8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 8, 2024

Portman Ridge Finance Corporation

(Exact name of registrant as specified in its charter)

Delaware	814-00735	20-5951150
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

650 Madison Avenue, 23rd Floor New York, New York	10022
(Address of principal executive offices)	(Zip Code)

(Registrant’s telephone number, including area code): (212) 891-2880

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	PTMN	The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On May 8, 2024, Portman Ridge Finance Corporation (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 31, 2024. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Additionally, on May 9, 2024, the Company made available on its website, http://www.portmanridge.com/home, a supplemental investor presentation with respect to the earnings release. A copy of the investor presentation is being furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

The information disclosed under this Item 2.02, including Exhibits 99.1 and 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit Number	Description
99.1	Press Release, dated May 8, 2024
99.2	Investor Presentation, dated May 9, 2024
104	Cover Page Interactive Data File (embedded within the Inline XBRL Document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PORTMAN RIDGE FINANCE CORPORATION
By:	/s/ Brandon Satoren
Name:	Brandon Satoren
Title:	Chief Financial Officer

Date: May 13, 2024

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Portman Ridge Finance Corporation

Announces First Quarter 2024 Financial Results

Reports Net Investment Income of $0.67 per share and Net Asset Value of $22.57 Per Share

Continued Share Repurchase Program: Total of 51,015 Shares for an Aggregate Cost of Approximately $1.0 Million Repurchased During the First Quarter; Accretive to NAV by $0.02 Per Share

Announces Second Quarter 2024 Quarterly Distribution of $0.69 Per Share

NEW YORK, May 8, 2024 – Portman Ridge Finance Corporation (Nasdaq: PTMN) (the “Company” or “Portman Ridge”) announced today its financial results for the first quarter ended March 31, 2024.

First Quarter 2024 Highlights

• Total investment income for the first quarter of 2024 was $16.5 million (inclusive of the reversal $0.4 million, or $0.04 per share, of previously accrued income on two loans that were placed on non-accrual status in the first quarter), as compared to $17.8 million for the fourth quarter of 2023.

• Core investment income¹, excluding the impact of purchase price accounting, for the first quarter of 2024 was $16.5 million, as compared to $17.7 million for the fourth quarter of 2023.

• Net investment income (“NII”) for the first quarter of 2024 was $6.2 million ($0.67 per share) as compared to $11.2 million ($1.18 per share) in the fourth quarter of 2023. The decrease in NII was the result of reversing $0.4 million ($0.04 per share) of previously accrued income on two loans that were placed on non-accrual status and $0.1 million ($0.01 per share) of incremental expenses in the first quarter, as well as a one-time expense reimbursement from the Company’s investment adviser during the fourth quarter of 2023.

• Net asset value (“NAV”), as of March 31, 2024, was $210.6 million ($22.57 per share), as compared to NAV of $213.5 million ($22.76 per share) as of December 31, 2023.

• Total shares repurchased in open market transactions under the Renewed Stock Repurchase Program during the quarter ended March 31, 2024, were 51,015 shares at an aggregate cost of approximately $1.0 million, which was accretive to NAV by $0.02 per share.

¹  Core investment income represents reported total investment income as determined in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, less the impact of purchase price discount accounting in connection with the Garrison Capital Inc. (“GARS”) and Harvest Capital Credit Corporation (“HCAP”) mergers. Portman Ridge believes presenting core investment income and the related per share amount is useful and appropriate supplemental disclosure for analyzing its financial performance due to the unique circumstance giving rise to the purchase accounting adjustment. However, core investment income is a non-U.S. GAAP measure and should not be considered as a replacement for total investment income and other earnings measures presented in accordance with U.S. GAAP. Instead, core investment income should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial performance.

Subsequent Events

• Declared stockholder distribution of $0.69 per share for the second quarter of 2024, payable on May 31, 2024, to stockholders of record at the close of business on May 21, 2024.

Management Commentary

Ted Goldthorpe, Chief Executive Officer of Portman Ridge, stated, “Following the strong earnings we saw in 2023, Portman Ridge is off to a solid start in 2024, ending the first quarter with net deployment and a robust pipeline. During the quarter, we continued to grow and diversify our portfolio, with exposure to 29 industries and 103 portfolio companies with an average par balance per entity of $3.1 million.

