Oaktree Capital

77 INDEXED REFERENCES1 INVESTORFIRST INDEXED 2005LAST 2025

Alternative investment firm Howard Marks co-founded; publisher of his client memos.

SELECTED PUBLIC REFERENCES

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: Memo to: Oaktree Clients From: Howard Marks Re: A Look Under the Hood Over the last 56 years, I’ve spent a lot of time making suggestions to clients regarding their investment processes and portfolios, and I’ve been on the client side as a member of various investment committees. But seldom have I been able to bridge the two, serving as an active participant in clients’ investment processes. I had an opportunity to do just that the other day, when I met with the board and senior staff of a U.S. state pension fund. I was asked to listen in and provide feedback on the results of a board-member survey their consultant had recently conducted and would be reporting on during the meeting. The content of the consultant’s session impressed me so much that I decided to write a memo about it. I’m not disclosing the names of the state and its consultant, for obvious reasons, but I’m very pleased that they agreed to let me use the content of the meeting as raw material for this memo. In the meeting, the consultant covered many of the things I consider “the most important thing” and often came down on the same side I would (admittedly, that might’ve contributed to why I was so impressed!) I’m going to sum up below the consultant’s assessment of the board survey and my reaction. My hope is that this is as informative for you as it was for me.

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: On the vertical axis is the plan’s willingness to bear risk – its attitude toward taking on risk and readiness to withstand the losses that might result. In other words, is the board relatively risk-tolerant or risk- averse? Will it assume more risk in pursuit of above average returns, or will it shun risk, knowing that doing so is likely to limit the returns it enjoys? Importantly, “more risk” and “less risk” are considered relative to the maximum amount of risk that the plan’s “ability” might allow it to bear. The labeling of the matrix’s four cells is very informative: • If an investor has a high financial ability to bear risk and a high willingness, it is described as “capitalizing” on, or taking advantage of, its financial strength and risk-tolerance. • If it has a high ability to bear risk but a low willingness, it is said to be “defensive.” It could take on more risk than it does, but it has chosen to operate at a lower risk level. • If it has a low ability to bear risk and a low willingness, it is described as being “protective,” which seems appropriate given its circumstances. However, it should be recognized that this is likely to limit returns in the short run, and thus to create a need to shoulder more risk and/or increase contributions in the out years. • Finally, if it has a low ability to bear risk but a high willingness, it is described as “naive.

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: • The board expressed a strong preference for bearing the “normal” risks stemming from market participation as opposed to the risks associated with an innovative but opaque approach that is projected to deliver returns accompanied by risk below the normal level. • All board members recognized that having true diversification means there may well be some laggards within the portfolio at all times. In my opinion, the consultant covered the most important aspects of risk bearing, and the board members’ views were reasonable. Importantly, they recognize that their conservative bent may lead to under- performance in strong markets, but they explicitly prefer that to a more aggressive posture with its attendant risks. This is probably the most important real-world consideration under the heading of risk attitudes. Not everyone can live happily with the performance lags that conservatism can bring, but this board has had the opportunity to see that in action during the last two bullish years, and it seems to be sticking to the plot. The board members accept that risk isn’t something to be avoided. They’re not looking for the illusive black box that others say will give them return without risk. And they understand that caution limits return potential – and that the staff shouldn’t be criticized for the presence of underperformers when the board says it wants diversification.

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: Finally, I think it’s important to note that if, on the other hand, the plan does end up with enough money to pay benefits, that doesn’t necessarily mean its board and staff did a good job. Before coming to that conclusion, one would need to gauge how the portfolio would have done if a different environment had unfolded – that is, to consider “alternative histories” in the way proposed by Nassim Nicholas Taleb in Fooled by Randomness. If the portfolio wouldn’t have done well under other scenarios, the plan’s ability to pay benefits might be attributed solely to the fact that the one that unfolded did so. In that case, the plan’s success might be more a matter of luck than skill. But this isn’t an easy analysis to perform. On the Subject of Volatility I was very glad to hear that the board members ranked the Sharpe ratio last among six possible performance metrics and on average considered avoiding volatility in the sponsor’s contributions less of a priority than the ability to pay benefits or attain fully funded status. Most of the members thought it was important to balance stable contributions and the pursuit of high returns, although some did rank contribution stability higher than the level of return. Obviously, this is a challenging question for a board concerned with both the need to pay benefits and the desire to limit the cost to the sponsor.

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: consideration for people with responsibility for pension plans. It’s absolutely internal to them and their process. And, of course, pension funds are but one example of the type of investor who may consider volatility a risk. University endowments are another example. Typically, universities rely upon an annual “draw” from the endowment to fund a material portion of their operating expenses. Volatility in the value of the endowment can affect the amount of that draw and require unplanned changes to a university’s operations. We saw this very clearly when the Global Financial Crisis hit in 2008. Choice of Investment Approach The consultant did a good job of covering questions regarding strategies and tactics, and the board gave good answers. Here are a few of the areas they touched on: • All board members agreed that it’s impossible to foresee the future, and thus that the portfolio should be built to prepare for “all environments” rather than base performance expectations on the ability to time markets. Of course this is the right attitude, even though it’s impossible to (a) specify “all environments” or (b) build a portfolio that entails the risk inherent in investing but is capable of performing well in all environments. • A substantial majority of the members said they’re comfortable with using leverage at 15-20% of the plan’s assets. I think this is reasonable.

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: beating peers and popular indices like the S&P 500 were deemed relatively unimportant. I think they have their priorities right. When it was my turn to speak, I got more questions on how to assess the performance of the investment operation than anything else. This is one of the toughest questions in our business. I’ll summarize below what I said and add a lot that I should have said. It’s absolutely true that the thing that matters most is whether the plan achieves the rate of return the actuaries accurately project is necessary: that is, for today’s capital and the expected capital contributions to reach the sum needed to pay future benefits. So, if the plan’s actuarial assumption is 6¼%, what matters most is whether the board and staff can achieve that over the long term. But the board and staff have to assess whether the investment approach is working over much shorter periods and, in particular, they have to decide on raises, promotions, and personnel retention every year. The challenge in assessing performance in this regard stems from the fact that making 6¼% may be the only thing that matters in the long run but absolutely irrelevant in the short run. If the 60/40 balanced portfolio, the policy portfolio, or the peer average is up 20% next year, achieving 6¼% can’t be described as success. And if those relative benchmarks are down 20% next year, making 6¼% is probably an unreasonable criterion.

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: weak, and especially by whether the investors driving it were mindlessly optimistic or panicked. Further, the market’s performance might have been dictated by a single unforeseeable event. Is it reasonable to hold staff responsible for not having foreseen it? We all know a single year isn’t a reasonable basis for determining investment skill. But what should the period be? In asking this question, most people want to be given a number of years: perhaps three, five, eight, or ten. But the correct answer can’t be a fixed number. Given the large number of factors that influence performance, the assessment period has to be long enough for these things to even out, long enough for that one freak occurrence to dissipate, and long enough so that the performance of the portfolio in both bullish and bearish environments can be assessed. If performance is assessed over a period that includes only good times – like the last 16 years (save for a few relatively short dips) – the prize for performance is likely to go to those investors with the most risk- prone portfolios. In such an environment, keeping up with or surpassing the benchmarks may not be a sign of investment skill, but rather extreme risk tolerance.

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: What these observations tell me is that the board and its consultant are considering the right questions and reaching reasonable conclusions. The session was very informative for me, and I’m glad I had the opportunity to participate. I hope this recap was helpful for you, too. October 28, 2025

Howard Marks · 2025 · Oaktree Capital Management, L.P.

A Look Under The Hood

© 2025 Oaktree Capital Management, L.P. All Rights Reserved Follow us: Legal Information and Disclosures This memorandum expresses the views of the author as of the date indicated and such views are subject to change without notice. Oaktree has no duty or obligation to update the information contained herein. Further, Oaktree makes no representation, and it should not be assumed, that past investment performance is an indication of future results. Moreover, wherever there is the potential for profit there is also the possibility of loss. This memorandum is being made available for educational purposes only and should not be used for any other purpose. The information contained herein does not constitute and should not be construed as an offering of advisory services or an offer to sell or solicitation to buy any securities or related financial instruments in any jurisdiction. Certain information contained herein concerning economic trends and performance is based on or derived from information provided by independent third-party sources. Oaktree Capital Management, L.P. (“Oaktree”) believes that the sources from which such information has been obtained are reliable; however, it cannot guarantee the accuracy of such information and has not independently verified the accuracy or completeness of such information or the assumptions on which such information is based.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: Memo to: Oaktree Clients Only From: Howard Marks Re: 2020 in Review The opening lines of Charles Dickens’s A Tale of Two Cities offer a fitting coda to 2020: It was the best of times, it was the worst of times . . . it was the season of Light, it was the season of Darkness, it was the spring of hope, it was the winter of despair. We’re left to contemplate the jaw-dropping list of extremes compiled during this turbulent year: • The coronavirus brought on the worst global pandemic in over a century. • In the U.S., more than 340,000 people died from Covid-19 – 85% of the number who died in battle in the four years of World War II. • In the second quarter, the U.S. experienced the worst quarterly drop in real GDP in 74 years of recorded quarterly history, an annualized decline of 32.9%. • But in the third quarter, it saw the biggest annualized gain in history: 33.4%. • Initial unemployment claims jumped from 251,000 to almost 3 million in a single week in March, crested at 6.2 million two weeks later, and remained above the pre-pandemic record of 695,000 every week for the remainder of the year. • Through bond buying, the Federal Reserve grew its portfolio by $2.7 trillion, or roughly 55%, and the U.S. Treasury funded roughly $4 trillion in grants and loans. • After the S&P 500 Index reached an all-time high of 3,386 on February 19, it fell 33.9% in just 32 days to 2,237 on March 23.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

