0001487428hrzn:ConsumerrelatedTechnologiesMemberus-gaap:InvestmentUnaffiliatedIssuerMemberhrzn:UnagiIncMemberhrzn:TermLoanPrimeIndexThreeMember2022-12-31

 

Table of Contents



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


Form10-Q

Form 10-Q


 

(Mark One)

x

QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934

  

FOR THE QUARTERLY PERIOD ENDED SEPTEMBERJune 30, 20172023

  

OR

  
¨

TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934

 

FOR THE TRANSITION PERIOD FROM  TO_____TO

 

COMMISSION FILE NUMBER: 814-00802814-00802

 


HORIZON TECHNOLOGY FINANCE CORPORATION

(Exact name of registrant as specified in its charter)


 

DELAWARE

Delaware

 

27-2114934

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

312 Farmington Avenue

  
312

Farmington, AvenueCT

 

06032

Farmington, CT06032

(Address of principal executive offices)

 

(Zip Code)

 

(860) 676-8654
6768654

(Registrant’sRegistrants telephone number, including area code)

 


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yesx No¨

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes¨ No¨

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-212b‑2 of the Exchange Act.

 

Large accelerated filer

¨

Accelerated filer

x

Non-accelerated filer

Smaller reporting company

Emerging growth company

   

Non-accelerated filer¨  (Do not check if a smaller reporting company)Smaller reporting company¨
  
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

¨

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-212b‑2 of the Exchange Act). Yes¨ Nox

 

The number of shares of the registrant’s common stock traded under the symbol “HRZN” on the Nasdaq Global Select Market, $0.001 par value per share, outstanding as of October 31, 2017August 1, 2023 was 11,517,984. 32,103,683.

 

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

Title of each class

Ticker symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

HRZN

The Nasdaq Stock Market LLC

4.875% Notes due 2026

HTFB

The New York Stock Exchange

6.25% Notes due 2027

HTFC

The New York Stock Exchange



 


 

HORIZON TECHNOLOGY FINANCE CORPORATION

 

FORM 10-Q10Q

TABLE OF CONTENTS

  

Page

PARTI

Item 1.1

Consolidated Financial StatementsStatements.

3

   
 

Consolidated Statements of Assets and Liabilities as of SeptemberJune 30, 20172023 (unaudited) and December 31, 2016 (unaudited)2022

3

 

Consolidated Statements of Operations for the three and ninesix months ended SeptemberJune 30, 20172023 and 20162022 (unaudited)

4

 

Consolidated Statements of Changes in Net Assets for the ninethree and six months ended SeptemberJune 30, 20172023 and 20162022 (unaudited)

5

 

Consolidated Statements of Cash Flows for the ninesix months ended SeptemberJune 30, 20172023 and 20162022 (unaudited)

6

 

Consolidated Schedules of Investments as of SeptemberJune 30, 20172023 (unaudited) and December 31, 2016 (unaudited)2022

7

 

Notes to the Consolidated Financial Statements (unaudited)

1821

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

3845

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

5261

Item 4.

Controls and Procedures

5362

   
PARTII

Item 1.

Legal Proceedings

5462

Item 1A.

Risk Factors

5462

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

5463

Item 3.

Defaults Upon Senior Securities

5463

Item 4.

Mine Safety Disclosures

5463

Item 5.

Other Information

5463

Item 6.

Exhibits

5463

 

Signatures

5564

EX-31.1

EX‑31.1         

  
EX-31.2

EX‑31.2         

  
EX-32.1

EX‑32.1         

  
EX-32.2

EX‑32.2         

 

 

2

 

PARTPART I: FINANCIAL INFORMATION

 

Item1. Consolidated Financial Statements

 

Horizon Technology Finance Corporation and Subsidiaries

 

Consolidated Statements of Assets and Liabilities (Unaudited)

(Dollars in thousands, except share and per share data)

 

 

June 30,

 

December 31,

 
��September 30,
2017
  December 31,
2016
  

2023

  

2022

 
      

(Unaudited)

    
Assets            
Non-affiliate investments at fair value (cost of $184,124 and $211,627, respectively) (Note 4) $173,211  $194,003 
Affiliate investments at fair value (cost of $3,767)(Note 5)  3,493    
Total investments at fair value (cost of $187,891 and $211,627, respectively)  176,704   194,003 

Non-affiliate investments at fair value (cost of $723,633 and $721,248, respectively)

 $714,485  $720,026 

Non-controlled affiliate investments at fair value (cost of $0 and $0, respectively) (Note 5)

  906    

Total investments at fair value (cost of $723,633 and $721,248, respectively) (Note 4)

 715,391  720,026 
Cash  22,326   37,135  24,395  20,612 

Investments in money market funds

 25,865  7,066 

Restricted investments in money market funds

 2,904  2,788 
Interest receivable  4,366   6,036  14,893  13,573 
Other assets  1,413   2,078   3,960   2,761 
Total assets  204,809  $239,252  $787,408  $766,826 
         
Liabilities            
Borrowings (Note 7) $64,101  $95,597  $418,016  $434,078 
Distributions payable  3,455   3,453  10,592  9,159 
Base management fee payable (Note 3)  304   337  1,063  1,065 
Incentive fee payable (Note 3)  258     118  1,392 
Other accrued expenses  695   673   2,200   2,684 
Total liabilities  68,813   100,060   431,989   448,378 
         
Commitments and Contingencies (Note 8)        

Commitments and contingencies (Notes 3 and 8)

       
         
Net assets            
Preferred stock, par value $0.001 per share, 1,000,000 shares authorized, zero shares issued and outstanding as of September 30, 2017 and December 31, 2016      
Common stock, par value $0.001 per share, 100,000,000 shares authorized, 11,684,244 and 11,671,966 shares issued and 11,516,779 and 11,510,424 shares outstanding as of September 30, 2017 and December 31, 2016, respectively  12   12 

Preferred stock, par value $0.001 per share, 1,000,000 shares authorized, zero shares issued and outstanding as of June 30, 2023 and December 31, 2022

    

Common stock, par value $0.001 per share, 100,000,000 shares authorized, 32,263,724 and 27,920,838 shares issued and 32,096,259 and 27,753,373 shares outstanding as of June 30, 2023 and December 31, 2022, respectively

 34  29 
Paid-in capital in excess of par  179,626   179,551  437,561  385,921 
Distributions in excess of net investment income  (846)  (397)
Net unrealized depreciation on investments  (11,187)  (19,463)
Net realized loss on investments  (31,609)  (20,511)

Distributable loss

  (82,176)  (67,502)
Total net assets  135,996   139,192   355,419   318,448 
Total liabilities and net assets $204,809  $239,252  $787,408  $766,826 
Net asset value per common share $11.81  $12.09  $11.07  $11.47 

 

See Notes to Consolidated Financial Statements

 

3
3

Horizon Technology Finance Corporation and Subsidiaries

 

Consolidated Statements of Operations (Unaudited)

(Dollars in thousands, except share and per share data)

 

 

For the Three Months Ended

 

For The Six Months Ended

 
 For the Three Months Ended For the Nine Months Ended  

June 30,

  

June 30,

 
 September 30,  September 30,  

2023

  

2022

  

2023

  

2022

 
 2017  2016  2017  2016  
Investment income                        
Interest income on investments                
Interest income on non-affiliate investments $6,164  $6,819  $17,861  $24,610  $26,624  $17,720  $54,023  $31,573 
Interest income on affiliate investments  81      81    
Total interest income on investments  6,245   6,819   17,942   24,610 
Fee income                
Prepayment fee income on non-affiliate investments  399   355   1,187   618 
Fee income on non-affiliate investments  130   434   485   769   1,493   868   2,131   1,219 
Total investment income  6,774   7,608   19,614   25,997   28,117   18,588   56,154   32,792 
Expenses                        
Interest expense  1,140   1,420   3,540   4,466  7,179  4,225  14,299  7,649 
Base management fee (Note 3)  921   1,135   2,783   3,666  3,207  2,523  6,408  4,767 
Performance based incentive fee (Note 3)  258      1,094   2,126  118  2,145  3,094  3,570 
Administrative fee (Note 3)  194   197   575   753  368  374  808  735 
Professional fees  275   315   1,105   1,159  447  271  1,106  848 
General and administrative  189   218   600   681   546   362   992   706 
Total expenses  2,977   3,285   9,697   12,851   11,865   9,900   26,707   18,275 
Net investment income before excise tax  3,797   4,323   9,917   13,146   16,252   8,688   29,447   14,517 
Credit for excise tax     (52)     (138)

Provision for excise tax

  179   106   363   206 
Net investment income  3,797   4,375   9,917   13,284   16,073   8,582   29,084   14,311 
                
Net realized and unrealized loss on investments                

Net realized and unrealized loss

        
Net realized (loss) gain on non-affiliate investments  (429)  5   (11,098)  (2,857)  (16,529)  271   (16,697)  301 
Net realized (loss) gain on investments  (429)  5   (11,098)  (2,857)
Net unrealized (depreciation) appreciation on non-affiliate investments  (640)  (10,023)  8,295   (14,752)
Net unrealized depreciation on affiliate investments  (19)     (19)   
Net unrealized (depreciation) appreciation on investments  (659)  (10,023)  8,276   (14,752)
Net realized and unrealized loss on investments  (1,088)  (10,018)  (2,822)  (17,609)
                
Net increase (decrease) in net assets resulting from operations $2,709  $(5,643) $7,095  $(4,325)

Net realized loss on controlled affiliate investments

     (1,200)     (1,200)

Net realized loss on investments

  (16,529)  (929)  (16,697)  (899)

Net unrealized appreciation (depreciation) on non-affiliate investments

 548  (1,436) (7,835) (3,723)

Net unrealized appreciation on non-controlled affiliate investments

 60    906   

Net unrealized appreciation on controlled affiliate investments

     1,400      1,450 

Net unrealized appreciation (depreciation) on investments

  608   (36)  (6,929)  (2,273)

Net realized and unrealized loss

  (15,921)  (965)  (23,626)  (3,172)

Net increase in net assets resulting from operations

 $152  $7,617  $5,458  $11,139 
Net investment income per common share $0.33  $0.38  $0.86  $1.15  $0.54  $0.35  $1.00  $0.62 
Net increase (decrease) in net assets per common share $0.24  $(0.49) $0.62  $(0.37)

Net increase in net assets resulting from operations per common share

 $0.01  $0.31  $0.19  $0.48 
Distributions declared per share $0.30  $0.345  $0.90  $1.035  $0.33  $0.30  $0.66  $0.60 
Weighted average shares outstanding  11,518,552   11,549,508   11,516,246   11,543,995   29,747,290   24,301,762   28,987,948   23,109,584 

 

See Notes to Consolidated Financial Statements

 

4
4

Horizon Technology Finance Corporation and Subsidiaries

 

Consolidated Statements of Changes in Net Assets (Unaudited)

(Dollars in thousands, except share data)

 

  Common Stock  Paid-In
Capital in
Excess of
  Distributions
in Excess of
Net
Investment
  Net Unrealized
Depreciation
on
  Net Realized
Loss on
  Total Net 
  Shares  Amount  Par  Income  Investments  Investments  Assets 
Balance at December 31, 2015  11,535,212  $12  $179,707  $(2,006) $(5,227) $(12,735) $159,751 
Net decrease in net assets resulting from operations, net of excise tax           13,284   (14,752)  (2,857)  (4,325)
Issuance of common stock under dividend reinvestment plan  18,048      211            211 
Repurchases of common stock  (1,319)     (16)           (16)
Distributions declared           (11,952)        (11,952)
Balance at September 30, 2016  11,551,941  $12  $179,902  $(674) $(19,979) $(15,592) $143,669 
                             
Balance at December 31, 2016  11,510,424  $12  $179,551  $(397) $(19,463) $(20,511) $139,192 
Net increase in net assets resulting from operations, net of excise tax           9,917   8,276   (11,098)  7,095 
Issuance of common stock under dividend reinvestment plan  12,278      134            134 
Repurchases of common stock  (5,923)     (59)           (59)
Distributions declared           (10,366)        (10,366)
Balance at September 30, 2017  11,516,779  $12  $179,626  $(846) $(11,187) $(31,609) $135,996 
          

Paid-In Capital

         
  

Common Stock

  

in Excess of

  

Distributable

  

Total Net

 
  

Shares

  

Amount

  

Par

  

Earnings

  

Assets

 

Balance at March 31, 2022

  23,977,137  $25  $339,688   (59,724) $279,989 

Issuance of common stock, net of offering costs

  868,230   1   10,340      10,341 

Net increase in net assets resulting from operations, net of excise tax:

                    

Net investment income, net of excise tax

           8,582   8,582 

Net realized loss on investments

           (929)  (929)

Net unrealized depreciation on investments

           (36)  (36)

Issuance of common stock under dividend reinvestment plan

  11,737      145      145 

Distributions declared

           (7,487)  (7,487)

Balance at June 30, 2022

  24,857,104   26   350,173   (59,594)  290,605 
                     

Balance at March 31, 2023

  28,377,357   30   393,312   (71,659)  321,683 

Issuance of common stock, net of offering costs

  3,698,175   4   43,998      44,002 

Net increase in net assets resulting from operations, net of excise tax:

                    

Net investment income, net of excise tax

           16,073   16,073 

Net realized loss on investments

           (16,529)  (16,529)

Net unrealized appreciation on investments

           608   608 

Issuance of common stock under dividend reinvestment plan

  20,727      251      251 

Distributions declared

           (10,669)  (10,669)

Balance at June 30, 2023

  32,096,259  $34  $437,561  $(82,176) $355,419 

          

Paid-In Capital

         
  

Common Stock

  

in Excess of

  

Distributable

  

Total Net

 
  

Shares

  

Amount

  

Par

  

Earnings

  

Assets

 

Balance at December 31, 2021

  21,217,460  $22  $301,359  $(56,046) $245,335 

Issuance of common stock, net of offering costs

  3,618,401   4   48,524      48,528 

Net increase in net assets resulting from operations, net of excise tax:

                    

Net investment income, net of excise tax

           14,311   14,311 

Net realized loss on investments

           (899)  (899)

Net unrealized depreciation on investments

           (2,273)  (2,273)

Issuance of common stock under dividend reinvestment plan

  21,243      290      290 

Distributions declared

           (14,687)  (14,687)

Balance at June 30, 2022

  24,857,104   26   350,173   (59,594)  290,605 
                     

Balance at December 31, 2022

  27,753,373   29   385,921   (67,502)  318,448 

Issuance of common stock, net of offering costs

  4,304,023   5   51,171      51,176 

Net increase in net assets resulting from operations, net of excise tax:

                    

Net investment income, net of excise tax

           29,084   29,084 

Net realized loss on investments

           (16,697)  (16,697)

Net unrealized depreciation on investments

           (6,929)  (6,929)

Issuance of common stock under dividend reinvestment plan

  38,863      469      469 

Distributions declared

           (20,132)  (20,132)

Balance at June 30, 2023

  32,096,259  $34  $437,561  $(82,176) $355,419 

 

See Notes to Consolidated Financial Statements

 

5
5

Horizon Technology Finance Corporation and Subsidiaries

 

Consolidated Statements of Cash Flows (Unaudited)

(Dollars in thousands)

 

 For the Nine Months Ended 
 September 30,  

For the six months ended June 30,

 
 2017  2016  

2023

  

2022

 
Cash flows from operating activities:            
Net increase (decrease) in net assets resulting from operations $7,095  $(4,325)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by operating activities:        

Net increase in net assets resulting from operations

 $5,458  $11,139 

Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities:

 
Amortization of debt issuance costs  383   434  950  705 
Net realized loss on investments  11,098   2,857  16,697  899 
Net unrealized (appreciation) depreciation on investments  (8,276)  14,752 

Net unrealized depreciation on investments

 6,929  2,273 
Purchase of investments  (66,311)  (45,223) (87,553) (253,720)
Principal payments received on investments  80,062   69,266  64,496  87,473 

Payment-in-kind interest on investments

 (2,154)  
Proceeds from sale of investments  1,572   939  8,506  43,426 

Equity received in settlement of fee income

 (89)  
Changes in assets and liabilities:         
Net decrease in investments in money market funds     285 
Net decrease in restricted investments in money market funds     1,091 
Decrease (increase) in interest receivable  253   (1,749) 65  (1,019)
Decrease in end-of-term payments  1,008   200 
Decrease in unearned income  (437)  (476)

Increase in end-of-term payments

 (1,291) (1,911)

(Decrease) increase in unearned income

 (2,291) 232 
Decrease in other assets  423   143  (717) (620)
Increase (decrease) in other accrued expenses  22   (220)
Decrease in base management fee payable  (33)  (22)
Increase (decrease) in incentive fee payable  258   (1,028)
Net cash provided by operating activities  27,117   36,924 

(Decrease) increase in other accrued expenses

 (484) 91 

(Decrease) increase in base management fee payable

 (2) 165 

(Decrease) increase in incentive fee payable

  (1,274)  130 

Net cash provided by (used in) operating activities

  7,246   (110,737)
Cash flows from financing activities:            
Proceeds from issuance of 2022 Notes  32,500    
Repayment of Asset-Backed Notes     (14,546)
Advances on credit facility  34,000   10,000 
Repayment of credit facility  (97,000)  (15,000)

Proceeds from issuance of 2027 Notes

  50,000 

Repayment of 2019 Asset-Backed Notes

 (11,765) (20,702)

Proceeds from issuance of common stock, net of offering costs

 51,175  48,529 

Advances on Credit Facilities

 30,000  119,000 

Repayment of Credit Facilities

 (35,000) (40,000)

Debt issuance costs

 (729) (2,170)
Distributions paid  (10,230)  (11,736)  (18,229)  (13,306)
Repurchase of common stock  (59)  (16)
Debt issuance costs  (1,137)  (221)
Net cash used in financing activities  (41,926)  (31,519)
Net (decrease) increase in cash  (14,809)  5,405 
Cash:        

Net cash provided by financing activities

  15,452   141,351 

Net increase in cash, cash equivalents and restricted cash

 22,698  30,614 

Cash, cash equivalents and restricted cash:

    
Beginning of period  37,135   20,765   30,466   47,281 
End of period $22,326  $26,170  $53,164  $77,895 
 
Supplemental disclosure of cash flow information:         
Cash paid for interest $3,242  $4,051  $13,409  $6,535 
Supplemental non-cash investing and financing activities:         
Warrant investments received and recorded as unearned income $1,482  $446  $656  $1,845 
Distributions payable $3,455  $3,985  $10,592  $7,457 
End-of-term payments receivable $3,657  $4,859  $11,074  $7,149 

Non-cash income

 $7,182  $2,378 

  

June 30,

 
  

2023

  

2022

 

Cash

 $24,395  $54,353 

Investments in money market funds

  25,865   21,959 

Restricted investments in money market funds

  2,904   1,583 

Total cash, cash equivalents and restricted cash

 $53,164  $77,895 

 

See Notes to Consolidated Financial Statements

 

6
6

Horizon Technology Finance Corporation and Subsidiaries

 

Consolidated Schedule of Investments (Unaudited)

SeptemberJune 30, 20172023

(Dollars in thousands)

 

      Principal  Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Amount  Investments (6)  Value 
Non-Affiliate Investments — 127.3% (8)             
Non-Affiliate Debt Investments — 116.1% (8)             
Non-Affiliate Debt Investments — Life Science — 23.4% (8)            
Palatin Technologies, Inc. (2)(5) Biotechnology Term Loan (9.73% cash (Libor + 8.50%; Floor $2,500  $2,475  $2,475 
    9.00%), 5.00% ETP, Due 1/1/19)            
    Term Loan (9.73% cash (Libor + 8.50%; Floor  3,667   3,635   3,635 
    9.00%), 5.00% ETP, Due 8/1/19)            
Sample6, Inc. (2) Biotechnology Term Loan (10.23% cash (Libor + 9.00%; Floor  551   548   548 
    9.50%; Ceiling 11.00%), 4.50% ETP, Due 8/1/18)            
    Term Loan (10.23% cash (Libor + 9.00%; Floor  335   332   332 
    9.50%; Ceiling 11.00%), 4.50% ETP, Due 8/1/18)            
    Term Loan (10.23% cash (Libor + 9.00%; Floor  1,181   1,172   1,172 
    9.50%; Ceiling 11.00%), 4.50% ETP, Due 8/1/18)            
vTv Therapeutics Inc. (2)(5) Biotechnology Term Loan (11.23% cash (Libor + 10.00%; Floor  6,250   6,191   6,191 
    10.50%), 6.00% ETP, Due 5/1/20)            
    Term Loan (11.23% cash (Libor + 10.00%; Floor  3,750   3,696   3,696 
    10.50%), 6.00% ETP, Due 10/1/20)            
Titan Pharmaceuticals, Inc. (2)(5) Drug Delivery Term Loan (9.63% cash (Libor + 8.40%; Floor  3,500   3,394   3,394 
    9.50%), 5.00% ETP, Due 6/1/21)            
    Term Loan (9.63% cash (Libor + 8.40%; Floor  3,500   3,425   3,425 
    9.50%), 5.00% ETP, Due 6/1/21)            
Lantos Technologies, Inc. (2) Medical Device Term Loan (11.73% cash (Libor + 10.50%; Floor  2,479   2,465   2,183 
    11.50%), 8.91% ETP, Due 5/1/19)            
Mederi Therapeutics, Inc. (2) Medical Device Term Loan (12.87% cash (Libor + 11.82%; Floor  173   171   171 
    12.00%), 6.00% ETP, Due 12/1/17)            
    Term Loan (12.87% cash (Libor + 11.82%; Floor  173   171   171 
    12.00%), 6.00% ETP, Due 12/1/17)            
NinePoint Medical, Inc. (2) Medical Device Term Loan (9.98% cash (Libor + 8.75%; Floor  3,000   2,975   2,975 
    9.25%), 4.50% ETP, Due 3/1/19)            
    Term Loan (9.98% cash (Libor + 8.75%; Floor  1,500   1,484   1,484 
    9.25%), 4.50% ETP, Due 3/1/19)            
Total Non-Affiliate Debt Investments — Life Science      32,134   31,852 
Non-Affiliate Debt Investments — Technology — 82.0% (8)            
PebblePost, Inc. (2) Communications Term Loan (10.49% cash (Libor + 9.26%; Floor  4,000   3,869   3,869 
    10.25%), 4.00% ETP, Due 7/1/21)            
    Term Loan (10.49% cash (Libor + 9.26%; Floor  4,000   3,928   3,928 
    10.25%), 4.00% ETP, Due 7/1/21)            
Gwynnie Bee, Inc. (2) Consumer-related Technologies Term Loan (11.74% cash (Libor + 10.50%; Floor  67   66   66 
    11.00%; Ceiling 12.50%), 2.00% ETP, Due 11/1/17)            
    Term Loan (11.74% cash (Libor + 10.50%; Floor  133   130   130 
    11.00%; Ceiling 12.50%), 2.00% ETP, Due 2/1/18)            
    Term Loan (11.74% cash (Libor + 10.50%; Floor  200   197   197 
    11.00%; Ceiling 12.50%), 2.00% ETP, Due 4/1/18)            
Le Tote, Inc. (2) Consumer-related Technologies Term Loan (10.88% cash (Libor + 9.65%; Floor  4,000   3,955   3,955 
    10.15%), 5.00% ETP, Due 3/1/20)            
    Term Loan (10.88% cash (Libor + 9.65%; Floor  3,000   2,966   2,966 
    10.15%), 5.00% ETP, Due 3/1/20)            
Rhapsody International, Inc. (2) Consumer-related Technologies Term Loan (11.73% cash (Libor + 10.50%; Floor  6,000   5,881   5,881 
    11.00%), 3.00% ETP, Due 10/1/19)            
SavingStar, Inc. (2) Consumer-related Technologies Term Loan (11.63% cash (Libor + 10.40%; Floor  2,267   2,237   2,237 
    10.90%), 4.25% ETP, Due 6/1/20)            
    Term Loan (11.63% cash (Libor + 10.40%; Floor  1,978   1,911   1,911 
    10.90%), 3.80% ETP, Due 11/1/20)            
IgnitionOne, Inc. (2) Internet and Media Term Loan (11.46% cash (Libor + 10.23%; Floor  3,000   2,822   2,822 
    10.23%), 2.00% ETP, Due 4/1/22)            
    Term Loan (11.46% cash (Libor + 10.23%; Floor  3,000   2,822   2,822 
    10.23%), 2.00% ETP, Due 4/1/22)            
    Term Loan (11.46% cash (Libor + 10.23%; Floor  3,000   2,822   2,822 
    10.23%), 2.00% ETP, Due 4/1/22)            
    Term Loan (11.46% cash (Libor + 10.23%; Floor  3,000   2,822   2,822 
    10.23%), 2.00% ETP, Due 4/1/22)            
Jump Ramp Games, Inc. (2) Internet and Media Term Loan (10.96% cash (Libor + 9.73%),  4,000   3,937   3,937 
    3.00% ETP, Due 4/1/21)            
Kixeye, Inc. (2) Internet and Media Term Loan (10.83% cash (Libor + 9.60%; Floor  3,000   2,896   2,896 
    10.75%), 2.00% ETP, Due 9/1/21)            
    Term Loan (10.83% cash (Libor + 9.60%; Floor  3,000   2,941   2,941 
    10.75%), 2.00% ETP, Due 9/1/21)            

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Cash Rate (4)

  

Index

 

Margin

  

Floor

  

Ceiling

  

ETP (10)

  

Maturity Date

 

Principal Amount

  

Cost of Investments (6)(9)

  

Fair Value (9)

 

Non-Affiliate Investments — 201.1% (8)

                                        

Non-Affiliate Debt Investments — 192.3% (8)

                                        

Non-Affiliate Debt Investments — Life Science — 82.9% (8)

                                        

Avalo Therapeutics, Inc. (2)(5)(12)

 

Biotechnology

 

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   3.00% 

January 1, 2025

 $2,055  $2,011  $1,938 
    

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   3.00% 

January 1, 2025

  2,028   1,982   1,910 
    

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   3.00% 

January 1, 2025

  1,014   991   955 
    

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   3.00% 

February 1, 2025

  2,028   1,980   1,907 
    

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   3.00% 

February 1, 2025

  2,028   1,980   1,907 
    

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   3.00% 

April 1, 2025

  1,014   987   951 
    

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   3.00% 

April 1, 2025

  1,014   987   951 

Castle Creek Biosciences, Inc. (2)(12)

 

Biotechnology

 