Additionally, we continue to believe that our stock remains undervalued and thus, during the three months ended March 31, 2024, we repurchased 51,015 shares for an aggregate cost of $1.0 million which was accretive to net asset value by $0.02 per share, further reinforcing our commitment to increasing shareholder value.

As we proceed further into 2024, we believe we are well positioned to take advantage of new investment opportunities, while also remaining selective and diligent in our investment and capital deployment process.”

Selected Financial Highlights

• Total investment income for the quarter ended March 31, 2024, was $16.5 million, of which $14.2 million was attributable to interest income from the Debt Securities Portfolio. This compares to total investment income of $20.3 million for the quarter ended March 31, 2023, of which $16.7 million was attributable to interest income from the Debt Securities Portfolio.

• Core investment income for the first quarter of 2024, excluding the impact of purchase price accounting, was $16.5 million, a decrease of $2.8 million as compared to core investment income of $19.3 million for the first quarter of 2023.

• Net investment income (“NII”) for the first quarter of 2024 was $6.2 million ($0.67 per share) as compared to $8.5 million ($0.89 per share) for the same period the prior year.

• Non-accruals on debt investments, as of March 31, 2024, were seven debt investments representing 0.5% and 3.2% of the Company’s investment portfolio at fair value and amortized cost, respectively. This compares to seven debt investments representing 1.3% and 3.2% of the Company’s investment portfolio at fair value and amortized cost, respectively, as of December 31, 2023.

• Total investments at fair value as of March 31, 2024, was $471.3 million; when excluding CLO funds, joint ventures, and short-term investments, these investments are spread across 29 different industries and 103 different entities with an average par balance per entity of approximately $3.1 million. This compares to $467.9 million of total investments at fair value as of December 31, 2023, comprised of investments in 27 different industries and 100 different entities, with an average par balance per entity of approximately $3.1 million.

• Weighted average contractual interest rate on our interest earning Debt Securities Portfolio as of March 31, 2024 was approximately 12.1%.

• Par value of outstanding borrowings, as of March 31, 2024, was $291.7 million compared to $325.7 million as of December 31, 2023, with an asset coverage ratio of total assets to total borrowings of 171% and 165%, respectively. On a net basis, leverage as of March 31, 2024 was 1.2x² compared to net leverage of 1.2x² as of December 31, 2023.

Results of Operations

Operating results for the three months ended March 31, 2024, and March 31, 2023, were as follows:

	For the Three Months Ended March 31,
	2024			2023
Total investment income	$	16,526		$	20,327
Total expenses		10,300			11,798
Net Investment Income		6,226			8,529
Net realized gain (loss) on investments		(2,057	)		(3,085	)
Net change in unrealized gain (loss) on investments		71			(5,960	)
Tax (provision) benefit on realized and unrealized gains (losses) on investments	$	459		$	571
Net realized and unrealized appreciation (depreciation) on investments, net of taxes	$	(1,527	)	$	(8,474	)
Net realized gain (loss) on extinguishment of debt	$	(213	)	$	—
Net Increase (Decrease) in Net Assets Resulting from Operations	$	4,486		$	55
Net Increase (Decrease) In Net Assets Resulting from Operations per Common Share:
Basic and Diluted:	$	0.48		$	0.01
Net Investment Income Per Common Share:
Basic and Diluted:	$	0.67		$	0.89
Weighted Average Shares of Common Stock Outstanding—Basic and Diluted		9,344,994			9,555,125

Investment Income

The composition of our investment income for the three months ended March 31, 2024, and March 31, 2023, was as follows:

	For the Three Months Ended March 31,
($ in thousands)	2024			2023
Interest from investments in debt excluding accretion	$	12,088		$	14,105
Purchase discount accounting		73			1,042
PIK Investment Income		2,006			1,600
CLO Income		555			548
JV Income		1,653			2,459
Service Fees		151			573
Investment Income	$	16,526		$	20,327
Less: Purchase discount accounting	$	(73	)	$	(1,042	)
Core Investment Income	$	16,453		$	19,285

²  Net leverage is calculated as the ratio between (A) debt, excluding unamortized debt issuance costs, less available cash and cash equivalents, and restricted cash and (B) NAV. Portman Ridge believes presenting a net leverage ratio is useful and appropriate supplemental disclosure because it reflects the Company’s financial condition net of $39.6 million and $71.6 million of cash and cash equivalents and restricted cash as of March 31, 2024 and December 31, 2023, respectively. However, the net leverage ratio is a non-U.S. GAAP measure and should not be considered as a replacement for the regulatory asset coverage ratio and other similar information presented in accordance with U.S. GAAP. Instead, the net leverage ratio should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial condition.