Defaults affected a large dollar amount of high yield debt securities, but default rates came nowhere near the highs that had been predicted and soon began to recede. Highly motivated selling was short-lived – essentially limited to the month of March – and we never saw the full-throated panic (accompanied by margin calls, meltdowns and forced selling) witnessed in prior crises. In just a few months: © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: • investors grew confident about the inevitability of an economic recovery; • optimism developed regarding the outlook for a Covid-19 vaccine; • the near-zero fed funds rate brought down prospective returns all along the capital market line; • risk tolerance returned, and fear of missing out took over from fear of losing money; • asset prices rose, and the markets bounced back; and • the exceptional buying opportunity came to what for our purposes was a premature end. Oaktree Performance Last year’s extreme, rapid-fire developments – and especially their origin in an exogenous and unforeseeable event, the virus outbreak – created great challenges for investors. To have taken maximum advantage, one would have had to have gone into late February prepared for a significant shock and then turned bullish a month later. Obviously, few investors did both. While we never radically shift our portfolios, I think Oaktree did a very good job under these circumstances. For years we had been leery of the markets, because of our view that they were characterized by a great deal of uncertainty, full-to-high asset prices, the lowest prospective returns in history, and pro-risk behavior on the part of investors trying for high returns in a low-return world.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

For example: • Our Opportunities group bought public debt and negotiated private rescues in quantities sufficient to complete the deployment of Opportunities Fund Xb by investing over $7 billion and then put over $4 billion to work for its successor, Opps XI. • The same was true of our Real Estate group, which finished investing Real Estate Opportunities Fund VII and moved on to ROF VIII. • The investments made by our Special Situations group took the invested or committed percentage of its Special Situations Fund II from 19% to 82%. • Overall, Oaktree’s closed-end funds deployed nearly $17 billion, making 2020 our best year ever in that regard. © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: Given our insistence on risk control, Oaktree’s open-end strategies don’t always keep up with their benchmarks in highly bullish times. The fourth quarter of 2020 presented a potential challenge in that regard, as the market rally (and the low interest rates) encouraged risk-taking and caused the riskiest assets to soar. Thus, we’re happy to report that 10 of the 14 strategies exceeded their benchmarks in the fourth quarter, allowing 9 of them to do so for the full year (all references to returns are before fees). Further, the ups and downs of our quarterly returns suggest we earned our returns with less volatility than the benchmarks. Overall, we’re quite pleased with Oaktree’s investment performance for the year. To reiterate what you already know, none of this was predicated on forecasts. We never tried to predict when the markets would begin to recover from their Covid-19-induced declines. We didn’t know better than anyone else that the new signs of life in the markets in late March were the beginnings of a rally that would take them to all-time highs. We simply favored defensiveness when we considered the markets vulnerable and then turned aggressive when price declines rendered defensiveness no longer appropriate.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

A Look at the Long Run At the end of the most turbulent year in my five-plus decades of experience, I’m going to devote my usual section on the long run to an Oaktree strategy that really would make you think 2020 was the best of times: our Power Opportunities funds. I’ll start with the interesting history of these funds. Just a year after Oaktree’s founding, a friend brought us an unusual opportunity. Three long-term corporate-employees-turned-energy-consultants had left Arthur Andersen in 1995 to form an investment boutique, GFI Energy Ventures (with “GFI” standing for “Go For It”). Larry Gilson, Richard Landers and Ian Schapiro had developed an investment thesis based on their knowledge advantage regarding the deficiencies of the U.S. power infrastructure, the need for remediation and expansion, and what the incumbents would spend money on in the process. They were a sponsor without a fund, passing the hat among a small circle of investors whenever they found an attractive investment candidate. But, in 1996, they found an opportunity too large to finance using that approach, and they were referred to us. We were very interested in that first investment, as well as the general thesis and its application, and we entered into a deal with GFI under which we would pay their overhead, get a right of first refusal on their deal flow, and jointly manage the investments made.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

And, if we continued to like what we saw, in three years we would organize a fund dedicated exclusively to their power infrastructure investments, which would also be run jointly. All went well during the period in question, and so the first Oaktree/GFI Power Opportunities Fund was formed in 1999. While we tried to get the people of GFI to join Oaktree, Larry and Richard resisted our entreaties. But when they retired in 2009, Ian and his team jumped aboard, and we’ve had a great ride ever since. We’re now in the process of investing Oaktree Power Opportunities Fund V. A few specific things stand out to me about the last 25 years: • When Bruce and I first met Larry, Richard and Ian, we were immediately struck by the strength of their thesis. Everyone knew the U.S. power grid was old and hadn’t kept up with the country’s progress. The frequent blackouts, among other things, told us it needed extensive (and expensive) remediation and investment. • Interestingly, GFI didn’t invest in power generation or transmission infrastructure, but rather in successful companies that sold products, services and software to firms involved “downstream” in the distribution, monitoring and consumption of power. In the words we used at the time, © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: “they won’t try to predict which miners will find gold; they’ll sell picks and shovels to all of them.” • When GFI gave us their drafts of the marketing materials for that first 1999 fund, there was extensive discussion, in a very Oaktree-like fashion, of the many types of risk they wouldn’t take, such as technological risk and commodity risk. And they’ve stuck with that discipline. • Larry, Richard and Ian also laid out the specific strategies that they would pursue based on the expected industry trends and company behavior. Those strategies are still guiding the Power funds to great success a quarter-century later. The GFI founders were remarkably prescient. • Finally, it’s worth observing that the Power Opportunities group has increased its capital under management only gradually. There can be little doubt that discipline in fundraising has had a favorable impact on investment results. It’s simply an oxymoron to say, “I’ve found an incredible niche where great returns can be earned consistently and with little risk, and it’s infinitely scalable.” That just doesn’t make sense. So, when the $1 billion Power Fund II compiled its net IRR of 59% – without its portfolio companies employing high leverage – I asked the group leaders how much capital they wanted for their next fund. The answer was simple: $1 billion.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

Certainly, the typical GP would have used the success of Fund II to raise far more for subsequent funds, perhaps bringing their record of exceptional performance to an end. Lastly, I’m proud to report that the aggregate 2020 return of the Power Opportunities Funds was 131.1% net of fees, incentive allocation and expenses, and to present the lifetime performance of the constituent funds through December 31, 2020: Power Year Committed Net Multiple of Opps Fund Formed Capital IRR Cost I 2000 $ 453.8 13.1% 1.5x II 2004 1,020.6 58.9 3.1 III 2010 1,062.1 13.4 1.6 IV 2016 1,105.7 29.9 2.5 V 2018 1,400.0 4.4 1.0 Total 26.5% 2.0x It’s easy to see why we’re so proud of the Power Opportunities group. Not only is the average IRR for these funds very high, but individually they’ve always been good, sometimes astronomical, but never poor (in fact, never a mature fund with a net IRR below the low teens). Every Power fund has had a very high batting average and a very low incidence of loss. Power Fund IV’s gross return of 200% in 2020 is the best we’ve ever had, and we believe it will turn out to be the highest returning fund of its size in U.S. private equity history in terms of MOIC, without highly leveraging its holdings. Until now, Power Fund II has held the #2 spot; it’ll be bumped down to #3. You can see why we feel the group’s track record, with the surprises clearly on the upside, represents the Oaktree ideal to the fullest.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

The leadership of the Power Opportunities group has evolved and transitioned over these 25 years, but the talent keeps being regenerated and the returns roll on. Larry and Richard retired in 2009, as I said, and Ian took over. In 2016, Ian promoted Michael Cardito and Jason Lee to be his co-portfolio managers. Jason will be leaving us in the next few months to devote his energies to activities such as teaching, and while we’re sorry to see him go, we’re delighted to know he’ll remain an informal advisor. At the same time, Ian is stepping back from managerial responsibilities and has passed the day-to-day reins to Michael. Since Michael has been responsible for much of the success of our most recent Power funds and © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: Ian will be fully involved in the investment process, we know the strategy continues to be in excellent hands. We thank the members of the Power Opportunities group for their long-term achievement. We’re confident they’ll continue to adhere to the Oaktree ideals of risk control and consistency, hopefully with further great success. Oaktree Developments Assets Under Management – Oaktree’s assets under management changed little in the years leading up to 2020, only rising from $91 billion at year-end 2014 to $95 billion at year-end 2019 (in both cases excluding our share of DoubleLine’s AUM). Given the market conditions, we opted to limit asset accumulation in order to maximize our ability to be selective. Further, Oaktree’s overall ability to increase AUM largely depends on the state of the market for distressed debt, the focus of our largest funds, and supply there was very modest in those years. Consequently, our fundraising for that area – and thus for Oaktree overall – was quite restrained. In contrast, 2020, with its many difficulties (including weak markets), seemed the perfect time to raise capital for our distressed debt strategy, and we brought forward the formation of Opportunities Fund XI from its planned date in 2021.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

