weighted average units outstanding for the period. The amount shown does not correspond with the net unrealized appreciation (depreciation) per unit shown on the Consolidated ~~Statement~~Statements of Operations for the three ~~and nine~~ months ended ~~June~~December 3031, 2024 and ~~the period from June 8,~~ 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~ as it includes the effect of the timing of equity issuances.
(2)			Total return is calculated as the change in net asset value (“NAV”) per unit during the period, plus distributions per unit or capital activity, if any, divided by the beginning NAV per unit, assuming a dividend reinvestment price equal to the NAV per unit at the beginning of the period.
(3)			Calculated based upon the weighted average net assets for the period.
(4)			Financial results for the three ~~and nine~~ months ended ~~June~~December 3031, 2024 and ~~the period from June 8,~~ 2023 ~~(commencement of operations) to June 30, 2023~~ have not been annualized for purposes of this ratio.
(5)			Based on outstanding senior securities of $~~318~~435,~~408~~039 and $37283,~~115~~693 as of ~~June~~December 3031, 2024 and ~~June 30,~~ 2023, respectively.

2325

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

Note 11. Derivative ~~Commitments and Contingencies~~ Instruments

The Company enters into foreign currency forward contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on the value of the Company’s investments denominated in foreign currencies. In order to better define its contractual rights and to secure rights that will help the Company mitigate its counterparty risk, the Company entered into an International Swaps and Derivatives Association, Inc. Master Agreement (the “ISDA Master Agreement”) with its derivative counterparty, Bank of New York Mellon. The ISDA Master Agreement permits a single net payment in the event of a default or similar event. As of December 31, 2024, no cash collateral has been pledged to cover obligations and no cash collateral has been received from the counterparty with respect to the Company’s forward currency contracts.

Certain information related to the Company’s foreign currency forward contracts is presented below as of December 31, 2024.


Description	Notional Amount to be Purchased		Notional Amount to be Sold		Maturity Date	Gross Amount of Recognized Assets		Gross Amount of Recognized Liabilities		Balance Sheet Location of Net Amounts
Foreign currency forward contract	$	8,353	€	7,634	2/6/2025	$	437	$	—	Derivative asset
Foreign currency forward contract	$	(8,241)	€	(7,634)	2/6/2025	—		(324)		Derivative asset
Foreign currency forward contract	$	3,299	kr	2,545	2/6/2025	112		—		Derivative asset
Foreign currency forward contract	$	(3,293)	kr	(2,545)	2/6/2025	—		(107)		Derivative asset
						$	549	$	(431)

As of September 30, 2024, the Company did not have any foreign currency forward contracts outstanding.

OAKTREE GARDENS OLP, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except unit and per unit amounts, percentages and as otherwise indicated)

Note 12. Commitments and Contingencies

Off-Balance Sheet Arrangements

The Company is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of its portfolio companies. As indicated in the table below, as of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024, off-balance sheet arrangements consisted of $~~100~~150,~~344~~123 and $23131,~~773~~834, respectively, of unfunded commitments to provide debt financing to certain of the Company's portfolio companies. Such commitments are subject to the portfolio company's satisfaction of certain financial and nonfinancial covenants and may involve, to varying degrees, elements of credit risk in excess of the amount recognized in the Consolidated Statements of Assets and Liabilities.

A list of unfunded commitments by portfolio company as of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024 is shown in the table below:

	June 30, 2024		September 30, 2023
	December 31, 2024		September 30, 2024
OneOncology, LLC	$	16,181	$	9,794
Integrity Marketing Acquisition, LLC	$	31,432	$	33,983
PetVet Care Centers, LLC	15,712		—15,712
AmSpec Parent LLC	11,489		—
Geo Topco Corporation	14,198		—
Next Holdco, LLC	9,606		—
OneOncology, LLC	11,868		7,793
Monotype Imaging Holdings Inc.	8,710		—
Next Holdco, LLC	9,606		9,606
Minotaur Acquisition, Inc.	7,488		—
Monotype Imaging Holdings Inc.	7,898		8,710
Sorenson Communications, LLC	7,063		—
Creek Parent, Inc.	7,175		—
Truck-Lite Co., LLC	6,921		—
Sorenson Communications, LLC	7,063		7,063
Protein For Pets Opco, LLC	4,608		—
Truck-Lite Co., LLC	6,999		7,003
AVSC Holding Corp.	6,951		—
Everbridge, Inc.	5,488		5,488
Protein For Pets Opco, LLC	4,608		4,608
Minotaur Acquisition, Inc.	4,608		4,608
USIC Holdings, Inc.	3,997		3,205
Evergreen IX Borrower 2023, LLC	3,322		3,322
Entrata, Inc.	3,249		3,249
WP CPP Holdings, LLC	2,653		—2,653
Centralsquare Technologies LLC	2,051		—
Centralsquare Technologies, LLC	2,005		2,051
Icefall Parent, Inc.	1,291		—1,291
MND Holdings III Corp	—		7,408
AmSpec Parent LLC	—		11,489
	$	~~100~~150,~~344~~123	$	23131,~~773~~834

Note 1213. Subsequent Events

The Company's management evaluated subsequent events through the date of issuance of the consolidated financial statements. There have been no subsequent events that occurred during such period that would require disclosure in, or would be required to be recognized in, the consolidated financial statements as of and for the three months ended ~~June~~December 3031, 2024, except as discussed below:

Distribution Declaration

On ~~August~~February 86, ~~2024~~2025, the board of directors declared a distribution of $711,~~200~~000, payable in cash on ~~September~~March 3027, ~~2024~~2025 to unitholders of record as of ~~September~~March 1617, ~~2024~~2025.

2427

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the Consolidated Financial Statements and the notes thereto included elsewhere in this quarterly report on Form 10-Q. All amounts are shown in thousands, except unit and per unit amounts, percentages and as otherwise indicated.