Term Loan

  13.13% 

Prime

  4.88%  9.55%  13.50%  5.50% 

May 1, 2026

  5,000   4,899   4,899 
    

Term Loan

  13.13% 

Prime

  4.88%  9.55%  13.50%  5.50% 

May 1, 2026

  5,000   4,971   4,971 
    

Term Loan

  13.13% 

Prime

  4.88%  9.55%  13.50%  5.50% 

May 1, 2026

  3,000   2,982   2,982 
    

Term Loan

  13.13% 

Prime

  4.88%  9.55%  13.50%  5.50% 

May 1, 2026

  5,000   4,971   4,971 
    

Term Loan

  13.13% 

Prime

  4.88%  9.55%  13.50%  5.50% 

May 1, 2026

  5,000   4,971   4,971 
    

Term Loan

  13.13% 

Prime

  4.88%  9.55%  13.50%  5.50% 

May 1, 2026

  3,000   2,982   2,982 

Emalex Biosciences, Inc. (2)(12)

 

Biotechnology

 

Term Loan

  12.97% 

Prime

  4.72%  9.75%  -   5.00% 

June 1, 2024

  1,979   1,968   1,968 
    

Term Loan

  12.97% 

Prime

  4.72%  9.75%  -   5.00% 

June 1, 2024

  1,979   1,969   1,969 
    

Term Loan

  12.97% 

Prime

  4.72%  9.75%  -   5.00% 

November 1, 2025

  5,000   4,936   4,936 
    

Term Loan

  12.97% 

Prime

  4.72%  9.75%  -   5.00% 

May 1, 2026

  5,000   4,930   4,930 

Evelo Biosciences, Inc. (2)(5)(12)

 

Biotechnology

 

Term Loan

  12.50% 

Prime

  4.25%  11.00%  -   4.25% 

January 1, 2028

  10,000   9,887   9,887 
    

Term Loan

  12.50% 

Prime

  4.25%  11.00%  -   4.25% 

January 1, 2028

  15,000   14,830   14,830 
    

Term Loan

  12.50% 

Prime

  4.25%  11.00%  -   4.25% 

January 1, 2028

  6,000   5,932   5,932 
    

Term Loan

  12.50% 

Prime

  4.25%  11.00%  -   4.25% 

January 1, 2028

  6,000   5,932   5,932 
    

Term Loan

  12.50% 

Prime

  4.25%  11.00%  -   4.25% 

January 1, 2028

  4,000   3,955   3,955 
    

Term Loan

  12.50% 

Prime

  4.25%  11.00%  -   4.25% 

January 1, 2028

  4,000   3,955   3,955 

Greenlight Biosciences, Inc. (2)(5)(12)

 

Biotechnology

 

Term Loan

  14.00% 

Prime

  5.75%  9.00%  -   3.00% 

July 1, 2025

  4,000   3,886   3,859 
    

Term Loan

  14.00% 

Prime

  5.75%  9.00%  -   3.00% 

July 1, 2025

  2,000   1,944   1,931 

IMV Inc. (5)(12)(13)(15)

 

Biotechnology

 

Term Loan

  14.00% 

Prime

  5.75%  9.00%  -   5.00% 

July 1, 2025

  5,035   4,988   2,814 
    

Term Loan

  14.00% 

Prime

  5.75%  9.00%  -   5.00% 

July 1, 2025

  2,500   2,476   1,397 
    

Term Loan

  14.00% 

Prime

  5.75%  9.00%  -   5.00% 

January 1, 2026

  5,000   4,953   2,795 
    

Term Loan

  14.00% 

Prime

  5.75%  9.00%  -   5.00% 

January 1, 2026

  5,000   4,953   2,794 

KSQ Therapeutics, Inc. (2)(12)

 

Biotechnology

 

Term Loan

  13.00% 

Prime

  4.75%  8.50%  -   5.50% 

May 1, 2027

  6,250   6,188   6,188 
    

Term Loan

  13.00% 

Prime

  4.75%  8.50%  -   5.50% 

May 1, 2027

  6,250   6,188   6,188 

Native Microbials, Inc (2)(12)

 

Biotechnology

 

Term Loan

  13.50% 

Prime

  5.25%  8.50%  -   5.00% 

November 1, 2026

  3,750   3,711   3,711 
    

Term Loan

  13.50% 

Prime

  5.25%  8.50%  -   5.00% 

November 1, 2026

  2,500   2,475   2,475 

PDS Biotechnology Corporation (2)(5)(12)

 

Biotechnology

 

Term Loan

  14.00% 

Prime

  5.75%  9.75%  -   3.75% 

September 1, 2026

  10,000   9,727   9,727 
    

Term Loan

  14.00% 

Prime

  5.75%  9.75%  -   3.75% 

September 1, 2026

  3,750   3,707   3,707 
    

Term Loan

  14.00% 

Prime

  5.75%  9.75%  -   3.75% 

September 1, 2026

  3,750   3,707   3,707 

Provivi, Inc. (2)(12)

 

Biotechnology

 

Term Loan

  13.61% 

Prime

  5.36%  9.50%  -   5.50% 

December 1, 2024

  4,667   4,605   4,605 
    

Term Loan

  13.61% 

Prime

  5.36%  9.50%  -   5.50% 

December 1, 2024

  4,667   4,605   4,605 
    

Term Loan

  13.61% 

Prime

  5.36%  9.50%  -   5.50% 

December 1, 2024

  2,333   2,289   2,289 
    

Term Loan

  13.61% 

Prime

  5.36%  9.50%  -   5.50% 

December 1, 2024

  2,333   2,289   2,289 
    

Term Loan

  13.61% 

Prime

  5.36%  9.50%  -   5.50% 

December 1, 2024

  2,333   2,284   2,284 
    

Term Loan

  13.61% 

Prime

  5.36%  9.50%  -   5.50% 

December 1, 2024

  2,333   2,284   2,284 

 

See Notes to Consolidated Financial Statements

 

7
7

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

SeptemberJune 30, 20172023

(Dollars in thousands)

 

      Principal  Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Amount  Investments (6)  Value 
MediaBrix, Inc. (2) Internet and Media Term Loan (12.23% cash (Libor + 11.00%; Floor  4,000   3,974   3,974 
    11.50%), 3.00% ETP, Due 1/1/20)            
Rocket Lawyer Incorporated (2) Internet and Media Term Loan (10.63% cash (Libor + 9.40%; Floor  4,000   3,899   3,899 
    10.50%), 3.00% ETP, Due 7/1/21)            
    Term Loan (10.63% cash (Libor + 9.40%; Floor  4,000   3,928   3,928 
    10.50%), 3.00% ETP, Due 7/1/21)            
Zinio Holdings, LLC (2) Internet and Media Term Loan (12.48% cash (Libor + 11.25%; Floor  4,000   3,975   3,975 
    11.75%), 5.00% ETP, Due 2/1/20)            
The NanoSteel Company, Inc. (2) Materials Term Loan (10.73% cash (Libor + 9.50%; Floor  4,792   4,708   4,708 
    10.00%), 7.20% ETP, Due 1/1/20)            
    Term Loan (10.73% cash (Libor + 9.50%; Floor  2,396   2,354   2,354 
    10.00%), 6.45% ETP, Due 1/1/20)            
    Term Loan (10.73% cash (Libor + 9.50%; Floor  2,500   2,452   2,452 
    10.00%), 5.85% ETP, Due 3/1/20)            
Powerhouse Dynamics, Inc. (2) Power Management Term Loan (11.93% cash (Libor + 10.70%; Floor  1,500   1,480   1,480 
    11.20%), 3.00% ETP, Due 3/1/19)            
Luxtera, Inc. Semiconductors Term Loan (11.00% cash (Prime + 6.75%),  2,000   1,891   1,891 
    Due 3/28/20)            
    Term Loan (11.00% cash (Prime + 6.75%),  1,500   1,437   1,437 
    Due 3/28/20)            
Bridge2 Solutions, Inc. (2) Software Term Loan (12.23% cash (Libor + 11.00%; Floor  2,933   2,916   2,916 
    11.50%; Ceiling 14.50%), 2.00% ETP, Due 7/1/19)            
    Term Loan 12.23% cash (Libor + 11.00%; Floor  933   931   931 
    11.50%; Ceiling 14.50%), 2.00% ETP, Due 1/1/20)            
Digital Signal Corporation (11)(13) Software Term Loan (11.48% cash (Libor + 10.25%; Floor  1,285   1,252   965 
    10.43%), 5.00% ETP, Due 7/1/19)            
    Term Loan (11.48% cash (Libor + 10.25%; Floor  1,285   1,252   965 
    10.43%), 5.00% ETP, Due 7/1/19)            
    Term Loan (10.00% cash, Due 12/31/17)  350   350   270 
Education Elements, Inc. (2) Software Term Loan (11.23% cash (Libor + 10.00%; Floor  1,000   986   986 
    10.50%), 4.00% ETP, Due 1/1/19)            
    Term Loan (11.23% cash (Libor + 10.00%; Floor  1,100   1,085   1,085 
    10.50%), 4.00% ETP, Due 8/1/19)            
Netuitive, Inc. Software Term Loan (13.48% cash (Libor + 12.25%; Floor  214   230   230 
    12.50%), 3.33% ETP, Due 9/1/18)            
ScoreBig, Inc. (2)(11)(12) Software Term Loan (11.08% cash (Libor + 10.00%; Floor  3,403   3,332   945 
    10.50%), 4.00% ETP, Due 4/1/19)            
    Term Loan (11.23% cash (Libor + 10.00%; Floor  3,403   3,360   953 
    10.50%), 4.00% ETP, Due 4/1/19)            
    Term Loan (11.23% cash (Libor + 10.00%; Floor  2,000   1,950   553 
    10.50%), 4.00% ETP, Due 3/1/20)            
    Term Loan (11.23% cash (Libor + 10.00%; Floor  203   203   58 
    10.50%), 4.00% ETP, Due 10/31/16)            
    Term Loan (11.23% cash (Libor + 10.00%; Floor  324   324   91 
    10.50%), 4.00% ETP, Due 11/11/19)            
ShopKeep.com, Inc. (2) Software Term Loan (11.18% cash (Libor + 9.95%; Floor  6,000   5,915   5,915 
    10.45%), 3.00% ETP, Due 4/1/20)            
    Term Loan (11.18% cash (Libor + 9.95%; Floor  4,000   3,934   3,934 
    10.45%), 3.00% ETP, Due 9/1/20)            
SIGNiX, Inc. Software Term Loan (12.23% cash (Libor + 11.00%; Floor  2,200   2,094   1,899 
    11.50%), 3.5% ETP, Due 4/1/19)            
SilkRoad Technology, Inc. (2) Software Term Loan (11.58% cash (Libor + 10.35%; Floor  7,000   6,894   6,894 
    10.85%; Ceiling 12.85%), 5.00% ETP, Due 6/1/20)            
Weblinc Corporation (2) Software Term Loan (11.48% cash (Libor + 10.25%; Floor  3,000   2,909   2,909 
    11.25%), 3.00% ETP, Due 3/1/21)            
xTech Holdings, Inc. (2) Software Term Loan (11.73% cash (Libor + 10.50%; Floor  1,056   1,042   1,042 
    11.00%), 3.00% ETP, Due 4/1/19)            
    Term Loan (11.73% cash (Libor + 10.50%; Floor  1,667   1,644   1,644 
    11.00%), 3.00% ETP, Due 3/1/20)            
Total Non-Affiliate Debt Investments — Technology      118,903   111,485 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Cash Rate (4)

  

Index

 

Margin

  

Floor

  

Ceiling

  

ETP (10)

  

Maturity Date

 Principal Amount  

Cost of Investments (6)(9)

  

Fair Value (9)

 

Stealth Biotherapeutics Inc. (2)(12)

 

Biotechnology

 

Term Loan

  13.75% 

Prime

  5.50%  8.75%  -   6.00% 

October 1, 2025

  4,750   4,680   4,680 
    

Term Loan

  13.75% 

Prime

  5.50%  8.75%  -   6.00% 

October 1, 2025

  2,375   2,338   2,338 

Aerobiotix, LLC (2)(12)

 

Medical Device

 

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   6.00% 

April 1, 2026

  2,500   2,471   2,358 
    

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   6.00% 

April 1, 2026

  2,500   2,471   2,358 

Ceribell, Inc. (2)(12)

 

Medical Device

 

Term Loan

  11.75% 

Prime

  3.50%  8.25%  -   5.50% 

October 1, 2024

  5,000   4,981   4,981 
    

Term Loan

  11.75% 

Prime

  3.50%  8.25%  -   5.50% 

October 1, 2024

  5,000   4,981   4,981 
    

Term Loan

  11.75% 

Prime

  3.50%  8.25%  -   5.50% 

October 1, 2024

  2,500   2,485   2,485 
    

Term Loan

  11.75% 

Prime

  3.50%  8.25%  -   5.50% 

October 1, 2024

  2,500   2,485   2,485 

Cognoa, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.75% 

Prime

  5.50%  8.75%  -   6.00% 

August 1, 2026

  5,000   4,948   4,948 
    

Term Loan

  13.75% 

Prime

  5.50%  8.75%  -   6.00% 

August 1, 2026

  2,500   2,474   2,474 

Conventus Orthopaedics, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.07% 

Prime

  4.82%  9.25%  -   10.36% 

July 1, 2025

  3,960   3,910   3,910 
    

Term Loan

  13.07% 

Prime

  4.82%  9.25%  -   10.36% 

July 1, 2025

  3,960   3,910   3,910 

CSA Medical, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.34% 

Prime

  5.09%  10.00%  -   5.00% 

January 1, 2024

  875   867   867 
    

Term Loan

  13.34% 

Prime

  5.09%  10.00%  -   5.00% 

January 1, 2024

  58   58   58 
    

Term Loan

  13.34% 

Prime

  5.09%  10.00%  -   5.00% 

March 1, 2024

  1,200   1,191   1,191 

InfoBionic, Inc. (2)(12)

 

Medical Device

 

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   4.00% 

October 1, 2024

  2,771   2,724   2,724 
    

Term Loan

  14.50% 

Prime

  6.25%  9.50%  -   4.00% 

June 1, 2025

  1,000   979   979 

Magnolia Medical Technologies, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.25% 

Prime

  5.00%  9.75%  -   4.00% 

March 1, 2025

  5,000   4,953   4,953 
    

Term Loan

  13.25% 

Prime

  5.00%  9.75%  -   4.00% 

March 1, 2025

  5,000   4,953   4,953 
    

Term Loan

  13.25% 

Prime

  5.00%  9.75%  -   4.00% 

March 1, 2025

  5,000   4,948   4,948 
    

Term Loan

  13.25% 

Prime

  5.00%  9.75%  -   4.00% 

March 1, 2025

  5,000   4,949   4,949 
    

Term Loan

  13.25% 

Prime

  5.00%  9.75%  -   4.00% 

January 1, 2027

  5,000   4,927   4,927 
    

Term Loan

  13.25% 

Prime

  5.00%  9.75%  -   4.00% 

January 1, 2027

  5,000   4,927   4,927 

Robin Healthcare, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.75% 

Prime

  5.50%  10.25%  -   4.00% 

November 1, 2026

  3,500   3,417   3,417 
    

Term Loan

  13.75% 

Prime

  5.50%  10.25%  -   4.00% 

November 1, 2026

  3,500   3,467   3,467 

Scientia Vascular, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.00% 

Prime

  4.75%  8.50%  -   5.00% 

January 1, 2027

  3,750   3,659   3,659 
    

Term Loan

  13.00% 

Prime

  4.75%  8.50%  -   5.00% 

January 1, 2027

  3,750   3,714   3,714 
    

Term Loan

  13.50% 

Prime

  5.25%  9.00%  -   5.00% 

March 1, 2027

  5,000   4,928   4,928 

Sonex Health, Inc. (2)(12)

 

Medical Device

 

Term Loan

  14.75% 

Prime

  6.50%  9.75%  -   8.00% 

June 1, 2025

  2,500   2,481   2,481 
    

Term Loan

  14.75% 

Prime

  6.50%  9.75%  -   8.00% 

June 1, 2025

  2,500   2,481   2,481 
    

Term Loan

  14.75% 

Prime

  6.50%  9.75%  -   8.00% 

June 1, 2025

  2,500   2,481   2,481 
    

Term Loan

  14.75% 

Prime

  6.50%  9.75%  -   8.00% 

April 1, 2026

  2,500   2,463   2,463 
    

Term Loan

  14.75% 

Prime

  6.50%  9.75%  -   8.00% 

May 1, 2026

  2,500   2,462   2,462 

Spineology, Inc. (2)(12)

 

Medical Device

 

Term Loan

  15.25% 

Prime

  7.00%  10.25%  -   1.00% 

October 1, 2025

  5,000   4,972   4,972 
    

Term Loan

  15.25% 

Prime

  7.00%  10.25%  -   1.00% 

April 1, 2026

  2,500   2,485   2,485 

 

See Notes to Consolidated Financial Statements

 

8
8

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

SeptemberJune 30, 20172023

(Dollars in thousands)

 

      Principal  Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Amount  Investments (6)  Value 
Non-Affiliate Debt Investments — Cleantech — 4.4% (8)            
Lehigh Technologies, Inc. (2) Waste Recycling Term Loan (10.95% cash (Libor + 9.72%), 1.67% ETP,  3,000   2,993   2,993 
    Due 8/1/19)            
    Term Loan (10.95% cash (Libor + 9.72%), 1.67% ETP,  3,000   2,993   2,993 
    Due 8/1/19)            
Total Non-Affiliate Debt Investments — Cleantech      5,986   5,986 
Non-Affiliate Debt Investments — Healthcare information and services — 6.3% (8)          
Interleukin Genetics, Inc. (2)(5)(11) Diagnostics Term Loan (11.73% cash (Libor + 10.50%;  3,649   3,539   1,135 
    Floor 11.00%), 6.50% ETP, Due 10/1/18)            
    Term Loan (8.00% PIK , Due 1/1/22) (15)  514   514   165 
Watermark Medical, Inc. (2) Other Healthcare Term Loan (10.73% cash (Libor + 9.50%; Floor 10.00%;  1,021   1,019   1,019 
    Ceiling 11.00%); 4.00% ETP, Due 4/1/18)            
    Term Loan (10.73% cash (Libor + 9.50%; Floor 10.00%;  1,021   1,019   1,019 
    Ceiling 11.00%); 4.00% ETP, Due 4/1/18)            
    Term Loan (10.73% cash (Libor + 9.50%; Floor 10.00%;  486   486   486 
    Ceiling 11.00%); 4.00% ETP, Due 4/1/18)            
HealthEdge Software, Inc. (2) Software Term Loan (9.48% cash (Libor + 8.25%;  5,000   4,777   4,777 
    Floor 9.25%), 3.00% ETP, Due 7/1/22)            
Total Non-Affiliate Debt Investments — Healthcare information and services      11,354   8,601 
Total Non- Affiliate Debt Investments       168,377   157,624 
                 
Non-Affiliate Warrant Investments — 5.9% (8)            
Non-Affiliate Warrants — Life Science — 1.2% (8)            
ACT Biotech Corporation Biotechnology 1,521,820 Preferred Stock Warrants      83    
Alpine Immune Sciences, Inc. (5) Biotechnology 4,634 Common Stock Warrants      122    
Argos Therapeutics, Inc. (2)(5) Biotechnology 73,112 Common Stock Warrants      33    
Celsion Corporation (5) Biotechnology 408 Common Stock Warrants      15    
Inotek Pharmaceuticals Corporation (5) Biotechnology 28,204 Common Stock Warrants      17    
Ocera Therapeutics, Inc. (2)(5) Biotechnology 6,491 Common Stock Warrants      6    
Palatin Technologies, Inc. (2)(5) Biotechnology 608,058 Common Stock Warrants      50   22 
Revance Therapeutics, Inc. (5) Biotechnology 34,113 Common Stock Warrants      68   457 
Sample6, Inc. (2) Biotechnology 661,956 Preferred Stock Warrants      53   25 
Strongbridge U.S. Inc. (5) Biotechnology 160,714 Common Stock Warrants      72   742 
Sunesis Pharmaceuticals, Inc. (5) Biotechnology 2,050 Common Stock Warrants      5    
vTv Therapeutics Inc. (2)(5) Biotechnology 93,896 Common Stock Warrants      44   77 
Titan Pharmaceuticals, Inc. (2)(5) Drug Delivery 280,612 Common Stock Warrants      88   88 
AccuVein Inc. (2) Medical Device 75,769 Preferred Stock Warrants      24   27 
EnteroMedics, Inc. (5) Medical Device 134 Common Stock Warrants      347    
IntegenX, Inc. (2) Medical Device 170,646 Preferred Stock Warrants      35   32 
Lantos Technologies, Inc. (2) Medical Device 2,763,646 Preferred Stock Warrants      38   12 
Mederi Therapeutics, Inc. (2) Medical Device 248,736 Preferred Stock Warrants      26   40 
Mitralign, Inc. (2) Medical Device 641,909 Preferred Stock Warrants      52   35 
NinePoint Medical, Inc. (2) Medical Device 566,037 Preferred Stock Warrants      33   40 
OraMetrix, Inc. (2) Medical Device 812,348 Preferred Stock Warrants      78    
Tryton Medical, Inc. (2) Medical Device 122,362 Preferred Stock Warrants      15   13 
ViOptix, Inc.  Medical Device 375,763 Preferred Stock Warrants      13    
Total Non-Affiliate Warrants — Life Science       1,317   1,610 
Non-Affiliate Warrants — Technology — 4.2% (8)            
Ekahau, Inc. (2) Communications 978,261 Preferred Stock Warrants      33   24 
PebblePost, Inc. (2) Communications 598,580 Preferred Stock Warrants      92   93 
Additech, Inc. (2) Consumer-related Technologies 150,000 Preferred Stock Warrants      33   32 
Gwynnie Bee, Inc. (2) Consumer-related Technologies 268,591 Preferred Stock Warrants      68   819 
Le Tote, Inc. (2) Consumer-related Technologies 202,974 Preferred Stock Warrants      63   360 
Rhapsody International Inc. (2) Consumer-related Technologies 852,273 Common Stock Warrants      164    
SavingStar, Inc. (2) Consumer-related Technologies 850,439 Preferred Stock Warrants      104   104 
XIOtech, Inc.  Data Storage 96 Preferred Stock Warrants      22    
IgnitionOne, Inc. (2) Internet and Media 262,910 Preferred Stock Warrants      672   668 
Jump Ramp Games, Inc. (2) Internet and Media 159,766 Preferred Stock Warrants      32   32 
Kixeye, Inc. (2) Internet and Media 530,751 Preferred Stock Warrants      74   74 
Rocket Lawyer Incorporated (2) Internet and Media 235,549 Preferred Stock Warrants      83   84 
The NanoSteel Company, Inc. (2) Materials 379,360 Preferred Stock Warrants      187   443 
IntelePeer, Inc.  Networking 141,549 Common Stock Warrants      39    
Nanocomp Technologies, Inc. (2) Networking 1,414,921 Preferred Stock Warrants      67   24 
Powerhouse Dynamics, Inc. (2) Power Management 290,698 Preferred Stock Warrants      28   26 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Cash Rate (4)

 

Index

 

Margin

  

Floor

  

Ceiling

  

ETP (10)

  

Maturity Date

 

Principal Amount

  

Cost of Investments (6)(9)

  

Fair Value (9)

 

Swift Health Systems Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.50%

Prime

  5.25%  9.00%  -   5.00% 

July 1, 2027

  3,500   3,460   3,460 
    

Term Loan

  13.50%

Prime

  5.25%  9.00%  -   5.00% 

July 1, 2027

  3,500   3,460   3,460 
    

Term Loan

  13.50%

Prime

  5.25%  9.00%  -   5.00% 

July 1, 2027

  3,500   3,450   3,450 
    

Term Loan

  13.50%

Prime

  5.25%  9.00%  -   5.00% 

July 1, 2027

  3,500   3,450   3,450 

Total Non-Affiliate Debt Investments — Life Science

                             302,687   294,452 

Non-Affiliate Debt Investments — Sustainability — 23.4% (8)

                                       

Aerofarms, Inc. (12)

 

Other Sustainability

 

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   3.00% 

April 1, 2026

  3,750   3,710   3,585 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   3.00% 

April 1, 2026

  3,750   3,710   3,585 

Nexii Building Solutions, Inc. (2)(12)(15)

 

Other Sustainability

 

Term Loan

  15.25%

Prime

  7.00%  10.25%  -   2.50% 

August 27, 2025

  7,500   7,395   7,024 
    

Term Loan

  15.25%

Prime

  7.00%  10.25%  -   2.50% 

August 27, 2025

  7,500   7,395   7,024 
    

Term Loan

  15.25%

Prime

  7.00%  10.25%  -   2.50% 

August 27, 2025

  7,500   7,395   7,024 
    

Term Loan

  15.25%

Prime

  7.00%  10.25%  -   2.50% 

June 8, 2026

  5,000   4,922   4,675 
    

Term Loan

  15.25%

Prime

  7.00%  10.25%  -   2.50% 

June 8, 2026

  5,000   4,922   4,675 
    

Term Loan

  15.25% (11)

Prime

  7.00%  10.25%  -   -  

September 30, 2023

  680   680   646 
    

Term Loan

  15.25% (11)

Prime

  7.00%  10.25%  -   -  

September 30, 2023

  542   542   515 

Soli Organic, Inc. (2)(12)

 

Other Sustainability

 

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.75% 

April 1, 2026

  5,000   4,942   4,942 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.75% 

April 1, 2026

  2,500   2,471   2,471 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.75% 

May 1, 2026

  5,000   4,940   4,940 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.75% 

May 1, 2026

  2,500   2,470   2,470 
    

Term Loan

  13.75%

Prime

  5.50%  11.75%  -   2.75% 

December 1, 2026

  5,000   4,917   4,917 
    

Term Loan

  13.75%

Prime

  5.50%  11.75%  -   2.75% 

December 1, 2026

  2,500   2,458   2,458 

Temperpack Technologies, Inc. (2)(12)

 

Other Sustainability

 

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.50% 

June 1, 2026

  3,750   3,709   3,709 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.50% 

June 1, 2026

  3,750   3,723   3,723 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.50% 

October 1, 2026

  7,500   7,436   7,436 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.50% 

October 1, 2026

  3,750   3,718   3,718 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   2.50% 

October 1, 2026

  3,750   3,718   3,718 

Total Non-Affiliate Debt Investments — Sustainability

                             85,173   83,255 

Non-Affiliate Debt Investments — Technology — 75.9% (8)

                                       

Axiom Space, Inc. (2)(12)

 

Communications

 

Term Loan

  14.25%

Prime

  6.00%  9.25%  -   2.50% 

June 1, 2026

  7,500   7,462   7,462 
    

Term Loan

  14.25%

Prime

  6.00%  9.25%  -   2.50% 

June 1, 2026

  7,500   7,462   7,462 
    

Term Loan

  14.25%

Prime

  6.00%  9.25%  -   2.50% 

June 1, 2026

  7,500   7,462   7,462 

Better Place Forests Co. (12)(13)

 

Consumer-related Technologies

 