Fair Value of Investments

The composition of our investment portfolio as of March 31, 2024 and December 31, 2023, at cost and fair value was as follows:

($ in thousands)	March 31, 2024 (Unaudited)							December 31, 2023
Security Type	Cost/Amortized Cost		Fair Value		%(¹)			Cost/Amortized Cost		Fair Value		%(1)
Senior Secured Loan	$	364,981	$	349,844		74		$	356,358	$	340,159		73
Junior Secured Loan		52,951		36,270		8			53,888		38,875		8
Senior Unsecured Bond		—		—		—			416		43		0
Equity Securities		34,077		23,428		5			31,280		20,533		4
CLO Fund Securities		8,762		8,549		2			9,103		8,968		2
Asset Manager Affiliates(2)		17,791		—		—			17,791		—		—
Joint Ventures		65,008		53,164		11			71,415		59,287		13
Derivatives		31		—		—			31		—		—
Total	$	543,601	$	471,255		100	%	$	540,282	$	467,865		100	%

¹ Represents percentage of total portfolio at fair value

² Represents the equity investment in the Asset Manager Affiliates

Liquidity and Capital Resources

As of March 31, 2024, the Company had $291.7 million (par value) of borrowings outstanding at a current weighted average interest rate of 6.9%, of which $108.0 million par value had a fixed rate and $183.7 million par value had a floating rate. This balance was comprised of $92.0 million of outstanding borrowings under the Senior Secured Revolving Credit Facility, $91.7 million of 2018-2 Secured Notes due 2029, and $108.0 million of 4.875% Notes due 2026.

As of March 31, 2024, and December 31, 2023, the fair value of investments and cash were as follows:

($ in thousands)
Security Type	March 31, 2024		December 31, 2023
Cash and cash equivalents	$	20,829	$	26,912
Restricted Cash		18,775		44,652
Senior Secured Loan		349,844		340,159
Junior Secured Loan		36,270		38,875
Senior Unsecured Bond		—		43
Equity Securities		23,428		20,533
CLO Fund Securities		8,549		8,968
Asset Manager Affiliates		—		—
Joint Ventures		53,164		59,287
Derivatives		—		—
Total	$	510,859	$	539,429

As of March 31, 2024, the Company had unrestricted cash of $20.8 million and restricted cash of $18.8 million. This compares to unrestricted cash of $26.9 million and restricted cash of $44.7 million as of December 31, 2023. As of March 31, 2024, the Company had $23.0 million of available borrowing capacity under the Senior Secured Revolving Credit Facility, and no remaining borrowing capacity under the 2018-2 Secured Notes.

Interest Rate Risk

The Company’s investment income is affected by fluctuations in various interest rates, including SOFR and prime rates.

As of March 31, 2024, approximately 91.1% of our Debt Securities Portfolio at par value were either floating rate with a spread to an interest rate index such as SOFR or the PRIME rate. 79.5% of these floating rate loans contain SOFR floors ranging between 0.50% and 5.25%. We generally expect that future portfolio investments will predominately be floating rate investments.

In periods of rising or lowering interest rates, the cost of the portion of debt associated with the 4.875% Notes Due 2026 would remain the same, given that this debt is at a fixed rate, while the interest rate on borrowings under the Senior Secured Revolving Credit Facility would fluctuate with changes in interest rates.

Generally, the Company would expect that an increase in the base rate index for floating rate investment assets would increase gross investment income and a decrease in the base rate index for such assets would decrease gross investment income (in either case, such increase/decrease may be limited by interest rate floors/minimums for certain investment assets).

	Impact on net investment income from a change in interest rates at:
($ in thousands)	1%			2%			3%
Increase in interest rate	$	1,731		$	3,461		$	5,192
Decrease in interest rate	$	(1,693	)	$	(3,368	)	$	(5,042	)

Conference Call and Webcast

We will hold a conference call on May 9, 2024, at 9:00 am Eastern Time to discuss our first quarter 2024 financial results. To access the call, stockholders, prospective stockholders and analysts should dial (646) 307-1963 approximately 10 minutes prior to the start of the conference call and use the conference ID 8703487.

