Joseph A. Jolson - Jun 9, 2021 Form 4 Insider Report for Harvest Capital Credit Corp (HCAP)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ WILLIAM E ALVAREZ, JR., ON BEHALF OF JOSEPH A. JOLSON
Stock symbol
HCAP
Transactions as of
Jun 9, 2021
Transactions value $
$0
Form type
4
Date filed
6/9/2021, 05:03 PM
Next filing
Nov 17, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HCAP Common Stock Disposed to Issuer -864K -100% 0 Jun 9, 2021 By Jolson 1991 Trust F1, F2, F3
transaction HCAP Common Stock Disposed to Issuer -30K -100% 0 Jun 9, 2021 Direct F1, F2
transaction HCAP Common Stock Disposed to Issuer -35.8K -100% 0 Jun 9, 2021 By Foundation F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Joseph A. Jolson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 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,
F2 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.
F3 Reflects shares of common stock held by the Joseph A. Jolson 1991 Trust, of which Mr. Jolson is the trustee.
F4 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.