In anticipation of a pronounced increase in the supply of candidates for investment, Opps XI became, we believe, the largest distressed debt fund ever formed, with capital commitments of $14.5 billion thus far. In addition to Opps XI, in 2020, we went out for incremental capital for several of our strategies, including ongoing open-end and evergreen efforts and closed-end funds already in the market. The response was very favorable, permitting us to raise a total of $29.4 billion in 2020, the best year for total fundraising in Oaktree’s history, as well as the best for strategies other than Opps. That lifted Oaktree’s year-end AUM to $121 billion ex. DoubleLine ($148 billion overall). Importantly, we’re confident this total – spread over more than two dozen strategies – allows us to remain selective and flexible. Operations During the Pandemic – My first indication of the severity of the coronavirus came on February 26, when I was at the airport waiting to fly to see a state pension fund client. I received a call telling me that the client had to cancel my appointment, as they had established a no-visitors policy (along with a no-travel policy for their staff). That decision – which soon became so common – seemed jarringly serious at the time. (However, it permitted me to curtail my trip and attend Grandparents Day at Rosie’s school – a real silver lining.)

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

On March 5, we made the decision to cancel the in-person version of Oaktree’s biennial LP conference, scheduled for the 11th, and to livestream it instead. Nancy and I flew from New York to Los Angeles for the session, little knowing that we would be there for several months. I left the Beverly Hilton after the livestreaming sessions and, like many of you, haven’t been back to the office since. As those who’ve read my memo Something of Value know, my son Andrew and his family moved in with us on March 13 for a period of months, and investment discussions with him added greatly to my productivity in 2020. Oaktree employees soon reported our first two cases of Covid-19, and to date we’ve had 40+ cases among our roughly 1,000 staff members around the world. Fortunately, everyone recovered nicely. We closed all of our offices in early March, and the attendance picture since then has varied from office to office. We thank both those who’ve been coming in and those who’ve worked from home. Oaktree’s people made great efforts in 2020 and were extremely effective. And clearly, we’re pleased with the results. Our systems operated without a hitch, and our people worked under difficult © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: circumstances to help us seamlessly acquit our responsibility to our clients. I don’t think we skipped a beat. And we all mastered the phrase that best symbolizes 2020: “you’re on mute.” Ensuring Opportunity – One of the signal events of 2020 was the death of George Floyd at the hands of a Minneapolis policeman, a tipping point that ignited protests across the country. Many American individuals and corporations were moved to recognize the racial inequalities and injustices that exist and to do something about them. We at Oaktree are very much part of that group. Since 2016, Oaktree has had a highly organized effort to improve the diversity and inclusiveness of our organization, led by separate leadership councils for women, people of color (Black, Hispanic/Latino and multi-racial) and LGBTQ employees. The councils have significant responsibility and influence with regard to recruiting, training, mentoring and retention, and they are charged with making sure these key functions are carried out well and bias is avoided. They serve as key advisers to Oaktree’s senior management on these subjects. The councils are also mentoring college students from communities that have traditionally had limited access to opportunities in investment management and making great efforts to hire from those communities. We look forward to reporting on progress as it occurs.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

As part of our response to the situation, we further ramped up our efforts to increase the presence of under-represented group members at the highest levels. Thus, we sought and found the ideal person to become Oaktree’s first board member of color. As previously announced, we were privileged last month to be able to attract Depelsha McGruder to join our board. Howard University, Harvard MBA, 17 years as an executive at Viacom and presently COO and Treasurer of the Ford Foundation – this is an ideal background, especially given her role at Ford in managing global operations and vetting investment strategies to preserve and grow the $14+ billion endowment. We are excited to welcome Depelsha to our board and look forward to her contributions. Environmental, Social and Governance – One of the biggest changes we’ve seen in the investment community in recent years is the increased attention to environmental, social and governance (ESG) considerations. Each year, more and more investors are increasing their emphasis on these matters and doing more about them by requiring investment managers to demonstrate their commitment. This has very much been reflected in the evolution of Oaktree’s processes. While we’ve long taken ESG considerations into account as part of our investment process, a decade ago we made little effort to document our ESG assessments. Moreover, each of our investment teams had its own ESG approach.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

In the last few years we formed an ESG Governance Committee to help improve and harmonize the ESG practices of our strategies globally. While we’ve made tremendous advances in ESG, to date we’ve done so without any dedicated resources. Given how fast the landscape is evolving, and because we’ve decided to redouble our commitment, we’ve created the position of full-time Head of ESG, reporting to our CIO and my co-chairman, Bruce Karsh. I am pleased to report that we recently announced the appointment of Priya Prasad Bowe to that position. Priya, who joined Oaktree in 2019 to work on our credit businesses, has been integrally involved in the design and implementation of the ESG framework for our Global Credit strategy, including authoring the beginnings of its climate-change-management strategy. Going forward, Priya will work with all Oaktree investment teams to make certain we’re fully aware and educated regarding emerging ESG risks and opportunities, and she will assist us in bolstering our ESG integration, documentation and engagement practices globally. In addition to Priya, we’re fortunate to have a deep bench of industry experts to provide guidance in this area, including our partners at Brookfield Asset Management. One such expert is Mark Carney, Brookfield’s Vice Chairman and newly appointed head of ESG and Impact Fund Investing. Mark is the © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: former Governor of the Bank of England and Bank of Canada and serves as a United Nations Special Envoy for Climate Action and Finance. Our investment personnel have begun to work with Mark to evolve their thinking on climate change. We expect over time to have much to report to you on ESG. Oaktree Babies – It’s one of my great pleasures each year to report on the progress of the Oaktree baby count. In that connection, 55 children were born to employees in 2020, bringing our since-inception performance to 831. I always take our employees’ decision to bring a new person into this world as a show of their positive attitudes and faith in the future. I’m particularly eager to see what 2021 brings in this regard, following the work-from-home stretch that began just over nine months ago. Positioning for 2021 Because the market is at a possibly critical juncture and its direction is much debated these days, I’m going to spend an unusual amount of time discussing positioning going forward. Thus, you might end up feeling this memo should have been titled Preview of 2021 rather than 2020 in Review. Investors often imagine there are two distinct macro environments: times when the future is clear and times when it isn’t. In reality, though, these periods are all pretty much the same, since perceived clarity regarding the future often turns out to have been illusory.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

Most macro forecasting consists of extrapolating current levels and recent trends with minor tinkering. While predictions of “no change” are often right – as continuation is the general rule – they give rise to little in terms of profit. Only forecasts of major deviation from trend can be highly profitable. But to be so, they also must be correct, and they rarely are. That’s why profitable macro forecasts (and successful forecasters) are few and far between. This negative view on forecasting is a major theme running through Oaktree’s culture and the reason we don’t base our investments on macro forecasts. Most investors felt that the beginning of 2020 was a time of clarity: the economy and the stock market were both expected to continue advancing. While everyone knew they wouldn’t do so forever, nothing seemed poised to make them stop. And then came the strongest exogenous shock we’ve ever seen – the novel coronavirus – proving once again that we never know what’s going to happen (and that even though we can’t predict, we should prepare – more on this later). Today’s environment, in contrast, seems to be characterized by a lack of clarity. Experts are expressing highly divergent opinions regarding the outlook for U.S. markets, with strong arguments both bullish and bearish.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

Most important on the positive side of the ledger, we seem highly likely to have a healthy economy for a good while, and the Fed has telegraphed its plan for years of accommodative monetary policy to keep it that way. The economy continues to reopen and recover from the pandemic, and this process should speed up as the vaccine rollout accelerates. President Biden’s administration wants to provide unprecedented levels of financial support and stimulus, and the Democrats probably have enough control of the two houses of Congress to do so. I’m particularly impressed by the potential for well above average consumer spending. Think about all the things you didn’t spend money on in the last 12 months, such as vacations, dinners out, concerts and shows, and clothing for special occasions, and about the millions of Americans of whom the same is true. Now consider the households that made more money last year than they did the year before – starting with those who received support checks but didn’t suffer job losses. This caused real personal income to grow at the fastest rate in 20 years. Harvard economist Jason Furman estimates that the combination of above-trend income and below-trend spending has created roughly $1.8 trillion of extra disposable personal income since the beginning of the pandemic. Finally, add in the very positive wealth effect from last year’s multi-trillion dollar appreciation on stocks and still more on homes. © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: The combination of this extra disposable income with the ending of a prolonged period of isolation and release of pent-up demand has the potential to add substantially to short-term economic growth. Many economists expect U.S. GDP to rise at a well above average rate this year, and with the early months likely to be slow, that implies big gains later in the year. Morgan Stanley, to pick one source, predicts that 4Q2021 annualized GDP will be 7.6% above 4Q2020. While the lockdown-related recession was painful, it set the stage for some very positive year-over-year comparisons in the period immediately ahead. The strong economy will be abetted by a Fed that has promised to keep interest rates low for years and to continue buying bonds. The Fed will make every effort to keep monetary policy accommodative to support economic growth and job creation. It clearly demonstrated in the last year that its tools are varied and powerful, at least in the short run. A related positive to consider is that market tops usually occur with the economy several years into the up-leg of the cycle and vulnerable to recession. This time, however, we have strong markets at the beginning of what may prove to be a long economic recovery. The fact that we already see full asset prices so early in the recovery is a source of risk. But on the other hand, the fact that the economy is likely to grow for several years is very encouraging.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