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   1.85% 

July 1, 2025

  5,104   5,056   3,426 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   1.85% 

October 1, 2025

  2,500   2,474   1,677 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   100.00% 

September 30, 2023

  150   150   102 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   100.00% 

September 30, 2023

  250   250   169 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   100.00% 

September 30, 2023

  250   250   169 

CAMP NYC, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  15.50%

Prime

  7.25%  10.50%  -   3.00% 

May 1, 2026

  3,500   3,467   3,467 

Clara Foods Co. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  14.00%

Prime

  5.75%  9.00%  -   5.50% 

August 1, 2025

  2,083   2,069   2,069 
    

Term Loan

  14.00%

Prime

  5.75%  9.00%  -   5.50% 

August 1, 2025

  2,083   2,069   2,069 

 

See Notes to Consolidated Financial Statements

 

9
9

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

SeptemberJune 30, 20172023

(Dollars in thousands)

 

      Principal  Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Amount  Investments (6)  Value 
Avalanche Technology, Inc. (2) Semiconductors 202,602 Preferred Stock Warrants      101   40 
eASIC Corporation (2) Semiconductors 40,445 Preferred Stock Warrants      25   28 
Kaminario, Inc. Semiconductors 1,087,203 Preferred Stock Warrants      59   45 
Luxtera, Inc.(2) Semiconductors 3,546,553 Preferred Stock Warrants      213   358 
Soraa, Inc. (2) Semiconductors 203,616 Preferred Stock Warrants      80   434 
Bolt Solutions Inc. (2) Software 202,892 Preferred Stock Warrants      113   118 
Bridge2 Solutions, Inc. (2) Software 75,458 Common Stock Warrants      18   342 
Clarabridge, Inc.  Software 53,486 Preferred Stock Warrants      14   82 
Digital Signal Corporation Software 125,116 Common Stock Warrants      32    
Education Elements, Inc. (2) Software 238,121 Preferred Stock Warrants      28   28 
Lotame Solutions, Inc. (2) Software 288,115 Preferred Stock Warrants      22   278 
Netuitive, Inc.  Software 41,569 Common Stock Warrants      48    
Riv Data Corp. (2) Software 321,428 Preferred Stock Warrants      12   37 
ShopKeep.com, Inc. (2) Software 165,779 Preferred Stock Warrants      98   119 
SIGNiX, Inc. Software 114,767 Preferred Stock Warrants      210   42 
Skyword, Inc. Software 301,056 Preferred Stock Warrants      48   57 
SpringCM, Inc. (2) Software 2,385,686 Preferred Stock Warrants      55   132 
Sys-Tech Solutions, Inc. Software 375,000 Preferred Stock Warrants      242   464 
Visage Mobile, Inc. Software 1,692,047 Preferred Stock Warrants      19    
Weblinc Corporation (2) Software 195,122 Preferred Stock Warrants      42   42 
xTech Holdings, Inc. (2) Software 158,730 Preferred Stock Warrants      43   302 
Total Non-Affiliate Warrants — Technology       3,283   5,731 
Non-Affiliate Warrants — Cleantech — 0.1% (8)            
Renmatix, Inc. Alternative Energy 53,022 Preferred Stock Warrants      68    
Rypos, Inc. (2) Energy Efficiency 5,627 Preferred Stock Warrants      44   48 
Tigo Energy, Inc. (2) Energy Efficiency 804,604 Preferred Stock Warrants      100   116 
Total Non-Affiliate Warrants — Cleantech          212   164 
Non-Affiliate Warrants — Healthcare information and services — 0.4% (8)            
Interleukin Genetics, Inc. (2)(5) Diagnostics 12,452,290 Common Stock Warrants      168    
LifePrint Group, Inc. (2) Diagnostics 49,000 Preferred Stock Warrants      29   2 
ProterixBio, Inc. (2) Diagnostics 3,156 Common Stock Warrants      54    
Singulex, Inc.  Other Healthcare 294,231 Preferred Stock Warrants      44   51 
Verity Solutions Group, Inc.  Other Healthcare 300,360 Preferred Stock Warrants      100   43 
Watermark Medical, Inc. (2) Other Healthcare 27,373 Preferred Stock Warrants      74   60 
HealthEdge Software, Inc. (2) Software 63,291 Preferred Stock Warrants      26   27 
Medsphere Systems Corporation (2) Software 7,097,792 Preferred Stock Warrants      60   206 
Recondo Technology, Inc. (2)  Software 556,796 Preferred Stock Warrants      95   207 
Total Non-Affiliate Warrants — Healthcare information and services      650   596 
Total Non-Affiliate Warrants        5,462   8,101 
                 
Non-Affiliate Other Investments — 4.3% (8)              
Espero  Pharmaceuticals, Inc. (14) Biotechnology Royalty Agreement      5,300   5,300 
ZetrOZ, Inc. Medical Device Royalty Agreement      328   500 
Vette Technology, LLC Data Storage Royalty Agreement Due 4/18/2019      4,254   100 
Total Non-Affiliate Other Investments        9,882   5,900 
                 
Non-Affiliate Equity — 1.0% (8)              
Insmed Incorporated (5) Biotechnology 33,208 Common Stock      238   1,036 
Revance Therapeutics, Inc.(5) Biotechnology 5,125 Common Stock      73   141 
Sunesis Pharmaceuticals, Inc. (5) Biotechnology 13,082 Common Stock      83   26 
SnagAJob.com, Inc.  Consumer-related Technologies 82,974 Common Stock      9   83 
Total Non-Affiliate Equity          403   1,286 
Total Non-Affiliate Portfolio Investment Assets     $184,124  $173,211 
                 
Affiliate Investments — 2.6% (8)              
Affiliate Debt Investments — Technology — 2.5% (8)            
Decisyon, Inc. Software Term Loan (13.538% cash (Libor + 12.308%; Floor $1,523  $1,522  $1,450 
    12.50%), 8.00% ETP, Due 12/1/19)            
    Term Loan (13.538% cash (Libor + 12.308%; Floor  833   764   728 
    12.50%), 8.00% ETP, Due 12/1/19)            
    Term Loan (12.02% PIK , Due 4/15/19) (15)  250   250   238 
    Term Loan (12.03% PIK , Due 4/15/19) (15)  250   250   238 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Cash Rate (4)

 

Index

 

Margin

  

Floor

  

Ceiling

  

ETP (10)

  

Maturity Date

 

Principal Amount

  

Cost of Investments (6)(9)

  

Fair Value (9)

 

Divergent Technologies, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  3,750   3,602   3,602 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  1,250   1,240   1,240 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  3,750   3,720   3,720 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  1,250   1,240   1,240 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  3,750   3,720   3,720 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  1,250   1,240   1,240 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

January 1, 2028

  3,750   3,705   3,705 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

January 1, 2028

  3,750   3,700   3,700 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

April 1, 2028

  3,750   3,705   3,705 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2028

  3,750   3,698   3,698 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2028

  3,750   3,698   3,698 
    

Term Loan (14)

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2028

  1,250   1,250   1,250 
    

Term Loan (14)

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2028

  1,250   1,250   1,250 

Havenly, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  13.25%

Prime

  5.00%  5.00%  -   4.00% 

March 1, 2027

  2,000   1,250   1,250 
    

Term Loan

  13.25%

Prime

  5.00%  5.00%  -   4.00% 

March 1, 2027

  3,000   1,875   1,875 
    

Term Loan

  11.75%

Prime

  3.50%  10.50%  -   7.78% 

February 1, 2028

  2,813   2,813   2,813 
    

Term Loan

  11.75%

Prime

  3.50%  10.50%  -   7.78% 

February 1, 2028

  2,813   2,813   2,813 

Lyrical Foods, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  10.75%

Prime

  2.50%  8.00%  -   -  

September 1, 2027

  2,598   2,589   2,330 

MyForest Foods Co. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   3.00% 

October 1, 2025

  4,667   4,635   4,635 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   3.00% 

October 1, 2025

  2,333   2,317   2,317 

NextCar Holding Company, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  14.00% (11)

Prime

  5.75%  9.00%  -   5.25% 

October 31, 2023

  5,352   5,304   4,630 
    

Term Loan

  14.00% (11)

Prime

  5.75%  9.00%  -   5.25% 

October 31, 2023

  2,141   2,124   1,854 
    

Term Loan

  14.00% (11)

Prime

  5.75%  9.00%  -   5.25% 

October 31, 2023

  2,676   2,658   2,320 
    

Term Loan

  14.00% (11)

Prime

  5.75%  9.00%  -   5.25% 

October 31, 2023

  3,211   3,189   2,784 
    

Term Loan

  14.00% (11)

Prime

  5.75%  9.00%  -   5.25% 

October 31, 2023

  2,676   2,644   2,308 
    

Term Loan

  14.00% (11)

Prime

  5.75%  9.00%  -   5.25% 

October 31, 2023

  2,676   2,644   2,308 
    

Term Loan

  14.00% (11)

Prime

  5.75%  9.00%  -   5.25% 

October 31, 2023

  5,351   5,287   4,614 
    

Term Loan

  14.00% (11)

Prime

  5.75%  9.00%  -   5.25% 

October 31, 2023

  2,676   2,642   2,306 

Optoro, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   4.00% 

August 1, 2027

  2,500   2,400   2,400 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   4.00% 

July 1, 2028

  1,875   1,779   1,779 

Primary Kids, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  15.50%

Prime

  7.25%  10.50%  -   3.00% 

March 1, 2025

  2,000   1,980   1,980 
    

Term Loan

  15.50%

Prime

  7.25%  10.50%  -   3.00% 

March 1, 2025

  2,000   1,980   1,980 
    

Term Loan

  15.50%

Prime

  7.25%  10.50%  -   3.00% 

September 1, 2025

  2,600   2,573   2,573 

Unagi, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  16.00% (11)

Prime

  7.75%  11.00%  -   -  

May 1, 2027

  1,108   1,086   868 
    

Term Loan

  16.00% (11)

Prime

  7.75%  11.00%  -   -  

May 1, 2027

  554   543   434 
    

Term Loan

  16.00% (11)

Prime

  7.75%  11.00%  -   -  

May 1, 2027

  554   543   434 

Liqid, Inc. (2)(12)

 

Networking

 

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  2,333   2,300   2,300 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  2,333   2,300   2,300 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  1,167   1,149   1,149 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  1,167   1,149   1,149 
    

Term Loan

  14.50%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  1,167   1,129   1,129 

BriteCore Holdings, Inc. (2)(12)

 

Software

 

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   5.00% 

March 1, 2026

  2,500   2,489   2,489 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   5.00% 

March 1, 2026

  2,500   2,489   2,489 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   3.00% 

March 1, 2027

  2,500   2,469   2,469 
    

Term Loan

  15.00%

Prime

  6.75%  10.00%  -   3.00% 

March 1, 2027

  2,500   2,469   2,469 

 

See Notes to Consolidated Financial Statements

 

10
10

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

SeptemberJune 30, 20172023

(Dollars in thousands)

 

      Principal  Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Amount  Investments (6)  Value 
    Term Loan (12.24% PIK , Due 4/15/19) (15)  750   750   714 
Total Affiliate Debt Investments — Technology      3,536   3,368 
                 
Affiliate Warrants — Technology — 0.0% (8)            
Decisyon, Inc. Software 82,967 Common Stock Warrants      46    
Total Affiliate Warrants — Technology       46    
                 
Affiliate Equity — Technology — 0.1% (8)            
Decisyon, Inc. Software 45,365,936 Common Stock      185   125 
Total Affiliate Equity          185   125 
Total Affiliate Portfolio Investment Assets     $3,767  $3,493 
                 
Total Portfolio Investment Assets — 129.9%(8)     $187,891  $176,704 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Cash Rate (4)

 

Index

 

Margin

  

Floor

  

Ceiling

  

ETP (10)

  

Maturity Date

 

Principal Amount

  

Cost of Investments (6)(9)

  

Fair Value (9)

 

Dropoff, Inc. (2)(12)

 

Software

 

Term Loan

  14.75%

Prime

  6.50%  9.75%  -   3.50% 

April 1, 2026

  6,500   6,370   6,370 
    

Term Loan

  14.75%

Prime

  6.50%  9.75%  -   3.50% 

April 1, 2026

  6,000   5,880   5,880 
    

Term Loan

  14.75%

Prime

  6.50%  9.75%  -   3.50% 

August 1, 2026

  2,500   2,447   2,447 

Engage3, LLC (2)(12)

 

Software

 

Term Loan

  14.50%

Prime

  6.25%  9.75%  -   4.50% 

July 1, 2027

  3,750   3,723   3,723 
    

Term Loan

  14.50%

Prime

  6.25%  9.75%  -   4.50% 

July 1, 2027

  3,750   3,723   3,723 

Kodiak Robotics, Inc. (2)(12)

 

Software

 

Term Loan

  13.75%

Prime

  5.50%  10.25%  -   4.00% 

April 1, 2026

  10,000   9,860   9,860 
    

Term Loan

  13.75%

Prime

  5.50%  10.25%  -   4.00% 

April 1, 2026

  10,000   9,860   9,860 
    

Term Loan

  13.75%

Prime

  5.50%  10.25%  -   4.00% 

April 1, 2026

  5,000   4,930   4,930 
    

Term Loan

  13.75%

Prime

  5.50%  10.25%  -   4.00% 

April 1, 2026

  5,000   4,930   4,930 

Lemongrass Holdings, Inc. (2)(12)

 

Software

 

Term Loan

  14.75%

Prime

  6.50%  9.75%  -   2.50% 

March 1, 2026

  5,000   4,959   4,959 
    

Term Loan

  14.75%

Prime

  6.50%  9.75%  -   2.50% 

March 1, 2026

  2,500   2,480   2,480 

Lytics, Inc. (2)(12)

 

Software

 

Term Loan

  14.25%

Prime

  6.00%  12.25%  -   3.00% 

November 1, 2026

  2,500   2,414   2,414 
    

Term Loan

  14.25%

Prime

  6.00%  12.25%  -   3.00% 

December 1, 2026

  1,250   1,234   1,234 
    

Term Loan

  14.25%

Prime

  6.00%  12.25%  -   3.00% 

April 1, 2027

  1,000   985   985 

Noodle Partners, Inc. (2)(12)

 

Software

 

Term Loan

  13.25%

Prime

  5.00%  12.00%  -   3.00% 

March 1, 2027

  10,000   9,741   9,741 
    

Term Loan

  13.25%

Prime

  5.00%  12.00%  -   3.00% 

March 1, 2027

  5,000   4,932   4,932 
    

Term Loan

  13.25%

Prime

  5.00%  12.00%  -   3.00% 

March 1, 2027

  5,000   4,933   4,933 

Reputation Institute, Inc. (2)(12)

 

Software

 

Term Loan

  15.50%

Prime

  7.25%  10.50%  -   3.00% 

August 1, 2025

  4,333   4,278   4,278 

Slingshot Aerospace, Inc. (2)(12)

 

Software

 

Term Loan

  14.00%

Prime

  5.75%  9.75%  -   5.00% 

August 1, 2026

  5,000   4,946   4,946 
    

Term Loan

  14.00%

Prime

  5.75%  9.75%  -   5.00% 

August 1, 2026

  5,000   4,946   4,946 
    

Term Loan

  14.00%

Prime

  5.75%  9.75%  -   5.00% 

August 1, 2026

  5,000   4,882   4,882 
    

Term Loan

  14.00%

Prime

  5.75%  9.75%  -   5.00% 

August 1, 2026

  5,000   4,946   4,946 

Supply Network Visibility Holdings LLC (2)(12)

 

Software

 

Term Loan

  12.50%

Prime

  4.25%  12.00%  -   2.50% 

June 1, 2028

  2,500   2,456   2,456 
    

Term Loan

  12.50%

Prime

  4.25%  12.00%  -   2.50% 

June 1, 2028

  3,500   3,488   3,488 
    

Term Loan

  12.50%

Prime

  4.25%  12.00%  -   2.50% 

June 1, 2028

  2,500   2,491   2,491 
    

Term Loan

  12.50%

Prime

  4.25%  12.00%  -   2.50% 

June 1, 2028

  1,500   1,495   1,495 

Viken Detection Corporation (2)(12)

 

Software

 

Term Loan

  12.25%

Prime

  4.00%  11.75%  -   3.50% 

June 1, 2027

  5,000   4,762   4,762 
    

Term Loan

  12.25%

Prime

�� 4.00%  11.75%  -   3.50% 

June 1, 2027

  2,500   2,461   2,461 
    

Term Loan

  12.25%

Prime

  4.00%  11.75%  -   3.50% 

June 1, 2027

  2,500   2,461   2,461 

Total Non-Affiliate Debt Investments — Technology

                            276,563   269,863 

Non-Affiliate Debt Investments — Healthcare information and services — 10.1% (8)

                                       

Hound Labs inc. (2) (12)

 

Diagnostics

 

Term Loan

  14.25%

Prime

  6.00%  9.25%  -   3.50% 

June 1, 2026

  2,500   2,478   2,478 
    

Term Loan

  14.25%

Prime

  6.00%  9.25%  -   3.50% 

June 1, 2026

  2,500   2,478   2,478 
    

Term Loan

  14.25%

Prime

  6.00%  9.25%  -   3.50% 

June 1, 2026

  5,000   4,957   4,957 

BrightInsight, Inc. (2)(12)

 

Software

 

Term Loan

  13.75%

Prime

  5.50%  9.50%  -   3.00% 

August 1, 2027

  7,000   6,670   6,670 
    

Term Loan

  13.75%

Prime

  5.50%  9.50%  -   3.00% 

August 1, 2027

  3,500   3,455   3,455 
    

Term Loan

  13.75%

Prime

  5.50%  9.50%  -   3.00% 

August 1, 2027

  3,500   3,455   3,455 
    

Term Loan

  13.75%

Prime

  5.50%  9.50%  -   3.00% 

April 1, 2028

  2,750   2,706   2,706 

SafelyYou, Inc. (2)(12)

 

Software

 

Term Loan

  11.50%

Prime

  3.25%  11.00%  -   5.00% 

June 1, 2027

  5,000   4,635   4,635 
    

Term Loan

  11.50%

Prime

  3.25%  11.00%  -   5.00% 

June 1, 2027

  5,000   4,905   4,905 

Total Non-Affiliate Debt Investments — Healthcare information and services

                             35,739   35,739 

Total Non- Affiliate Debt Investments

                             700,162   683,309 

 

See Notes to Consolidated Financial Statements

11

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

June 30, 2023

(Dollars in thousands)

 

          

Cost of

  

Fair

 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Number of Shares

  

Investments (6)(9)

  

Value (9)

 

Non-Affiliate Warrant Investments — 7.2% (8)

                

Non-Affiliate Warrants — Life Science — 1.8% (8)

                

Avalo Therapeutics, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  26,444   311    

Castle Creek Biosciences, Inc. (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  7,404   212   338 

Corvium, Inc. (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  661,956   53    

Emalex Biosciences, Inc. (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  110,402   175   264 

Evelo Biosciences, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  23,196   126    

Greenlight Biosciences, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  47,452   366    

Imunon, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  19,671   66    

IMV Inc. (2)(5)(12)(15)

 

Biotechnology

 

Common Stock Warrant

  39,774   67    

KSQ Therapeutics, Inc. (2) (12)

 

Biotechnology

 

Preferred Stock Warrant

  48,076   50   58 

Mustang Bio, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  16,611   146    

Native Microbials, Inc (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  103,679   64   163 

PDS Biotechnology Corporation (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  299,848   160   651 

Provivi, Inc. (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  293,488   442   173 

Stealth Biotherapeutics Inc. (2)(12)

 

Biotechnology

 

Common Stock Warrant

  318,181   264   125 

vTv Therapeutics Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  95,293   44    

Xeris Pharmaceuticals, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  126,000   72   58 

AccuVein Inc. (2)(12)

 

Medical Device

 

Common Stock Warrant

  1,175   24    

Aerin Medical, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  1,818,183   66   1,204 

Aerobiotix, LLC (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  27,330   48   32 

Canary Medical Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  12,153   86   1,319 

Ceribell, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  145,483   69   211 

Cognoa, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  4,106,174   145   178 

Conventus Orthopaedics, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  7,972,222   221   229 

CSA Medical, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  1,375,727   150   154 

CVRx, Inc. (2)(5)(12)

 

Medical Device

 

Common Stock Warrant

  47,410   76   278 

Infobionic, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  317,647   124   52 

Magnolia Medical Technologies, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  809,931   194   390 

Meditrina, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  233,993   83   101 

Robin Healthcare, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  86,066   16   16 

Scientia Vascular, Inc (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  27,036   57   64 

Sonex Health, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  1,098,805   98   125 

VERO Biotech LLC (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  408   53   1 

Swift Health Systems Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  135,484   71   84 

Total Non-Affiliate Warrants — Life Science

          4,199   6,268 

See Notes to Consolidated Financial Statements

12

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

June 30, 2023

(Dollars in thousands)

          

Cost of

  

Fair

 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Number of Shares

  

Investments (6)(9)

  

Value (9)

 

Non-Affiliate Warrants — Sustainability — 0.2% (8)

                

Aerofarms, Inc. (2)(12)

 

Other Sustainability

 

Preferred Stock Warrant

  201,537   61    

LiquiGlide, Inc. (2)(12)

 

Other Sustainability

 

Common Stock Warrant

  61,359   36   56 

Nexii Building Solutions, Inc. (2)(12)(15)

 

Other Sustainability

 

Common Stock Warrant

  213,746   490    

Soli Organic, Inc. (2)(12)

 

Other Sustainability

 

Preferred Stock Warrant

  681   214   365 

Temperpack Technologies, Inc. (2)(12)

 

Other Sustainability

 

Preferred Stock Warrant

  34,604   121   266 

Total Non-Affiliate Warrants — Sustainability

     922   687 

Non-Affiliate Warrants — Technology — 4.6% (8)

                

Axiom Space, Inc. (2)(12)

 

Communications

 

Common Stock Warrant

  1,991   45   67 

Intelepeer Holdings, Inc. (2)(12)

 

Communications

 

Preferred Stock Warrant

  2,936,535   138   3,272 

PebblePost, Inc. (2)(12)

 

Communications

 

Preferred Stock Warrant

  598,850   92   139 

Alula Holdings, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  20,000   93    

Aterian, Inc. (2)(5)(12)

 

Consumer-related Technologies

 

Common Stock Warrant

  76,923   195    

Better Place Forests Co. (12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  10,690   26    

Caastle, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  268,591   67   1,058 

CAMP NYC, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  75,997   22   30 

Clara Foods Co. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  46,745   30   126 

Divergent Technologies, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  37,294   95   276 

Havenly, Inc. (2)(12)

 

Consumer-related Technologies

 

Common Stock Warrant

  1,312,500   2,947   2,677 

MyForest Foods Co. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  250   29   61 

NextCar Holding Company, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred and Common Stock Warrant

  1,237,370   197    

Optoro, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  11,550   182   182 

Primary Kids, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  553,778   57   595 

Quip NYC Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  6,191   325   536 

Unagi, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  171,081   32    

Updater, Inc.(2)(12)

 

Consumer-related Technologies

 

Common Stock Warrant

  108,333   34   11 

CPG Beyond, Inc. (2)(12)

 

Data Storage

 

Preferred Stock Warrant

  500,000   242   912 

Silk, Inc. (2)(12)

 

Data Storage

 

Preferred Stock Warrant

  394,110   175   148 

Global Worldwide LLC (2)(12)

 

Internet and Media

 

Preferred Stock Warrant

  245,810   75   63 

Rocket Lawyer Incorporated (2)(12)

 

Internet and Media

 

Preferred Stock Warrant

  261,721   92   360 

Skillshare, Inc. (2)(12)

 

Internet and Media

 

Preferred Stock Warrant

  139,074   162   1,211 

Liqid, Inc. (2)(12)

 

Networking

 

Preferred Stock Warrant

  344,102   364   247 

Halio, Inc. (2)(12)

 

Power Management

 

Preferred Stock Warrant

  5,002,574   1,585   2,898 

Avalanche Technology, Inc. (2)(12)

 

Semiconductors

 

Preferred and Common Stock Warrant

  6,081   57    

BriteCore Holdings, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  77,828   21   70 

Dropoff, Inc. (2)(12)

 

Software

 

Common Stock Warrant

  516,732   455   169 

E La Carte, Inc. (2)(5)(12)

 

Software

 

Common Stock Warrant

  147,361   60   121 

Everstream Holdings, LLC (2)(12)

 

Software

 

Preferred Stock Warrant

  350,000   70   70 

Kodiak Robotics, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  639,918   273   299 

Lemongrass Holdings, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  101,308   34   41 

Lotame Solutions, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  71,305   21   57 

Lytics, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  85,543   46   18 

Noodle Partners, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  84,037   116   120 

Reputation Institute, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  3,731   56   50 

Revinate Holdings, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  682,034   44   101 

SIGNiX, Inc. (12)

 

Software

 

Preferred Stock Warrant

  186,235   225    

Slingshot Aerospace, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  309,208   123   135 

Supply Network Visibility Holdings LLC (2)(12)

 

Software

 

Preferred Stock Warrant

  682   64   140 

Topia Mobility, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  3,049,607   138    

Viken Detection Corporation (2)(12)

 

Software

 

Preferred Stock Warrant

  345,443   120   120 

xAd, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  4,343,348   177   12 

Total Non-Affiliate Warrants — Technology

      9,401   16,392 

See Notes to Consolidated Financial Statements

13

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

June 30, 2023

(Dollars in thousands)

          

Cost of

  

Fair

 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Number of Shares

  

Investments (6)(9)

  

Value (9)

 

Non-Affiliate Warrants — Healthcare information and services — 0.6% (8)

                

Hound Labs, Inc (2) (12)

 

Diagnostics

 

Preferred Stock Warrant

  171,370   47   56 

Kate Farms, Inc. (2)(12)

 

Other Healthcare

 

Preferred Stock Warrant

  82,965   101   1,374 

BrightInsight, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  85,066   167   181 

Medsphere Systems Corporation (2)(12)

 

Software

 

Preferred Stock Warrant

  7,097,792   61   362 

SafelyYou, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  150,353   163   163 

Total Non-Affiliate Warrants — Healthcare information and services

      539   2,136 

Total Non-Affiliate Warrants

      15,061   25,483 

Non-Affiliate Other Investments — 0.4% (8)

                

Lumithera, Inc. (12)

 

Medical Device

 

Royalty Agreement

      1,200   1,100 

ZetrOZ, Inc. (12)

 

Medical Device

 

Royalty Agreement

         200 

Total Non-Affiliate Other Investments

      1,200   1,300 

Non-Affiliate Equity — 1.2% (8)

                

Castle Creek Biosciences, Inc. (12)

 

Biotechnology

 

Common Stock

  1,162   250   250 

Emalex Biosciences, Inc. (12)

 

Biotechnology

 

Common Stock

  32,831   356   356 

Getaround, Inc. (2)(5)

 

Consumer-related Technologies

 

Common Stock

  87,082   253   30 

NextCar Holding Company, Inc. (2)(12)

 

Technology

 

Preferred Stock

  2,688,971   89   89 

SnagAJob.com, Inc. (12)

 

Consumer-related Technologies

 

Common Stock

  82,974   9   83 

Lumithera, Inc. (12)

 

Medical Device

 

Common Stock

  392,651   2,000   1,700 

Tigo Energy, Inc. (5)(12)

 

Other Sustainability

 

Common Stock

  5,205   111   97 

Branded Online, Inc. (2)(5)

 

Software

 

Common Stock

  5,398   1,079   8 

Decisyon, Inc. (12)

 

Software

 

Preferred Stock

  280,000   2,800   1,281 

Lotame, Inc. (12)

 

Software

 

Preferred Stock

  66,127   2   193 

Axiom Space, Inc. (12)

 

Technology

 

Preferred Stock

  1,810   261   306 

Total Non-Affiliate Equity

      7,210   4,393 

Total Non-Affiliate Portfolio Investment Assets

     $723,633  $714,485 

Non-controlled Affiliate Investments — 0.3% (8)

                

Non-controlled Affiliate Equity — Life Science —0.3% (8)

                

Cadrenal Therapeutics, Inc. (5)

 

Biotechnology

 

Common Stock

  600,000      906 

Total Non-Controlled Affiliate Equity

     $   906 

Total Non-Controlled Affiliate Portfolio Investment Assets

     $   906 

Total Portfolio Investment Assets — 201.4% (8)

     $723,633  $715,391 
                 


(1)

(1)

All investments of the Company are in entities which are organized under the laws of the United States and have a principal place of business in the United States.States, unless otherwise noted.