Some of the statements in this quarterly report on Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. The forward-looking statements contained in this quarterly report on Form 10-Q may include statements as to:

•our future operating results and distribution projections;

•the ability of ~~the~~ Oaktree Fund Advisors, LLC (the "Adviser" and, collectively with its affiliates, "Oaktree") to implement its future plans with respect to our business and to achieve our investment objective;

•the ability of Oaktree and its affiliates to attract and retain highly talented professionals;

•our business prospects and the prospects of our portfolio companies;

•the impact of the investments that we expect to make;

•the ability of our portfolio companies to achieve their objectives;

•our expected financings and investments and additional leverage we may seek to incur in the future;

•the adequacy of our cash resources and working capital;

•the timing of cash flows, if any, from the operations of our portfolio companies; and

•the impact of current global economic conditions, including those caused by inflation, an elevated (but decreasing) interest rate environment, and geopolitical events on all of the foregoing.

In addition, words such as “anticipate,” “believe,” “expect,” “seek,” “plan,” “should,” “estimate,” “project” and “intend” indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Item 1A. Risk Factors” and elsewhere in our annual report on Form 10-K for the year ended September 30, ~~2023~~2024 and elsewhere in this quarterly report on Form 10-Q.

Other factors that could cause actual results to differ materially include:

•changes or potential disruptions in our operations, the economy, financial markets or political environment, including

those caused by tariffs and trade disputes with other countries, inflation and aan ~~rising~~elevated interest rate environment;

•risks associated with possible disruption in our operations, the operations of our portfolio companies or the economy generally due to terrorism, war or other geopolitical conflict, natural disasters, pandemics or cybersecurity incidents;

•future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities) and conditions in our operating areas, particularly with respect to business development companies ("~~BDCs~~BDC") or regulated investment companies ("~~RICs~~RIC"); and

•other considerations that may be disclosed from time to time in our publicly disseminated documents and filings.

We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the Securities and Exchange Commission (the "SEC"), including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Business Overview

We were formed on February 6, 2023 as a Delaware limited liability company. We are a closed-end management investment company that has elected to be regulated as a BDC under the Investment Company Act of 1940, as amended (the "Investment Company Act"). We have elected to be treated, and intend to qualify annually, as a RIC under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). We are externally managed by the Adviser, an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended. Oaktree Fund Administration, LLC (the "Administrator") provides the administrative services necessary for our operations.

Our investment objective is to generate current income and long-term capital appreciation by primarily focusing on private lending opportunities to large private equity-owned companies. We seek to build a diverse portfolio across industries

2528

and expect most of our investments to be in the debt of eligible portfolio companies, generally in loans that are $500 million or more to companies with earnings before interest, taxes, depreciation, and amortization ("EBITDA") of $100 million or greater. To a lesser extent, we may invest in small- and medium-sized companies, including bespoke, highly negotiated loans, including loans to life sciences companies, and attractive, publicly-traded credits, including opportunistic investments in discounted, high-quality investments that may result from broad market dislocations or specific situational challenges. We intend to focus primarily on first lien secured loans but may occasionally invest in junior instruments.

At each closing in the private offering of units, each investor will make a capital commitment to purchase units pursuant to a subscription agreement entered into with us. Investors will be required to fund drawdowns to purchase units up to the amount of their respective capital commitments on an as-needed basis. At each drawdown of capital commitments, the purchase price will equal the net asset value per unit as of the end of the most recent calendar quarter prior to the date of the applicable purchase as determined by the Adviser, as valuation designee of our board of directors under the Investment Company Act, and subject to the limitations of Section 23 under the Investment Company Act. At the first capital drawdown date that occurred immediately following the initial closing, the net asset value per unit was deemed to be $20.00.

On May 1, 2023, we were initially capitalized with a $2 investment by Oaktree Fund GP I, L.P., an affiliate of the Adviser. On May 2, 2023, we redeemed the 100 units sold to Oaktree Fund GP I, L.P. on May 1, 2023. On May 4, 2023, we held our first closing and accepted capital commitments totaling $1,280,000. Our loan origination and investment activities commenced shortly after the initial closing and our operations commenced on June 8, 2023 in connection with the initial drawdown of capital from investors.

2629

Business Environment and Developments

Global financial markets have experienced an increase in volatility asover ~~concerns~~the ~~about~~last ~~the~~few ~~impact~~years ofamid higher inflation, elevated interest rates, and concern over a potential slowdown in economic activity. ~~and~~As ~~the~~inflation ~~current~~pressures ~~conflicts~~have eased in ~~the~~recent ~~Middle~~months, ~~East~~the ~~have~~Federal ~~weighed~~Reserve onhas ~~market~~relaxed ~~participants.~~its ~~These~~monetary ~~factors~~policies ~~have~~and ~~created~~cut ~~disruptions~~the infederal ~~supply~~funds ~~chains~~rate ~~and~~to ~~economic~~support ~~activity~~the ~~and~~broader ~~have~~economy. ~~had~~However, avarious ~~particularly~~macroeconomic ~~adverse~~headwinds ~~impact~~remain onincluding ~~certain~~ongoing ~~companies~~conflict in the ~~energy,~~Middle ~~raw~~East ~~materials~~ and ~~transportation~~signs ~~sectors,~~of ~~among~~an ~~others~~economic slowdown outside the United States. These uncertainties can ultimately impact the overall supply and demand of the market through changing spreads, deal terms and structures and equity purchase price multiples.

We are unable to predict the full effects of these macroeconomic events or how they might evolve. We continue to closely monitor the impact these events have on our business, industry and portfolio companies and will provide constructive solutions where necessary.