But the downtrend in rates is over (if we can believe the Fed’s assurance that it won’t take nominal rates into negative territory). Thus, while interest rates can rise from here – implying higher demanded returns on everything and thus lower asset prices – they can’t decline. This creates a negatively asymmetrical proposition. So today’s high asset prices may be justified at today’s interest rates, but that’s clearly a source of vulnerability if rates were to rise. (Note that today’s 1.40% yield on the 10-year Treasury note is up from 0.52% at the low in August 2020 and from 0.93% in just the last seven weeks.) The Fed says rates will be low for years to come, but are there limitations on its ability to make that happen? Can the Fed keep rates artificially low forever? On longer-maturity bonds? And what about inflation? Can the 10-year Treasury note still yield 1.40% if inflation reaches 3%? Will people buy it at a negative real yield? Or will the price fall so that it yields more? Where could inflation come from? © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: The price of goods may not rise in dollar terms, but reduced respect for the dollar (or increased quantities of dollars in circulation) could cause it to depreciate relative to the price of goods: same result. On TV on February 7, Treasury Secretary Janet Yellen responded to a question about inflation risk posed by the proposed Covid-19 relief package with a long discourse on the importance of delivering relief to Americans who are suffering. Few would argue with that premise. She also made clear that she believes it’s better to provide too much relief than too little. True as well. But that doesn’t mean (a) the more relief the better or (b) there aren’t risks attached. Experts from both sides of the political aisle have questioned whether the $1.9 trillion relief package under discussion is too much and/or misdirected; Larry Summers, a progressive economist, wrote to that effect in The Washington Post on February 4: . . . a comparison of the 2009 stimulus and what is now being proposed is instructive. In 2009, the gap between actual and estimated potential output was about $80 billion a month and increasing. The 2009 stimulus measures provided an incremental $30 billion to $40 billion a month during 2009 — an amount equal to about half the output shortfall.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

while there are enormous uncertainties, there is a chance that macroeconomic stimulus on a scale closer to World War II levels than normal recession levels will set off inflationary pressures of a kind we have not seen in a generation, with consequences for the value of the dollar and financial stability. (Emphasis added) Normally one would expect such a flood of additional liquidity into the economy to cause inflation to accelerate, but the Fed says no. Of course, although central banks might like to see inflation increase (as it makes it cheaper to repay debt), they have to discourage such talk for fear of fueling inflationary expectations. On the other hand, we’ve had substantial deficits and accommodative monetary policy ever since 2008 and no serious inflation. We’ve seen a 50-year-low in the unemployment rate and yet not the inflation the Phillips Curve would have predicted. And Japan and Europe have been trying for 2% inflation for years without success. Is inflation a threat anytime soon? The answer’s clear: who knows? In addition to these major risks, there are others that – although perhaps smaller, less consequential or less imminent – should nevertheless be considered: © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: • Optimism regarding the economy is based on positive assumptions about vaccines being efficacious, getting into arms, and holding up over time and against new variants. My own guess is that the U.S. will reach herd immunity in the third quarter, with life thereafter moving back in the direction of pre-pandemic norms. Disappointment regarding the speed or efficacy of vaccinations could delay and complicate the rekindling of economic growth. • The actions of the Fed and U.S. Treasury may be leading investors to aggressively pursue high returns in today’s low-return world, replacing risk aversion with risk tolerance. Signs that in the past indicated excessive optimism and complacency in stock and bond markets are present today: o the strong performance of speculative securities and “meme” stocks; o heavy retail buying of stocks, options buying, and buying on margin; o heated bidding for bond deals, low bond yields and weak contractual protections; o the Buffett Indicator (the ratio of total equity market capitalization to GDP) far above its previous high; and o large numbers of IPOs, including IPOs by unprofitable companies, and first-day share price jumps of tens or hundreds of percent.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

What happens to parts of the country that are left out of the new economy? Finally, much of the worry about whether we’re in a bubble relates to valuations. For the S&P 500, for example, the current ratio of price to projected 2021 earnings is roughly 22 (depending on which earnings estimates you use). This seems expensive compared to the historic average in the range of 15- 16. But knee-jerk judgments based on the relationship between current valuations and historic averages are too simplistic to be dispositive. Before making a judgment about today’s valuation of the S&P 500, one must consider (a) the context in terms of interest rates, (b) the shift in its composition in favor of rapidly growing technology companies, with their higher valuations, (c) the valuations of the index’s individual components, including those tech companies, and (d) the outlook for the economy. With these factors in mind, I don’t think most of today’s asset valuations are crazy. Of course, a big correction in speculative stocks could have a negative impact on today’s bullish investor psychology. © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: In particular, as to item (a) above, we can look at the relationship between today’s 4.5% earnings yield* on the S&P 500 and the yield on the 10-year Treasury note of 1.4%. The implied “equity risk premium” of 310 basis points is very much in line with the average of 300 bp over the last 20 years. Valuations can also be viewed relative to short-term interest rates. The current p/e ratio on the S&P 500 of 22 is slightly below the reading of 24 in March 2000 (the height of the tech bubble), and the fed funds rate is around zero today versus 6.5% back then. Thus, in 2000, the earning yield on the S&P 500 was 4.2%, or 230 basis points below the fed funds rate, while today it’s 450 bp above. In other words, the S&P 500 is much cheaper today relative to short-term rates than it was 21 years ago. The story is similar in the credit market. For example, the yield spread on high yield bonds versus Treasurys is below the historic range, although probably still more than adequate to offset likely credit losses. Thus, as with most other assets today, the price of high yield bonds is high in the absolute, fair-ish in relative terms, and highly reliant on interest rates staying low. So where does that leave us?

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

In many ways, we’re back to the investment environment we faced in the years immediately prior to 2020: an uncertain world, offering the lowest prospective returns we’ve ever seen, with asset prices that are at least full to high, and with people engaging in pro-risk behavior in search of better returns. This suggests we should return to Oaktree’s pre-Covid-19 mantra: move forward, but with caution. But a year or two ago, we were in an economic recovery that was a decade old – the longest in history. Instead, it now appears we’re at the beginning of an economic up-cycle that’s likely to run for years. Over the course of my career, there have been a handful of times when I felt the logic for calling a top (or bottom) was compelling and the probability of success was high. This isn’t one of them. There’s increasing mention of a possible bubble based on concerns about valuations, federal government spending, inflation and interest rates, but I see too many positives for the answer to be black-or-white. In the interest of moving toward a conclusion, I’m going to briefly recap the pros, cons and counter- arguments: • The economic outlook is positive, although Chairman Powell warns that the recovery remains “uneven and far from complete,” with inadequate job creation. • Thus he says the Fed will keep interest rates low for years. But with fiscal and monetary policy extremely accommodative, rates are already on the move up and vulnerable to increased inflation.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

• Inflation stayed low in the 2010s despite records being set in terms of duration of the economic recovery, deficits and low unemployment. However, inflation’s ability to remain so is uncertain. • The temperature of the market is elevated, and there are signs of euphoria and risky behavior. • Valuations are high relative to history, as security prices have run ahead of economic gains. High multiples are justified by today’s low interest rates but dependent on continued low rates. • Risk compensation is skimpy, as seen in the premium valuations of favored companies and in historically narrow yield spreads on credit. • Washington poses a risk because of one party’s control and the anti-capitalist policies of its most progressive members. My hope is that the narrow majorities render radical legislation less likely. • As to exogenous risks, President Biden will pursue greater harmony, but tension with China and Iran and the racial and social divisions at home continue to cloud the outlook. * -- The earnings yield on a stock or stock index is the ratio of its earnings to its price. Thus it’s the e/p ratio: the inverse of the p/e ratio, or 1 divided by the p/e ratio. A forward-looking p/e ratio of 22 equates to an earnings yield of 1 ÷ 22, or 4.5%. © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: With arguments on both sides, I feel the prices of most assets are in a gray area – certainly not low, mostly on the high side of fair, but not so high as to be unreasonable. The bottom line is this: given current conditions, should investors be at their usual risk position, more defensive or more aggressive? While the risk-adjusted returns of most asset classes seem to be at rough equilibrium relative to each other, all absolute returns are ultra-low, commensurate with today’s equally low interest rates. On balance, I think it’s appropriate to be in one’s normal stance, perhaps with a modest bias toward defense. Since the rewards for moving further out on the risk curve – such as yield spreads – aren’t lavish, I have trouble seeing this as a time to aggressively chase high returns. Moreover, the surer one is that rates will soon rise meaningfully, the more cautious one should be today. Because the primary risk lies in the possibility of rising inflation and the higher interest rates that would bring, I think portfolios have to make allowances: even though we can’t predict, we should prepare.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