(2)

(2)

Has been pledged as collateral under the revolving credit facility (the “Key Facility”) with KeyBank National Association (“Key”), the Note Funding Agreement (the “NYL Facility”, together with the Key Facility.Facility, the "Credit Facilities") with several entities owned or affiliated with New York Life Insurance Company (“NYL Noteholders”), the term debt securitization in connection with which an affiliate of the Company made an offering of $100.0 million in aggregate principal amount of fixed rate asset-backed notes that were issued in conjunction with the $160.0 million securitization of secured loans the Company completed on August 13, 2019 (the “2019 Asset-Backed Notes”), and/or the term debt securitization in connection with which an affiliate of the Company made an offering of $100.0 million in aggregate principal amount of fixed rate asset-backed notes that were issued in conjunction with the $157.8 million securitization of secured loans the Company completed on November 9, 2022 (the “2022 Asset-Backed Notes”).

(3)

(3)

All non-affiliate investments are investments in which the Company owns less than 5% ownership of the voting securities of the portfolio company. All non-controlled affiliate investments are investments in which the Company owns 5% or more of the voting securities of the portfolio company but not more than 25% of the voting securities of the portfolio company. All controlled affiliate investments are investments in which the Company owns more than 25% of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement).

(4)

(4)

All interest is payable in cash due monthly in arrears, unless otherwise indicated, and applies only to the Company’s debt investments. Interest rate is the annual interest rate on the debt investment and does not include end-of-term payments (“ETPs”), and any additional fees related to the investments, such as deferred interest, commitment fees or prepayment fees. Debt investments are at fixedvariable rates for the term of the debt investment, unless otherwise indicated. All debt investments based on LIBOR are based on one-month LIBOR. For each debt investment, the current interest rate in effect as of SeptemberJune 30, 20172023 is provided.

(5)

(5)

Portfolio company is a public company.

(6)

(6)

For debt investments, represents principal balance less unearned income.

(7)

(7)

Warrants, Equity and Other Investments are non-income producing.

(8)

(8)

Value as a percent of net assets.

(9)

(9)The Company did not have any non-qualifying assets under Section 55(a)

As of June 30, 2023, 6.4% and 5.3% of the Investment Company Act of 1940, as amended (the “1940 Act”), as of September 30, 2017.Company’s total assets on a cost and fair value basis, respectively, are in non-qualifying assets. Under the 1940 Act, the Company may not acquire any non-qualifying assets unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets.

(10)

(10)

ETPs are contractual fixed-interest payments due in cash at the maturity date of the applicable debt investment, including upon any prepayment, and are a fixed percentage of the original principal balance of the debt investments unless otherwise noted. Interest will accrue during the life of the debt investment on each ETP and will be recognized as non-cash income until it is actually paid. Therefore, a portion of the incentive fee the Company may pay its Advisor will be based on income that the Company has not yet received in cash.

(11)Debt investment is on non-accrual status at September 30, 2017.
(12)

(11)

ScoreBig, Inc., a Delaware corporation (“ScoreBig”), made an assignment for the benefit of its creditors whereby ScoreBig assigned all of its assets to SB (assignment for the benefit of creditors), LLC, a California limited liability company (“SBABC”), established under California law to effectuate the Assignment for the Benefit of Creditors of ScoreBig. SBABC subsequently entered into a License Agreement with a third party (“Licensee”), whereby SBABC granted a license of certain of SBABC’s intellectual property and general intangibles to Licensee in exchange for certain royalty payments on the future net profits, if any, of Licensee. SBABC, in consideration for the Company’s consent to the License Agreement, agreed to pay all payments due under the License Agreement, if any, to the Company until the payment in full in cash of the Company’s debt investments in ScoreBig. 

(13)

Digital Signal Corporation, a Delaware corporation (“DSC”), made an assignment for the benefit of its creditors whereby DSC assigned all of its assets to DSC (assignment for the benefit of creditors), LLC, a Delaware limited liability company, established under Delaware law to effectuate the Assignment for the Benefit of Creditors of DSC. 

(14)Royalty Agreement received in partial satisfaction of obligations of New Haven Pharmaceuticals, Inc. (“NHP”) to the Company in connection with the sale of substantially all of the assets of NHP to Espero Pharmaceuticals, Inc.
(15)Debt investment has a payment-in-kind (“PIK”) feature. PIK interest is accrued, added to the principal balance of the debt investment, and payable at maturity.

(12)

The fair value of the investment was valued using significant unobservable inputs.

(13)

Debt investment is on non-accrual status as of June 30, 2023.

(14)

Debt investment sold to third party on July 3, 2023.

(15)Entity is organized under the laws of Canada and has a principal place of business in Canada.

 

See Notes to Consolidated Financial Statements

 

11
14

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

December 31, 20162022

(Dollars in thousands)

 

      Principal  Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Amount  Investments (6)  Value 
Debt Investments — 133.8% (8)             
Debt Investments — Life Science — 38.5% (8)            
Argos Therapeutics, Inc. (2)(5) Biotechnology Term Loan (9.38% cash (Libor + 8.75%; Floor 9.25%; $4,375  $4,339  $4,339 
    Ceiling 10.75%), 5.00% ETP, Due 10/1/18)            
    Term Loan (9.38% cash (Libor + 8.75%; Floor 9.25%;  5,000   4,969   4,969 
    Ceiling 10.75%), 5.00% ETP, Due 3/1/19)            
New Haven Pharmaceuticals, Inc. (11) Biotechnology Term Loan (11.63% cash (Libor + 11.00%; Floor  1,282   1,274   651 
    11.50%), 11.42% ETP, Due 3/1/19)            
    Term Loan (11.63% cash (Libor + 11.00%; Floor  427   424   217 
    11.50%), 11.42% ETP, Due 3/1/19)            
    Term Loan (10.63% cash (Libor + 10.00%; Floor  1,973   1,960   1,002 
    10.50%), 6.10% ETP, Due 3/1/19)            
    Term Loan (10.13% cash (Libor + 9.50%; Floor  6,185   6,118   3,127 
    10.00%), 4.00% ETP, Due 4/1/19)            
    Term Loan (10.13% cash (Libor + 9.50%; Floor  593   593   303 
    10.00%), Due 1/31/17)            
Palatin Technologies, Inc. (2)(5) Biotechnology Term Loan (9.13% cash (Libor + 8.50%; Floor  4,000   3,960   3,960 
    9.00%), 5.00% ETP, Due 1/1/19)            
    Term Loan (9.13% cash (Libor + 8.50%; Floor  5,000   4,955   4,955 
    9.00%), 5.00% ETP, Due 8/1/19)            
Sample6, Inc. (2) Biotechnology Term Loan (9.63% cash (Libor + 9.00%; Floor  972   969   969 
    9.50%; Ceiling 11.00%), 4.00% ETP, Due 4/1/18)            
    Term Loan (9.63% cash (Libor + 9.00%; Floor  591   588   588 
    9.50%; Ceiling 11.00%), 4.00% ETP, Due 4/1/18)            
    Term Loan (9.63% cash (Libor + 9.00%; Floor  2,083   2,073   2,073 
    9.50%; Ceiling 11.00%), 4.00% ETP, Due 4/1/18)            
Strongbridge U.S. Inc. (5) Biotechnology Term Loan (8.84% cash (Libor + 8.22%; Floor  7,500   7,353   7,353 
    8.75%), 8.00% ETP, Due 12/1/20)            
vTv Therapeutics Inc. (2)(5) Biotechnology Term Loan (10.63% cash (Libor + 10.00%; Floor  6,250   6,106   6,106 
    10.50%), 6.00% ETP, Due 5/1/20)            
Lantos Technologies, Inc. (2) Medical Device Term Loan (11.50% cash (Libor + 10.50%; Floor  2,479   2,455   2,320 
    11.50%), 5.00% ETP, Due 2/1/18)            
Mederi Therapeutics, Inc. (2) Medical Device Term Loan (12.27% cash (Libor + 11.82%; Floor  1,352   1,344   1,344 
    12.00%), 4.00% ETP, Due 7/1/17)            
    Term Loan (12.27% cash (Libor + 11.82%; Floor  1,352   1,344   1,344 
    12.00%), 4.00% ETP, Due 7/1/17)            
NinePoint Medical, Inc. (2) Medical Device Term Loan (9.38% cash (Libor + 8.75%; Floor  4,500   4,461   4,461 
    9.25%), 4.50% ETP, Due 3/1/19)            
    Term Loan (9.38% cash (Libor + 8.75%; Floor  2,250   2,225   2,225 
    9.25%), 4.50% ETP, Due 3/1/19)            
Tryton Medical, Inc. (2) Medical Device Term Loan (10.66% cash (Prime + 7.16%), 2.50% ETP,  1,313   1,309   1,309 
    Due 3/1/17)            
Total Debt Investments — Life Science        58,819   53,615 
Debt Investments — Technology — 75.4% (8)            
Ekahau, Inc. (2) Communications Term Loan (11.75% cash, 2.50% ETP, Due 2/1/17)  57   57   57 
    Term Loan (11.75% cash, 2.50% ETP, Due 2/1/17)  19   19   19 
Gwynnie Bee, Inc. (2) Consumer-related Technologies Term Loan (11.13% cash (Libor + 10.50%; Floor  667   657   657 
    11.00%; Ceiling 12.50%), 2.00% ETP, Due 11/1/17)            
    Term Loan (11.13% cash (Libor + 10.50%; Floor  433   424   424 
    11.00%; Ceiling 12.50%), 2.00% ETP, Due 2/1/18)            
    Term Loan (11.13% cash (Libor + 10.50%; Floor  500   492   492 
    11.00%; Ceiling 12.50%), 2.00% ETP, Due 4/1/18)            
Le Tote, Inc. (2) Consumer-related Technologies Term Loan (10.28% cash (Libor + 9.65%; Floor  4,000   3,942   3,942 
    10.15%), 5.00% ETP, Due 3/1/20)            
    Term Loan (10.28% cash (Libor + 9.65%; Floor  3,000   2,955   2,955 
    10.15%), 5.00% ETP, Due 3/1/20)            
Rhapsody International, Inc. (2) Consumer-related Technologies Term Loan (11.13% cash (Libor + 10.50%; Floor  7,500   7,336   7,336 
    11.00%), 3.00% ETP, Due 10/1/19)            
SavingStar, Inc. (2) Consumer-related Technologies Term Loan (11.03% cash (Libor + 10.40%; Floor  2,900   2,860   2,860 
    10.90%), 3.00% ETP, Due 6/1/19)            
    Term Loan (11.03% cash (Libor + 10.40%; Floor  2,000   1,965   1,965 
    10.90%), 3.00% ETP, Due 3/1/20)            

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Cash Rate (4)

 

Index

 

Margin

  

Floor

  

Ceiling

  

ETP (10)

  

Maturity Date

 

Principal Amount

  

Cost of Investments (6)(9)

  

Fair Value (9)

 

Non-Affiliate Investments — 226.1% (8)

                                       

Non-Affiliate Debt Investments — 215.5% (8)

                                       

Non-Affiliate Debt Investments — Life Science — 99.7% (8)

                                       

Avalo Therapeutics, Inc. (2)(5)(12)

 

Biotechnology

 

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   3.00% 

January 1, 2025

 $2,885  $2,853  $2,777 
    

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   3.00% 

January 1, 2025

  2,885   2,823   2,750 
    

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   3.00% 

January 1, 2025

  1,442   1,411   1,374 
    

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   3.00% 

February 1, 2025

  2,885   2,821   2,748 
    

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   3.00% 

February 1, 2025

  2,885   2,821   2,748 
    

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   3.00% 

April 1, 2025

  1,442   1,408   1,371 
    

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   3.00% 

April 1, 2025

  1,442   1,408   1,371 

Castle Creek Biosciences, Inc. (2)(12)

 

Biotechnology

 

Term Loan

  12.50%

Prime

  6.05%  9.55%  13.50%  5.50% 

May 1, 2026

  5,000   4,891   4,891 
    

Term Loan

  12.50%

Prime

  6.05%  9.55%  13.50%  5.50% 

May 1, 2026

  5,000   4,963   4,963 
    

Term Loan

  12.50%

Prime

  6.05%  9.55%  13.50%  5.50% 

May 1, 2026

  3,000   2,978   2,978 
    

Term Loan

  12.50%

Prime

  6.05%  9.55%  13.50%  5.50% 

May 1, 2026

  5,000   4,963   4,963 
    

Term Loan

  12.50%

Prime

  6.05%  9.55%  13.50%  5.50% 

May 1, 2026

  5,000   4,963   4,963 
    

Term Loan

  12.50%

Prime

  6.05%  9.55%  13.50%  5.50% 

May 1, 2026

  3,000   2,978   2,978 

Emalex Biosciences, Inc. (2)(12)

 

Biotechnology

 

Term Loan

  12.07%

Libor

  7.90%  9.75%  -   5.00% 

June 1, 2024

  1,979   1,962   1,962 
    

Term Loan

  12.07%

Libor

  7.90%  9.75%  -   5.00% 

June 1, 2024

  1,979   1,963   1,963 
    

Term Loan

  12.07%

Libor

  7.90%  9.75%  -   5.00% 

November 1, 2025

  5,000   4,923   4,923 
    

Term Loan

  12.07%

Libor

  7.90%  9.75%  -   5.00% 

May 1, 2026

  5,000   4,912   4,912 

Evelo Biosciences, Inc. (2)(5)(12)

 

Biotechnology

 

Term Loan

  11.75%

Prime

  4.75%  11.00%  -   4.25% 

January 1, 2028

  10,000   9,872   9,872 
    

Term Loan

  11.75%

Prime

  4.75%  11.00%  -   4.25% 

January 1, 2028

  15,000   14,808   14,808 
    

Term Loan

  11.75%

Prime

  4.75%  11.00%  -   4.25% 

January 1, 2028

  6,000   5,923   5,923 
    

Term Loan

  11.75%

Prime

  4.75%  11.00%  -   4.25% 

January 1, 2028

  6,000   5,923   5,923 
    

Term Loan

  11.75%

Prime

  4.75%  11.00%  -   4.25% 

January 1, 2028

  4,000   3,949   3,949 
    

Term Loan

  11.75%

Prime

  4.75%  11.00%  -   4.25% 

January 1, 2028

  4,000   3,949   3,949 

F-Star Therapeutics, Inc. (2)(5)(12)

 

Biotechnology

 

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

April 1, 2025

  2,500   2,476   2,476 
    

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

July 1, 2025

  2,500   2,473   2,473 

Greenlight Biosciences, Inc. (2)(5)(12)

 

Biotechnology

 

Term Loan

  13.25%

Prime

  5.75%  9.00%  -   3.00% 

July 1, 2025

  5,000   4,857   4,857 
    

Term Loan

  13.25%

Prime

  5.75%  9.00%  -   3.00% 

July 1, 2025

  2,500   2,430   2,430 

IMV Inc. (2)(5)(12)(14)

 

Biotechnology

 

Term Loan

  13.25%

Prime

  5.75%  9.00%  -   5.00% 

July 1, 2025

  5,000   4,946   4,946 
    

Term Loan

  13.25%

Prime

  5.75%  9.00%  -   5.00% 

July 1, 2025

  2,500   2,473   2,473 
    

Term Loan

  13.25%

Prime

  5.75%  9.00%  -   5.00% 

January 1, 2026

  5,000   4,947   4,947 
    

Term Loan

  13.25%

Prime

  5.75%  9.00%  -   5.00% 

January 1, 2026

  5,000   4,947   4,947 

KSQ Therapeutics, Inc. (2) (12)

 

Biotechnology

 

Term Loan

  12.25%

Prime

  4.75%  8.50%  -   5.50% 

May 1, 2027

  6,250   6,077   6,077 
    

Term Loan

  12.25%

Prime

  4.75%  8.50%  -   5.50% 

May 1, 2027

  6,250   6,177   6,177 

Native Microbials, Inc (2) (12)

 

Biotechnology

 

Term Loan

  12.75%

Prime

  5.25%  8.50%  -   5.00% 

November 1, 2026

  3,750   3,630   3,630 
    

Term Loan

  12.75%

Prime

  5.25%  8.50%  -   5.00% 

November 1, 2026

  2,500   2,469   2,469 

PDS Biotechnology Corporation (2)(5)(12)

 

Biotechnology

 

Term Loan

  13.25%

Prime

  5.75%  9.75%  -   3.75% 

September 1, 2026

  10,000   9,701   9,701 
    

Term Loan

  13.25%

Prime

  5.75%  9.75%  -   3.75% 

September 1, 2026

  3,750   3,697   3,697 
    

Term Loan

  13.25%

Prime

  5.75%  9.75%  -   3.75% 

September 1, 2026

  3,750   3,697   3,697 

Provivi, Inc. (2)(12)

 

Biotechnology

 

Term Loan

  12.67%

Libor

  8.50%  9.50%  -   5.50% 

December 1, 2024

  4,667   4,597   4,597 
    

Term Loan

  12.67%

Libor

  8.50%  9.50%  -   5.50% 

December 1, 2024

  4,667   4,597   4,597 
    

Term Loan

  12.67%

Libor

  8.50%  9.50%  -   5.50% 

December 1, 2024

  2,333   2,280   2,280 
    

Term Loan

  12.67%

Libor

  8.50%  9.50%  -   5.50% 

December 1, 2024

  2,333   2,280   2,280 
    

Term Loan

  12.67%

Libor

  8.50%  9.50%  -   5.50% 

December 1, 2024

  2,333   2,274   2,274 
    

Term Loan

  12.67%

Libor

  8.50%  9.50%  -   5.50% 

December 1, 2024

  2,333   2,274   2,274 

Stealth Biotherapeutics Inc. (2)(12)

 

Biotechnology

 

Term Loan

  13.00%

Prime

  5.50%  8.75%  -   6.00% 

October 1, 2025

  5,000   4,914   4,914 
    

Term Loan

  13.00%

Prime

  5.50%  8.75%  -   6.00% 

October 1, 2025

  2,500   2,457   2,457 

Aerobiotix, LLC (2)(12)

 

Medical Device

 

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   6.00% 

April 1, 2026

  2,500   2,463   2,364 
    

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   6.00% 

April 1, 2026

  2,500   2,463   2,364 

Canary Medical Inc. (2)(12)

 

Medical Device

 

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   7.00% 

November 1, 2024

  2,500   2,475   2,475 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   7.00% 

November 1, 2024

  2,500   2,489   2,489 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   7.00% 

November 1, 2024

  2,500   2,473   2,473 

Ceribell, Inc. (2)(12)

 

Medical Device

 

Term Loan

  10.50%

Prime

  3.50%  8.25%  -   5.50% 

October 1, 2024

  5,000   4,973   4,973 
    

Term Loan

  10.50%

Prime

  3.50%  8.25%  -   5.50% 

October 1, 2024

  5,000   4,973   4,973 
    

Term Loan

  10.50%

Prime

  3.50%  8.25%  -   5.50% 

October 1, 2024

  2,500   2,478   2,478 
    

Term Loan

  10.50%

Prime

  3.50%  8.25%  -   5.50% 

October 1, 2024

  2,500   2,478   2,478 

Cognoa, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.00%

Prime

  5.50%  8.75%  -   6.00% 

August 1, 2026

  2,500   2,466   2,466 
    

Term Loan

  13.00%

Prime

  5.50%  8.75%  -   6.00% 

August 1, 2026

  5,000   4,932   4,932 

Conventus Orthopaedics, Inc. (2)(12)

 

Medical Device

 

Term Loan

  12.17%

Libor

  8.00%  9.25%  -   10.36% 

July 1, 2025

  3,960   3,898   3,898 
    

Term Loan

  12.17%

Libor

  8.00%  9.25%  -   10.36% 

July 1, 2025

  3,960   3,898   3,898 

 

See Notes to Consolidated Financial Statements

 

12
15

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

December 31, 20162022

(Dollars in thousands)

 

      Principal  Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Amount  Investments (6)  Value 
MediaBrix, Inc. (2) Internet and Media Term Loan (11.63% cash (Libor + 11.00%; Floor  4,000   3,966   3,966 
    11.50%), 3.00% ETP, Due 1/1/20)            
Zinio Holdings, LLC (2) Internet and Media Term Loan (11.88% cash (Libor + 11.25%; Floor  4,000   3,967   3,967 
    11.75%), 4.00% ETP, Due 2/1/20)            
The NanoSteel Company, Inc. (2) Materials Term Loan (10.13% cash (Libor + 9.50%; Floor  5,000   4,940   4,940 
    10.00%), 5.00% ETP, Due 7/1/19)            
    Term Loan (10.13% cash (Libor + 9.50%; Floor  2,500   2,470   2,470 
    10.00%), 5.00% ETP, Due 7/1/19)            
    Term Loan (10.13% cash (Libor + 9.50%; Floor  2,500   2,464   2,464 
    10.00%), 5.00% ETP, Due 1/1/20)            
Nanocomp Technologies, Inc. (2) Networking Term Loan (11.50% cash, 3.00% ETP, Due 11/1/17)  369   367   367 
    Term Loan (11.63% cash (Libor + 11.00%; Floor  3,000   2,939   2,939 
    11.50%), 3.00% ETP, Due 4/1/20)            
Powerhouse Dynamics, Inc. (2) Power Management Term Loan (11.33% cash (Libor + 10.70%; Floor  2,250   2,220   2,220 
    11.20%), 3.00% ETP, Due 3/1/19)            
Avalanche Technology, Inc. (2) Semiconductors Term Loan (10.00% cash (Libor + 9.25%; Floor 10.00%;  417   416   416 
    Ceiling 11.75%), 2.40% ETP, Due 4/1/17)            
    Term Loan (10.00% cash (Libor + 9.25%; Floor 10.00%;  1,335   1,331   1,331 
    Ceiling 11.75%), 2.40% ETP, Due 10/1/18)            
    Term Loan (10.00% cash (Libor + 9.25%; Floor 10.00%;  1,548   1,517   1,517 
    Ceiling 11.75%), 2.00% ETP, Due 2/1/19)            
Luxtera, Inc. (2) Semiconductors Term Loan (10.38% cash (Libor + 9.75%; Floor 10.25%;  614   607   607 
    Ceiling 12.25%), 13.00% ETP, Due 7/1/17)            
    Term Loan (10.38% cash (Libor + 9.75%; Floor 10.25%;  343   341   341 
    Ceiling 12.25%), 13.00% ETP, Due 7/1/17)            
    Term Loan (9.13% cash (Libor + 8.50%; Floor 9.00%),  667   663   663 
    4.50% ETP, Due 12/1/18)            
    Term Loan (9.13% cash (Libor + 8.50%; Floor 9.00%),  667   663   663 
    4.50% ETP, Due 12/1/18)            
    Term Loan (9.63% cash (Libor + 9.00%; Floor 9.50%),  2,000   1,990   1,990 
    4.50% ETP, Due 11/1/19)            
Xtera Communications, Inc. (5)(11) Semiconductors Term Loan (12.50% cash, 22.92% ETP, Due 11/1/16)  3,056   3,047    
    Term Loan (12.50% cash, 22.92% ETP, Due 11/1/16)  936   933    
Bridge2 Solutions, Inc. Software Term Loan (11.63% cash (Libor + 11.00%; Floor  4,000   3,976   3,976 
    11.50%; Ceiling 14.50%), 2.00% ETP, Due 7/1/19)            
    Term Loan (11.63% cash (Libor + 11.00%; Floor  1,000   996   996 
    11.50%; Ceiling 14.50%), 2.00% ETP, Due 1/1/20)            
ControlScan, Inc. (2) Software Term Loan (10.88% cash (Libor + 10.25%),  4,500   4,413   4,413 
    3.00% ETP, Due 7/1/20)            
Decisyon, Inc. Software Term Loan (12.94% cash (Libor + 12.308%; Floor  1,523   1,521   1,519 
    12.50%), 6.50% ETP, Due 6/1/18)            
    Term Loan (12.94% cash (Libor + 12.308%; Floor  833   715   713 
    12.50%), 6.50% ETP, Due 6/1/18)            
Digital Signal Corporation (11)(13) Software Term Loan (10.88% cash (Libor + 10.25%; Floor  1,280   1,246   928 
    10.43%), 5.00% ETP, Due 7/1/19)            
    Term Loan (10.88% cash (Libor + 10.25%; Floor  1,280   1,246   928 
    10.43%), 5.00% ETP, Due 7/1/19)            
    Term Loan (10.00% cash, Due 6/30/17)  194   194   144 
Education Elements, Inc. (2) Software Term Loan (10.63% cash (Libor + 10.00%; Floor  1,600   1,578   1,578 
    10.50%), 4.00% ETP, Due 1/1/19)            
    Term Loan (10.63% cash (Libor + 10.00%; Floor  1,500   1,479   1,479 
    10.50%), 4.00% ETP, Due 8/1/19)            
Netuitive, Inc. Software Term Loan (12.88% cash (Libor + 12.25%; Floor  461   460   460 
    12.50%), 3.33% ETP, Due 9/1/17)            
ScoreBig, Inc. (2)(11)(12) Software Term Loan (10.63% cash (Libor + 10.00%; Floor  3,403   3,332   1,526 
    10.50%), 4.00% ETP, Due 4/1/19)            
    Term Loan (10.63% cash (Libor + 10.00%; Floor  3,403   3,360   1,539 
    10.50%), 4.00% ETP, Due 4/1/19)            
    Term Loan (10.63% cash (Libor + 10.00%; Floor  2,000   1,950   894 
    10.50%), 4.00% ETP, Due 3/1/20)            