Against this backdrop, we believe attractive risk-adjusted returns can be achieved by making loans to ~~middle market~~ companies ~~that~~in ~~typically~~the ~~possess~~middle ~~resilient business models with strong underlying fundamentals~~market. Given the breadth of the investment platform and decades of credit investing experience of Oaktree and its affiliates, we believe that we have the resources and experience to source, diligence and structure investments in these companies.

Critical Accounting Estimates

Fair Value Measurements

Our Adviser, as the valuation designee of our board of directors pursuant to Rule 2a-5 under the Investment Company Act, determines the fair value of our assets on at least a quarterly basis in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC"), Topic 820, Fair Value Measurements and Disclosures ("ASC 820"). ASC 820 defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A liability's fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. ASC 820 prioritizes the use of observable market prices over entity-specific inputs. Where observable prices or inputs are not available or reliable, valuation techniques are applied. These valuation techniques involve some level of estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments' complexity.

Hierarchical levels, defined by ASC 820 and directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows:

•Level 1 — Unadjusted, quoted prices in active markets for identical assets or liabilities as of the measurement date.

Financial instruments with readily available quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment inherent in measuring fair value. As such, the Adviser obtains and analyzes readily available market quotations provided by pricing vendors and brokers for all of our investments for which quotations are available. In determining the fair value of a particular investment, pricing vendors and brokers use observable market information, including both binding and non-binding indicative quotations.

2730

Adviser evaluates the quotations provided by pricing vendors and brokers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. The Adviser also performs back-testing of valuation information obtained from pricing vendors and brokers against actual prices received in transactions. In addition to ongoing monitoring and back-testing, the Adviser performs due diligence procedures over pricing vendors to understand their methodology and controls to support their use in the valuation process. Generally, the Adviser does not adjust any of the prices received from these sources.

If the quotations obtained from pricing vendors or brokers are determined not to be reliable or are not readily available, the Adviser values such investments using any of three different valuation techniques. The first valuation technique is the transaction precedent technique, which utilizes recent or expected future transactions of the investment to determine fair value, to the extent applicable. The second valuation technique is an analysis of the enterprise value ("EV") of the portfolio company. EV means the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time. The EV analysis is typically performed to determine (i) the value of equity investments, (ii) whether there is credit impairment for debt investments and (iii) the value for debt investments that we are deemed to control under the Investment Company Act. To estimate the EV of a portfolio company, the Adviser analyzes various factors, including the portfolio company’s historical and projected financial results, macroeconomic impacts on the company and competitive dynamics in the company’s industry. The Adviser also utilizes some or all of the following information based on the individual circumstances of the portfolio company: (i) valuations of comparable public companies, (ii) recent sales of private and public comparable companies in similar industries or having similar business or earnings characteristics, (iii) purchase prices as a multiple of their earnings or cash flow, (iv) the portfolio company’s ability to meet its forecasts and its business prospects, (v) a discounted cash flow analysis, (vi) estimated liquidation or collateral value of the portfolio company's assets and (vii) offers from third parties to buy the portfolio company. The Adviser may probability weight potential sale outcomes with respect to a portfolio company when uncertainty exists as of the valuation date. The third valuation technique is a market yield technique, which is typically performed for non-credit impaired debt investments. In the market yield technique, a current price is imputed for the investment based upon an assessment of the expected market yield for a similarly structured investment with a similar level of risk, and the Adviser considers the current contractual interest rate, the capital structure and other terms of the investment relative to our risk and the specific investment. A key determinant of risk, among other things, is the leverage through the investment relative to the EV of the portfolio company. As debt investments held by us are substantially illiquid with no active transaction market, the Adviser depends on primary market data, including newly funded transactions and industry specific market movements, as well as secondary market data with respect to high yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable.

Our board of directors has designated the Adviser to serve as its valuation designee under Rule 2a-5 under the Investment Company Act. The Adviser undertakes a multi-step valuation process each quarter in connection with determining the fair value of the Company's investments:

•The quarterly valuation process begins with each portfolio company or investment being initially valued by the Adviser's valuation team;

•Preliminary valuations are then reviewed and discussed with management of the Adviser;

•Separately, independent valuation firms prepare valuations of our investments, on a selected basis, for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment, and submit the reports to us and provide such reports to the Adviser;

•The Adviser compares and contrasts its preliminary valuations to the valuations of the independent valuation firms and prepares a valuation report for the Audit Committee;

•The Adviser, as valuation designee, determines the fair value of each investment in our portfolio.

The fair value of our investments as of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024 was determined by the Adviser, as our valuation designee. We have and will continue to engage independent valuation firms each quarter to provide assistance regarding the determination of the fair value of a portion of our portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may fluctuate from period to period. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been reported had a ready market for the investments existed, and it is reasonably possible that the difference could be material.

2831

As of ~~June~~December 3031, 2024, we held $~~464~~699,~~197~~317 of investments at fair value, up from $~~106~~575,~~794~~225 held at September 30, ~~2023~~2024, primarily driven by new investment purchases during the ~~nine~~three months ended ~~June~~December 3031, 2024.

Revenue Recognition

We generate revenues in the form of interest income on debt investments and, to a lesser extent, capital gains and distributions, if any, on equity securities that we may acquire in portfolio companies. We may also generate revenue in the form of commitment, origination, structuring or diligence fees, fees for providing managerial assistance and consulting fees. Some of our investments provide for deferred interest payments or payment-in-kind ("PIK") interest income. The principal amount of the debt investments and any accrued but unpaid interest generally becomes due at the maturity date.

Interest Income

Interest income, adjusted for accretion of original issue discount ~~("OID")~~, is recorded on an accrual basis to the extent that such amounts are expected to be collected. We stop accruing interest on investments when it is determined that interest is no longer collectible. Investments that are expected to pay regularly scheduled interest in cash are generally placed on non-accrual status when there is reasonable doubt that principal or interest cash payments will be collected. Cash interest payments received on investments may be recognized as income or a return of capital depending upon management’s judgment. A non-accrual investment is restored to accrual status if past due principal and interest are paid in cash, and the portfolio company, in management’s judgment, is likely to continue timely payment of its remaining obligations.