A live audio webcast of the conference call can be accessed via the Internet, on a listen-only basis on the Company’s website www.portmanridge.com in the Investor Relations section under Events and Presentations. The webcast can also be accessed by clicking the following link: https://edge.media-server.com/mmc/p/im88d3ox/. The online archive of the webcast will be available on the Company’s website shortly after the call.

About Portman Ridge Finance Corporation

Portman Ridge Finance Corporation (Nasdaq: PTMN) is a publicly traded, externally managed investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940. Portman Ridge’s middle market investment business originates, structures, finances and manages a portfolio of term loans, mezzanine investments and selected equity securities in middle market companies. Portman Ridge’s investment activities are managed by its investment adviser, Sierra Crest Investment Management LLC, an affiliate of BC Partners Advisors L.P.

Portman Ridge’s filings with the Securities and Exchange Commission (the “SEC”), earnings releases, press releases and other financial, operational and governance information are available on the Company’s website at www.portmanridge.com.

About BC Partners Advisors L.P. and BC Partners Credit

BC Partners is a leading international investment firm in private equity, private credit and real estate strategies. Established in 1986, BC Partners has played an active role in developing the European buyout market for three decades. Today, BC Partners executives operate across markets as an integrated team through the firm’s offices in North America and Europe. For more information, please visit https://www.bcpartners.com/.

BC Partners Credit was launched in February 2017 and has pursued a strategy focused on identifying attractive credit opportunities in any market environment and across sectors, leveraging the deal sourcing and infrastructure made available from BC Partners.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements. The matters discussed in this press release, as well as in future oral and written statements by management of Portman Ridge Finance Corporation, that are forward-looking statements are based on current management expectations that involve substantial risks and uncertainties which could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements.

Forward-looking statements relate to future events or our future financial performance and include, but are not limited to, projected financial performance, expected development of the business, plans and expectations about future investments and the future liquidity of the Company. We generally identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “outlook”, “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other similar words. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove to be incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements.

Important assumptions include our ability to originate new investments, and achieve certain margins and levels of profitability, the availability of additional capital, and the ability to maintain certain debt to asset ratios. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this press release should not be regarded as a representation that such plans, estimates, expectations or objectives will be achieved. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, (1) uncertainty of the expected financial performance of the Company; (2) expected synergies and savings associated with merger transactions effectuated by the Company; (3) the ability of the Company and/or its adviser to implement its business strategy; (4) evolving legal, regulatory and tax regimes; (5) changes in general economic and/or industry specific conditions, including but not limited to the impact of inflation; (6) the impact of increased competition; (7) business prospects and the prospects of the Company’s portfolio companies; (8) contractual arrangements with third parties; (9) any future financings by the Company; (10) the ability of Sierra Crest Investment Management LLC to attract and retain highly talented professionals; (11) the Company’s ability to fund any unfunded commitments; (12) any future distributions by the Company; (13) changes in regional or national economic conditions, including but not limited to the impact of the COVID-19 pandemic, and their impact on the industries in which we invest; and (14) other changes in the conditions of the industries in which we invest and other factors enumerated in our filings with the SEC. The forward-looking statements should be read in conjunction with the risks and uncertainties discussed in the Company’s filings with the SEC, including

the Company’s most recent Form 10-K and other SEC filings. We do not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required to be reported under the rules and regulations of the SEC.

Contacts:

Portman Ridge Finance Corporation

650 Madison Avenue, 23rd floor

New York, NY 10022

info@portmanridge.com

Brandon Satoren

Chief Financial Officer

Brandon.Satoren@bcpartners.com

(212) 891-2880

The Equity Group Inc.