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Cash Rate (4)

 

Index

 

Margin

  

Floor

  

Ceiling

  

ETP (10)

  

Maturity Date

 

Principal Amount

  

Cost of Investments (6)(9)

  

Fair Value (9)

 

Corinth Medtech, Inc. (2)(12)

 

Medical Device

 

Term Loan

  12.25%

Prime

  5.25%  8.50%  -   20.00% 

September 15, 2022

  2,500   2,500   2,500 
    

Term Loan

  12.25%

Prime

  5.25%  8.50%  -   20.00% 

September 15, 2022

  2,500   2,500   2,500 

CSA Medical, Inc. (2)(12)

 

Medical Device

 

Term Loan

  12.37%

Libor

  8.20%  10.00%  -   5.00% 

January 1, 2024

  1,625   1,610   1,610 
    

Term Loan

  12.37%

Libor

  8.20%  10.00%  -   5.00% 

January 1, 2024

  108   107   107 
    

Term Loan

  12.37%

Libor

  8.20%  10.00%  -   5.00% 

March 1, 2024

  2,000   1,983   1,983 

Embody, Inc. (2)(12)

 

Medical Device

 

Term Loan

  14.00%

Prime

  6.50%  9.75%  -   28.00% 

August 1, 2026

  2,500   2,482   2,482 

InfoBionic, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

October 1, 2024

  3,208   3,143   3,143 
    

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

June 1, 2025

  1,000   974   974 

Magnolia Medical Technologies, Inc. (2)(12)

 

Medical Device

 

Term Loan

  12.00%

Prime

  5.00%  9.75%  -   4.00% 

March 1, 2025

  5,000   4,939   4,939 
    

Term Loan

  12.00%

Prime

  5.00%  9.75%  -   4.00% 

March 1, 2025

  5,000   4,939   4,939 
    

Term Loan

  12.00%

Prime

  5.00%  9.75%  -   4.00% 

March 1, 2025

  5,000   4,933   4,933 
    

Term Loan

  12.00%

Prime

  5.00%  9.75%  -   4.00% 

March 1, 2025

  5,000   4,933   4,933 
    

Term Loan

  12.50%

Prime

  5.00%  9.75%  -   4.00% 

January 1, 2027

  5,000   4,913   4,913 
    

Term Loan

  12.50%

Prime

  5.00%  9.75%  -   4.00% 

January 1, 2027

  5,000   4,913   4,913 

Robin Healthcare, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.00%

Prime

  5.50%  10.25%  -   4.00% 

November 1, 2026

  3,500   3,360   3,360 
    

Term Loan

  13.00%

Prime

  5.50%  10.25%  -   4.00% 

November 1, 2026

  3,500   3,460   3,460 

Scientia Vascular, Inc. (2)(12)

 

Medical Device

 

Term Loan

  11.75%

Prime

  4.75%  8.50%  -   5.00% 

January 1, 2027

  3,750   3,597   3,597 
    

Term Loan

  11.75%

Prime

  4.75%  8.50%  -   5.00% 

January 1, 2027

  3,750   3,706   3,706 

Sonex Health, Inc. (2)(12)

 

Medical Device

 

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   8.00% 

June 1, 2025

  2,500   2,476   2,476 
    

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   8.00% 

June 1, 2025

  2,500   2,476   2,476 
    

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   8.00% 

June 1, 2025

  2,500   2,476   2,476 
    

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   8.00% 

April 1, 2026

  2,500   2,453   2,453 
    

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   8.00% 

May 1, 2026

  2,500   2,455   2,455 

Spineology, Inc. (2)(12)

 

Medical Device

 

Term Loan

  14.50%

Prime

  7.00%  10.25%  -   1.00% 

October 1, 2025

  5,000   4,966   4,966 
    

Term Loan

  14.50%

Prime

  7.00%  10.25%  -   1.00% 

April 1, 2026

  2,500   2,481   2,481 

Swift Health Systems Inc. (2)(12)

 

Medical Device

 

Term Loan

  12.25%

Prime

  5.25%  9.00%  -   5.00% 

July 1, 2027

  3,500   3,349   3,349 
    

Term Loan

  12.25%

Prime

  5.25%  9.00%  -   5.00% 

July 1, 2027

  3,500   3,454   3,454 

Total Non-Affiliate Debt Investments — Life Science

                                 318,172   317,568 

Non-Affiliate Debt Investments — Sustainability — 26.3% (8)

                                       

Aerofarms, Inc. (2)(12)

 

Other Sustainability

 

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   3.00% 

April 1, 2026

  3,750   3,699   3,699 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   3.00% 

April 1, 2026

  3,750   3,699   3,699 

Nexii Building Solutions, Inc. (2)(12)(14)

 

Other Sustainability

 

Term Loan

  14.50%

Prime

  7.00%  10.25%  -   2.50% 

September 1, 2025

  7,500   7,371   7,371 
    

Term Loan

  14.50%

Prime

  7.00%  10.25%  -   2.50% 

September 1, 2025

  7,500   7,371   7,371 
    

Term Loan

  14.50%

Prime

  7.00%  10.25%  -   2.50% 

September 1, 2025

  7,500   7,371   7,371 
    

Term Loan

  14.50%

Prime

  7.00%  10.25%  -   2.50% 

July 1, 2026

  5,000   4,903   4,903 
    

Term Loan

  14.50%

Prime

  7.00%  10.25%  -   2.50% 

July 1, 2026

  5,000   4,903   4,903 

Soli Organic, Inc. (2)(12)

 

Other Sustainability

 

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.75% 

April 1, 2026

  2,500   2,463   2,463 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.75% 

April 1, 2026

  5,000   4,927   4,927 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.75% 

May 1, 2026

  5,000   4,924   4,924 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.75% 

May 1, 2026

  2,500   2,462   2,462 
    

Term Loan

  13.00%

Prime

  5.50%  10.00%  -   2.75% 

December 1, 2026

  5,000   4,900   4,900 
    

Term Loan

  13.00%

Prime

  5.50%  10.00%  -   2.75% 

December 1, 2026

  2,500   2,450   2,450 

Temperpack Technologies, Inc. (2)(12)

 

Other Sustainability

 

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.50% 

June 1, 2025

  3,750   3,697   3,697 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.50% 

June 1, 2025

  3,750   3,717   3,717 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.50% 

October 1, 2025

  7,500   7,424   7,424 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.50% 

October 1, 2025

  3,750   3,712   3,712 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   2.50% 

October 1, 2025

  3,750   3,712   3,712 

Total Non-Affiliate Debt Investments — Sustainability

                                 83,705   83,705 

Non-Affiliate Debt Investments — Technology — 81.4% (8)

                                       

Axiom Space, Inc. (2)(12)

 

Communications

 

Term Loan

  13.00%

Prime

  6.00%  9.25%  -   2.50% 

June 1, 2026

  7,500   7,455   7,455 
    

Term Loan

  13.00%

Prime

  6.00%  9.25%  -   2.50% 

June 1, 2026

  7,500   7,455   7,455 
    

Term Loan

  13.00%

Prime

  6.00%  9.25%  -   2.50% 

June 1, 2026

  7,500   7,455   7,455 
    

Convertible Note

  3.00%                  

July 1, 2023

  250   250   306 

Alula Holdings, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  13.75%

Prime

  6.75%  10.00%  -   3.00% 

January 1, 2025

  5,000   4,966   4,966 
    

Term Loan

  13.75%

Prime

  6.75%  10.00%  -   3.00% 

January 1, 2025

  5,000   4,966   4,966 
    

Term Loan

  13.75%

Prime

  6.75%  10.00%  -   3.00% 

January 1, 2025

  3,000   2,979   2,979 
    

Term Loan

  13.75%

Prime

  6.75%  10.00%  -   3.00% 

December 1, 2025

  1,000   976   976 
    

Term Loan

  13.75%

Prime

  6.75%  10.00%  -   3.00% 

February 1, 2026

  1,000   977   977 

Better Place Forests Co. (2)(12)(13)

 

Consumer-related Technologies

 

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   1.85% 

July 1, 2025

  5,000   4,951   3,834 
    

Term Loan

  13.75%

Prime

  6.25%  9.50%  -   1.85% 

October 1, 2025

  2,500   2,474   1,916 

CAMP NYC, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  14.75%

Prime

  7.25%  10.50%  -   3.00% 

May 1, 2026

  3,500   3,461   3,461 

Clara Foods Co. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   5.50% 

August 1, 2025

  2,500   2,482   2,482 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   5.50% 

August 1, 2025

  2,500   2,482   2,482 

 

See Notes to Consolidated Financial Statements

 

13
16

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

December 31, 20162022

(Dollars in thousands)

 

      Principal  Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Amount  Investments (6)  Value 
    Term Loan (10.63% cash (Libor + 10.00%; Floor  203   203   93 
    10.50%), 4.00% ETP, Due 10/31/16)            
    Term Loan (10.63% cash (Libor + 10.00%; Floor  324   324   148 
    10.50%), 4.00% ETP, Due 11/11/19)            
ShopKeep.com, Inc. (2) Software Term Loan (10.47% cash (Libor + 9.95%; Floor  6,000   5,811   5,811 
    10.45%), 3.00% ETP, Due 4/1/20)            
SIGNiX, Inc. Software Term Loan (11.63% cash (Libor + 11.00%; Floor  2,250   2,124   2,012 
    11.50%), Due 10/1/18)            
SilkRoad Technology, Inc. (2) Software Term Loan (10.98% cash (Libor + 10.35%; Floor  7,500   7,455   7,455 
    10.85%; Ceiling 12.85%), 3.00% ETP, Due 6/1/19)            
Skyword, Inc. Software Term Loan (11.58% cash (Libor + 10.95%; Floor  4,000   3,944   3,870 
    11.45%), 3.00% ETP, Due 8/1/19)            
Social Intelligence Corp. (2) Software Term Loan (11.13% cash (Libor + 10.50%; Floor  323   316   315 
    11.00%; Ceiling 13.00%), 3.50% ETP, Due 12/1/17)            
Sys-Tech Solutions, Inc. (2) Software Term Loan (11.78% cash (Libor + 11.15%; Floor  3,000   2,983   2,983 
    11.65%; Ceiling 12.65%), 4.50% ETP, Due 3/1/18)            
    Term Loan (11.78% cash (Libor + 11.15%; Floor  2,833   2,814   2,814 
    11.65%; Ceiling 12.65%), 9.00% ETP, Due 5/1/18)            
VBrick Systems, Inc. (2) Software Term Loan (11.63% cash (Libor + 11.00%; Floor  700   696   696 
    11.50%; Ceiling 13.50%), 5.00% ETP, Due 7/1/17)            
Vidsys, Inc. (2) Software Term Loan (13.00% cash, 12.58% ETP, Due 12/1/17)  2,610   2,610   2,610 
xTech Holdings, Inc. (2) Software Term Loan (11.13% cash (Libor + 10.50%; Floor  1,500   1,479   1,479 
    11.00%), 3.00% ETP, Due 4/1/19)            
    Term Loan (11.13% cash (Libor + 10.50%; Floor  2,000   1,970   1,970 
    11.00%), 3.00% ETP, Due 3/1/20)            
Total Debt Investments — Technology        114,743   104,917 
Debt Investments — Cleantech — 5.7% (8)            
Rypos, Inc. (2) Energy Efficiency Term Loan (11.93% cash (Libor + 11.55%;  1,260   1,252   1,252 
    Floor 11.80%), 4.25% ETP, Due 6/1/17)            
    Term Loan (11.93% cash (Libor + 11.55%;  697   690   690 
    Floor 11.80%), 4.25% ETP, Due 1/1/18)            
Lehigh Technologies, Inc. (2) Waste Recycling Term Loan (10.35% cash (Libor + 9.72%), 6.75% ETP,  3,000   2,982   2,982 
    Due 8/1/19)            
    Term Loan (10.35% cash (Libor + 9.72%), 6.75% ETP,  3,000   2,982   2,982 
    Due 8/1/19)            
Total Debt Investments — Cleantech       7,906   7,906 
Debt Investments — Healthcare information and services — 14.2% (8)            
Interleukin Genetics, Inc. (2)(5) Diagnostics Term Loan (11.13% cash (Libor + 10.50%;  4,225   4,081   4,081 
    Floor 11.00%), 6.50% ETP, Due 10/1/18)            
Watermark Medical, Inc. (2) Other Healthcare Term Loan (10.13% cash (Libor + 9.50%; Floor 10.00%;  2,333   2,330   2,330 
    Ceiling 11.00%); 4.00% ETP, Due 4/1/18)            
    Term Loan (10.13% cash (Libor + 9.50%; Floor 10.00%;  2,333   2,330   2,330 
    Ceiling 11.00%); 4.00% ETP, Due 4/1/18)            
    Term Loan (10.13% cash (Libor + 9.50%; Floor 10.00%;  1,111   1,110   1,110 
    Ceiling 11.00%); 4.00% ETP, Due 4/1/18)            
MedAvante, Inc. (2) Software Term Loan (9.88% cash (Libor + 9.25%; Floor  3,000   2,972   2,972 
    9.75%), 4.00% ETP, Due 1/1/19)            
    Term Loan (9.88% cash (Libor + 9.25%; Floor  3,000   2,972   2,972 
    9.75%), 4.00% ETP, Due 1/1/19)            
    Term Loan (9.88% cash (Libor + 9.25%; Floor  4,000   3,953   3,953 
    9.75%), 4.00% ETP, Due 7/1/19)            
Total Debt Investments — Healthcare information and services      19,748   19,748 
Total Debt Investments          201,216   186,186 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Cash Rate (4)

 

Index

 

Margin

  

Floor

  

Ceiling

  

ETP (10)

  

Maturity Date

 

Principal Amount

  

Cost of Investments (6)(9)

  

Fair Value (9)

 

Divergent Technologies, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  3,750   3,478   3,478 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  1,250   1,238   1,238 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  3,750   3,715   3,715 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  1,250   1,238   1,238 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  3,750   3,715   3,715 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

July 1, 2027

  1,250   1,238   1,238 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

January 1, 2028

  3,750   3,698   3,698 
    

Term Loan

  11.25%

Prime

  6.00%  9.50%  11.25%  3.00% 

January 1, 2028

  3,750   3,698   3,698 

Havenly, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  12.50%

Prime

  5.00%  5.00%  -   4.00% 

March 1, 2027

  2,000   1,082   1,082 
    

Term Loan

  12.50%

Prime

  5.00%  5.00%  -   4.00% 

March 1, 2027

  3,000   1,623   1,623 
    

Term Loan

  11.00%

Prime

  3.50%  10.50%  -   7.78% 

February 1, 2028

  2,813   2,813   2,813 
    

Term Loan

  11.00%

Prime

  3.50%  10.50%  -   7.78% 

February 1, 2028

  2,813   2,813   2,813 

Interior Define, Inc. (2)(12)(13)

 

Consumer-related Technologies

 

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   4.00% 

January 1, 2026

  3,210   3,151    
    

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   4.00% 

January 1, 2026

  2,963   2,886    

Lyrical Foods, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  10.00%

Prime

  6.75%  10.00%  -   -  

September 1, 2027

  2,500   2,588   2,279 

MyForest Foods Co. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   3.00% 

October 1, 2025

  5,000   4,954   4,954 
    

Term Loan

  14.25%

Prime

  6.75%  10.00%  -   3.00% 

October 1, 2025

  2,500   2,477   2,477 

NextCar Holding Company, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   2.00% 

December 30, 2022

  5,000   4,943   4,715 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   2.00% 

December 30, 2022

  2,000   1,981   1,890 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   2.00% 

December 30, 2022

  2,500   2,477   2,363 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   2.00% 

December 30, 2022

  3,000   2,971   2,835 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   2.00% 

December 30, 2022

  2,500   2,459   2,345 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   2.00% 

December 30, 2022

  2,500   2,459   2,345 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   2.00% 

December 30, 2022

  5,000   4,914   4,688 
    

Term Loan

  12.75%

Prime

  5.75%  9.00%  -   2.00% 

December 30, 2022

  2,500   2,456   2,342 

Optoro, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

August 1, 2027

  2,500   2,347   2,347 

Primary Kids, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  14.25%

Prime

  7.25%  10.50%  -   3.00% 

March 1, 2025

  2,700   2,673   2,673 
    

Term Loan

  14.25%

Prime

  7.25%  10.50%  -   3.00% 

March 1, 2025

  2,700   2,673   2,673 
    

Term Loan

  14.25%

Prime

  7.25%  10.50%  -   3.00% 

September 1, 2025

  3,000   2,967   2,967 

Unagi, Inc. (2)(12)

 

Consumer-related Technologies

 

Term Loan

  15.25%

Prime

  7.75%  11.00%  -   -  

July 1, 2025

  2,500   2,473   2,473 
    

Term Loan

  15.25%

Prime

  7.75%  11.00%  -   -  

July 1, 2025

  1,250   1,236   1,236 
    

Term Loan

  15.25%

Prime

  7.75%  11.00%  -   -  

July 1, 2025

  1,250   1,236   1,236 

Liqid, Inc. (2)(12)

 

Networking

 

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  3,333   3,286   3,286 
    

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  3,333   3,286   3,286 
    

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  1,667   1,641   1,641 
    

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  1,667   1,641   1,641 
    

Term Loan

  13.25%

Prime

  6.25%  9.50%  -   4.00% 

September 1, 2024

  1,667   1,613   1,613 

BriteCore Holdings, Inc. (2)(12)

 

Software

 

Term Loan

  13.75%

Prime

  6.75%  10.00%  -   5.00% 

March 1, 2026

  2,500   2,421   2,421 
    

Term Loan

  13.75%

Prime

  6.75%  10.00%  -   5.00% 

March 1, 2026

  2,500   2,487   2,487 

Decisyon, Inc. (12)

 

Software

 

Term Loan

  16.93%

Prime

  9.43%  12.68%  -   50.43% 

December 31, 2022

  3,295   3,295   3,295 

Dropoff, Inc. (2)(12)

 

Software

 

Term Loan

  14.00%

Prime

  6.50%  9.75%  -   3.50% 

April 1, 2026

  6,500   6,347   6,347 
    

Term Loan

  14.00%

Prime

  6.50%  9.75%  -   3.50% 

April 1, 2026

  6,000   5,859   5,859 
    

Term Loan

  14.00%

Prime

  6.50%  9.75%  -   3.50% 

August 1, 2026

  2,500   2,436   2,436 

Engage3, LLC (2)(12)

 

Software

 

Term Loan

  13.25%

Prime

  6.25%  9.75%  -   4.50% 

July 1, 2027

  3,750   3,678   3,678 
    

Term Loan

  13.25%

Prime

  6.25%  9.75%  -   4.50% 

July 1, 2027

  3,750   3,718   3,718 

Groundspeed Analytics, Inc. (2)(12)

 

Software

 

Term Loan

  13.00%

Prime

  5.50%  11.00%  18.00%  3.00% 

December 1, 2026

  5,000   4,798   4,798 
    

Term Loan

  13.00%

Prime

  5.50%  11.00%  18.00%  3.00% 

December 1, 2026

  5,000   4,948   4,948 

Kodiak Robotics, Inc. (2)(12)

 

Software

 

Term Loan

  13.00%

Prime

  5.50%  10.25%  -   4.00% 

April 1, 2026

  10,000   9,826   9,826 
    

Term Loan

  13.00%

Prime

  5.50%  10.25%  -   4.00% 

April 1, 2026

  10,000   9,826   9,826 
    

Term Loan

  13.00%

Prime

  5.50%  10.25%  -   4.00% 

April 1, 2026

  5,000   4,913   4,913 
    

Term Loan

  13.00%

Prime

  5.50%  10.25%  -   4.00% 

April 1, 2026

  5,000   4,913   4,913 

Lemongrass Holdings, Inc. (2)(12)

 

Software

 

Term Loan

  14.00%

Prime

  6.50%  9.75%  -   2.50% 

March 1, 2026

  5,000   4,947   4,947 
    

Term Loan

  14.00%

Prime

  6.50%  9.75%  -   2.50% 

March 1, 2026

  2,500   2,474   2,474 

Lytics, Inc. (2)(12)

 

Software

 

Term Loan

  13.00%

Prime

  6.00%  9.25%  -   3.00% 

July 1, 2025

  2,500   2,396   2,396 
    

Term Loan

  13.00%

Prime

  6.00%  12.25%  -   3.00% 

December 1, 2026

  1,250   1,231   1,231 

Reputation Institute, Inc. (2)(12)

 

Software

 

Term Loan

  14.25%

Prime

  7.25%  10.50%  -   3.00% 

August 1, 2025

  5,000   4,932   4,932 

Slingshot Aerospace, Inc. (2)(12)

 

Software

 

Term Loan

  13.25%

Prime

  5.75%  9.75%  -   5.00% 

August 1, 2026

  5,000   4,870   4,870 
    

Term Loan

  13.25%

Prime

  5.75%  9.75%  -   5.00% 

August 1, 2026

  5,000   4,933   4,933 
    

Term Loan

  13.25%

Prime

  5.75%  9.75%  -   5.00% 

August 1, 2026

  5,000   4,933   4,933 
    

Term Loan

  13.25%

Prime

  5.75%  9.75%  -   5.00% 

August 1, 2026

  5,000   4,933   4,933 

Supply Network Visiblity Holdings LLC (2)(12)

 

Software

 

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   4.00% 

February 1, 2025

  3,500   3,472   3,472 
    

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   4.00% 

February 1, 2025

  3,500   3,472   3,472 
    

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   4.00% 

December 1, 2025

  2,500   2,472   2,472 
    

Term Loan

  13.50%

Prime

  6.50%  9.75%  -   4.00% 

December 1, 2025

  2,500   2,472   2,472 

Total Non-Affiliate Debt Investments — Technology

                             268,468   259,366 

Non-Affiliate Debt Investments — Healthcare information and services — 8.1% (8)

                                       

Hound Labs inc. (2) (12)

 

Diagnostics

 

Term Loan

  13.50%

Prime

  6.00%  9.25%  -   3.50% 

June 1, 2026

  2,500   2,385   2,385 
    

Term Loan

  13.50%

Prime

  6.00%  9.25%  -   3.50% 

June 1, 2026

  2,500   2,473   2,473 
    

Term Loan

  13.50%

Prime

  6.00%  9.25%  -   3.50% 

June 1, 2026

  5,000   4,946   4,946 

Secure Transfusion Services, Inc. (2)(12)(13)

 

Other Healthcare

 

Term Loan

  13.25%

Prime

  5.75%  9.00%  -   4.00% 

October 1, 2025

  4,943   4,943   1,668 
    

Term Loan

  13.25%

Prime

  5.75%  9.00%  -   4.00% 

December 31, 2025

  2,500   2,467   832 

BrightInsight, Inc. (2)(12)

 

Software

 

Term Loan

  12.50%

Prime

  5.50%  9.50%  -   3.00% 

August 1, 2027

  7,000   6,619   6,619 
    

Term Loan

  12.50%

Prime

  5.50%  9.50%  -   3.00% 

August 1, 2027

  3,500   3,448   3,448 
    

Term Loan

  12.50%

Prime

  5.50%  9.50%  -   3.00% 

August 1, 2027

  3,500   3,448   3,448 

Total Non-Affiliate Debt Investments — Healthcare information and services

                             30,729   25,819 

Total Non- Affiliate Debt Investments

                             701,074   686,458 

 

See Notes to Consolidated Financial Statements

 

14
17

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

December 31, 20162022

(Dollars in thousands)

 

      Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Investments (6)  Value 
Warrant Investments — 4.6% (8)         
Warrants — Life Science — 0.5% (8)          
ACT Biotech Corporation Biotechnology 1,521,820 Preferred Stock Warrants  83    
Argos Therapeutics, Inc. (2)(5) Biotechnology 33,112 Common Stock Warrants  33   2 
Celsion Corporation (5) Biotechnology 5,708 Common Stock Warrants  15    
Inotek Pharmaceuticals Corporation (5) Biotechnology 28,204 Common Stock Warrants  17   21 
New Haven Pharmaceuticals, Inc. Biotechnology 103,982 Preferred Stock Warrants  88    
Nivalis Therapeutics, Inc. (5) Biotechnology 18,534 Common Stock Warrants  122    
Ocera Therapeutics, Inc. (2)(5) Biotechnology 6,491 Common Stock Warrants  6    
Palatin Technologies, Inc. (2)(5) Biotechnology 608,058 Common Stock Warrants  51   4 
Revance Therapeutics, Inc. (5) Biotechnology 34,377 Common Stock Warrants  68   241 
Sample6, Inc. (2) Biotechnology 494,988 Preferred Stock Warrants  45   16 
Strongbridge U.S. Inc. (5) Biotechnology 160,714 Common Stock Warrants  72   72 
vTv Therapeutics Inc. (2)(5) Biotechnology 76,290 Common Stock Warrants  23   23 
Sunesis Pharmaceuticals, Inc. (5) Biotechnology 2,050 Common Stock Warrants  5    
AccuVein Inc. (2) Medical Device 75,769 Preferred Stock Warrants  24   27 
EnteroMedics, Inc. (5) Medical Device 134 Common Stock Warrants  347    
IntegenX, Inc. (2) Medical Device 170,646 Preferred Stock Warrants  35   31 
Lantos Technologies, Inc. (2) Medical Device 66,665,256 Preferred Stock Warrants  38   41 
Mederi Therapeutics, Inc. (2) Medical Device 248,736 Preferred Stock Warrants  26   39 
Mitralign, Inc. (2) Medical Device 641,909 Preferred Stock Warrants  52   44 
NinePoint Medical, Inc. (2) Medical Device 566,038 Preferred Stock Warrants  33   39 
OraMetrix, Inc. (2) Medical Device 812,348 Preferred Stock Warrants  78    
Tryton Medical, Inc. (2) Medical Device 122,362 Preferred Stock Warrants  15   12 
ViOptix, Inc.  Medical Device 375,763 Preferred Stock Warrants  13    
Total Warrants — Life Science     1,289   612 
Warrants — Technology — 3.3% (8)          
Ekahau, Inc. (2) Communications 978,261 Preferred Stock Warrants  32   23 
Additech, Inc. (2) Consumer-related Technologies 150,000 Preferred Stock Warrants  33   31 
Gwynnie Bee, Inc. (2) Consumer-related Technologies 268,591 Preferred Stock Warrants  68   698 
If(we), Inc.  Consumer-related Technologies 190,868 Preferred Stock Warrants  27   47 
Le Tote, Inc. (2) Consumer-related Technologies 202,974 Preferred Stock Warrants  63   411 
Rhapsody International Inc. (2) Consumer-related Technologies 852,273 Common Stock Warrants  164   150 
SavingStar, Inc. (2) Consumer-related Technologies 98,860 Preferred Stock Warrants  60   70 
XIOtech, Inc.  Data Storage 2,217,979 Preferred Stock Warrants  22    
The NanoSteel Company, Inc. (2) Materials 299,211 Preferred Stock Warrants  92   348 
IntelePeer, Inc.  Networking 141,549 Common Stock Warrants  39   31 
Nanocomp Technologies, Inc. (2) Networking 707,387 Preferred Stock Warrants  67   72 
Aquion Energy, Inc. Power Management 115,051 Preferred Stock Warrants  7   72 
Powerhouse Dynamics, Inc. (2) Power Management 290,698 Preferred Stock Warrants  28   26 
Avalanche Technology, Inc. (2) Semiconductors 202,602 Preferred Stock Warrants  101   40 
eASIC Corporation (2) Semiconductors 40,445 Preferred Stock Warrants  25   28 
InVisage Technologies, Inc. (2) Semiconductors 395,009 Preferred Stock Warrants  48   45 
Kaminario, Inc. Semiconductors 1,087,203 Preferred Stock Warrants  59   45 
Luxtera, Inc.(2) Semiconductors 2,508,671 Preferred Stock Warrants  49   193 
Soraa, Inc. (2) Semiconductors 203,616 Preferred Stock Warrants  80   432 
Xtera Communications, Inc. (5) Semiconductors 37,831 Common Stock Warrants  206    
Bolt Solutions Inc. (2) Software 202,892 Preferred Stock Warrants  113   135 
Bridge2 Solutions, Inc. Software 75,458 Common Stock Warrants  18   341 
Clarabridge, Inc.  Software 53,486 Preferred Stock Warrants  14   81 
ControlScan, Inc. (2) Software 2,295,918 Preferred Stock Warrants  19   30 
Decisyon, Inc. Software 82,967 Common Stock Warrants  46    
Digital Signal Corporation Software 125,116 Common Stock Warrants  32    
Education Elements, Inc. (2) Software 238,122 Preferred Stock Warrants  28   28 
Lotame Solutions, Inc. (2) Software 288,115 Preferred Stock Warrants  22   276 
Netuitive, Inc.  Software 41,569 Common Stock Warrants  48    
Riv Data Corp. (2) Software 237,361 Preferred Stock Warrants  12   12 
ScoreBig, Inc. (2) Software 879,014 Preferred Stock Warrants  88    
ShopKeep.com, Inc. (2) Software 165,779 Preferred Stock Warrants  98   118 
SIGNiX, Inc. Software 89,767 Preferred Stock Warrants  168   167 
          