For our secured borrowings, the interest earned on the entire loan balance is recorded within interest income and the interest earned by the counterparty is recorded within interest expense in the Consolidated ~~Statement~~Statements of Operations.

PIK Interest Income

Our investments in debt securities may contain PIK interest provisions. PIK interest, which generally represents contractually deferred interest added to the loan balance that is generally due at the end of the loan term, is generally recorded on the accrual basis to the extent such amounts are expected to be collected. We generally cease accruing PIK interest if there is insufficient value to support the accrual or if we do not expect the portfolio company to be able to pay all principal and interest due. Our decision to cease accruing PIK interest on a loan or debt security involves subjective judgments and determinations based on available information about a particular portfolio company, including whether the portfolio company is current with respect to its payment of principal and interest on its loans and debt securities; financial statements and financial projections for the portfolio company; our assessment of the portfolio company's business development success; information obtained by us in connection with periodic formal update interviews with the portfolio company's management and, if appropriate, the private equity sponsor; and information about the general economic and market conditions in which the portfolio company operates. Our determination to cease accruing PIK interest is generally made well before our full write-down of a loan or debt security. In addition, if it is subsequently determined that we will not be able to collect any previously accrued PIK interest, the fair value of the loans or debt securities would be reduced by the amount of such previously accrued, but uncollectible, PIK interest. The accrual of PIK interest on our debt investments increases the recorded cost bases of these investments in our consolidated financial statements ~~including for purposes of computing the capital gains incentive fee payable by us to the Adviser~~. To maintain our status as a RIC, certain income from PIK interest may be required to be distributed (or deemed to be distributed) to our unitholders even though we have not yet collected the cash and may never do so.

As of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024, there were no investments on non-accrual status.

2932

Portfolio Composition

As of ~~June~~December 3031, 2024, the fair value of our investment portfolio was $~~464~~699,~~197~~317 and was composed of investments in 1419 portfolio companies. As of September 30, ~~2023~~2024, the fair value of our investment portfolio was $~~106~~575,~~794~~225 and was composed of investments in ~~four~~17 portfolio companies. As of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024, all of our debt investments were floating rate loans. As of December 31, 2024 and September 30, 2024, all of our investments were in the U.S. The geographic composition of our portfolio is determined by the location of the corporate headquarters of the portfolio company, which may not be indicative of the primary source of the portfolio company's business. ~~As of June 30, 2024 and September 30, 2023, all of our investments were in the U.S.~~

As of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024, our investment portfolio consisted of the following:

	June 30, 2024		September 30, 2023
	December 31, 2024		September 30, 2024
Cost:
Senior secured debt	9899.9027	%	~~100~~99.0011	%
Preferred equity	10.1073	%	—0.89	%
Total	100.00	%	100.00	%

	June 30, 2024		September 30, 2023
	December 31, 2024		September 30, 2024
Fair Value:
Senior secured debt	9899.8114	%	~~100~~99.00	%
Preferred equity	10.1986	%	—1.00	%
Total	100.00	%	100.00	%

The table below describes investments by industry composition based on fair value as a percentage of total investments:

	June 30, 2024		September 30, 2023
	December 31, 2024		September 30, 2024
Fair Value:
Application Software	2823.0639	%	~~53.~~28.21	%
Health Care Services	1815.7751	%	1516.4455	%
Communications Equipment	13.40	%	—	%
Specialized Consumer Services	9.83	%	—	%
Packaged Foods & Meats	9.34	%	—	%
Communications Equipment	8.59	%	10.64	%
Diversified Support Services	8.83	%	—	%
Life Sciences Tools & Services	7.02	%	—	%
Construction Machinery & Heavy Transportation Equipment	6.87	%	—	%
Packaged Foods & Meats	6.17	%	7.51	%
Health Care Technology	5.84	%	—	%
Insurance Brokers	6.08	%	6.93	%
Aerospace & Defense	5.26	%	—	%
Construction Machinery & Heavy Transportation Equipment	4.59	%	5.64	%
Financial Exchanges & Data	3.63	%	—	%
Building Products	4.53	%	—	%
Other Specialty Retail	—	%	31.28	%
Health Care Technology	3.87	%	4.71	%
Diversified Support Services	3.84	%	11.89	%
Aerospace & Defense	3.74	%	4.49	%
Financial Exchanges & Data	2.84	%	3.43	%
Total	100.00	%	100.00	%

See the Schedule of Investments as of ~~June~~December 3031, 2024 and ~~as of~~ September 30, ~~2023~~2024 in our consolidated financial statements in Part I, Item 1 of this quarterly report on Form 10-Q for more information on these investments, including a list of companies and the type, cost and fair value of investments.

Discussion and Analysis of Results and Operations

Results of Operations

The principal measure of our financial performance is the net increase (decrease) in net assets resulting from operations, which includes net investment income, net realized gains (losses) and net unrealized appreciation (depreciation). Net investment income is the difference between our income from interest, fees and net expenses. Net realized gains (losses) is the difference between the proceeds received from dispositions of investment related assets and liabilities and their stated costs. Net unrealized appreciation (depreciation) is the net change in the fair value of our investment related assets, including the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized.