Lena Cati

lcati@equityny.com

(212) 836-9611

Val Ferraro

vferraro@equityny.com

(212) 836-9633

PORTMAN RIDGE FINANCE CORPORATION

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts)

	March 31, 2024			December 31, 2023
	(Unaudited)
ASSETS
Investments at fair value:
Non-controlled/non-affiliated investments (amortized cost: 2024 - $436,272; 2023 - $426,630)	$	407,309		$	398,325
Non-controlled affiliated investments (amortized cost: 2024 - $50,672; 2023 - $55,611)		50,423			55,222
Controlled affiliated investments (cost: 2024 - $56,657; 2023 - $58,041)		13,523			14,318
Total Investments at Fair Value (cost: 2024 - $543,601; 2023 - $540,282)	$	471,255		$	467,865
Cash and cash equivalents		20,829			26,912
Restricted cash		18,775			44,652
Interest receivable		5,135			5,162
Receivable for unsettled trades		1,241			573
Due from affiliates		1,339			1,534
Distribution paid in advance to the transfer agent		6,366			—
Other assets		2,442			2,541
Total Assets	$	527,382		$	549,239
LIABILITIES
2018-2 Secured Notes (net of discount of: 2024 - $500; 2023 - $712)	$	91,151		$	124,971
4.875% Notes Due 2026 (net of discount of: 2024 - $1,100; 2023 - $1,225; net of deferred financing costs of: 2024 - $496; 2023 - $561)		106,404			106,214
Great Lakes Portman Ridge Funding LLC Revolving Credit Facility (net of deferred financing costs of: 2024 - $692; 2023 - $775)		91,308			91,225
Payable for unsettled trades		8,744			520
Distribution payable		6,444			—
Accounts payable, accrued expenses and other liabilities		3,897			4,252
Accrued interest payable		4,893			3,928
Due to affiliates		900			458
Management and incentive fees payable		3,034			4,153
Total Liabilities	$	316,775		$	335,721
COMMITMENTS AND CONTINGENCIES
NET ASSETS
Common stock, par value $0.01 per share, 20,000,000 common shares authorized; 9,943,385 issued, and 9,332,117 outstanding at March 31, 2024, and 9,943,385 issued, and 9,383,132 outstanding at December 31, 2023	$	93		$	94
Capital in excess of par value		716,883			717,835
Total distributable (loss) earnings		(506,369	)		(504,411	)
Total Net Assets	$	210,607		$	213,518
Total Liabilities and Net Assets	$	527,382		$	549,239
Net Asset Value Per Common Share	$	22.57		$	22.76

PORTMAN RIDGE FINANCE CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

	For the Three Months Ended March 31,
	2024			2023
INVESTMENT INCOME
Interest income:
Non-controlled/non-affiliated investments	$	12,621		$	14,846
Non-controlled affiliated investments		95			849
Total interest income	$	12,716		$	15,695
Payment-in-kind income:
Non-controlled/non-affiliated investments(1)	$	1,894		$	1,527
Non-controlled affiliated investments		112			73
Total payment-in-kind income	$	2,006		$	1,600
Dividend income:
Non-controlled affiliated investments	$	1,653		$	1,384
Controlled affiliated investments		—			1,075
Total dividend income	$	1,653		$	2,459
Fees and other income
Non-controlled/non-affiliated investments	$	151		$	573
Total fees and other income	$	151		$	573
Total investment income	$	16,526		$	20,327
EXPENSES
Management fees	$	1,729		$	1,953
Performance-based incentive fees		1,234			1,808
Interest and amortization of debt issuance costs		5,725			6,332
Professional fees		766			603
Administrative services expense		356			671
Other general and administrative expenses		490			431
Total expenses	$	10,300		$	11,798
NET INVESTMENT INCOME	$	6,226		$	8,529
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS
Net realized gains (losses) from investment transactions:
Non-controlled/non-affiliated investments	$	(1,641	)	$	(3,085	)
Controlled affiliated investments		(416	)		—
Net realized gain (loss) on investments	$	(2,057	)	$	(3,085	)
Net change in unrealized appreciation (depreciation) on:
Non-controlled/non-affiliated investments	$	(659	)	$	(3,057	)
Non-controlled affiliated investments		140			(311	)
Controlled affiliated investments		590			(2,592	)
Net change in unrealized gain (loss) on investments	$	71		$	(5,960	)
Tax (provision) benefit on realized and unrealized gains (losses) on investments	$	459		$	571
Net realized and unrealized appreciation (depreciation) on investments, net of taxes	$	(1,527	)	$	(8,474	)
Net realized gain (loss) on extinguishment of debt	$	(213	)	$	—
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	4,486		$	55
Net Increase (Decrease) In Net Assets Resulting from Operations per Common Share:
Basic and Diluted:	$	0.48		$	0.01
Net Investment Income Per Common Share:
Basic and Diluted:	$	0.67		$	0.89
Weighted Average Shares of Common Stock Outstanding—Basic and Diluted		9,344,994			9,555,125

(1) During the three months ended March 31, 2024, the Company received $0.1 million of non-recurring fee income that was paid in-kind and included in this financial statement line item. During the three months ended March 31, 2023, the Company received $0.3 million of non-recurring fee income that was paid in-kind and included in this financial statement line item.