And some of the return increment will come from employing managers with alpha, or the ability to add to return without a corresponding increase in risk. However, relying on positive alpha exposes investors to manager risk, or the possibility of hiring managers who turn out to have negative alpha. This past year challenged many preconceived notions about the economy, markets and policy – and even changed the way we live. But the inescapable truth of investing remains unchanged: there is no magic answer, no solution (other than superior skill) that will enable an investor to earn a high return safely and dependably. And that’s especially true in today’s low-return world. * * * I wish you all the very best in 2021, and everyone at Oaktree looks forward to continuing our work together. March 4, 2021 © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: Legal Information and Disclosures This communication is being provided on a confidential basis solely for the information of those persons to whom it is given. This communication, including the information contained herein, may not be copied, reproduced, republished, posted, transmitted, distributed, disseminated or disclosed, in whole or in part, to any other person in any way without the prior written consent of Oaktree Capital Management, L.P. (together with its affiliates, individually or collectively as the context requires, “Oaktree”). By accepting this communication, you agree that you will comply with these confidentiality restrictions and acknowledge that your compliance is a material inducement to our providing this communication to you. This communication contains information and views as of the date indicated and such information and views are subject to change without notice. Oaktree has no duty or obligation to update the information contained herein. The information herein may contain material non-public information concerning Oaktree Capital Group, LLC or its securities, and applicable United States federal and state securities laws prohibit the purchase or sale of such securities utilizing or while in possession of material, non- public information.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

This communication is being provided for informational purposes only and does not constitute and should not be construed as (i) an offering of advisory services or investment management services to enter into any portfolio mandate with Oaktree, or (ii) an invitation, inducement or offer to sell or solicitation of an offer to buy any securities or related financial instruments, or (iii) an offer, invitation or solicitation of any specific funds or the fund management services of Oaktree. Any offer of securities or funds may only be made pursuant to a confidential private placement memorandum, subscription documents and constituent documents in their final form. The information contained herein is unaudited and is being shared with you to help you obtain a better overall understanding of the performance of Oaktree’s various strategies. This communication does not constitute and should not be construed as investment, legal, or tax advice, or a recommendation or opinion regarding the merits of Oaktree or any of its funds, accounts or strategies. An investment in any fund or account within any Oaktree strategy is speculative and involves a high degree of risk, including a total loss of the investment. You should consult your own counsel, accountant or investment adviser as to the legal, tax, and related matters concerning an investment in any Oaktree funds or accounts.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

Oaktree makes no representation or warranty regarding the accuracy or completeness of the information contained herein. A potential investor considering an investment in any Oaktree fund should read this communication in conjunction with the separate confidential private placement memorandum for such fund. Such confidential private placement memorandum contains a more complete description of such fund’s investment strategy, practices, terms and conditions, restrictions, risks and other factors relevant to a decision to invest in such fund, and also contains tax information and risk disclosures that are important to any investment decision. All information herein is subject to and qualified in its entirety by any such confidential private placement memorandum. Responses to any inquiry that may involve rendering of personalized investment advice or effecting or attempting to effect transactions in securities will not be made absent compliance with applicable laws or regulations (including broker-dealer, investment adviser or applicable agent or representative registration requirements), or applicable exemptions or exclusions therefrom. The performance information contained herein is provided for informational purposes only.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

Returns presented are either time-weighted rates of return and reflect both realized and unrealized gains and losses and the reinvestment of interest and other earnings or internal rates of return that are based on the annualized implied discount rate calculated from a series of investment cash flows. In addition, returns include the effects of recycling of invested and realized capital. The use of other return calculation methodologies including different assumptions or methods may result in different and possibly lower © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: time-weighted returns or internal rates of return. Oaktree makes no representation, and it should not be assumed, that past performance is an indication of future results. The performance information presented is for funds, accounts and strategies that are not necessarily representative of future Oaktree funds, accounts or strategies, and there can be no assurance that any Oaktree funds or accounts will be able to earn the rates of return indicated herein. Different Oaktree funds, accounts and strategies have different risk profiles and different investment objectives, and therefore, the investments made by certain Oaktree funds or accounts would not necessarily have been appropriate for other Oaktree funds or accounts. The results of each actual fund, account or strategy will differ from each other and from the results represented herein due to differences in asset quality, leverage, geography, property type and other investment-related factors. Indeed, wherever there is the potential for profit, there is also the possibility of loss. The U.S. High Yield Bond – Broad Composite (“Composite”) includes all actual, fully discretionary, fee- paying accounts that focus exclusively on the debt of solvent U.S. and Canadian corporations with an emphasis on senior, cash paying securities rated BB+ to CCC- and are benchmarked to the BB+/CCC- index.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

The Oaktree Emerging Markets Equities performance results displayed herein represent the investment performance record for a composite of emerging markets long-only accounts managed by Oaktree. The Composite includes all fully discretionary accounts invested in the Emerging Markets Equity strategy. The performance information set forth herein contains valuations of investments in companies that have not been fully realized as of December 31, 2020, or as otherwise noted. Oaktree values its investments in accordance with U.S. GAAP. Information regarding the valuation procedures and policies for each Oaktree fund, account or strategy mentioned herein is available upon request. There can be no assurance that any of these valuations will be attained as actual realized returns will depend upon, among other factors, future operating results, the value of the assets and market conditions at the time of disposition, any related transaction costs and the timing and manner of sale, all of which may differ from the assumptions upon which the valuations contained herein are based. Consequently, the actual realized returns may differ materially from the current returns indicated in this communication. Nothing contained herein should be deemed to be a prediction or projection of future performance. For more information or a description of the benchmark presented, please contact your Oaktree representative.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

In addition, as noted herein, certain (but not all) of Oaktree’s funds have utilized credit facilities (subscription lines), which has the effect of making fund, aggregate fund and composite level gross and net returns higher than the gross and net returns that would have been presented had drawdowns from partners been initially used to acquire the investment(s). There can be no assurance that future funds and strategies will be able to obtain comparable leverage on commercially reasonable terms. Oaktree Performance Important information about the statements: “When the markets fell sharply in March, our prior caution allowed 9 of our 14 open-end strategies to avoid part of their benchmarks’ declines (before fees).” and “we’re happy to report that 10 of the 14 strategies exceeded their benchmarks in the fourth quarter, allowing 9 of them to do so for the full year (all references to returns are before fees).” The annual performance of the open-end strategies presented below is for the period of 1/1/2020 – 12/31/2020. © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: As of 12/31/20 Annual Gross Return Annual Net Return Description Composite vs. Benchmark Composite vs. Benchmark Global High Yield Bond (USD Hedged) Composite. 6.32% 0.76% 5.79% 0.23% ICE BofA Non-Financial Developed Markets High Yield Constrained (USD Hedged)(1) 5.56 5.56 Expanded High Yield Bond Composite 7.37 1.77 6.84 1.24 FTSE High-Yield Cash-Pay Capped (Local)(1) 5.60 5.60 U.S. High Yield Bond - BB-B Composite 7.00 1.88 6.47 1.35 FTSE High-Yield Cash-Pay Capped, All BB/B - rated (Local) 5.12 5.12 U.S. High Yield Bond - Broad Composite 7.39 1.79 6.85 1.25 FTSE High-Yield Cash-Pay Capped (Local)(1) 5.60 5.60 European High Yield Bond (EUR Hedged) Composite 3.01 0.76 2.50 0.25 ICE BofA Global Non-Financial HY European Issuers Excluding Russia (EUR Hedged) 2.26 2.26 U.S. Convertible Securities Composite 35.04 (11.18) 34.38 (11.84) ICE BofA US Convertible Index (Local)(1) 46.22 46.22 High Income Convertible Securities Composite 3.87 (2.42) 3.28 (3.01) FTSE High-Yield Market (Local) 6.29 6.29 Non-U.S. Convertible Securities (USD Hedged) Composite 15.23 5.89 14.66 5.32 Thomson Reuters Global Focus ex US Convertible Index (USD Hedged)(1) 9.34 9.34 Global Convertible Securities (USD Hedged) Composite 24.81 1.97 24.20 1.36 Thomson Reuters Global Focus Convertible Index (USD Hedged) 22.84 22.84 U.S. Senior Loan Composite 1.93 (0.85) 1.42 (1.36) Credit Suisse Leveraged Loan (Local) 2.78 2.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