Cost of

  

Fair

 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Number of Shares

  

Investments (6)(9)

  

Value (9)

 

Non-Affiliate Warrant Investments — 9.4% (8)

                

Non-Affiliate Warrants — Life Science — 3.1% (8)

                

Avalo Therapeutics, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  26,442   311    

Castle Creek Biosciences, Inc. (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  7,404   214   335 

Corvium, Inc. (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  661,956   53    

Emalex Biosciences, Inc. (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  110,402   176   263 

Evelo Biosciences, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  463,915   126   125 

F-Star Therapeutics, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  21,120   35    

Greenlight Biosciences, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  47,452   366    

Imunon, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  16,502   66    

IMV Inc. (2)(5)(12)(14)

 

Biotechnology

 

Common Stock Warrant

  39,774   67    

KSQ Therapeutics, Inc. (2) (12)

 

Biotechnology

 

Preferred Stock Warrant

  48,077   51   60 

Mustang Bio, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  252,161   146    

Native Microbials, Inc (2) (12)

 

Biotechnology

 

Preferred Stock Warrant

  103,679   64   162 

PDS Biotechnology Corporation (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  299,848   160   3,024 

Provivi, Inc. (2)(12)

 

Biotechnology

 

Preferred Stock Warrant

  203,017   399   648 

Rocket Pharmaceuticals Corporation (5)(12)

 

Biotechnology

 

Common Stock Warrant

  7,051   17   14 

Stealth Biotherapeutics Inc. (2)(12)

 

Biotechnology

 

Common Stock Warrant

  318,181   264   37 

vTv Therapeutics Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  95,293   44    

Xeris Pharmaceuticals, Inc. (2)(5)(12)

 

Biotechnology

 

Common Stock Warrant

  126,000   72   3 

AccuVein Inc. (2)(12)

 

Medical Device

 

Common Stock Warrant

  1,175   24    

Aerin Medical, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  1,818,183   64   1,200 

Aerobiotix, LLC (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  27,330   48   31 

Canary Medical Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  12,153   84   1,864 

Ceribell, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  145,483   69   209 

Cognoa, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  775,000   148   179 

Conventus Orthopaedics, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  7,972,222   221   226 

CSA Medical, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  1,375,727   153   150 

CVRx, Inc. (2)(5)(12)

 

Medical Device

 

Common Stock Warrant

  47,410   76   394 

Infobionic, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  317,647   124   113 

Magnolia Medical Technologies, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  809,931   194   385 

Meditrina, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  233,993   83   101 

Robin Healthcare, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  86,066   16   16 

Scientia Vascular, Inc (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  19,662   40   46 

Sonex Health, Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  605,313   98   123 

VERO Biotech LLC (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  408   53   1 

Swift Health Systems Inc. (2)(12)

 

Medical Device

 

Preferred Stock Warrant

  135,484   71   83 

Total Non-Affiliate Warrants — Life Science

     4,197   9,792 

Non-Affiliate Warrants — Sustainability — 0.6% (8)

                

Aerofarms, Inc. (2)(12)

 

Other Sustainability

 

Preferred Stock Warrant

  201,537   61   74 

LiquiGlide, Inc. (2)(12)

 

Other Sustainability

 

Common Stock Warrant

  61,539   39   55 

Nexii Building Solutions, Inc. (2)(12)(14)

 

Other Sustainability

 

Common Stock Warrant

  204,832   488   1,061 

Soli Organic, Inc. (2)(12)

 

Other Sustainability

 

Preferred Stock Warrant

  681   214   361 

Temperpack Technologies, Inc. (2)(12)

 

Other Sustainability

 

Preferred Stock Warrant

  35,906   126   268 

Total Non-Affiliate Warrants — Sustainability

     928   1,819 

 

See Notes to Consolidated Financial Statements

 

15
18

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

December 31, 20162022

(Dollars in thousands)

 

      Cost of  Fair 
Portfolio Company (1) Sector Type of Investment (3)(4)(7)(9)(10) Investments (6)  Value 
Skyword, Inc. Software 301,056 Preferred Stock Warrants  48   56 
SpringCM, Inc. (2) Software 2,385,686 Preferred Stock Warrants  55   131 
Sys-Tech Solutions, Inc. Software 375,000 Preferred Stock Warrants  242   389 
Vidsys, Inc. Software 85,399 Preferred Stock Warrants  23   12 
Visage Mobile, Inc. Software 1,692,047 Preferred Stock Warrants  19    
xTech Holdings, Inc. (2) Software 158,730 Preferred Stock Warrants  43   52 
Total Warrants — Technology    2,406   4,590 
Warrants — Cleantech — 0.1% (8)          
Renmatix, Inc. Alternative Energy 53,022 Preferred Stock Warrants  68    
Semprius, Inc. Alternative Energy 519,981 Preferred Stock Warrants  25    
Rypos, Inc. (2) Energy Efficiency 5,627 Preferred Stock Warrants  44   25 
Tigo Energy, Inc. (2) Energy Efficiency 804,604 Preferred Stock Warrants  100   115 
Lehigh Technologies, Inc. (2) Waste Recycling 272,727 Preferred Stock Warrants  33   39 
Total Warrants — Cleantech      270   179 
Warrants — Healthcare information and services — 0.7% (8)        
Accumetrics, Inc. Diagnostics 100,928 Preferred Stock Warrants  107   180 
Candescent Health, Inc. (2)  Diagnostics 519,991 Preferred Stock Warrants  378    
Interleukin Genetics, Inc. (2)(5) Diagnostics 7,662,100 Common Stock Warrants  168   142 
LifePrint Group, Inc. (2) Diagnostics 49,000 Preferred Stock Warrants  29   2 
ProterixBio, Inc. (2) Diagnostics 3,156 Common Stock Warrants  54    
Singulex, Inc.  Other Healthcare 294,231 Preferred Stock Warrants  44   51 
Verity Solutions Group, Inc.  Other Healthcare 300,360 Preferred Stock Warrants  100   42 
Watermark Medical, Inc. (2) Other Healthcare 27,373 Preferred Stock Warrants  74   76 
MedAvante, Inc. (2) Software 114,285 Preferred Stock Warrants  66   79 
Medsphere Systems Corporation (2) Software 7,097,791 Preferred Stock Warrants  60   205 
Recondo Technology, Inc. (2)  Software 556,796 Preferred Stock Warrants  95   204 
Total Warrants — Healthcare information and services  1,175   981 
Total Warrants      5,140   6,362 
             
Other Investments — 0.4% (8)         
ZetrOZ, Inc. Medical Device Royalty Agreement  365   500 
Vette Technology, LLC Data Storage Royalty Agreement Due 4/18/2019  4,318   100 
Total Other Investments      4,683   600 
Equity — 0.6% (8)            
Insmed Incorporated (5) Biotechnology 33,208 Common Stock  238   439 
Revance Therapeutics, Inc.(5) Biotechnology 4,861 Common Stock  73   101 
Sunesis Pharmaceuticals, Inc. (5) Biotechnology 13,082 Common Stock  83   47 
SnagAJob.com, Inc.  Consumer-related Technologies 82,974 Common Stock  9   83 
Decisyon, Inc. Software 4,200,934 Common Stock  185   185 
Total Equity      588   855 
Total Portfolio Investment Assets — 139.4% (8)   $211,627  $194,003 

          

Cost of

  

Fair

 

Portfolio Company (1)(3)

 

Sector

 

Type of Investment (7)

 

Number of Shares

  

Investments (6)(9)

  

Value (9)

 

Non-Affiliate Warrants — Technology — 5.1% (8)

                

Axiom Space, Inc. (2)(12)

 

Communications

 

Common Stock Warrant

  1,991   46   67 

Intelepeer Holdings, Inc. (2)(12)

 

Communications

 

Preferred Stock Warrant

  2,936,535   139   3,265 

PebblePost, Inc. (2)(12)

 

Communications

 

Preferred Stock Warrant

  598,850   92   173 

Alula Holdings, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  20,000   93   64 

Aterian, Inc. (2)(5)(12)

 

Consumer-related Technologies

 

Common Stock Warrant

  76,923   195    

Better Place Forests Co. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  10,690   26    

Caastle, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  268,591   68   1,069 

CAMP NYC, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  17,605   20   61 

Clara Foods Co. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  46,745   30   125 

Divergent Technologies, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  31,966   56   233 

Havenly, Inc. (2)(12)

 

Consumer-related Technologies

 

Common Stock Warrant

  1,312,500   2,947   2,947 

Interior Define, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  553,710   103    

MyForest Foods Co. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  143   29   37 

NextCar Holding Company, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  1,261,253   197   17 

Optoro, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  6,600   104   104 

Primary Kids, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  553,778   57   429 

Quip NYC Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  6,191   325   534 

Unagi, Inc. (2)(12)

 

Consumer-related Technologies

 

Preferred Stock Warrant

  171,081   32   22 

Updater, Inc.(2)(12)

 

Consumer-related Technologies

 

Common Stock Warrant

  108,333   34   42 

CPG Beyond, Inc. (2)(12)

 

Data Storage

 

Preferred Stock Warrant

  500,000   242   909 

Silk, Inc. (2)(12)

 

Data Storage

 

Preferred Stock Warrant

  442,110   234   407 

Global Worldwide LLC (2)(12)

 

Internet and Media

 

Preferred Stock Warrant

  245,810   75    

Rocket Lawyer Incorporated (2)(12)

 

Internet and Media

 

Preferred Stock Warrant

  261,721   92   357 

Skillshare, Inc. (2)(12)

 

Internet and Media

 

Preferred Stock Warrant

  139,074   162   802 

Liqid, Inc. (2)(12)

 

Networking

 

Preferred Stock Warrant

  344,102   364   243 

Halio, Inc. (2)(12)

 

Power Management

 

Preferred Stock Warrant

  5,002,574   1,585   2,610 

Avalanche Technology, Inc. (2)(12)

 

Semiconductors

 

Preferred and Common Stock Warrants

  6,081   56    

BriteCore Holdings, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  77,828   21   69 

Decisyon, Inc. (12)

 

Software

 

Common Stock Warrant

  82,967   46    

Dropoff, Inc. (2)(12)

 

Software

 

Common Stock Warrant

  516,732   455   197 

E La Carte, Inc. (2)(5)(12)

 

Software

 

Common Stock Warrant

  147,361   60   3 

Groundspeed Analytics, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  86,300   6   6 

Kodiak Robotics, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  639,918   273   296 

Lemongrass Holdings, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  101,308   34   41 

Lotame Solutions, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  288,115   22   312 

Lytics, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  80,197   40   44 

Reputation Institute, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  3,731   56   39 

Revinate Holdings, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  682,034   46   99 

Riv Data Corp. (2)(12)

 

Software

 

Preferred Stock Warrant

  321,428   12   296 

SIGNiX, Inc. (12)

 

Software

 

Preferred Stock Warrant

  186,235   225    

Skyword, Inc. (12)

 

Software

 

Preferred and Common Stock Warrants

  301,055   48   1 

Slingshot Aerospace, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  309,208   123   133 

Supply Network Visiblity Holdings LLC (2)(12)

 

Software

 

Preferred Stock Warrant

  682   64   83 

Topia Mobility, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  3,049,607   138    

xAd, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  4,343,348   177   12 

Total Non-Affiliate Warrants — Technology

      9,249   16,148 

Non-Affiliate Warrants — Healthcare information and services — 0.6% (8)

            

Hound Labs, Inc (2) (12)

 

Diagnostics

 

Preferred Stock Warrant

  159,893   47   54 

Kate Farms, Inc. (2)(12)

 

Other Healthcare

 

Preferred Stock Warrant

  82,965   102   1,370 

Secure Transfusion Services, Inc. (2)(12)

 

Other Healthcare

 

Preferred Stock Warrant

  77,690   47    

BrightInsight, Inc. (2)(12)

 

Software

 

Preferred Stock Warrant

  80,544   160   170 

Medsphere Systems Corporation (2)(12)

 

Software

 

Preferred Stock Warrant

  7,097,792   60   359 

Total Non-Affiliate Warrants — Healthcare information and services

      416   1,953 

Total Non-Affiliate Warrants

      14,790   29,712 

Non-Affiliate Other Investments — 0.4% (8)

                

Lumithera, Inc. (2)

 

Medical Device

 

Royalty Agreement

      1,200   1,100 

ZetrOZ, Inc. (12)

 

Medical Device

 

Royalty Agreement

         200 

Total Non-Affiliate Other Investments

      1,200   1,300 

Non-Affiliate Equity — 0.8% (8)

                

Castle Creek Biosciences, Inc. (12)

 

Biotechnology

 

Common Stock

  1,162   250   250 

Emalex Biosciences, Inc. (2)(12)

 

Biotechnology

 

Common Stock

  32,831   356   356 

Getaround, Inc. (2)(5)

 

Consumer-related Technologies

 

Common Stock

  87,082   253   57 

SnagAJob.com, Inc. (12)

 

Consumer-related Technologies

 

Common Stock

  82,974   8   83 

Lumithera, Inc. (2)

 

Medical Device

 

Common Stock

  392,651   2,000   1,700 

Tigo Energy, Inc. (2)

 

Other Sustainability

 

Preferred

  22,313   8   27 

Branded Online, Inc. (2)(5)

 

Software

 

Common Stock

  108,004   1,079   83 

Decisyon, Inc. (12)

 

Software

 

Preferred and Common Stock

  72,638,663   230    

Total Non-Affiliate Equity

      4,184   2,556 

Total Non-Affiliate Portfolio Investment Assets

     $721,248  $720,026 

Total Portfolio Investment Assets — 226.1% (8)

     $721,248  $720,026 
                 

 


(1)

(1)

All investments of the Company are in entities which are organized under the laws of the United States and have a principal place of business in the United States.States, unless otherwise noted.

(2)

(2)

Has been pledged as collateral under the Key Facility.Facility, the NYL Facility the 2019 Asset-Backed Notes and/or the 2022 Asset-Backed Notes.

See Notes to Consolidated Financial Statements

19

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments

December 31, 2022

(Dollars in thousands)

(3)

(3)

All non-affiliate investments are investments in which the Company owns less than 5% of the voting securities of the portfolio company. All non-controlled affiliate investments are investments in which the Company owns 5% or more of the voting securities of the portfolio company but not more than 25% of the voting securities of the portfolio company. All controlled affiliate investments are investments in which the Company owns more than 25% of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement).

(4)

(4)

All interest is payable in cash due monthly in arrears, unless otherwise indicated, and applies only to the Company’s debt investments. Interest rate is the annual interest rate on the debt investment and does not include ETPs, and any additional fees related to the investments, such as deferred interest, commitment fees or prepayment fees. Debt investments are at fixedvariable rates for the term of the debt investment, unless otherwise indicated. All debt investments based on the LIBOR are based on one-monthone-month LIBOR. For each debt investment, the current interest rate in effect as of December 31, 20162022 is provided.

(5)

(5)

Portfolio company is a public company.

(6)

(6)

For debt investments, represents principal balance less unearned income.

(7)

(7)

Warrants, Equity and Other Investments are non-income producing.

(8)

(8)

Value as a percent of net assets.

See Notes to Consolidated Financial Statements

(9)

16

Horizon Technology Finance Corporation and Subsidiaries

Consolidated Schedule of Investments (Unaudited)

December 31, 2016

(Dollars in thousands)

(9)The Company did not have any non-qualifying assets under Section 55(a)

As of December 31, 2022, 6.5% and 6.6% of the 1940 Act as of December 31, 2016.Company's total assets on a cost and fair value basis, respectively, are in non-qualifying assets. Under the 1940 Act, the Company may not acquire any non-qualifying assets unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets.

(10)

(10)

ETPs are contractual fixed-interest payments due in cash at the maturity date of the applicable debt investment, including upon any prepayment, and are a fixed percentage of the original principal balance of the debt investments unless otherwise noted. Interest will accrue during the life of the debt investment on each ETP and will be recognized as non-cash income until it is actually paid. Therefore, a portion of the incentive fee the Company may pay its Advisor will be based on income that the Company has not yet received in cash.

(11)

Debt investment has a PIK feature.

(11)

(12)

The fair value of the investment was valued using significant unobservable inputs.

(13)

Debt investment is on non-accrual status at as of December 31, 2016.

(12)

ScoreBig made an assignment for the benefit of its creditors whereby ScoreBig assigned all of its assets to SBABC, established under California law to effectuate the Assignment for the Benefit of Creditors of ScoreBig. SBABC subsequently entered into a License Agreement with a Licensee, whereby SBABC granted a license of certain of SBABC’s intellectual property and general intangibles to Licensee in exchange for certain royalty payments on the future net profits, if any, of Licensee. SBABC, in consideration for the Company’s consent to the License Agreement, agreed to pay all payments due under the License Agreement, if any, to the Company until the payment in full in cash of the Company’s debt investments in ScoreBig. 2022.

(14)Entity is organized under the laws of Canada and has a principal place of business in Canada.
(13)

DSC made an assignment for the benefit of its creditors whereby DSC assigned all of its assets to DSC (assignment for the benefit of creditors), LLC, a Delaware limited liability company, established under Delaware law to effectuate the Assignment for the Benefit of Creditors of DSC. 

 

See Notes to Consolidated Financial Statements

 

17

20


Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note1. Organization

 

Horizon Technology Finance Corporation (the “Company”) was organized as a Delaware corporation on March 16,2010 and is an externally managed, non-diversified, closed-end investment company. The Company has elected to be regulated as a business development company (“BDC”) under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company (“RIC”) as defined under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a RIC, the Company generally is not subject to corporate-level federal income tax on the portion of its taxable income (including net capital gains) the Company distributes to its stockholders. The Company primarily makes secured debt investments to development-stage companies in the technology, life science, healthcare information and services and cleantechsustainability industries. All of the Company’s debt investments consist of loans secured by all of, or a portion of, the applicable debtor company’s tangible and intangible assets.

 

On October 28,2010, the Company completed an initial public offering (“IPO”), and its common stock trades on the NASDAQNasdaq Global Select Market under the symbol “HRZN”. The Company was formed to continue and expand the business of Compass Horizon Funding Company LLC, a Delaware limited liability company, which commenced operations in March 2008 and became the Company’s wholly owned subsidiary upon the completion of the Company’s IPO.

 

Horizon Credit II LLC (“Credit II”) was formed as a Delaware limited liability company on June 28,2011, with the Company as its sole equity member. Credit II is a special purpose bankruptcy-remote entity and is a separate legal entity from the Company. Any assets conveyed to Credit II are not available to creditors of the Company or any other entity other than Credit II’s lenders.

 

The Company formed Horizon Funding 2013-12019‑1 LLC (“2013-1(“2019‑1 LLC”) as a Delaware limited liability company on June 7, 2013May 2,2019 and Horizon Funding Trust 2013-1 (“2013-12019‑1 on May 15,2019 (“2019‑1 Trust” and, together with the 2013-12019‑1 LLC, the “2013-1“2019‑1 Entities”) as a Delaware trust on June 18, 2013.. The 2013-12019‑1 Entities wereare special purpose bankruptcy remote entities and wereare separate legal entities from the Company. The Company formed the 2013-12019‑1 Entities for purposes of securitizing $189.3 million of secured loans (the “2013-1 Securitization”) and issuing fixed-rate asset-backed notes in an aggregate principal amount of $90 million (the “Asset-Backed Notes”). The 2013-1 Entities were dissolved as of September 30, 2016.the 2019 Asset-Backed Notes.

 

The Company has also established an additional wholly owned subsidiary, which is structuredHorizon Funding I, LLC (“HFI”) was formed as a Delaware limited liability company on May 9, 2018, with Horizon Secured Loan Fund I LLC, a Delaware limited liability company (“HSLFI”) as its sole member. HFI is a special purpose bankruptcy-remote entity and is a separate legal entity from HSLFI. Any assets conveyed to HFI are not available to creditors of HSLFI or any other entity other than HFI’s lenders. As of April 21, 2020, HSLFI and its subsidiary, HFI, are consolidated by the Company.

The Company formed Horizon Funding 2022‑1 LLC (“2022‑1 LLC”) as a Delaware limited liability company on September 30, 2022 and Horizon Funding Trust 2022‑1 on October 18, 2022 (“2022‑1 Trust” and, together with the 2022‑1 LLC, the “2022‑1 Entities”). The 2022‑1 Entities are special purpose bankruptcy remote entities and are separate legal entities from the Company. The Company formed the 2022‑1 Entities for purposes of securitizing the 2022 Asset-Backed Notes.

The Company has established wholly owned subsidiaries, which are structured as Delaware limited liability companies, either to hold the assets of a portfolio companycompanies acquired in connection with a foreclosure or bankruptcy or to hold equity in portfolio companies which is athe Company may control. Such wholly-owned subsidiaries are separate legal entityentities from the Company.

 

The Company’s investment strategy is to maximize the investment portfolio’s return by generating current income from the debt investments the Company makes and capital appreciation from the warrants the Company receives when making such debt investments. The Company has entered into an investment management agreement (the “Investment Management Agreement”) with Horizon Technology Finance Management LLC (the “Advisor”) under which the Advisor manages the day-to-day operations of, and provides investment advisory services to, the Company.

 

21

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Note2. Basis of presentation and significant accounting policies

 

The consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the requirements for reporting on Form 10-Q10‑Q and Articles 6 and 10 of Regulation S-XS-X (“Regulation S-X”S-X”) under the Securities Act of 1933, as amended (the “Securities Act”). In the opinion of management, the consolidated financial statements reflect all adjustments and reclassifications, consisting solely of normal recurring accruals, that are necessary for the fair presentation of financial results as of and for the periods presented. All intercompany balances and transactions have been eliminated. The current period’s results of operations are not necessarily indicative of results that ultimately may be achieved for the year. Therefore, the unaudited financial statements and notes should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2016.

18

Horizon Technology Finance Corporation and Subsidiaries2022.

 

Notes to Consolidated Financial Statements

Principles of consolidation

 

As required under GAAP and Regulation S-X,S-X, the Company will generally consolidate its investment in a company that is an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the results of the Company’s wholly-owned subsidiaries in its consolidated financial statements.

Assets related to transactions that do not meet Accounting Standards Codification (“ASC”) Topic 860,Transfers and Servicing requirements for accounting sale treatment are reflected in the Company’s Consolidated Statements of Assets and Liabilities as investments. Those assets are owned by special purpose entities, including 2019‑1 Entities and 2022-1 Entities, that are consolidated in the Company’s consolidated financial statements. The creditors of the special purpose entities have received security interests in such assets, and such assets are not intended to be available to the creditors of the Company (or any affiliate of the Company).

Use of estimates

 

In preparing the consolidated financial statements in accordance with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities, as of the date of the balance sheet and income and expenses for the period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the valuation of investments.

Fair value

 

The Company records all of its investments at fair value in accordance with relevant GAAP, which establishes a framework used to measure fair value and requires disclosures for fair value measurements. The Company has categorized its investments carried at fair value, based on the priority of the valuation technique, into a three-levelthree-level fair value hierarchy as more fully described in Note 6. Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an entity specific measure. Therefore, when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the measurement date.

 

The availability of observable inputs can vary depending on the financial instrument and is affected by a wide variety of factors, including, for example, the type of product, whether the product is new, whether the product is traded on an active exchange or in the secondary market and the current market conditions. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for financial instruments classified as Level 3.

 

See Note 6 for additional information regarding fair value.

22

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Segments

 

The Company has determined that it has a single reporting segment and operating unit structure. The Company lends to and invests in portfolio companies in various technology, life science, healthcare information and services and cleantechsustainability industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these debt investments and investment relationships has similar business and economic characteristics, they have been aggregated into a single lending and investment segment.

Investments

 

Investments are recorded at fair value. The Company’sPursuant to the amended SEC Rule 2a-5 of the 1940 Act, on July 29, 2022, the Company's board of directors (the “Board”) designated the Advisor as the Company’s “valuation designee.” The valuation designee determines the fair value of the Company’s portfolio investments.investments and the Board oversees the valuation designee. The Company has the intent to hold its debt investments for the foreseeable future or until maturity or payoff.