3033

~~For~~Comparison of the three ~~and nine~~ months ended ~~June~~December 3031, 2024 and ~~the~~December ~~period from June 8~~31, 2023 ~~(commencement of operations) to June 30, 2023~~

Investment Income

Total investment income for the three months ended ~~June~~December 3031, 2024 was $1320,~~853~~364 and consisted of $1319,~~851~~940 of interest income (including $~~372~~436 of PIK interest income) primarily from portfolio investments and $2424 of fee income. ~~primarily~~The ~~from~~increase ~~portfolio~~in ~~investments.~~total ~~Total~~ investment income ~~for~~from the ~~nine~~prior ~~months~~period ~~ended June 30, 2024~~ was ~~$30,985~~mainly ~~and~~driven ~~consisted~~by ofa ~~$30,320~~larger ofinvestment ~~interest~~portfolio ~~income (including $624 of PIK interest income)~~ and ~~$665~~higher ofprepayment ~~fee income primarily from portfolio investments~~fees. Based on fair value as of ~~June~~December 3031, 2024, the weighted average yield on our debt investments was 1110.3%.

Total investment income for the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30, 2023~~ was $~~767~~6,567 and consisted of $~~757~~6,564 of interest income ~~primarily from portfolio investments~~ and $103 of fee income primarily from portfolio investments. Based on fair value as of ~~June 30~~December 31, 2023, the weighted average yield on our debt investments was 1211.8%.

Expenses

Net expenses for the three ~~and nine~~ months ended ~~June~~December 3031, 2024 were $79,~~235 and $13~~501,~~767,~~ ~~respectively,~~ up significantly from $~~452~~2,536 for the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~ which was primarily driven by a larger investment portfolio attributable to new capital raised from the issuance of common units and an increase in borrowings outstanding. Net expenses consisted of the following:

For the three months ended June 30, 2024

For the nine months ended June 30, 2024

For the period from June 8, 2023 (commencement of operations) to June 30, 2023

For the three months ended December 31, 2024

For the three months ended December 31, 2023

Expenses:

Base management fee

1,~~039~~606

~~2,308~~475

Professional fees

~~419~~311

~~695~~108

Directors fees

~~118~~119

~~356~~119

~~179~~

Organization expenses

—

~~138~~

Amortization of deferred offering costs

59—

~~233~~87

Interest expense

57,~~678~~592

101,~~177~~700

Administrator expense

8889

~~313~~87

—

General and administrative expenses

78160

~~221~~66

Total expenses

79,~~479~~877

142,~~308~~647

~~457~~

Management fees waived

(~~244~~376)

(~~541~~111)

~~(5)~~

Net expenses

79,~~235~~501

132,~~767~~536

~~452~~

Net Unrealized Appreciation (Depreciation)

Net unrealized appreciation was $~~2,508~~778 ~~and $4,218~~ for the three ~~and nine~~ months ended ~~June~~December 3031, 2024, ~~respectively,~~ which was primarily driven by net unrealized appreciation on debt investments and foreign currency forward contracts.

Net unrealized appreciation was $5984 for the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~ which was primarily driven by net unrealized appreciation on debt investments.

Realized Gains (Losses)

Realized gains or losses are measured by the difference between the net proceeds from the sale or redemption of investments and foreign currency and the cost basis without regard to unrealized appreciation or depreciation previously recognized, and includes investments written-off during the period, net of recoveries. Realized losses may also be recorded in connection with our determination that certain investments are considered worthless securities and/or meet the conditions for loss recognition per the applicable tax rules.

During the three ~~and nine~~ months ~~ended June~~December 3031, 2024 and 2023, we recorded aggregate net realized gains (losses) of $4(116) and $5654, respectively.

Financial Condition, Liquidity and Capital Resources

We expect to generate cash from (1) the net proceeds of the private offering of our common units, (2) cash flows from operations, including earnings on investments, as well as interest earned from the temporary investment of cash in cash-equivalents, U.S. government securities and other high-quality debt investments that mature in one year or less, (3) borrowings from banks, including secured borrowings, and any other financing arrangements we may enter into in the future and (4) any future offerings of equity or debt securities.

3134

from banks, including secured borrowings, and any other financing arrangements we may enter into in the future and (4) any future offerings of equity or debt securities.

Our primary uses of cash are for (1) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (2) the cost of operations (including our expenses, the management fee and any indemnification obligations), (3) debt service of borrowings, if any, and (4) cash distributions to unitholders.

For the ~~nine~~three months ended ~~June~~December 3031, 2024, we experienced a net ~~increase~~decrease in cash and cash equivalents of $4019,~~854~~373. During that period, $~~335~~113,~~054~~205 of cash was used in operating activities, primarily consisting of cash used to fund new investments, partially offset by investment repayments. During the same period, cash provided by financing activities was $~~375~~93,~~908~~876, due primarily from $~~155~~15,000 of net borrowings under our senior secured revolving credit facility (the "Subscription Facility") with Sumitomo Mitsui Banking Corporation, as ~~lender~~administrative agent, $~~153~~89,~~000~~600 of proceeds from the issuance of common units and $~~88,408~~276 of net proceeds from secured borrowings, partially offset by $2011,~~100~~000 of distributions paid to unitholders.

For the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~ we experienced a net increase in cash and cash equivalents of $89107,~~275~~686. During that period, $50157,~~140~~507 of cash was used in operating activities, primarily consisting of cash used to fund new investments. During the same period, cash provided by financing activities was $~~139~~265,~~415~~193, due primarily from $~~102~~178,~~300~~693 of proceeds from secured borrowings, $63,400 of proceeds from the issuance of common units and $3730,~~115~~000 of ~~secured~~net borrowings under the Subscription Facility, partially offset by $6,900 of distributions paid to unitholders.

As of ~~June~~December 3031, 2024, we had $~~177~~187,~~933~~971 of cash and cash equivalents, portfolio investments (at fair value) of $~~464~~699,~~197~~317, $23,~~220~~989 of interest receivable, $2055,~~000~~500 of undrawn capacity on the Subscription Facility (subject to borrowing base and other limitations) and $~~230~~382,000 of borrowings outstanding under the Subscription Facility.

