0001140361-26-014610
SEC filingHorizon Technology Finance Corp completed its merger with Monroe Capital Corporation on April 14, 2026, with HRZN Advisor waiving $4.0 million in fees, board changes, and $471.7 million pro forma net assets.
Horizon Technology Finance Corp completed its merger with Monroe Capital Corporation on April 14, 2026, creating a larger platform with approximately $471.7 million in pro forma net assets, including $141.1 million in cash intended for debt repayment and new investments. The transaction involved issuing 20,370,693 shares at a 0.9402 exchange ratio, resulting in former MRCC stockholders owning 29.86% of the combined entity. Closing NAV estimates were $6.91 for HRZN and $6.50 for MRCC as of April 11, 2026, calculated solely for merger purposes and not indicative of period-end financials. In connection, HRZN Advisor entered a Letter Agreement waiving up to $4.0 million in fees ($1.0 million quarterly) over four quarters starting September 30, 2026, capped at fees earned each period, reducing near-term expenses and supporting post-merger integration. Board composition shifted significantly with resignations of five directors (Bottiglieri, Mahoney, Pomeroy, Sarsynski, Savage) effective April 13, 2026, unrelated to disagreements, shrinking the board to four before appointing Thomas J. Allison as an independent Class I director upon closing. Mr. Allison, previously an MRCC director, meets independence standards under the 1940 Act, Nasdaq rules, and Exchange Act, and is expected to join all standing committees. The company affirmed its $10 million stock repurchase program through June 30, 2026, targeting shares below 90% of NAV, and plans supplemental distributions from $27.6 million undistributed earnings, subject to covenants and liquidity.