78 European Senior Loan (EUR Hedged) All-Currency Composite 2.54 0.16 2.02 (0.35) Credit Suisse Western European Leveraged Loan (EUR Hedged) 2.38 2.38 Global Credit Composite 3.91 (0.38) 3.24 (1.05) CUST-GLOBALCREDIT(1) 4.29 4.29 Emerging Markets Equity (MSCI) Composite 16.56 (1.75) 15.64 (2.67) MSCI Daily TR Net Emerging (USD Unhedged) 18.31 18.31 Global Credit Fund-OAR 6.16 5.49 5.74 5.07 ICE BofA 3-Month U.S. Treasury Bill 0.67 0.67 Out Performed 9 Out Performed 8 Total Count 14 Total Count 14 © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: The performance of the open-end strategies presented below is for the period of 10/1/2020 – 12/31/2020. As of 12/31/20 Annual Gross Return Annual Net Return Description Composite vs. Benchmark Composite vs. Benchmark Global High Yield Bond (USD Hedged) Composite. 6.40% 0.13% 6.27% 0.00% ICE BofA Non-Financial Developed Markets High Yield Constrained (USD Hedged)(1) 6.28 6.28 Expanded High Yield Bond Composite 6.54 0.27 6.41 0.14 FTSE High-Yield Cash-Pay Capped (Local)(1) 6.27 6.27 U.S. High Yield Bond - BB-B Composite 5.84 0.21 5.71 0.08 FTSE High-Yield Cash-Pay Capped, All BB/B - rated (Local) 5.63 5.63 U.S. High Yield Bond - Broad Composite 6.29 0.02 6.16 (0.11) FTSE High-Yield Cash-Pay Capped (Local)(1) 6.27 6.27 European High Yield Bond (EUR Hedged) Composite 4.94 (0.36) 4.81 (0.49) ICE BofA Global Non-Financial HY European Issuers Excluding Russia (EUR Hedged) 5.30 5.30 U.S. Convertible Securities Composite 15.92 (3.75) 15.78 (3.89) ICE BofA US Convertible Index (Local)(1) 19.67 19.67 High Income Convertible Securities Composite 7.10 0.65 6.95 0.50 FTSE High-Yield Market (Local) 6.45 6.45 Non-U.S. Convertible Securities (USD Hedged) Composite 9.69 2.75 9.56 2.61 Thomson Reuters Global Focus ex US Convertible Index (USD Hedged)(1) 6.95 6.95 Global Convertible Securities (USD Hedged) Composite 12.86 2.14 12.73 2.00 Thomson Reuters Global Focus Convertible Index (USD Hedged) 10.72 10.72 U.S.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

Senior Loan Composite 3.38 (0.26) 3.25 (0.39) Credit Suisse Leveraged Loan (Local) 3.64 3.64 European Senior Loan (EUR Hedged) All-Currency Composite 3.44 (0.10) 3.31 (0.23) Credit Suisse Western European Leveraged Loan (EUR Hedged) 3.54 3.54 Global Credit Composite 5.91 0.94 5.74 0.77 CUST-GLOBALCREDIT(1) 4.98 4.98 Emerging Markets Equity (MSCI) Composite 24.67 4.97 24.43 4.74 MSCI Daily TR Net Emerging (USD Unhedged) 19.70 19.70 Global Credit Fund-OAR 0.88 0.85 0.78 0.75 ICE BofA 3-Month U.S. Treasury Bill 0.03 0.03 Out Performed 10 Out Performed 8 Total Count 14 Total Count 14 © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: Oaktree Power Opportunities Fund IV – Preqin Record Important information about the statement: “we believe Power Fund IV’s performance makes it the highest returning fund of its size in U.S. private equity history” The source for this information originates from Preqin, an independent alternative assets data collection and reporting service. Their 12/31/2020 report includes data and return information on Preqin’s U.S. Private Equity fund universe starting from 1985 of 126 funds in the $1billion to $1.3billion fund size. The representative metric is based on the funds’ Multiple on Invested Capital (“MOIC”) Fund and Vintage Year Net IRR MOIC Date Reported Oaktree Power Opportunities Fund IV (2016)* 8.12 1.32 6-30-2020 - Fund IV (Source: Oaktree) 56 4.6 1-31-2021 OCM/GFI Power Opportunities Fund II (2005)* 58.80 3.66 12-31-2020 Other Private Equity fund (1987)* 28.85 4.49 12-31-2020 * Source: Preqin 12/31/20 Private Equity Fund Report. The 12/31/20 Preqin report does not reflect the current performance data of Power Fund IV. However, based on Oaktree’s current data, Power Fund IV’s MOIC is 4.6 as of January 31, 2021, reflecting its position as the highest performing U.S. private equity fund based on MOIC. Further, please note we understand that you appreciate that such performance comparisons are difficult to prepare fairly.

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

Calculation of Assets Under Management References to total "assets under management" or "AUM" represent assets managed by Oaktree and a proportionate amount of the AUM reported by DoubleLine Capital LP ("DoubleLine Capital"), in which Oaktree owns a 20% minority interest. Oaktree's methodology for calculating AUM includes (i) the net asset value (NAV) of assets managed directly by Oaktree, (ii) the leverage on which management fees are charged, (iii) undrawn capital that Oaktree is entitled to call from investors in Oaktree funds pursuant to their capital commitments, (iv) for collateralized loan obligation vehicles ("CLOs"), the aggregate par value of collateral assets and principal cash, (v) for publicly-traded business development companies, gross assets (including assets acquired with leverage), net of cash, and (vi) Oaktree's pro rata portion (20%) of the AUM reported by DoubleLine Capital. This calculation of AUM is not based on the © 2021 OAKTREE CAPITAL MANAGEMENT, L.P.RESERVED

Howard Marks · 2021 · Oaktree Capital Management, L.P.

2020_in_review

© 2021 Oaktree Capital Management, L.P. All Rights Reserved Follow us: definitions of AUM that may be set forth in agreements governing the investment funds, vehicles or accounts managed and is not calculated pursuant to regulatory definitions. Certain information contained herein concerning economic trends and performance is based on or derived from information provided by independent third-party sources. Oaktree believes that the sources from which such information has been obtained are reliable; however, Oaktree cannot guarantee the accuracy of such information and has not independently verified the accuracy or completeness of such information or the assumptions on which such information is based. © 2021 OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. Memo to: Oaktree Clients From: Howard Marks Re: A Fresh Start (Hopefully) For years I kept these memos away from anything related to politics. But more recently I began to discuss issues facing the United States, and this has required some mention of policy and thus of politics. I’ve tried very hard to be non-partisan, with a goal of not having readers know my leanings. I hope I’ve succeeded; at least no one has complained. (But lots of people deceive themselves regarding how unbiased they are, and I may be one of them.) Because I found America’s recent presidential election – and especially the results – so fascinating, I’m going to move explicitly to the field of politics, but with the same goal of non-partisan expression. The Votes Are In To me, the most interesting statistics are these:  Obama beat Romney by less than three percentage points. That’s more than most people projected, but still a modest edge. It’s a narrow win relative to the long-term history of our elections, but five of the last thirteen were closer.  Four years ago, Obama beat his Republican rival by 9.5 million votes.  This year, he got 6.8 million fewer votes and won by only 3.5 million votes (meaning Romney pulled in 0.8 million fewer votes than McCain did in 2008).  7.6 million fewer votes were cast in total this year, even though there must now be several million more eligible voters in the U.S. than there were four years ago.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

What do these things mean?  For months I’ve been asking people, “Among those who voted for Obama last time, how many are disappointed?” Clearly the answer turned out to be, “A lot.” (Note that many of the people who did vote for Obama may also have been disappointed, but not enough to not back him.)  Despite that disappointment – and the persistent high level of unemployment – Obama still won. Many voters apparently saw him as the better choice between two unexciting candidates. Behind the Numbers On November 9, The Wall Street Journal ran an interesting article entitled “U.S. Voting Numbers Show Changing Nation.” It suggested a number of observations relating to voting trends.  While Obama and Romney received similar numbers of total votes, few sub-sectors of the electorate were closely divided. The Journal listed a number of voting groups where Romney had commanding leads: white, male, older, working-class, and rural and small-town. In contrast, Obama owes his victory to strong, sometimes overwhelming majorities among other groups: Latino, African-American and Asian-American, female, younger, college-educated, unmarried, © OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. and urban and suburban. Clearly, at the margin, the two candidates' constituencies were very different demographically.  When I think of the Romney-leaning groups listed above, I’m reminded of a 1930 painting by Grant Wood titled “American Gothic.” It shows an older white couple standing in front of their obviously Midwestern farmhouse, with the husband holding a pitchfork. I think the typical Republican voter of this last election is nostalgic for that era and wants that America back. The problem the Republican Party faced in this election is that America is moving away from that demographic, not toward it.  Immigration is an important aspect of life in America and a significant political issue. Our immigrant populations are large and are growing faster than our non-immigrant populations (note, however, that almost every “non-immigrant” is descended from someone who wasn’t born in the U.S.) Immigrants who have become U.S. citizens and thus are eligible to vote have a hard time with candidates who adopt a punitive stance toward illegal (today’s politically correct term is “undocumented”) immigrants. But a strong stand on illegal immigration is among the things demanded by a vocal and significant segment of the voters who choose the candidates in Republican primaries. Immigrants tend to be more religious and conservative (in the everyday sense of the word), and thus they might be expected to vote Republican.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

” What I think it shows is that, unsurprisingly, traditional Republicans can win state and local elections in traditional states, and highly conservative Republicans can win elections in highly conservative states. The challenge the party faces lies in uniting behind a single candidate for nationwide office who can win in both. As long as the two Republican factions are unable to agree on a candidate who appeals to the huge number of independents in the middle of the political spectrum, the Republicans will be swimming upstream. When you put it all together, you see challenges and conundrums. Right now, the voting trends and demographics make it seem as though the Republicans will be out of power for a long time to come. But © OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. I’ve seen many pendulum-like swings in politics in my life, and I’m sure we’ll see many more in the battle between the left and the right for the middle-of-the-roaders who decide American elections. It’s the Weather, Stupid! In a curious aside, consider these facts:  According to CBS, 41% of voters said in an exit poll that Hurricane Sandy had played a significant role in their choice between the two candidates. 26% said it was “an important factor” and 15% said it was “the most important factor.”  Presumably most of the people who said they were influenced by Sandy were expressing a positive view on Obama’s handling of it. (It’s hard to imagine the logic under which Sandy would have caused someone to vote for Romney.) If you believe the exit polls, people who were positively influenced by the handling of Sandy could have made up all or more of Obama’s 2.8% margin of victory. If it’s true that Sandy was the deciding factor for 15% of the electorate, and if it caused just a fifth of those people to switch to Obama, that means without Sandy, Romney would have won. I find it shocking that the choice of a president for four years could turn on something as fickle as the weather. College Daze How did the “too close to call” headlines of the days just before the election turn into a resounding victory, which the Democrats will argue has given them a mandate to lead?