As of September 30, ~~2023~~2024, we had $~~137~~207,~~079~~344 of cash and cash equivalents, portfolio investments (at fair value) of $~~106~~575,~~794,~~225 $~~263~~2,861 of interest receivable, $5070,~~000~~500 of undrawn capacity on the Subscription Facility (subject to borrowing base and other limitations) and $75367,000 of borrowings outstanding under the Subscription Facility.

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024, off-balance sheet arrangements consisted of $~~100~~150,~~344~~123 and $23131,~~773~~834, respectively, of unfunded commitments to provide debt financing to certain of our portfolio companies. Such commitments are subject to the portfolio company's satisfaction of certain financial and nonfinancial covenants and may involve, to varying degrees, elements of credit risk in excess of the amount recognized in our Consolidated Statements of Assets and Liabilities.

Contractual Obligations

The following table reflects information pertaining to our principal debt outstanding under the Subscription Facility and our secured borrowings:

	Debt Outstandingas of September 30, 2023		Debt Outstandingas of June 30, 2024		Weighted average debtoutstanding for the nine months ended June 30, 2024		Maximum debtoutstanding for the nine months ended June 30, 2024
	Debt Outstandingas of September 30, 2024		Debt Outstandingas of December 31, 2024		Weighted average debtoutstanding for the three months ended December 31, 2024		Maximum debtoutstanding for the three months ended December 31, 2024
Subscription Facility	$	75367,000	$	~~230~~382,000	$	89337,~~215~~652	$	~~240~~382,000
Secured Borrowings	—		88,408		57,230		178,693
Secured borrowings	52,764		53,039		52,821		53,039
Total debt	$	75419,~~000~~764	$	~~318~~435,~~408~~039	$	~~146~~390,~~445~~473

Payments due by period as of June 30, 2024

Payments due by period as of December 31, 2024

Total

< 1 year

1-3 years

3-5 years

Subscription Facility

~~230~~382,000

—

Interest due on Subscription Facility

418,~~382~~928

—

Secured borrowings

8853,~~408~~039

—

Interest due on secured borrowings

~~1,257~~801

—

Total

~~324~~454,~~047~~768

—

3235

Equity Activity

During the ~~nine~~three months ended ~~June~~December 3031, 2024, we issued and sold 74,~~530~~357,~~432~~977 units at an aggregate purchase price of $~~153~~89,~~000~~600. As of ~~June~~December 3031, 2024, we had issued and sold 1522,~~835~~076,~~861~~191 units since inception at an aggregate purchase price of $~~319~~447,300 ~~to investors~~, which represented approximately 2535% of total committed capital.

~~For~~During the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30~~, ~~2023,~~the weCompany issued and sold 53,~~115~~123,~~000~~152 units at an aggregate purchase price of $~~102~~63,~~300 to investors and we commenced operations~~400.

Distributions

The following table reflects the distributions that we paid on our units during the ~~nine~~three months ended ~~June 30~~December 31, 2024:

Date Declared

Record Date

Payment Date

Aggregate Amount

December 14, 2023

December 15, 2023

December 29, 2023

6,900

December 17, 2024

December 16, 2024

December 27, 2024

11,000

February 8, 2024

March 15, 2024

March 29, 2024

5,100

May 9, 2024

June 15, 2024

June 28, 2024

8,100

The following table reflects the distributions that we paid on our units during the three months ended December 31, 2023:

Date Declared

Record Date

Payment Date

Aggregate Amount

December 14, 2023

December 15, 2023

December 29, 2023

6,900

Leverage

Our sole initial unitholder approved the application of the reduced asset coverage requirements in Section 61(a)(2) of the Investment Company Act to us on May 1, 2023, with such requirements effective with respect to us on May 2, 2023. The reduced asset coverage requirements permit us to double the maximum amount of leverage that we are permitted to incur under the Investment Company Act by reducing the asset coverage requirements applicable to us from 200% to 150%. As a result of the reduced asset coverage requirement under the Investment Company Act, we can incur $2 of debt for each $1 of equity. As of ~~June~~December 3031, 2024, we had $~~318~~435,~~408~~039 in outstanding senior securities and our asset coverage was ~~201~~204.4445%.

Subscription Facility

On September 26, 2023, we entered into the Subscription Facility. As of ~~June 30~~December 31, 2024, the Subscription Facility provides for borrowings of up to $~~250~~437,~~000~~500 aggregate principal amount or, if smaller, 90% of unfunded commitments from certain of eligible investors. The ~~maximum size of Subscription Facility may be increased to $400,000 pursuant to an “accordion” feature. The~~ maturity date of the Subscription Facility is September 2625, ~~2024~~2025. Borrowings under the Subscription Facility bear interest at a rate equal to (1) term SOFR for the selected period plus 2.4530% per annum for SOFR loans or (2) the greatest of (a) the Prime Rate plus 1.4530% per annum, (b) the Federal Funds Rate plus 1.9580% per annum, and (c) Daily Simple SOFR in effect for such day plus 1.4530% per annum for reference rate loans. There is a non-usage fee of 0.25% per annum on the unused portion of the Subscription Facility, payable quarterly.

The Subscription Facility is secured by a first priority security interest, subject to customary exceptions, in (i) all capital commitments of investors in Oaktree Gardens OLP SPV, L.P. (the “SPV”), (ii) the SPV’s, Oaktree OLPG GP, L.P.’s and Oaktree OLPG GP Ltd.’s right to make capital calls, receive payment of capital contributions from investors and enforce payment of capital commitments and capital contributions under the SPV’s subscription agreements with investors and other operative documents and (iii) a cash collateral account into which the capital contributions from investors are made. We made customary representations and warranties and are required to comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar credit facilities.