 

Interest on debt investments is accrued and included in income based on contractual rates applied to principal amounts outstanding. Interest income is determined using a method that results in a level rate of return on principal amounts outstanding. Generally, when a debt investment becomes 90 days or more past due, or if the Company otherwise does not expect to receive interest and principal repayments, the debt investment is placed on non-accrual status and the recognition of interest income may be discontinued. Interest payments received on non-accrual debt investments may be recognized as income, on a cash basis, or applied to principal depending upon management’s judgment at the time the debt investment is placed on non-accrual status. As of SeptemberJune 30, 2017,2023, there were two investments on nonaccrual status with a cost of $25.6 million and a fair value of $15.3 million. As of December 31, 2022, there were three debt investments on non-accrual status with a cost of $16.1$20.9 million and a fair value of $6.1 million. As of December 31, 2016, there were four investments on non-accrual status with a cost of $26.2 million and a fair value of $11.5$8.3 million. For the three and ninesix months ended SeptemberJune 30, 2017, the Company recognized $0.1 million in interest income from debt investments on non-accrual status. For the three2023 and nine months ended September 30, 2016,2022, the Company did not recognize any interest income received from debt investments on non-accrual status.

 

19

Horizon Technology Finance CorporationThe Company has a limited number of debt investments in its portfolio that contain a PIK provision. Contractual PIK interest, which represents contractually deferred interest added to the loan balance that is generally due at the end of the loan term, is generally recorded on an accrual basis to the extent such amounts are expected to be collected. The Company will generally cease accruing PIK interest if there is insufficient value to support the accrual or management does not expect the portfolio company to be able to pay all principal and Subsidiaries

Notes to Consolidated Financial Statementsinterest due. The Company recorded $1.0 million and $2.2 million in PIK interest income during the three and six months ended June 30, 2023, respectively. The Company recorded no PIK interest income during the three and six months ended June 30, 2022.

 

The Company receives a variety of fees from borrowers in the ordinary course of conducting its business, including advisory fees, commitment fees, amendment fees, non-utilization fees, success fees and prepayment fees. In a limited number of cases, the Company may also receive a non-refundable deposit earned upon the termination of a transaction. Debt investment origination fees, net of certain direct origination costs, are deferred and, along with unearned income, are amortized as a level-yield adjustment over the respective term of the debt investment. All other income is recognized when earned. Fees for counterparty debt investment commitments with multiple debt investments are allocated to each debt investment based upon each debt investment’s relative fair value. When a debt investment is placed on non-accrual status, the amortization of the related fees and unearned income is discontinued until the debt investment is returned to accrual status.

 

Certain debt investment agreements also require the borrower to make an ETP, that is accrued into interest receivable and taken into income over the life of the debt investment to the extent such amounts are expected to be collected. The Company will generally cease accruing the income if there is insufficient value to support the accrual or the Company does not expect the borrower to be able to pay the ETP when due. The percentageproportion of the Company’s total investment income that resulted from the portion of ETPs not received in cash for the three months ended SeptemberJune 30, 2017 2023 and 20162022 was 4.8%3.1% and 7.1%6.8%, respectively. The percentageproportion of the Company’s total investment income that resulted from the portion of ETPs not received in cash for the ninesix months ended SeptemberJune 30, 2017 2023 and 20162022 was 6.6%4.7% and 12.1%8.0%, respectively.

 

In connection with substantially all lending arrangements, the Company receives warrants to purchase shares of stock from the borrower. The warrants are recorded as assets at estimated fair value on the grant date using the Black-Scholes valuation model. The warrants are considered loan fees and are recorded as unearned income on the grant date. The unearned income is recognized as interest income over the contractual life of the related debt investment in accordance with the Company’s income recognition policy. Subsequent to debt investment origination, the fair value of the warrants is determined using the Black-Scholes valuation model. Any adjustment to fair value is recorded through earnings as net unrealized appreciation or depreciation on investments. Gains and losses from the disposition of the warrants or stock acquired from the exercise of warrants are recognized as realized gains and losses on investments.

 

23

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Realized gains or losses on the sale of investments, or upon the determination that an investment balance, or portion thereof, is not recoverable, are calculated using the specific identification method. The Company measures realized gains or losses by calculating the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment. Net change in unrealized appreciation or depreciation reflects the change in the fair values of the Company’s portfolio investments during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized.

Debt issuance costs

 

Debt issuance costs are fees and other direct incremental costs incurred by the Company in obtaining debt financing from its lenders and issuing debt securities. The unamortized balance of debt issuance costs as of SeptemberJune 30, 20172023 and December 31, 20162022 was $2.3$6.9 million and $1.6$7.1 million, respectively. These amounts are amortized and included in interest expense in the consolidated statements of operations over the life of the borrowings. The accumulated amortization balances as of SeptemberJune 30, 20172023 and December 31, 20162022 were $4.8$5.8 million and $4.4$4.8 million, respectively. The amortization expense for the three months ended SeptemberJune 30, 2017 2023 and 20162022 was $0.5 million and $0.1 million.$0.4 million, respectively. The amortization expense for the ninesix months ended SeptemberJune 30, 2017 2023 and 20162022 was $0.4 million.$0.9 million and $0.7 million, respectively. 

20

Horizon Technology Finance Corporation and Subsidiaries

 

Notes to Consolidated Financial Statements

Income taxes

 

As a BDC, the Company has elected to be treated as a RIC under Subchapter M of the Code and operates in a manner so as to qualify for the tax treatment applicable to RICs. In order to qualify as a RIC and to avoid the imposition of corporate-level income tax on the portion of its taxable income distributed to stockholders, among other things, the Company is required to meet certain source of income and asset diversification requirements and to timely distribute dividends out of assets legally available for distribution to its stockholders of an amount generally at least equal to 90% of its investment company taxable income, as defined by the Code and determined without regard to any deduction for dividends paid, for each tax year. The Company, among other things, has made and intends to continue to make the requisite distributions to its stockholders, which generally relieves the Company from corporate-level U.S. federal income taxes. Accordingly, no provision for federal income tax has been recorded in the financial statements. Differences between taxable income and net increase in net assets resulting from operations either can be temporary, meaning they will reverse in the future, or permanent. In accordance with ASC Topic 946,Financial ServicesInvestment Companies, as amended, of the Financial Accounting Standards Board’s, Accounting Standards Codification, as amendedBoard (“ASC”FASB”), permanent tax differences, such as non-deductible excise taxes paid, are reclassified from distributions in excess of net investment income and net realized loss on investments to paid-in-capital at the end of each fiscal year. These permanent book-to-tax differences are reclassified on the consolidated statements of changes in net assets to reflect their tax character but have no impact on total net assets. For the year ended December 31, 2016, the Company reclassified $0.1 million to paid-in capital from distributions in excess of net investment income, which related to excise taxes refunded in 2016.

 

Depending on the level of taxable income earned in a tax year, the Company may choose to carry forward taxable income in excess of current year distributions into the next tax year and incur a 4% U.S. federal excise tax on such income, as required. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year distributions, the Company accrues excise tax, if any, on estimated excess taxable income as taxable income is earned. For the ninethree months ended SeptemberJune 30, 2017 2023 and 2016, there2022, $0.2 million and $0.1 million, respectively, was noaccrued for U.S. federal excise tax accrual recorded.tax. For the six months ended June 30, 2023 and 2022, $0.4 million and $0.2 million, respectively, was accrued for U.S. federal excise tax.

 

24

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

The Company evaluates tax positions taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not”“more-likely-than-not” to be sustained by the applicable tax authority in accordance with ASC Topic 740,Income Taxes, as modified by ASC Topic 946. Tax benefits of positions not deemed to meet the more-likely-than-notmore-likely-than-not threshold, or uncertain tax positions, would be recorded as a tax expense in the current year. It is the Company’s policy to recognize accrued interest and penalties related to uncertain tax benefits in income tax expense. The Company had no material uncertain tax positions at SeptemberJune 30, 20172023 and December 31, 2016.2022. The Company’s income tax returns for the 2016, 20152021,2020 and 20142019 tax years remain subject to examination by U.S. federal and state tax authorities.

Distributions

 

Distributions to common stockholders are recorded on the declaration date. The amount to be paid out as distributions is determined by the Board. Net realized capital gains, if any, aremay be distributed, at least annually, although the Company may decide to retain such net realized gains for investment.

 

The Company has adopted a dividend reinvestment plan that provides for reinvestment of cash distributions on behalf of its stockholders, unless a stockholder elects to receive cash. As a result, if the Board declares a cash distribution, then stockholders who have not “opted out” of the dividend reinvestment plan will have their cash distributions automatically reinvested in additional shares of the Company’s common stock, rather than receiving the cash distribution. The Company may use newly issuedissue new shares to implement the plan or the Company may purchase shares in the open market to fulfill its obligations under the plan.

Stockholders Equity

On August 2, 2021, the Company entered into an At-The-Market (“ATM”) sales agreement (the “2021 Equity Distribution Agreement”), with Goldman Sachs & Co. LLC and B. Riley FBR, Inc. (each a “Sales Agent” and, collectively, the “Sales Agents”). The 2021 Equity Distribution Agreement provides that the Company may offer and sell its shares from time to time through the Sales Agents up to $100.0 million worth of its common stock, in amounts and at times to be determined by the Company. Sales of the Company’s common stock, if any, may be made in negotiated transactions or transactions that are deemed to be “at-the-market,” as defined in Rule 415 under the Securities Act, including sales made directly on the Nasdaq or similar securities exchange or sales made to or through a market maker other than on an exchange, at prices related to the prevailing market prices or at negotiated prices.

During the three months ended June 30, 2023, the Company sold 448,175 shares of common stock under the 2021 Equity Distribution Agreement. For the same period, the Company received total accumulated net proceeds of approximately $5.1 million, including $0.1 million of offering expenses, from these sales.

During the three months ended June 30, 2022, the Company sold 868,230 shares of common stock under the 2021 Equity Distribution Agreement. For the same period, the Company received total accumulated net proceeds of approximately $10.3 million, including $0.2 million of offering expenses, from these sales.

During the six months ended June 30, 2023, the Company sold 1,054,023 shares of common stock under the 2021 Equity Distribution Agreement. For the same period, the Company received total accumulated net proceeds of approximately $12.3 million, including $0.3 million of offering expenses, from these sales. 

During the six months ended June 30,2022, the Company sold 1,118,401 shares of common stock under the 2021 Equity Distribution Agreement. For the same period, the Company received total accumulated net proceeds of approximately $14.2 million, including $0.2 million of offering expenses, from these sales.

The Company generally uses net proceeds from these offerings to make investments, to pay down liabilities and for general corporate purposes. As of June 30, 2023, shares representing approximately $18.9 million of its common stock remain available for issuance and sale under the 2021 Equity Distribution Agreement.

On March 14, 2022, the Company completed a follow-on public offering of 2,500,000 shares of its common stock at a public offering price of $14.35 per share, for total net proceeds to the Company of $34.3 million, after deducting underwriting commission and discounts and other offering expenses.

On June 2, 2023, the Company completed a follow-on public offering of 3,250,000 shares of its common stock at a public offering price of $12.50 per share, for total net proceeds to the Company of $38.9 million, after deducting underwriting commission and discounts and other offering expenses.

25

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Stock Repurchase Program

 

On April 27, 2017,28,2023, the Board extended a previously authorized stock repurchase program which allows the Company to repurchase up to $5.0 million of its common stock at prices below the Company’s net asset value per share as reported in its most recent consolidated financial statements. Under the repurchase program, the Company may, but is not obligated to, repurchase shares of its outstanding common stock in the open market or in privately negotiated transactions from time to time. Any repurchases by the Company will comply with the requirements of Rule 10b-1810b‑18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and any applicable requirements of the 1940 Act. Unless extended by the Board, the repurchase program will terminate on the earlier of June 30, 20182024 or the repurchase of $5.0$5.0 million of the Company’s common stock. During the three and ninesix months ended SeptemberJune 30, 2017,2023 and 2022, the Company repurchased 5,923 sharesdid not make any repurchases of its common stock at an average price of $9.97 on the open market at a total cost of $0.1 million. During the three and nine months ended September 30, 2016, the Company repurchased 1,319 shares of its common stock at an average price of $11.54 on the open market at a total cost of $0.02 million.stock. From the inception of the stock repurchase program through SeptemberJune 30, 2017,2023, the Company repurchased 167,465 shares of its common stock at an average price of $11.22 on the open market at a total cost of $1.9 million.

21

Horizon Technology Finance Corporation and Subsidiaries

 

Notes to Consolidated Financial Statements

Transfers of financial assets

 

Assets related to transactions that do not meet the requirements under ASC Topic 860,Transfers and Servicingfor sale treatment under GAAP are reflected in the Company’s consolidated statements of assets and liabilities as investments. Those assets are owned by special purpose entities that are consolidated in the Company’s financial statements. The creditors of the special purpose entities have received security interests in such assets and such assets are not intended to be available to the creditors of the Company (or any other affiliate of the Company).

 

Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1)(1) the assets have been isolated from the Company — put presumptively beyond the reach of the transferor and its creditors, even in bankruptcy or other receivership, (2)(2) the transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets and (3)(3) the transferor does not maintain effective control over the transferred assets through either (a) an agreement that both entitles and obligates the transferor to repurchase or redeem the assets before maturity or (b) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.

Recently issued accounting pronouncement

In June 2022, the FASB issued Accounting Standards Update No.2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies the guidance when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of the security. The amendments in ASU 2022-03 are effective for public companies for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The Company is currently assessing the impact of ASU 2022-03 on its consolidated financial statements.

26

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Note3. Related party transactions

Investment Management Agreement

 

TheOn October 28, 2022, the Board unanimously approved the renewal of the Investment Management Agreement was reapproveddated as of March 7, 2019 (the “2019 Investment Management Agreement”). At a meeting of the stockholders convened on May 25, 2023 and reconvened on June 28, 2023, the stockholders approved a new Investment Management Agreement which became effective on June 30, 2023 (the “New Investment Management Agreement” and collectively with the 2019 Investment Management Agreement, the “Investment Management Agreement”) upon the closing of the acquisition of the Advisor by MCH Holdco LLC, an affiliate of Monroe Capital LLC. The new Investment Management Agreement replaced the Board on July 28, 2017.previously effective 2019 Investment Management Agreement. The 2019 Investment Management and the New Investment Management Agreement contain the same economic terms. Under the terms of the Investment Management Agreement, the Advisor determines the composition of the Company’s investment portfolio, the nature and timing of the changes to the investment portfolio and the manner of implementing such changes; identifies, evaluates and negotiates the structure of the investments the Company makes (including performing due diligence on the Company’s prospective portfolio companies); and closes, monitors and administers the investments the Company makes, including the exercise of any voting or consent rights.

 

The Advisor’s services under the Investment Management Agreement are not exclusive to the Company, and the Advisor is free to furnish similar services to other entities so long as its services to the Company are not impaired. The Advisor is a registered investment adviser with the U.S. Securities and Exchange Commission.SEC. The Advisor receives fees for providing services to the Company under the Investment Management Agreement, consisting of two components, a base management fee and an incentive fee.

 

The base management fee under the Investment Management Agreement is calculated at an annual rate of 2.00% of (i) the Company’s gross assets less (ii) assets consisting of(less cash and cash equivalents, and is payable monthly in arrears. For purposes of calculating the base management fee, the term “gross assets” includesequivalents) including any assets acquired with the proceeds of leverage; provided, that, to the extent the Company’s gross assets (less cash and cash equivalents) exceed $250 million, the base management fee on the amount of such excess over $250 million will be calculated at an annual rate of 1.60% of the Company’s gross assets (less cash and cash equivalents) including any assets acquired with the proceeds of leverage. The base management fee is payable monthly in arrears and is prorated for any partial month.

 

The base management fee payable at SeptemberJune 30, 20172023 and December 31, 20162022 was $0.3$1.1 million. The base management fee expense was $0.9$3.2 million and $1.1$2.5 million respectively, for the three months ended SeptemberJune 30, 2017 2023 and 2016.2022, respectively. The base management fee expense was $2.8$6.4 million and $3.7$4.8 million respectively, for the ninesix months ended SeptemberJune 30, 2017 2023 and 2016.

22

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements2022, respectively.

 

The incentive fee has two parts, as follows:

 

The first part, which is subject to the Incentive Fee Cap and Deferral Mechanism, as defined below, is calculated and payable quarterly in arrears based on the Company’s pre-incentive fee net investment incomePre-Incentive Fee Net Investment Income for the immediately preceding calendar quarter. For this purpose, “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees received from portfolio companies) accrued during the calendar quarter, minus expenses for the quarter (including the base management fee, expenses payable under the Administration Agreement (as defined below), and any interest expense and any dividends paid on any issued and outstanding preferred stock, but excluding the incentive fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with payment-in-kindPIK interest and zero coupon securities), accrued income the Company has not yet received in cash. The incentive fee with respect to the Pre-Incentive Fee Net Investment Income is 20.00% of the amount, if any, by which the Pre-Incentive Fee Net Investment Income for the immediately preceding calendar quarter exceeds a hurdle rate of 1.75% (which is 7.00% annualized) of the Company’s net assets at the end of the immediately preceding calendar quarter, adjusted for any share issuances or repurchases during the relevant quarter, subject to a “catch-up” provision measured as of the end of each calendar quarter. Under this provision, in any calendar quarter, the Advisor receives no incentive fee until the Pre-Incentive Fee Net Investment Income equals the hurdle rate of 1.75%, but then receives, as a “catch-up,” 100.00% of the Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle rate but is less than 2.1875% quarterly (which is 8.75% annualized). The effect of this “catch-up” provision is that, if Pre-Incentive Fee Net Investment Income exceeds 2.1875% in any calendar quarter, the Advisor will receive 20.00% of the Pre-Incentive Fee Net Investment Income as if the hurdle rate did not apply.

 

27

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. Because of the structure of the incentive fee, it is possible that the Company may pay an incentive fee in a quarter in which the Company incurs a loss. For example, if the Company receives Pre-Incentive Fee Net Investment Income in excess of the quarterly minimum hurdle rate, the Company will pay the applicable incentive fee up to the Incentive Fee Cap, defined below, even if the Company has incurred a loss in that quarter due to realized and unrealized capital losses. The Company’s net investment income used to calculate this part of the incentive fee is also included in the amount of the Company’s gross assets used to calculate the 2.00% base management fee. These calculations are appropriately prorated for any period of less than three months and adjusted for any share issuances or repurchases during the current quarter.

 

Commencing with the calendar quarter beginning July 1, 2014, theThe incentive fee on Pre-Incentive Fee Net Investment Income is subject to a fee cap and deferral mechanism which is determined based upon a look-back period of up to three years and is expensed when incurred. For this purpose, the look-back period for the incentive fee based on Pre-Incentive Fee Net Investment Income (the “Incentive Fee Look-back Period”) commenced on July 1, 2014 and increases by one quarter in length at the end of each calendar quarter until June 30, 2017, after which time, the Incentive Fee Look-back Period will includeincludes the relevant calendar quarter and the 11 preceding full calendar quarters. Each quarterly incentive fee payable on Pre-Incentive Fee Net Investment Income is subject to a cap (the “Incentive Fee Cap”) and a deferral mechanism through which the Advisor may recoup a portion of such deferred incentive fees (collectively, the “Incentive Fee Cap and Deferral Mechanism”). The Incentive Fee Cap is equal to (a) 20.00% of Cumulative Pre-Incentive Fee Net Return (as defined below) during the Incentive Fee Look-back Period less (b) cumulative incentive fees of any kind paid to the Advisor during the Incentive Fee Look-back Period. To the extent the Incentive Fee Cap is zero or a negative value in any calendar quarter, the Company will not pay an incentive fee on Pre-Incentive Fee Net Investment Income to the Advisor in that quarter. To the extent that the payment of incentive fees on Pre-Incentive Fee Net Investment Income is limited by the Incentive Fee Cap, the payment of such fees will be deferred and paid in subsequent calendar quarters up to three years after their date of deferment, subject to certain limitations, which are set forth in the Investment Management Agreement. The Company only pays incentive fees on Pre-Incentive Fee Net Investment Income to the extent allowed by the Incentive Fee Cap and Deferral Mechanism. “Cumulative Pre-Incentive Fee Net Return” during any Incentive Fee Look-back Period means the sum of (a) Pre-Incentive Fee Net Investment Income and the base management fee for each calendar quarter during the Incentive Fee Look-back Period and (b) the sum of cumulative realized capital gains and losses, cumulative unrealized capital appreciation and cumulative unrealized capital depreciation during the applicable Incentive Fee Look-back Period.

 

The second part of the incentive fee is determined and payable in arrears as of the end of each calendar year (or, upon termination of the Investment Management Agreement, as of the termination date), and equals 20.00% of the Company’s realized capital gains, if any, on a cumulative basis from the date of the election to be a BDC through the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis through the end of such year, less all previous amounts paid in respect of the capital gain incentive fee. However, in accordance with GAAP, the Company is required to include the aggregate unrealized capital appreciation on investments in the calculation and accrue a capital gain incentive fee on a quarterly basis, as if such unrealized capital appreciation were realized, even though such unrealized capital appreciation is not permitted to be considered in calculating the fee actually payable under the Investment Management Agreement.

 

23

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

The performance based incentive fee expense was $0.3$0.1 million and $2.1 million for the three months ended SeptemberJune 30, 2017. There was no performance based incentive fee expense for the three months ended September 30, 2016. The incentive fee on Pre-Incentive Fee Net Investment Income was subject to the Incentive Fee Cap 2023 and Deferral Mechanism for the three months ended September 30, 2017 and 2016, which resulted in $0.6 million and $0.9 million, respectively, of reduced expense and additional net investment income.2022, respectively. The performance based incentive fee expense was $1.1$3.1 million and $2.1$3.6 million for the ninesix months ended SeptemberJune 30, 2017 2023 and 2016,2022, respectively. The incentive fee on Pre-Incentive Fee Net Investment Income was subject to the Incentive Fee Cap and Deferral Mechanism for the ninethree and six months ended SeptemberJune 30, 2017 and 2016,2023, which resulted in $1.3$3.1 million and $0.9$3.3 million respectively, of reduced expense and additional net investment income. income, respectively. This deferral represents a contingent future liability and is not accrued until the amount can be reasonably estimated and payment is probable. The deferred amount may be paid up to three years after the date of deferment. The total contingent future liability as of June 30, 2023 was $4.4 million, of which $1.1 million expires on December 31, 2025, $0.2 million expires on March 31, 2026 and $3.1 million expires on June 30, 2026, respectively. The incentive fee on Pre-Incentive Fee Net Investment Income was not subject to the Incentive Fee Cap and Deferral Mechanism for the three and six months ended June 30, 2022. The performance based incentive fee payable as of SeptemberJune 30, 20172023 and December 31, 2022 was $0.3 million.$0.1 million and $1.4 million, respectively. The entire incentive fee payable as of SeptemberJune 30, 2017 was composed2023 and December 31, 2022 represented part one of the incentive fee based on Pre-Incentive Fee Net Investment Income. There was no performance based incentive fee payable asfee.

28

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Administration Agreement

 

The Company entered into an administration agreement (the “Administration Agreement”) with the Advisor to provide administrative services to the Company. For providing these services, facilities and personnel, the Company reimburses the Advisor for the Company’s allocable portion of overhead and other expenses incurred by the Advisor in performing its obligations under the Administration Agreement, including rent, the fees and expenses associated with performing compliance functions and the Company’s allocable portion of the costs of compensation and related expenses of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs. The administrative fee expense was $0.2$0.4 million for the three months ended SeptemberJune 30, 2017 2023 and 2016.2022. The administrative fee expense was $0.6$0.8 million and $0.8$0.7 million respectively, for the ninesix months ended SeptemberJune 30, 2017 2023 and 2016.2022, respectively.

 

Note4. Investments

 

The following table shows the Company’s investments as of SeptemberJune 30, 20172023 and December 31, 2016:2022:

 

 September 30, 2017  December 31, 2016 
 Cost  Fair Value  Cost  Fair Value  

June 30, 2023

  

December 31, 2022

 
    (In thousands)     

Cost

  

Fair Value

  

Cost

  

Fair Value

 
        

(In thousands)

 
Investments                 
Debt $171,913  $161,292  $201,216  $186,186  $700,162  $683,309  $701,074  $686,458 
Warrants  5,508   8,101   5,140   6,362  15,061  25,483  14,790  29,712 
Other  9,882   5,900   4,683   600  1,200  1,300  1,200  1,300 
Equity  588   1,411   588   855   7,210   5,299   4,184   2,556 
Total investments $187,891  $176,704  $211,627  $194,003  $723,633  $715,391  $721,248  $720,026 

 

24
29

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

The following table shows the Company’s investments by industry sector as of SeptemberJune 30, 20172023 and December 31, 2016:2022:

 

 September 30, 2017  December 31, 2016  

June 30, 2023

  

December 31, 2022

 
 Cost  Fair Value  Cost  Fair Value  

Cost

  

Fair Value

  

Cost

  

Fair Value

 
    (In thousands)     

(In thousands)

 
Life Science                 
Biotechnology $24,311  $25,875  $46,703  $41,578  $182,489  $174,598  $193,372  $195,006 
Drug Delivery  6,907   6,907       
Medical Device  8,255   7,683   14,164   13,736  128,203  130,634  132,803  135,960 
Technology                 
Communications  7,922   7,914   108   99  22,922  26,170  22,892  26,176 
Consumer-Related  17,784   18,741   21,055   22,121  113,903  108,275  121,961  114,050 
Data Storage  4,276   100   4,340   100  417  1,060  476  1,316 
Internet and Media  37,699   37,696   7,933   7,933  329  1,634  329  1,159 
Materials  9,701   9,957   9,966   10,222 
Networking  106   24   3,412   3,409  8,391  8,274  11,831  11,710 
Power Management  1,508   1,506   2,255   2,318  1,585  2,898  1,585  2,610 
Semiconductors  3,806   4,233   12,076   8,311  57    56   
Software  47,414   40,721   60,516   55,362  142,853  139,934  120,157  118,716 
Cleantech                
Alternative Energy  68      93    

Sustainability

 
Energy Efficiency  144   164   2,086   2,082  111  97  8  27 
Waste Recycling  5,986   5,986   5,997   6,003 

Other Sustainability

 86,095  83,942  84,633  85,524 
Healthcare Information and Services                 
Diagnostics  4,304   1,302   4,817   4,405  9,960  9,969  9,851  9,858 
Other  2,742   2,678   5,988   5,939  101  1,374  7,559  3,870 
Software  4,958   5,217   10,118   10,385   26,217   26,532   13,735   14,044 
Total investments $187,891  $176,704  $211,627  $194,003  $723,633  $715,391  $721,248  $720,026 

 

Note5. Transactions with affiliated companies

 

AnA non-controlled affiliated company is generally a portfolio company in which the Company owns 5% or more of itssuch portfolio company’s voting securities. Transactions related to investments in affiliated companies for the three months ended September 30, 2017 were as follows:

Three months ended September 30, 2017
 

Portfolio
Company

 

Fair value at
June 30,
2017

  Purchases  Sales  Transfers
in/(out) at
fair value
  

Discount
accretion

  

Net
unrealized
gain/(loss)

  Fair value at
September 30,
2017
  Net realized
gain/(loss)
  Interest
income
 
  (In thousands) 
Decisyon, Inc.(1) $  $750  $  $2,754  $8  $(19) $3,493  $  $81 
Total Affiliates $  $750  $  $2,754  $8  $(19) $3,493  $  $81 

(1)During the three months ended September 30, 2017, the Company's ownership in the portfolio company increased to five percent of the portfolio company'ssecurities but not more than 25% of such portfolio company’s voting securities.

