X0206 3 2023-11-10 0 0001445499 IMPEL PHARMACEUTICALS INC IMPL 0001702158 Oaktree-TCDRS Strategic Credit, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001699745 Oaktree-Forrest Multi-Strategy,LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001702162 Oaktree-TBMR Strategic Credit Fund C, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001702161 Oaktree-TBMR Strategic Credit Fund F, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001702159 Oaktree-TBMR Strategic Credit Fund G, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001702163 Oaktree-TSE 16 Strategic Credit, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001992721 INPRS Strategic Credit Holdings, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001821085 Oaktree Gilead Investment Fund AIF (Delaware), L.P. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001414932 Oaktree Specialty Lending Corp 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001872371 Oaktree Strategic Credit Fund 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true Warrants 0.01 Common Stock 2671763 I See Footnote The Warrants are exercisable at any time prior to the earlier to occur of: (a) the seventh anniversary of the date of issuance or (b) a change of control. 1,335,881 Warrants were issued on September 5, 2023, 445,293 Warrants were issued on October 2, 2023, 445,295 Warrants were issued on October 6, 2023, 222,647 Warrants were issued on November 3, 2023, and 222,647 Warrants were issued on November 10, 2023. The reported amount reflects (i) 29,282 Warrants held directly by Oaktree-TCDRS Strategic Credit, LLC, (ii) 23,673 Warrants held directly by Oaktree-Forrest Multi-Strategy, LLC, (iii) 14,241 Warrants held directly by Oaktree-TBMR Strategic Credit Fund C, LLC, (iv) 22,309 Warrants held directly by Oaktree-TBMR Strategic Credit Fund F, LLC, (v) 36,417 Warrants held directly by Oaktree-TBMR Strategic Credit Fund G, LLC, (vi) 36,657 Warrants held directly by Oaktree-TSE 16 Strategic Credit, LLC, (vii) 10,847 Warrants held directly by INPRS Strategic Credit Holdings, LLC, (viii) 183,470 Warrants held directly by Oaktree Gilead Investment Fund AIF (Delaware), L.P., (ix) 700,484 Warrants held directly by Oaktree Specialty Lending Corporation, (x) 16,297 Warrants held directly by Oaktree GCP Fund Delaware Holdings, L.P., (xi) 53,488 Warrants held directly by Oaktree Diversified Income Fund Inc., (xii) 348,478 Warrants held directly by Oaktree AZ Strategic Lending Fund, L.P., (continued from Footnote 2) (xiii) 135,861 Warrants held directly by Oaktree Loan Acquisition Fund, L.P., (xiv) 373,618 Warrants held directly by Oaktree LSL Fund Holdings EURRC S.a r.l., (xv) 203,801 Warrants held directly by Oaktree LSL Fund Delaware Holdings EURRC, L.P., (xvi) 228,088 Warrants held directly by Oaktree PRE Life Sciences Fund, L.P. (each of the foregoing, an "Atlas Entity," and together, the "Atlas Entities"), and (xvii) 254,752 Warrants held directly by Oaktree Strategic Credit Fund (and, together with the Atlas Entities, the "Oaktree Holders," and each an "Oaktree Holder"). Oaktree Capital Group, LLC, in its capacity as the indirect manager of Oaktree Strategic Credit Fund, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. Atlas OCM Holdings, LLC, in its capacity as the indirect manager of the Atlas Entities, may be deemed to beneficially own the Warrants held directly by the Atlas Entities. Brookfield Corporation, in its capacity as the indirect owner of the class A units of Oaktree Capital Group, LLC, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield Corporation, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. Brookfield Asset Management ULC, in its capacity as the indirect owner of Class A units of Atlas OCM Holdings, LLC, may be deemed to beneficially own the Warrants held directly by the Atlas Entities. Neither the filing of this Form 3 nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons that it is the beneficial owner of any of the Warrants referred to herein for the purposes of Section 16 of the Securities and Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed by each Reporting Person, other than each Oaktree Holder with respect to securities reported as directly held by such Oaktree Holder. Form 1 of 3. Oaktree-TCDRS Strategic Credit, LLC, By: Oaktree Capital Management, L.P., Its: Manager /s/ Henry Orren, Senior Vice President 2023-11-20 Oaktree-Forrest Multi-Strategy, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-11-20 Oaktree-TBMR Strategic Credit Fund C, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-11-20 Oaktree-TBMR Strategic Credit Fund F, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-11-20 Oaktree-TBMR Strategic Credit Fund G, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-11-20 Oaktree-TSE 16 Strategic Credit, LLC, By: Oaktree Capital Management, L.P., Its: Manager, /s/ Henry Orren, Senior Vice President 2023-11-20 INPRS Strategic Credit Holdings, LLC, By: Oaktree Capital Management, L.P., Its: Manager /s/ Henry Orren, Senior Vice President 2023-11-20 Oaktree Gilead Investment Fund AIF (Delaware), L.P., By: Oaktree Fund AIF Series, L.P. - Series T, Its: GP, By: Oaktree Fund GP AIF, LLC, Its: Managing Member, By: Oaktree Fund GP III, L.P., Its: Managing Member, /s/ Henry Orren, Authorized Signatory 2023-11-20 Oaktree Specialty Lending Corporation, By: Oaktree Fund Advisors, LLC, Its: Investment Adviser, /s/ Henry Orren, Senior Vice President 2023-11-20 Oaktree Strategic Credit Fund, By: Oaktree Fund Advisors, LLC, Its: Investment Adviser, /s/ Henry Orren, Senior Vice President 2023-11-20