As of ~~June~~December 3031, 2024, we had $~~230~~382,000 outstanding under the Subscription Facility, which had a fair value of $~~230~~382,000. As of September 30, ~~2023~~2024, we had $75367,000 outstanding under the Subscription Facility, which had a fair value of $75367,000. Our borrowings under the Subscription Facility bore interest at a weighted average interest rate of 7.9200% and 7.90% for the ~~nine~~three months ended ~~June~~December 3031, 2024 and 2023, respectively. For the three ~~and nine~~ months ended ~~June~~December 3031, 2024, ~~the~~we ~~Company~~ recorded interest expense (inclusive of fees) of $36,~~996~~519 ~~and~~related $6to the Subscription Facility. For the three months ended December 31,~~441~~ 2023, ~~respectively~~we recorded interest expense (inclusive of fees) of $1,268 related to the Subscription Facility.

3336

Secured Borrowings

As of ~~June~~December 3031, 2024, weand ~~had $88,408 of secured borrowings outstanding. As of~~ September 30, ~~2023~~2024, we had no$53,039 and $52,764 of secured borrowings outstanding, respectively. Our secured borrowings bore interest at a weighted average rate of 87.5355% for the ~~nine~~three months ended ~~June~~December 3031, 2024. We recorded $1,~~682~~073 ~~and $3,736~~ of interest expense, ~~respectively,~~ in connection with secured borrowings for the three ~~and nine~~ months ended ~~June~~December 3031, 2024. Our secured borrowings bore interest at a weighted average rate of 8.6069% for the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30, 2023~~. We recorded $9432 of interest expense in connection with secured borrowings for the ~~period~~three ~~from~~months ~~June~~ended 8December 31, 2023 ~~(commencement of operations) to June 30, 2023~~.

Regulated Investment Company Status and Distributions

We ~~anticipate~~intend ~~that~~to wecontinue ~~will~~to make quarterly distributions of at least 90% of our realized net ordinary income and net short-term capital gains in excess of our net long-term capital losses, if any, then available for distribution, each as determined by our board of directors in accordance with applicable law. Any distributions will be declared out of assets legally available for distribution. We expect quarterly distributions to be paid from income primarily generated by interest earned on our investments, although distributions to unitholders may also include a return of capital.

We have elected to be treated, and intend to qualify annually, as a RIC under Subchapter M of the Code. To maintain RIC qualification, we must distribute (or be deemed distribute) to our unitholders, for each tax year, at least 90% of our “investment company taxable income” (as defined in the Code) for that year. In order to avoid certain excise taxes imposed on RICs, we intend to distribute during each calendar year an amount at least equal to the sum of: (1) 98% of our ordinary income for the calendar year; (2) 98.2% of our capital gain net income (both long-term and short-term) for the one-year period ending on October 31 of the calendar year; and, (3) any undistributed ordinary income and capital gain net income for preceding years on which we paid no U.S. federal income tax less certain over-distributions in prior years. In addition, although we currently intend to distribute realized net capital gains (i.e., net long term capital gains in excess of short term capital losses), if any, at least annually, we may in the future decide to retain such capital gains for investment, pay U.S. federal income tax on such amounts at regular U.S. corporate income tax rates, and elect to treat such gains as deemed distributions to unitholders. We can offer no assurance that we will achieve results that will permit the payment of any cash distributions and, to the extent that we issue senior securities, we will be prohibited from making distributions if doing so causes us to fail to maintain the asset coverage ratios stipulated by the Investment Company Act or if distributions are limited by the terms of any of our borrowings.

Depending on the level of taxable income and net capital gain earned in a year, we may choose to carry forward taxable income or net capital gain for distribution in the following year and pay the applicable U.S. federal excise tax. Distributions will be appropriately adjusted for any taxes payable by us or any direct or indirect subsidiary through which it invests (including any corporate, state, local, non-U.S. and withholding taxes).

We may generate qualified net interest income or qualified net short-term capital gains that may be exempt from U.S. withholding tax when distributed to foreign unitholders. A RIC is permitted to designate distributions of qualified net interest income and qualified short-term capital gains as exempt from U.S. withholding tax when paid to non-U.S. unitholders with proper documentation.

Recent Developments

Distribution Declaration

On ~~August~~February 86, ~~2024~~2025, our board of directors declared a distribution of $711,~~200~~000, payable in cash on ~~September~~March 3027, ~~2024~~2025 to unitholders of record as of ~~September~~March 1617, ~~2024~~2025.

3437

Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are subject to financial market risks, including changes in the valuations of our investment portfolio and interest rates.

Valuation Risk

Our investments often do not have a readily available market price, and we value these investments at fair value as determined in good faith by the Adviser, as the valuation designee appointed by our board of directors pursuant to Rule 2a-5 under the Investment Company Act. There is no single standard for determining fair value in good faith and valuation methodologies involve a significant degree of judgment. In addition, our valuation methodology utilizes discount rates in part in valuing our investments, and changes in those discount rates may have an impact on the valuation of our investments. Accordingly, valuations by the Adviser do not necessarily represent the amounts which may eventually be realized from sales or other dispositions of investments. Estimated fair values may differ from the values that would have been used had a ready market for the investment existed, and the differences could be material to our consolidated financial statements.

Interest Rate Risk

We are subject to financial market risks, including changes in interest rates. Changes in interest rates may affect both our cost of funding and our interest income from portfolio investments, cash and cash equivalents and idle funds investments. Our risk management procedures are designed to identify and analyze our risk, to set appropriate policies and to continually monitor these risks. Our investment income will be affected by changes in various interest rates, including SOFR, to the extent our debt investments include floating interest rates.