EX-99.2

Q1 2024 Earnings Presentation May 9, 2024 Exhibit 99.2

Important Information Cautionary Statement Regarding Forward-Looking Statements This presentation contains forward-looking statements. The matters discussed in this presentation, as well as in future oral and written statements by management of Portman Ridge Finance Corporation (“PTMN”, “Portman Ridge” or the “Company”), that are forward-looking statements are based on current management expectations that involve substantial risks and uncertainties which could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements. Forward-looking statements relate to future events or our future financial performance and include, but are not limited to, projected financial performance, expected development of the business, plans and expectations about future investments, our contractual arrangements and relationships with third parties, the ability of our portfolio companies to achieve their objectives, the ability of the Company’s investment adviser to attract and retain highly talented professionals, our ability to maintain our qualification as a regulated investment company and as a business development company, our compliance with covenants under our borrowing arrangements, and the future liquidity of the Company. We generally identify forward-looking statements by terminology such as "may," "will," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," “outlook”, "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these terms or other similar words. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove to be incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Forward-looking statements are subject to change at any time based upon economic, market or other conditions, including with respect to the impact of the COVID-19 pandemic and its effects on the Company and its portfolio companies’ results of operations and financial condition. More information on these risks and other potential factors that could affect the Company’s financial results, including important factors that could cause actual results to differ materially from plans, estimates or expectations included herein, is included in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including in the “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recently filed quarterly report on Form 10-Q and annual report on Form 10-K, as well as in subsequent filings. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this presentation should not be regarded as a representation by us that our plans and objectives will be achieved. We do not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required to be reported under the rules and regulations of the SEC.

Core investment income represents reported total investment income as determined in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, less the impact of purchase price discount accounting in connection with the Garrison Capital Inc. (“GARS”) and Harvest Capital Credit Corporation (“HCAP”) mergers. Portman Ridge believes presenting core investment income and the related per share amount is useful and appropriate supplemental disclosure for analyzing its financial performance due to the unique circumstance giving rise to the purchase accounting adjustment. However, core investment income is a non-U.S. GAAP measure and should not be considered as a replacement for total investment income and other earnings measures presented in accordance with U.S. GAAP. Instead, core investment income should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial performance. Net leverage is calculated as the ratio between (A) debt, excluding unamortized debt issuance costs, less available cash and cash equivalents, and restricted cash and (B) NAV. Portman Ridge believes presenting a net leverage ratio is useful and appropriate supplemental disclosure because it reflects the Company’s financial condition net of $39.6 million and $71.6 million of cash and cash equivalents and restricted cash as of March 31, 2024 and December 31, 2023, respectively. However, the net leverage ratio is a non-U.S. GAAP measure and should not be considered as a replacement for the regulatory asset coverage ratio and other similar information presented in accordance with U.S. GAAP. Instead, the net leverage ratio should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial condition. First Quarter Highlights First Quarter 2024 Highlights Total investment income for the quarter ended March 31, 2024, was $16.5 million, of which 14.2 million was attributable to interest income from the Debt Securities Portfolio. This compares to total investment income of $20.3 million for the quarter ended March 31, 2023, of which $16.7 million was attributable to interest income from the Debt Securities Portfolio. Core investment income(1) for the first quarter, excluding the impact of purchase price accounting, was $16.5 million, a decrease of $2.8 million as compared to core investment income of $19.3 million for the first quarter of 2023. Net investment income ("NII") for the first quarter of 2024 was $6.2 million ($0.67 per share) as compared to $8.5 million ($0.89 per share) for the same period the prior year, and $11.2 million, or $1.18 per share for the quarter ended December 31, 2023. Net asset value (“NAV”) as of March 31, 2024, was $210.6 million ($22.57 per share) as compared to $213.5 million ($24.76 per share) as of December 31, 2023, and $225.1 million ($23.56 per share) as of March 31, 2023. Total shares repurchased in open market transactions under the Renewed Stock Repurchase Program during the quarter ended March 31, 2024, were 51,015 at an aggregate cost of approximately $1.0 million, , which was accretive to NAV by $0.02 per share. Total investments at fair value as of March 31, 2024, was $471.3 million; when excluding CLO funds, Joint Ventures, and short-term investments, these investments are spread across 29 different industries and 103 different entities with an average par balance per entity of approximately $3.1 million. This compares to $467.9 million of total investments at fair value (excluding derivatives) as of December 31, 2023, comprised of investments in 27 different industries and 100 different entities (excluding CLO funds, Joint Ventures, and short-term investments). Weighted average contractual interest rate on our interest earning Debt Securities Portfolio for the quarter ended March 31, 2024, was approximately 12.1%. Non-accruals on debt investments, as of March 31, 2024, were seven debt investments as compared to seven debt investments on non-accrual status as of December 31, 2023. As of March 31, 2024, debt investments on non-accrual status represented 0.5% and 3.2% of the Company’s investment portfolio at fair value and amortized cost, respectively. This compares to debt investments on non-accrual status representing 1.3% and 3.2% of the Company’s investment portfolio at fair value and amortized cost, respectively, as of December 31, 2023. Par value of outstanding borrowings, as of March 31, 2024, was $291.7 million compared to $325.7 million as of December 31,2023, with an asset coverage ratio of total assets to total borrowings of 171% and 165% respectively. On a net basis, leverage as of March 31, 2024, was 1.2x(2) compared to net leverage of 1.2x(2) as of December 31, 2023. Declared stockholder distribution of $0.69 per share for the second quarter of 2024, payable on May 31, 2024, to stockholders of record at the close of business on May 21, 2024.