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

Our system was designed in the eighteenth century to centralize the job of choosing a president in the hands of a few wise leaders and avoid the uncertainties associated with a widespread and uninformed populace with which it was hard to communicate. © OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. But in the twenty-first century, with the impediments to a meaningful popular election much reduced, it’s time to reassess the benefits of the electoral college – it’s hard to say what they are – versus the costs in terms of potentially weird outcomes. In the days just before the election, it seemed that for the second time in twelve years we could have a president who’d lost the popular vote. That tells me it’s time to reassess our system of voting. The First Order of Business What do you think of when you hear the word “Greece”?  An uncompetitive, low-growth economy,  for years, a higher credit rating than it deserved,  the resultant ability to borrow money it shouldn’t have been able to, at interest rates that were unjustifiably low,  excessive public spending,  generous benefit promises that it can’t fulfill given the realities and, as a result,  soaring debt and deficits.  Consequently, the need to cut spending and increase taxes, and  mandated austerity and delevering, with very negative implications for economic growth. Now ask yourself what you think of when you hear the words “United States.” Certainly the facts aren’t the same: our economy is the world’s greatest (although not what it used to be), and we can print the world’s reserve currency, which Greece certainly can’t. But there are similarities. The situation in the U.S. isn’t a repeat of Greece’s but, as Mark Twain would have said, “it does rhyme.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. People are entitled to a preference for inaction if they view things that way, but I’d venture that inaction is desirable only when conditions are benign. I wouldn’t want to see the government paralyzed by gridlock if we were attacked militarily, or if an epidemic needed fighting, or if we were on the edge of a depression, as I think we were in 2008. And I believe strongly that the fiscal problems outlined above need solving; they won’t go away by themselves. Our debt and deficits will recede only if we do some or all of the following:  cut spending  reduce waste  reform Social Security, Medicare and Medicaid  raise taxes  speed up economic growth In theory, even a gridlocked government can take action against waste, but I think the idea of big savings from doing so is largely an impossible dream. And conservatives would eagerly argue that the best way to foster growth isn’t for government to take action, but for it to get out of the way of the free enterprise system (I don’t fully disagree). But, especially to solve the shorter-term problems, I think we need progress on the other elements, and that will require constructive decision making in Washington. The opposite of gridlock is compromise. That’s what we need today. Compromise, however, doesn’t mean one party saying “We get all we want and you get none of what you want.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

On November 7, The New York Times carried an excellent article by Thomas L. Friedman entitled “Hope and Change, Part II.” In it, Friedman did a great job of outlining some of the things Washington will have to do in order for the outlook to improve. © OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. The next generation is going to need immigration of high-I.Q. risk-takers from India, China and Latin America if the United States is going to remain at the cutting edge of the Information Technology revolution and be able to afford the government we want. . . . . . . my prediction is that the biggest domestic issue in the next four years will be how we respond to changes in technology, globalization and markets that have, in a very short space of time, made the decent-wage, middle-skilled job – the backbone of the middle class – increasingly obsolete. The only decent-wage jobs will be high-skilled ones. The answer to that challenge will require a new level of political imagination – a combination of educational reforms and unprecedented collaboration between business, schools, universities and government to change how workers are trained and empowered to keep learning. It will require tax reforms and immigration reforms. America today desperately needs a center-right Republican party offering merit-based, market-based approaches to all these issues – and a willingness to meet the other side halfway. The country is starved for practical, bipartisan cooperation, and it will reward politicians who deliver it and punish those who don’t. . . .

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

The American people this week didn’t give us a mandate to do the “simple” thing. They elected us to lead. They gave us a mandate to work together to do the best thing for our country. We know what the best thing would be. It would be an agreement that sends the signal to our economy, and to the world, that after years of punting on the major fiscal challenges we face, 2013 is going to be different. It would be an agreement that begins to pave the © OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. way for the long-term growth that is essential if we want to lift the cloud of debt hanging over our country. . . . . . . the American people . . . expect us to solve the problem. And for that reason, in order to garner Republican support for new revenues, the president must be willing to reduce spending and shore up the entitlement programs that are the primary drivers of our debt. . . . For purposes of forging a bipartisan agreement that begins to solve the problem, we’re willing to accept new revenue, under the right conditions. . . . The president has signaled a willingness to do tax reform with lower rates. Republicans have signaled a willingness to accept new revenue if it comes from growth and reform. Let’s start the discussion there. I’m not suggesting we compromise on our principles. But I am suggesting we commit ourselves to creating an atmosphere where we can see common ground when it exists, and seize it. . . . Mr. President, this is your moment. We’re ready to be led, not as Democrats or Republicans, but as Americans. We want you to lead -- not as a liberal or a conservative, but as the President of the United States of America. We want you to succeed. Let’s challenge ourselves to find the common ground that has eluded us. Let’s rise above the dysfunction, and do the right thing together for our country in a bipartisan way. “We want you to succeed.” Wow!

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

As a point of contrast, two years ago, another Republican leader said, “The single most important thing we want to achieve is for President Obama to be a one-term president.” That was full-contact politics at its worst, with a goal not of solving the nation’s problems, but of winning the next election. Speaker Boehner’s remarks are 180 degrees from that . . . and all we could ask for at this point. I’m not a cynic. I want to believe Speaker Boehner means what he says. The important thing is that a spirit of cooperation exists. Hopefully the details can be worked out (although the two parties are at absolute loggerheads on the subject of raising taxes on big earners, and no one should underestimate the difficulty this presents). I am encouraged for now, and I’m going to stay that way until given reason not to be. President Obama’s Reply I’m proud to share the news that on the strength of my memos, I have been asked to craft a response for President Obama on this subject. I include my first draft below. (Actually, there was no such request, but I’ve done it anyway.) Ladies and gentlemen: I am speaking to you tonight, not to revel in victory, but to chart a course for progress. Not to assert just the goals of my administration and my supporters, but to describe what we’re going to get done for all the American people, and how. © OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. In our first term, we took stimulative actions that rescued our country from the threat of depression, and we fought to enact a controversial program that will make healthcare more readily available. There’s far more we didn’t get done, and much of that was because of a lack of bipartisanship in Washington. A lot has to be dealt with in the next four years. The list starts with handling the fiscal cliff looming ahead and goes on to include a large number of economic, social and international issues. The basic facts in Washington are unchanged by the election. Democrats occupy the White House and possess a slender majority in the Senate, but we’re in the minority in the House and our numbers in the Senate aren’t sufficient to cut off debate. Thus control of government continues to be divided. That means progress will be grudging and limited unless we can resurrect a genuine spirit of compromise. For me to succeed in my job under these circumstances, I must recognize that almost as many people voted for my opponent as voted for me, and that there are almost as many Republicans in the Senate as there are Democrats (and more in the House). Thus I promise not to act as if only our ideas have merit, or as if only our principles are valid.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

In order to win support for the things we think are most important, we will make room to the greatest degree possible for the things our colleagues across the aisle deem important, as long as the overall result moves our country in the right direction. What matters most isn’t winning elections, it’s doing right for America. I believe the party that does more of that will win most elections anyway. The end will be won if the means are right. You have my pledge that they will be. That’s the best I can do. The rest is up to our elected officials. As my British friends say, “fingers crossed.” November 19, 2012 © OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

© Oaktree Capital Management, L.P. All Rights Reserved. Legal Information and Disclosures This memorandum expresses the views of the author as of the date indicated and such views are subject to change without notice. Oaktree has no duty or obligation to update the information contained herein. Further, Oaktree makes no representation, and it should not be assumed, that past investment performance is an indication of future results. Moreover, wherever there is the potential for profit there is also the possibility of loss. This memorandum is being made available for educational purposes only and should not be used for any other purpose. The information contained herein does not constitute and should not be construed as an offering of advisory services or an offer to sell or solicitation to buy any securities or related financial instruments in any jurisdiction. Certain information contained herein concerning economic trends and performance is based on or derived from information provided by independent third-party sources. Oaktree Capital Management, L.P. (“Oaktree”) believes that the sources from which such information has been obtained are reliable; however, it cannot guarantee the accuracy of such information and has not independently verified the accuracy or completeness of such information or the assumptions on which such information is based.