As of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024, 100% of our debt investment portfolio at fair value bore interest at floating rates which had floors ranging from 0.00% to 1.00%. The composition of our floating rate debt investments by interest rate floor as of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024 was as follows:

	June 30, 2024				September 30, 2023
	December 31, 2024				September 30, 2024
($ in thousands)	Fair Value		% of FloatingRate Portfolio		Fair Value		% of FloatingRate Portfolio
0%	$	~~40,966~~—	~~8.94~~—	%	$	—40,933	—7.19	%
>0% and <1%	~~273~~544,~~938~~086		5978.7248		45380,~~758~~018		4266.8473
1%	~~143~~149,~~768~~216		3121.3452		27148,~~636~~527		2526.8808
>1%	—		—		~~33,400~~—		~~31.28~~—
Total	$	~~458~~693,~~672~~302	100.00	%	$	~~106~~569,~~794~~478	100.00	%

Based on our ~~Statement~~Statements of Assets and Liabilities as of ~~June~~December 3031, 2024, the following table shows the approximate annualized net increase (decrease) in net assets resulting from operations of hypothetical base rate changes in interest rates, assuming no changes in our investment and capital structure. However, there can be no assurances our portfolio companies will be able to meet their contractual obligations at any or all levels of increases in interest rates.

Basis point increase ($ in thousands)

Increase in Interest Income

(Increase) in Interest Expense

Net increase in net assets resulting from operations

250

1117,~~636~~519

(59,~~750~~550)

57,~~886~~969

200

914,~~309~~016

(47,~~600~~640)

46,~~709~~376

150

610,~~982~~512

(35,~~450~~730)

34,~~532~~782

100

47,~~655~~008

(23,~~300~~820)

23,~~355~~188

23,~~327~~504

(1,~~150~~910)

1,~~177~~594

Basis point decrease ($ in thousands)

(Decrease) in Interest Income

Decrease in Interest Expense

Net (decrease) in net assets resulting from operations

(23,~~327~~504)

1,~~150~~910

(1,~~177~~594)

100

(47,~~655~~008)

23,~~300~~820

(23,~~355~~188)

150

(610,~~982~~512)

35,~~450~~730

(34,~~532~~782)

200

(914,~~309~~016)

47,~~600~~640

(46,~~709~~376)

250

(1117,~~636~~519)

59,~~750~~550

(57,~~886~~969)

3538

We regularly measure exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate sensitive assets to our interest rate sensitive liabilities. Based on this review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates. The interest rate on the principal balance outstanding for primarily all floating rate loans is indexed to the SOFR and/or an alternate base rate, which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. The following table shows a comparison of the interest rate base for our outstanding debt investments, at principal, and our outstanding borrowings as of ~~June~~December 3031, 2024 and September 30, ~~2023~~2024:

June 30, 2024

September 30, 2023

December 31, 2024

September 30, 2024

($ in thousands)

Debt Investments

Borrowings

Debt Investments

Borrowings

SOFR

30 day

~~214~~365,~~129~~351

~~230~~382,000

28269,~~428~~699

75367,000

90 day

~~251~~335,~~390~~428

—

81306,~~266~~120

—

Fixed rate

—

8853,~~408~~039

—

—52,764

Total

~~465~~700,~~519~~779

~~318~~435,~~408~~039

~~109~~575,~~694~~819

75419,~~000~~764

3639

Item 4. Controls and Procedures

As of the end of the period covered by this report, management, with the participation of the Company’s Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer), evaluated the effectiveness of our disclosure controls and procedures as of ~~June~~December 3031, 2024. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the benefits of possible controls and procedures relative to their costs. Based on the evaluation of our disclosure controls and procedures as of ~~June~~December 3031, 2024, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective, at the reasonable assurance level, in timely identifying, recording, processing, summarizing and reporting any material information relating to us that is required to be disclosed in the reports we file or submit under the Exchange Act.

There were no changes in our internal control over financial reporting that occurred during the quarter ended ~~June~~December 3031, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

3740

PART II

Item 1. Legal Proceedings

From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under loans to or other contracts with our portfolio companies. We are not currently subject to any material legal proceedings, and, to our knowledge, no material legal proceeding is threatened against us.

Item 1A. Risk Factors

~~There~~Except as set forth below, there have been no material changes to the risk factors ~~discussion~~discussed in "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the ~~fiscal~~ year ended September 30, ~~2023~~2024.

Tariffs may adversely affect us or our portfolio companies.

Existing or new tariffs imposed on foreign goods imported by the United States or on U.S. goods imported by foreign countries could subject us or our portfolio companies to additional risks. Among other effects, tariffs may increase the cost of production for certain of our portfolio companies or reduce demand for their products, which could affect their results of operations. We cannot predict whether, or to what extent, any tariff or other trade protections may affect us or our portfolio companies.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no unregistered sales of our equity securities during the three months ended ~~June~~December 3031, 2024 that have not been previously reported on a Current Report on Form 8-K.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended ~~June~~December 3031, 2024, none of the Company’s officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company’s securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a "Rule 10b5-1 trading arrangement") or any “non-Rule 10b5-1 trading arrangement”. During the three months ended ~~June~~December 3031, 2024, we did not adopt or terminate any Rule 10b5-1 trading arrangement.

Item 6. Exhibits

The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC:


3.1						Certificate of Formation (incorporated by reference to Exhibit 3.1 of the Registrant’s Registration Statement on Form 10 (File no. 000-56548), filed on May 5, 2023).
3.2						Amended and Restated Limited Liability Company Agreement (incorporated by reference to Exhibit 3.2 of the Registrant’s Registration Statement on Form 10 (File no. 000-56548), filed on May 5, 2023).
31.1*						Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
31.2*						Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
32.1*						Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
32.2*						Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
101.INS*						Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*						Inline XBRL Taxonomy Extension Schema Document.
101.DEF*						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*						Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)


*			Filed herewith.

3842

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

OAKTREE GARDENS OLP, LLC By: /s/ Armen Panossian Armen Panossian Chairman, Chief Executive Officer and Co-Chief Investment Officer By: /s/ Christopher McKown Christopher McKown Chief Financial Officer and Treasurer

Date: ~~August~~February 1211, ~~2024~~2025

3943

Filing Compare · Oaktree Gardens OLP, LLC