Financial Highlights Core investment income represents reported total investment income as determined in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, less the impact of purchase price discount accounting in connection with the GARS and HCAP mergers. Portman Ridge believes presenting core investment income and the related per share amount is useful and appropriate supplemental disclosure for analyzing its financial performance due to the unique circumstance giving rise to the purchase accounting adjustment. However, core investment income is a non-U.S. GAAP measure and should not be considered as a replacement for total investment income and other earnings measures presented in accordance with U.S. GAAP. Instead, core investment income should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial performance. Core net investment income represents reported total net investment income as determined in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, less the impact of purchase price discount accounting in connection with the GARS and HCAP mergers, while also considering the impact of accretion from these mergers on expenses, such as incentive fees. Portman Ridge believes presenting core net investment income and the related per share amount is useful and appropriate supplemental disclosure for analyzing its financial performance due to the unique circumstance giving rise to the purchase accounting adjustment and the reimbursement. However, core net investment income is a non-U.S. GAAP measure and should not be considered as a replacement for total net investment income and other earnings measures presented in accordance with U.S. GAAP. Instead, core net investment income should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial performance. See slide 7 for a presentation of Reported net investment income in comparison to Core net investment income and a reconciliation thereof.

3-month SOFR per Bloomberg as of April 29, 2024. As of March 31, 2024, all of our floating rate assets were on SOFR contract. If all floating rate assets as of 3/31/24 were reset to current 3-month benchmark rates (5.33%), we would expect to generate an incremental ~$48k of quarterly income. Rising Rates (1)

Over the last three years, Portman has experienced an average of $1.2 million in income related to repayment / prepayment activity as compared to the current quarter of $0.1 million. Limited Repayment Activity

Core Earning Analysis Core net investment income represents reported total net investment income as determined in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, less the impact of purchase price discount accounting in connection with the GARS and HCAP mergers, while also considering the impact of accretion from these mergers on expenses. Portman Ridge believes presenting core net investment income and the related per share amount is useful and appropriate supplemental disclosure for analyzing its financial performance due to the unique circumstance giving rise to the purchase accounting adjustment. However, core net investment income is a non-U.S. GAAP measure and should not be considered as a replacement for total net investment income and other earnings measures presented in accordance with U.S. GAAP. Instead, core net investment income should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial performance.