Howard Marks · 2012 · Oaktree Capital Management, L.P.

A Fresh Start (Hopefully)

This memorandum, including the information contained herein, may not be copied, reproduced, republished, or posted in whole or in part, in any form without the prior written consent of Oaktree. © OAKTREE CAPITAL MANAGEMENT, L.P. ALL RIGHTS RESERVED.

Howard Marks · 2005 · Oaktree Capital Management, L.P.

A Case In Point

© Oaktree Capital Management, L.P. All Rights Reserved Memo to: Oaktree Clients From: Howard Marks Re: A Case in Point Last month, my memo “There They Go Again” discussed investors’ propensity to repeat certain classic mistakes. The biggest of these mistakes stem from some combination of too much enthusiasm, optimism, naiveté and greed and too little realism and skepticism. Although it comes in a wide variety of forms, the bottom line is usually a belief that the “silver bullet” is at hand: a surefire route to wealth without risk. In recent years we’ve seen the elevation of one such particular strategy, and in recent months its defrocking. The subject is convertible arbitrage. Its story is worthy of review. 0BUBackground on Convertible Arbitrage (Perhaps More Than You Want) Properly, arbitrage refers to the simultaneous purchase and sale of the same thing, or of two things that are nearly the same, at different prices so as to lock in a small profit on a highly probable basis. I was introduced to this phenomenon in the 1950s by an old movie about the Rothschild brothers, who spread out to five European cities and used information transmitted by carrier pigeon (at a time when there was no telephone or telegraph) to simultaneously buy and sell currencies in those far-flung cities at different exchange rates. Market opportunities are rarely that glaring nowadays, but they do arise from time to time.

Howard Marks · 2005 · Oaktree Capital Management, L.P.

A Case In Point

© Oaktree Capital Management, L.P. All Rights Reserved Of course, when the casinos became able to evict card counters, they went straight for Ed Thorp. Needing a new “gig,” Thorp turned his attention to another field in which subjective judgment could be improved upon through computer simulation: convertible arbitrage (I’ll bet you were wondering what blackjack had to do with the subject of this memo). Thus Thorp pioneered the conversion from art to science of a second potentially profitable field. In convertible arbitrage, someone buys a security that can be exchanged for common shares, and he sells short some of those same shares. Let’s say a bond is convertible into 40 shares and those shares are selling at $20. Thus the value of the stock underlying the bond (the “conversion value”) is $800. The bond usually won’t sell at $800, but rather at some higher price. One reason for this is that the bond embodies an option on that $800 worth of stock (plus the means to pay for it by surrendering the bond). This combination is worth more than $800, because an option provides a way to participate in an asset’s upside potential but not its downside. In addition, (a) a US convertible is likely to yield more than its underlying common stock, and (b) being senior to the common stock, it will entail less exposure to credit problems. So the bond may sell at $1,000 when the common stock is $20 and the conversion value is $800.

Howard Marks · 2005 · Oaktree Capital Management, L.P.

A Case In Point

© Oaktree Capital Management, L.P. All Rights Reserved There’s no one “right” answer regarding the hedge ratio. Setting it entails estimation regarding the future volatility of the common stock among other things. Thorp’s methodology helped him to profitably determine hedge ratios. UThe Backdrop As the interest in hedge funds rose over the last ten years, “convert arb” became the model of an absolute return strategy. It seemed capable of grinding out returns in the teens almost every year. This occurred without significant exposure to market fluctuations, because every position was hedged. The table below shows the 1995-2003 returns for the market-weighted index of convertible arbitrage funds in the CSFB/Tremont Arbitrage Index. Year Annual Return 3-Year Return 5-Year Return 9-Year Return 1995 16.6% 1996 17.9 1997 14.5 16.3% 1998 -4.4 8.9 1999 16.0 8.3 11.8% 2000 25.6 11.7 13.5 2001 14.6 18.6 12.8 2002 4.0 14.4 10.7 2003 12.9 10.4 14.4 12.8% 12.8% per year for nine years. Only one down year in nine, and that a loss of just 4.4%. No three-year period with an annualized return worse than 8.3%. No five-year period not in double digits. What a record!! 1BURule Number One: Money Matters So what happens? Money floods in. Whereas a few smart people had been able to churn out consistently good results with small amounts of capital, now a crowd was fighting over the convert arb ideas, armed with much more money.

Howard Marks · 2005 · Oaktree Capital Management, L.P.

A Case In Point

© Oaktree Capital Management, L.P. All Rights Reserved through their buying and selling, a few dozen astute arbitrageurs can dart in on occasion to take advantage of their mistakes. But what if the arbitrageurs come to outnumber the “long-only” convert investors, so that their buying power directly affects (in this case, raises) the prices of convertibles relative to the underlying stocks. That can change the game, and thus the dependability and profitability of convertible arbitrage. This was certainly the case in 2004, when at times 80% of all convertible buying was thought to be from arbitrageurs. They didn’t care as much as the long-only crowd about the issuers and the price attractiveness of the underlying securities; rather, they would buy almost anything to put on an arb position. When I organized Citibank’s first convertible fund in 1978, convertibles found few regular buyers and were considered a somewhat disreputable market of last resort for corporate financing. This level of disregard permitted convertible prices to languish. Most of the time I felt the convertibles I bought were considerably cheaper than a corresponding package of more efficiently priced bond plus stock from the same company. For the next two decades, the same cheapness that had given our portfolios risk-adjusted returns better than stocks made it possible for convert arbitrageurs to buy underpriced convertibles and short fully priced common stocks. This was a formula for steady profits.

Howard Marks · 2005 · Oaktree Capital Management, L.P.

A Case In Point

© Oaktree Capital Management, L.P. All Rights Reserved common stock, with the likelihood that the stock would decline precipitously: no bet on the direction of the market or the company, and absolute preparedness for negative developments. That’s the position the arbs flocked to this year in General Motors. They assumed the debt they were long would hold up much better than the common they were short. What could go wrong? Well, something can always go wrong, and things are most dangerous when people agree they can’t (and price them accordingly). In the case of GM, the arbs got a double whammy:  Billionaire Kirk Kerkorian stunned the financial world on May 4 by announcing his intention to bid $31 for 28 million shares of GM common stock. This drove the price of the stock from roughly $28 to $32, creating big losses on the arbs’short positions.  Just the next day, S&P announced its long-expected downgrading of GM’s credit rating. This lowered the price of GM debt, giving the arbs losses on their long positions as well. In this way, something that “couldn’t happen” did: the prices of both assets went against the arbs simultaneously. If a company’s bonds decline because of deteriorating creditworthiness, can the stock possibly do better? It did this time – for a reason no one would have anticipated. (People are still mystified regarding Kerkorian’s motivation.)

Howard Marks · 2005 · Oaktree Capital Management, L.P.

A Case In Point

© Oaktree Capital Management, L.P. All Rights Reserved the strategy and thus lowers the prospective return. And when everyone wants to get out, that’s costlier too. This is an example of the way in which too many piggybackers – with the same ideas – can overwhelm the underlying markets. URule Number Four: A “Virtuous Cycle” Can Turn Vicious There is a predictable cyclical pattern in these matters, and now we’ve seen it in convertible arbitrage:  In the years leading up to 2004, convertibles were available “too cheap,” and so arbitrage consistently produced high returns with low risk.  The results were very attractive, drawing in capital.  The new capital drove up prices, enhancing returns on existing positions.  These returns attracted still more capital in a so-called “virtuous cycle.”  When too much money came in, bargains became scarcer, causing the free lunch to be removed. Also, convert arb money altered the terms on new convertible issuance, reflecting the arbitrageurs’ preference for call protection over yield.  Positions put on in the new environment didn’t do as well as the old ones.  Investors’ faith weakened in 2004 and largely evaporated in April/May 2005.  Withdrawals set in for real: $1.7 billion in the fourth quarter of 2004 and $1.8 billion in the first quarter of 2005.  The withdrawals caused forced selling, and the selling drove down prices, exacerbating the losses – and causing more loss of faith and thus more withdrawals and more forced selling.

Howard Marks · 2005 · Oaktree Capital Management, L.P.

A Case In Point

© Oaktree Capital Management, L.P. All Rights Reserved Legal Information and Disclosures This memorandum expresses the views of the author as of the date indicated and such views are subject to change without notice. Oaktree has no duty or obligation to update the information contained herein. Further, Oaktree makes no representation, and it should not be assumed, that past investment performance is an indication of future results. Moreover, wherever there is the potential for profit there is also the possibility of loss. This memorandum is being made available for educational purposes only and should not be used for any other purpose. The information contained herein does not constitute and should not be construed as an offering of advisory services or an offer to sell or solicitation to buy any securities or related financial instruments in any jurisdiction. Certain information contained herein concerning economic trends and performance is based on or derived from information provided by independent third-party sources. Oaktree Capital Management, L.P. (“Oaktree”) believes that the sources from which such information has been obtained are reliable; however, it cannot guarantee the accuracy of such information and has not independently verified the accuracy or completeness of such information or the assumptions on which such information is based.

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