8-K - Horizon Technology Finance Corp | StockGist

AI Analysis

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Horizon Technology Finance Corp (HRZN) filed supplemental disclosures to its Joint Proxy Statement for the proposed merger with Monroe Capital Corporation (MRCC), following shareholder litigation alleging misleading disclosures. The supplements include standalone and pro forma financial projections through 2030 and details on advisor relationships, without altering merger consideration or the March 13, 2026 special meeting.

Key Takeaways

1Entered Merger Agreement on August 7, 2025 with MRCC, involving Initial Merger of Merger Sub into MRCC and Second Merger of MRCC into HRZN.

2HRZN Board unanimously recommends voting FOR Merger Stock Issuance Proposal and Director Election Proposal.

3Special Meeting scheduled for March 13, 2026 at 2:30 p.m. ET in Farmington, CT.

4MRCC standalone projections: Net Investment Income Per Share $0.31 (2026) to $0.31 (2030); NAV Per Share $8.06 (2026) to $8.14 (2030).

5HRZN standalone projections: Net Investment Income Per Share $1.05 (2026) to $1.06 (2030); NAV Per Share $6.60 (2026) to $6.87 (2030).

6Pro forma combined projections: Net Investment Income Per Share $1.05 (2026) to $1.24 (2030); NAV Per Share $6.55 (2026) to $7.89 (2030).

Current Report Details

Event Type

Other Event

Disclosure

Voluntary

Variant

8-K

Items Reported

8.01

. Other Events. On August 7, 2025, Horizon Technology Finance Corporation, a Delaware corporation (“HRZN”), entered into an Agreement and Plan of Merger (the “M

Other Event

Transaction Details

Material Agreement

Agreement: Agreement and Plan of Merger
Parties: Horizon Technology Finance Corporation (HRZN), Monroe Capital Corporation (MRCC), HMMS, Inc. (Merger Sub), Monroe Capital BDC Advisors, LLC (MC Advisors), Horizon Technology Finance Management LLC (HRZN Advisor)

•Merger Agreement dated August 7, 2025
•Subject to Asset Purchase Agreement dated August 7, 2025 between MRCC, MC Advisors, and Monroe Capital Income Plus Corporation (MCIP)
•Initial Merger: Merger Sub merges into MRCC, MRCC survives as wholly owned subsidiary of HRZN
•Second Merger: MRCC merges into HRZN, HRZN survives
•Supplemental disclosures to Joint Proxy Statement filed January 20, 2026
•HRZN Board unanimously recommends FOR Merger Stock Issuance Proposal and Director Election Proposal
•Special Meeting on March 13, 2026 at 2:30 p.m. ET

Exhibits (1)

8-K

FORM 8-K