0001559909-21-000020.txt : 20210609 0001559909-21-000020.hdr.sgml : 20210609 20210609170342 ACCESSION NUMBER: 0001559909-21-000020 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210609 FILED AS OF DATE: 20210609 DATE AS OF CHANGE: 20210609 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jolson Joseph A CENTRAL INDEX KEY: 0001398113 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 814-00985 FILM NUMBER: 211005866 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 1700 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Harvest Capital Credit Corp CENTRAL INDEX KEY: 0001559909 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 450 PARK AVENUE STREET 2: 5TH FLOOR CITY: New York STATE: NY ZIP: 10022 BUSINESS PHONE: 212-906-3589 MAIL ADDRESS: STREET 1: 450 PARK AVENUE STREET 2: 5TH FLOOR CITY: New York STATE: NY ZIP: 10022 4 1 wf-form4_162327260321759.xml FORM 4 X0306 4 2021-06-09 1 0001559909 Harvest Capital Credit Corp HCAP 0001398113 Jolson Joseph A C/O HARVEST CAPITAL CREDIT CORPORATION 450 PARK AVENUE, 5TH FLOOR NEW YORK NY 10022 1 1 1 0 Chief Executive Officer Common Stock 2021-06-09 4 D 0 864273 D 0 I By Jolson 1991 Trust Common Stock 2021-06-09 4 D 0 30000 D 0 D Common Stock 2021-06-09 4 D 0 35768 D 0 I By Foundation On June 9, 2021, pursuant to an Agreement and Plan of Merger dated as of December 23, 2020 (the "Merger Agreement"), Harvest Capital Credit Corporation ("HCAP") and Portman Ridge Finance Corporation ("PTMN") effected a merger pursuant to which PTMN acquired all of the outstanding shares of HCAP's common stock in a multi-step stock and cash transaction (the "Merger"). Pursuant to the Merger Agreement, upon completion of the Merger, each issued and outstanding share of HCAP common stock was converted into the right to receive a pro rata portion, subject to HCAP stockholder elections and the adjustment mechanisms set forth in the Merger Agreement with respect to the PTMN Consideration (as defined below), of (1) approximately $18.5 million in cash payable by PTMN, (2) 15,252,453 validly issued, fully paid and non-assessable shares of PTMN's common stock, par value $0.01 per share (the "PTMN Stock Consideration" and, continued from footnote 1: together with the PTMN Cash Consideration, the "PTMN Consideration") and (3) $2.15 million in cash payable by Sierra Crest Investment Management LLC. Reflects shares of common stock held by the Joseph A. Jolson 1991 Trust, of which Mr. Jolson is the trustee. Reflects shares of common stock held by The Jolson Family Foundation, of which Mr. Jolson is President and Treasurer. Mr. Jolson disclaims beneficial ownership of the shares. /s/ WILLIAM E ALVAREZ, JR., ON BEHALF OF JOSEPH A. JOLSON 2021-06-09