Net Asset Value Rollforward Excluding gains from merger activity. Net leverage is calculated as the ratio between (A) debt, excluding unamortized debt issuance costs, less available cash and cash equivalents, and restricted cash and (B) NAV. Portman Ridge believes presenting a net leverage ratio is useful and appropriate supplemental disclosure because it reflects the Company’s financial condition net of $39.6 million, $71.2 million $33.7 million, $35.4 million, and $46.1 million of cash and cash equivalents and restricted cash as of March 31, 2024, December 31, 2023, September 30, 2023, June 30, 2023, and March 31, 2023, respectively. However, the net leverage ratio is a non-U.S. GAAP measure and should not be considered as a replacement for the regulatory asset coverage ratio and other similar information presented in accordance with U.S. GAAP. Instead, the net leverage ratio should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial condition. Leverage and Asset Coverage Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Gross Leverage 1.6x 1.6x 1.5x 1.5x 1.4x Net Leverage(2) 1.4x 1.4x 1.3x 1.2x 1.2x Asset Coverage 162% 163% 166% 165% 171%

Top 5 Borrowers, 18.7% As of March 31, 2024. Figures shown do not include short term investments, CLO holdings, F3C JV or Series A-Great Lakes Funding II LLC, and derivatives. Shown as % of debt and equity investments at fair market value. Current Portfolio Profile(1) Diversified Portfolio of Assets Diversification by Borrower(2) Asset Mix(2) Industry Diversification(2) 103 Debt + Equity Portfolio Investee Companies $3.1mm / 1% Average Debt Position Size U.S Centric Investments: Nearly 100% US-Based Companies Focus on Non-Cyclical Industries with High FCF Generation Credit quality has been stable to improving during the rotation period

For comparability purposes, portfolio trends metrics exclude short-term investments and derivatives. Excludes select investments where the metric is not applicable, appropriate, data is unavailable for the underlying statistic analyzed Includes assets purchased from affiliate of HCAP’s former manager in a separate transaction. CLO holdings and Joint Ventures are excluded from investment count. Excluding non-accrual and partial non-accrual investments and excluding CLO holdings and Joint Ventures. Portfolio Trends(1)(2)

Based on fair market value as of the end of the respective period. As of March 31, 2024, seven of the Company’s debt investments were on non-accrual status and represented 0.5% and 3.2% of the Company’s investment portfolio at fair value and amortized cost, respectively Credit Quality

At Fair Value at the end of the respective period. Does not include activity in short-term investments and derivatives. Portfolio Composition (1)

M&A Value Realization BC Partners Advisors L.P. (“BCPAL”) is an affiliate of Portman’s investment advisor, Sierra Crest Investment Management (“Sierra Crest”), and employees of BCPAL operate Sierra Crest pursuant to a servicing agreement between the entities. Portman’s track record demonstrates BC Partners’ ability to efficiently realize the value of legacy portfolios acquired while rotating into BC Partners’ sourced assets. OHAI GARS HCAP

Appendix

Balance Sheet (in thousands, except share and per share amounts)

Income Statement (in thousands, except share and per share amounts)

Cash and Cash Equivalents Unrestricted cash and cash equivalents totaled $20.8 million as of March 31, 2024 Restricted cash of $18.8 million as of March 31, 2024 Debt Summary As of March 31, 2024, par value of outstanding borrowings was $291.7 million; there was $23 million of available borrowing capacity under the Senior Secured Revolving Credit Facility and no available borrowing capacity under the 2018-2 Secured Notes. Corporate Leverage & Liquidity

The Company completed a Reverse Stock Split of 10 to 1 effective August 26, 2021, the distribution per share amounts have been adjusted retroactively to reflect the split for all periods presented. Regular Distribution Information (1)

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Document and Entity Information	May 08, 2024
Cover [Abstract]
Entity Registrant Name	Portman Ridge Finance Corp
Amendment Flag	false
Entity Central Index Key	0001372807
Document Type	8-K
Document Period End Date	May 08, 2024
Entity Incorporation State Country Code	DE
Entity File Number	814-00735
Entity Tax Identification Number	20-5951150
Entity Address, Address Line One	650 Madison Avenue
Entity Address, Address Line Two	23rd Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10022
City Area Code	(212)
Local Phone Number	891-2880
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, par value $0.01 per share
Trading Symbol	PTMN
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false