25

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

 

Transactions related to investments in non-controlled affiliated companies for the ninethree months ended SeptemberJune 30, 2017 2023 were as follows:

 

          

Three months ended June 30, 2023

         
                                 
  

Fair value at

          

Transfers

      

Net

      

Fair value at

 

Portfolio

 

March 31,

          

in/(out) at

  

Dividends

  

unrealized

  

Net realized

  

June 30,

 

Company

 

2023

  

Purchases

  

Sales

  

fair value

  

declared

  

gain/(loss)

  

gain/(loss)

  

2023

 
  

(In thousands)

 

Cadrenal Therapeutics, Inc.

  846               60      906 

Total non-controlled affiliates

 $846  $  $  $  $  $60  $  $906 

Nine months ended September 30, 2017

Portfolio
Company

 Fair value at
December 31,
2016
  Purchases  Sales  Transfers
in/(out) at
fair value
  

Discount
accretion

  

Net
unrealized
gain/(loss)

  Fair value at
September 30,
2017
  Net realized
gain/(loss)
  Interest
income
 
  (In thousands) 
Decisyon, Inc.(1) $  $750  $  $2,754  $8  $(19) $3,493  $  $81 
Total Affiliates $  $750  $  $2,754  $8  $(19) $3,493  $  $81 

Transactions related to investments in non-controlled affiliated companies for the six months ended June 30, 2023 were as follows:  

 

(1)During the nine months ended September 30, 2017, the Company's ownership in the portfolio company increased to five percent of the portfolio company's voting securities.
          

Six months ended June 30, 2023

         
  

Fair value at

          

Transfers

      

Net

      

Fair value at

 

Portfolio

 

December 31,

      

Principal

  

in/(out) at

  

Discount

  

unrealized

  

Net realized

  

June 30,

 

Company

 

2022

  

Purchases

  

Payments

  

fair value

  

accretion

  

gain/(loss)

  

gain/(loss)

  

2023

 
  

(In thousands)

 

Cadrenal Therapeutics, Inc.

 $  $  $  $  $  $906  $  $906 

Total non-controlled affiliates

 $  $  $  $  $  $906  $  $906 

 

ThereFor the three and six months ended June 30, 2022, there were no transactions related to investments in non-controlled affiliated companies.

A controlled affiliated company is generally a portfolio company in which the Company owns more than 25% of such portfolio company’s voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement).

For the three and six months ended June 30, 2023, there were no transactions related to investments in controlled affiliated companies. 

30

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Transactions related to investments in controlled affiliated companies for the three and nine months ended SeptemberJune 30, 2016.2022 were as follows:

          

Three months ended June 30, 2022

         
                                 
  

Fair value at

          

Transfers

      

Net

      

Fair value at

 

Portfolio

 

March 31,

          

in/(out) at

  

Dividends

  

unrealized

  

Net realized

  

June 30,

 

Company

 

2022

  

Purchases

  

Sales

  

fair value

  

declared

  

gain/(loss)

  

gain/(loss)

  

2022

 
  

(In thousands)

 

HESP LLC

        (200)        1,400   (1,200)   

Total controlled affiliates

 $  $  $(200) $  $  $1,400  $(1,200) $ 

Transactions related to investments in controlled affiliated companies for the six months ended June 30, 2022 were as follows:

          

Six months ended June 30, 2022

         
  

Fair value at

          

Transfers

      

Net

      

Fair value at

 

Portfolio

 

December 31,

      

Principal

  

in/(out) at

  

Discount

  

unrealized

  

Net realized

  

June 30,

 

Company

 

2021

  

Purchases

  

Payments

  

fair value

  

accretion

  

gain/(loss)

  

gain/(loss)

  

2022

 
  

(In thousands)

 

HESP LLC

        (250)        1,450   (1,200)   

Total controlled affiliates

 $  $  $(250) $  $  $1,450  $(1,200) $ 

Note6. Fair value

 

Note 6.  FairPrior to July 30, 2022, the Board determined the fair value of the Company’s investments. Pursuant to the amended SEC Rule 2a-5 of the 1940 Act, on July 29, 2022, the Board designated the Advisor as the Company’s “valuation designee.” The Board is responsible for oversight of the valuation designee. The valuation designee has established a Valuation Committee to determine in good faith the fair value of the Company’s investments, based on input from the Advisor’s management and personnel and independent valuation firms which are engaged at the direction of the Valuation Committee to assist in the valuation of certain portfolio investments lacking a readily available market quotation at least once during a trailing twelve-month period. The Valuation Committee determines fair values pursuant to a valuation policy approved by the Board and pursuant to a consistently applied valuation process. This valuation process is conducted at the end of each fiscal quarter, with at least 25% (based on fair value) of the Company’s valuation of portfolio companies lacking readily available market quotations subject to review by an independent valuation firm.

 

The Company uses fair value measurements made by the valuation designee to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is best determined based upon quoted market prices. However, in certain instances, there are no quoted market prices for certain assets or liabilities. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the asset or liability.

 

Fair value measurements focus on exit prices in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. If there has been a significant decrease in the volume and level of activity for the asset or liability, a change in valuation technique or the use of multiple valuation techniques may be appropriate. In such instances, determining the price at which willing market participants would transact at the measurement date under current market conditions depends on the facts and circumstances and requires the use of significant judgment.

 

The Company’s fair value measurements are classified into a fair value hierarchy in accordance with ASC Topic 820,Fair Value Measurement, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. The three categories within the hierarchy are as follows:

 

Level 1

Quoted prices in active markets for identical assets and liabilities.

 

Level 2

Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active, and model-based valuation techniques for which all significant inputs are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

 

Level 3

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

 

Investments are valued at fair value as determined in good faith by the Board, based on input

31

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Because there is not a readily available market value for most of the investments in its portfolio, the Company values substantially all of its portfolio investments at fair value as determined in good faith by the Board, as described herein. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company'sCompany’s investments may fluctuate from period to period. Additionally, the fair value of the Company'sCompany’s investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that the Company may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Company was required to liquidate a portfolio investment in a forced or liquidation sale, the Company could realize significantly less than the value at which the Company has recorded such portfolio investment.

Cash and interest receivable: The carrying amount is a reasonable estimate of fair value. These financial instruments are not recorded at fair value on a recurring basis and are categorized as Level 1 within the fair value hierarchy described above.

Money market funds:The carrying amounts are valued at their net asset value as of the close of business on the day of valuation. These financial instruments are recorded at fair value on a recurring basis and are categorized as Level 2 within the fair value hierarchy described above as these funds can be redeemed daily.

Debt investments: The fair value of debt investments is estimated by discounting the expected future cash flows using the period end rates at which similar debt investments would be made to borrowers with similar credit ratings and for the same remaining maturities. At September 30, 2017 and December 31, 2016, the hypothetical market yields used ranged from 10% to 25% and 11% to 25%, respectively. Significant increases (decreases) in this unobservable input would result in a significantly lower (higher) fair value measurement. These assets are recorded at fair value on a recurring basis and are categorized as Level 3 within the fair value hierarchy described above.

 

Under certain circumstances, the Company may use an alternative technique to value debt investments that better reflects its fair value such as the use of multiple probability weighted cash flow models when the expected future cash flows contain elements of variability.

Warrant investments: The Company values its warrants using the Black-Scholes valuation model incorporating the following material assumptions:

 

Underlying asset value of the issuer is estimated based on information available, including any information regarding the most recent rounds of borrower funding. Significant increases (decreases) in this unobservable input would result in a significantly higher (lower) fair value measurement.

Volatility, or the amount of uncertainty or risk about the size of the changes in the warrant price, is based on indices of publicly traded companies similar in nature to the underlying company issuing the warrant. A total of seven such indices are used. Significant increases (decreases) in this unobservable input would result in a significantly higher (lower) fair value measurement.

The risk-free interest rates are derived from the U.S. Treasury yield curve. The risk-free interest rates are calculated based on a weighted average of the risk-free interest rates that correspond closest to the expected remaining life of the warrant.

Other adjustments, including a marketability discount on private company warrants, are estimated based on management’s judgment about the general industry environment.

Historical portfolio experience on cancellations and exercises of the Company’s warrants are utilized as the basis for determining the estimated time to exit of the warrants in each financial reporting period. Warrants may be exercised in the event of acquisitions, mergers or IPOs, and cancelled due to events such as bankruptcies, restructuring activities or additional financings. These events cause the expected remaining life assumption to be shorter than the contractual term of the warrants. Significant increases (decreases) in this unobservable input would result in significantly higher (lower) fair value measurement.

 27

Underlying asset value of the issuer is estimated based on information available, including any information regarding the most recent rounds of borrower funding. Significant increases (decreases) in this unobservable input would result in a significantly higher (lower) fair value measurement.

 

Volatility, or the amount of uncertainty or risk about the size of the changes in the warrant price, is based on indices of publicly traded companies similar in nature to the underlying company issuing the warrant. A total of seven such indices are used. Significant increases (decreases) in this unobservable input would result in a significantly higher (lower) fair value measurement.

 

The risk-free interest rates are derived from the U.S. Treasury yield curve. The risk-free interest rates are calculated based on a weighted average of the risk-free interest rates that correspond closest to the expected remaining life of the warrant.

 

Other adjustments, including a marketability discount on private company warrants, are estimated based on management’s judgment about the general industry environment.

32

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Historical portfolio experience on cancellations and exercises of the Company’s warrants are utilized as the basis for determining the estimated time to exit of the warrants in each financial reporting period. Warrants may be exercised in the event of acquisitions, mergers or initial public offerings, and cancelled due to events such as bankruptcies, restructuring activities or additional financings. These events cause the expected remaining life assumption to be shorter than the contractual term of the warrants. Significant increases (decreases) in this unobservable input would result in significantly higher (lower) fair value measurement.

 

Under certain circumstances the Company may use an alternative technique to value warrants that better reflects the warrants’ fair value, such as an expected settlement of a warrant in the near term or a model that incorporates a put feature associated with the warrant. The fair value may be determined based on the expected proceeds to be received from such settlement or based on the net present value of the expected proceeds from the put option.

 

The fair value of the Company’s warrants held in publicly traded companies is determined based on inputs that are readily available in public markets or can be derived from information available in public markets. Therefore, the Company has categorized these warrants as Level 2 within the fair value hierarchy described above. The fair value of the Company’s warrants held in private companies is determined using both observable and unobservable inputs and represents management’s best estimate of what market participants would use in pricing the warrants at the measurement date. Therefore, the Company has categorized these warrants as Level 3 within the fair value hierarchy described above. These assets are recorded at fair value on a recurring basis.

Equity investments: The fair value of an equity investment in a privately held company is initially the face value of the amount invested. The Company adjusts the fair value of equity investments in private companies upon the completion of a new third-partythird-party round of equity financing. The Company may make adjustments to fair value, absent a new equity financing event, based upon positive or negative changes in a portfolio company’s financial or operational performance. Significant increases (decreases) in this unobservable input would result in a significantly higher (lower) fair value measurement. The Company has categorized these equity investments as Level 3 within the fair value hierarchy described above. The fair value of an equity investment in a publicly traded company is based upon the closing public share price on the date of measurement. Therefore, the Company has categorized these equity investments as Level 1 within the fair value hierarchy described above. These assets are recorded at fair value on a recurring basis.

Other investments:Other investments are valued based on the facts and circumstances of the underlying contractual agreement. The Company currently values these contractual agreements using a multiple probability weighted cash flow model as the contractual future cash flows contain elements of variability. Significant changes in the estimated cash flows and probability weightings would result in a significantly higher or lower fair value measurement. The Company has categorized these other investments as Level 3 within the fair value hierarchy described above. These other investments are recorded at fair value on a recurring basis.

 

The following tables detail the investments that are carried at fair value and measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022 and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine the fair value:

  

June 30, 2023

 
  

Level 1

  

Level 2

  

Level 3

  

Total

 
  

(In thousands)

 

Debt investments

 $  $  $683,309  $683,309 

Warrant investments

     1,107   24,376   25,483 

Other investments

        1,300   1,300 

Equity investments

  1,040      4,259   5,299 

Total investments

 $1,040  $1,107  $713,244  $715,391 
 
  

December 31, 2022

 
  

Level 1

  

Level 2

  

Level 3

  

Total

 
  

(In thousands)

 

Debt investments

 $  $  $686,458  $686,458 

Warrant investments

     3,567   26,145   29,712 

Other investments

        1,300   1,300 

Equity investments

  140      2,416   2,556 

Total investments

 $140  $3,567  $716,319  $720,026 

The following tables provide a summary of quantitative information about the Company’s Level 3 fair value measurements of itsthe Company’s investments as of SeptemberJune 30, 20172023 and December 31, 2016.2022. In addition to the techniques and inputs noted in the table below, according to the Company’s valuation policy, the Company may also use other valuation techniques and methodologies when determining its fair value measurements.

 

33

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

The following table is not intended to be all-inclusive, but rather provides information on the significant Level 3 inputs as they relate to the Company’s fair value measurements as of SeptemberJune 30, 2017:2023:

 

September 30, 2017

June 30, 2023

June 30, 2023

 
 Fair Valuation Techniques/ Unobservable    Weighted  

Fair

 

Valuation Techniques/

 

Unobservable

   

Weighted

 
Investment Type Value  Methodologies Input Range  Average  

Value

 

Methodologies

 

Input

 

Range

 

Average(1)

 
(Dollars in thousands, except per share data)
   

(Dollars in thousands, except per share data)

     
Debt investments $155,192 Discounted Expected Future Cash Flows Hypothetical Market Yield 10% – 25% 13%  $611,524 

Discounted Expected Future Cash Flows

 

Hypothetical Market Yield

 

11% – 24%

 14%
                    
 6,100 Liquidation Scenario Probability Weighting 5% – 75% 38%  71,785 

Multiple Probability Weighted Cash Flow Model

 

Probability Weighting

 

5% - 100%

 50%
                    
Warrant investments 6,412 Black-Scholes Price Per Share
 

$0.00 – $63.98

 

$3.98

  24,314 

Black-Scholes Valuation Model

 

Price Per Share

 

0.000 –1,89999

 $59.21 
   Valuation Model Average Industry Volatility 21% 21%      

Average Industry Volatility

 

28%

 28%
     Marketability Discount 20% 20%      

Marketability Discount

 

20%

 20%
     Estimated Time to Exit 1 to 5 years 3 years      

Estimated Time to Exit (in years)

 1 to 5 3 
          62 

Expected Proceeds

 

Price Per Share

 $0.25 $0.25 
 302 Expected Settlement Price Per Share $1.90 $1.90            
         
Other investments 5,900 Multiple Probability Discount Rate 

18% – 25%

 

19%

  1,300 

Multiple Probability Weighted Cash Flow Model

 

Discount Rate

 

25%

 25%
   Weighted Cash Flow Model Probability Weighting 25% – 100% 40%      

Probability Weighting

 

100%

 100%
                    
Equity investments  208 Last Equity Financing Price Per Share $0.00 – $1.00 $0.40  4,259 

Last Equity Financing

 

Price Per Share

 

$0.03– $215.03

 $27.56 
            
Total Level 3 investments $174,114        $713,244          

 


(1)

28

Weighted average is calculated by multiplying (a) the unobservable input for each investment in the investment type by (b) (1) the fair value of the related investment in the investment type divided by (2) the total fair value of the investment type.

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

 

The following table is not intended to be all-inclusive, but rather provides information on the significant Level 3 inputs as they relate to the Company’s fair value measurements as of December 31, 2016:2022:

 

December 31, 2016

December 31, 2022

December 31, 2022

 
 Fair Valuation Techniques/ Unobservable    Weighted  

Fair

 

Valuation Techniques/

 

Unobservable

   

Weighted

 
Investment Type Value  Methodologies Input Range  Average  

Value

 

Methodologies

 

Input

 

Range

 

Average(1)

 
(Dollars in thousands, except per share data)
   

(Dollars in thousands, except per share data)

     
Debt investments $174,686 Discounted Expected Future Cash Flows Hypothetical Market Yield 11% – 25% 13%  $669,617 

Discounted Expected Future Cash Flows

 

Hypothetical Market Yield

 3% – 22% 14%
           
 16,545 

Multiple Probability Weighted Cash Flow Model

 

Probability Weighting

 10% - 75% 31%
                    
 11,500 Liquidation Scenario Probability Weighting 25% – 100% 40%  296 

Convertible Note Analysis

 

Price Per Share

 $168.93 $168.93 
                    
Warrant investments 5,677 Black-Scholes Price Per Share
 

$0.00 – $63.98

 

$4.02

  26,145 

Black-Scholes Valuation Model

 

Price Per Share

 

0.000 –1.89999

 $58.52 
   Valuation Model Average Industry Volatility Volatility 21% 21%      

Average Industry Volatility

 28% 28%
     Marketability Discount 20% 20%      

Marketability Discount

 20% 20%
     Estimated Time to Exit 1 to 5 years 3 years      

Estimated Time to Exit (in years)

 1 to 5 3 
                    
 180 Expected Settlement Price Per Share $1.78 $1.78 
         
Other investments 600 Multiple Probability Discount Rate
 

25%

 

25%

  1,300 

Multiple Probability Weighted Cash Flow Model

 

Discount Rate

 25% 25%
   Weighted Cash Flow Model Probability Weighting 25% – 100% 43%      

Probability Weighting

 100% 100%
                    
Equity investments  268 Last Equity Financing Price Per Share $0.04 – $1.00 $0.34  2,416 

Last Equity Financing

 

Price Per Share

 

$1.00– $215.03

 $26.93 
            
Total Level 3 investments $192,911        $716,319         


(1)

Weighted average is calculated by multiplying (a) the unobservable input for each investment in the investment type by (b) (1) the fair value of the related investment in the investment type divided by (2) the total fair value of the investment type.

Borrowings: The carrying amount of borrowings underKey Facility and the Company’s revolving credit facility (the “Key Facility”) with KeyBank National Association (“Key”) approximatesNYL Facility approximate fair value due to the variable interest rate of the Key Facilityfacilities and isare categorized as Level 2 within the fair value hierarchy described above. Additionally, the Company considers its creditworthiness in determining the fair value of such borrowings. The fair value of the fixed rate 2019fixed-rate 2026 Notes (as defined in Note 7)7) is based on the closing public share price on the date of measurement. On SeptemberJune 30, 2017,2023, the closing price of the 20192026 Notes on the New York Stock Exchange was $25.18$23.35 per note or $33.2and had an aggregate fair value of $53.7 million. Therefore, the Company has categorized this borrowing as Level 1 within the fair value hierarchy described above. The fair value of the fixed rate 2022fixed-rate 2027 Notes (as defined in Note 7)7) is based on the closing public share price on the date of measurement. On June 30, 2023, the closing price of the public offering completed on September 29, 2017 of $25.00 per note, or $32.5 million. The 20222027 Notes will trade on the New York Stock Exchange under the symbol “HTFA”.was $24.14 per note and had an aggregate fair value of $55.5 million. Therefore, the Company has categorized this borrowing as Level 1 within the fair value hierarchy described above. Based on market quotations on June 30, 2023, the 2019 Asset-Backed Notes were trading at par value, or $30.8 million, and are categorized as Level 3 within the fair value hierarchy described above. Based on market quotations on June 30, 2023, the 2022 Asset-Backed Notes were trading at par value, or $100.0 million, and are categorized as Level 3 within the fair value hierarchy described above. These borrowings are not recorded at fair value on a recurring basis.

Off-balance-sheet instruments: Fair values for off-balance-sheet lending commitments are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the counterparties’ credit standings. Therefore, the Company has categorized these instruments as Level 3 within the fair value hierarchy described above.

 

34

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

The following tables detailtable shows a reconciliation of the beginning and ending balances for Level 3assets that are carried at fair value and measured at fair value on a recurring basis asfor the three months ended June 30, 2023:

  

Three months ended June 30, 2023

 
  

Debt

  

Warrant

  

Equity

  

Other

     
  

Investments

  

Investments

  

Investments

  

Investments

  

Total

 
  

(In thousands)

 

Level 3 assets, beginning of period

 $684,554  $24,638  $2,915  $1,300  $713,407 

Purchase of investments

  40,545            40,545 

Warrants and equity received and classified as Level 3

     515   89      604 

Principal payments received on investments

  (24,740)           (24,740)

Payment-in-kind interest on investments

  950            950 

Proceeds from sale of investments

  (528)  (1,458)        (1,986)

Net realized (loss) gain on investments

  (17,672)  1,287   (127)     (16,512)

Unrealized appreciation (depreciation) included in earnings

  2,118   (606)  (1,307)     205 

Transfer out of Level 3

        (111)     (111)

Transfer out of debt investments

  (2,800)     2,800       

Other

  882            882 

Level 3 assets, end of period

 $683,309  $24,376  $4,259  $1,300  $713,244 

During the three months ended June 30, 2023, there was one transfer out of September 30, 2017 and December 31, 2016 and indicate theLevel 3. The one transfer out of Level 3 related to equity held in one portfolio company with an aggregate fair value hierarchy of $0.1 million that was transferred to Level 1 upon the valuation techniques utilized by the Company to determine the fair value:

  September 30, 2017 
  Total  Level 1  Level 2  Level 3 
  (In thousands) 
Debt investments $161,292  $  $  $161,292 
Warrant investments $8,101  $  $1,387  $6,714 
Other investments $5,900  $  $  $5,900 
Equity investments $1,411  $1,203  $  $208 

  December 31, 2016 
  Total  Level 1  Level 2  Level 3 
  (In thousands) 
Debt investments $186,186  $  $  $186,186 
Warrant investments $6,362  $  $505  $5,857 
Other investments $600  $  $  $600 
Equity investments $855  $587  $  $268 

29

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statementsportfolio company becoming a public company.

 

The following table shows a reconciliation of the beginning and ending balances for Level 3 assets measured at fair value on a recurring basis for the three months ended SeptemberJune 30, 2017:2022:

 

 

Three months ended June 30, 2022

 
 Three Months Ended September 30, 2017  

Debt

 

Warrant

 

Equity

 

Other

   
 Debt
Investments
  Warrant
Investments
  Equity
Investments
  Other
Investments
  Total  

Investments

  

Investments

  

Investments

  

Investments

  

Total

 
 (In thousands)  

(In thousands)

 
Level 3 assets, beginning of period $164,895  $6,107  $208  $5,900  $177,110  $492,194  $21,645  $203  $200  $514,242 
Purchase of investments  18,321            18,321  158,985    250    159,235 
Warrants and equity received and classified as Level 3     307         307 

Warrants received and classified as Level 3

   669      669 
Principal payments received on investments  (19,778)        (24)  (19,802) (73,096)     (232) (73,328)
Net realized loss on investments  (3)  (426)        (429)

Proceeds from sale of investments

 (21,750) (396)     (22,146)

Net realized gain (loss) on investments

   239    (1,168) (929)
Unrealized (depreciation) appreciation included in earnings  (1,936)  726      24   (1,186) (3,797) 3,010    1,400  613 
Other  (207)           (207)  (976)           (976)
Level 3 assets, end of period $161,292  $6,714  $208  $5,900  $174,114  $551,560  $25,167  $453  $200  $577,380 

 

The Company’s transfers between levels are recognized at the end of each reporting period. During the three months ended SeptemberJune 30, 2017,2022, there were no transfers between levels.in or out of Level 3.

35

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

 

The following table shows a reconciliation of the beginning and ending balances for Level 3 assets measured at fair value on a recurring basis for the threesix months ended SeptemberJune 30, 2016:2023:

 

 

Six months ended June 30, 2023

 
 Three Months Ended September 30, 2016  

Debt

 

Warrant

 

Equity

 

Other

   
 Debt
Investments
  Warrant
Investments
  Equity
Investments
  Other
Investments
  Total  

Investments

  

Investments

  

Investments

  

Investments

  

Total

 
 (In thousands)  

(In thousands)

 
Level 3 assets, beginning of period $226,963  $4,835  $240  $600  $232,638  $686,458  $26,145  $2,416  $1,300  $716,319 
Purchase of investments  13,536            13,536  87,543    10    87,553 
Warrants and equity received and classified as Level 3     240   11      251    656  89    745 
Principal payments received on investments  (28,775)        (25)  (28,800) (64,496)       (64,496)

Payment-in-kind interest on investments

 2,154    2,154 
Proceeds from sale of investments     (5)        (5) (7,036) (1,470)     (8,506)
Net realized gain on investments     5         5 

Net realized (loss) gain on investments

 (17,665) 1,146  (127)   (16,646)
Unrealized depreciation included in earnings  (10,537)  (193)     (75)  (10,805) (2,448) (2,096) (1,118)   (5,662)

Transfer out of Level 3

   (111)  (111)

Transfer out of debt investments

 (3,095) (5) 3,100   
Other  (109)           (109)  1,894            1,894 
Level 3 assets, end of period $201,078  $4,882  $251  $500  $206,711  $683,309  $24,376  $4,259  $1,300  $713,244 

 

The Company’s transfers between levels are recognized at the end of each reporting period. During the threesix months ended SeptemberJune 30, 2016,2023, there were no transfers between levels.

30

Horizon Technology Finance Corporation and Subsidiaries

Noteswas one transfer out of Level 3. The one transfer out of Level 3 related to Consolidated Financial Statements

The following table shows a reconciliation of the beginning and ending balances for Level 3 assets measured atequity held in one portfolio company with an aggregate fair value onof $0.1 million that was transferred to Level 1 upon the portfolio company becoming a recurring basis for the nine months ended September 30, 2017:

  Nine Months Ended September 30, 2017 
  Debt
Investments
  Warrant
Investments
  Equity
Investments
  Other
Investments
  Total 
  (In thousands) 
Level 3 assets, beginning of period $186,186  $5,857  $268  $600  $192,911 
Purchase of investments  66,311            66,311 
Warrants and equity received and classified as Level 3     1,374         1,374 
Principal payments received on investments  (79,961)        (101)  (80,062)
Proceeds from sale of investments     (1,537)        (1,537)
Net realized (loss) gain on investments  (11,162)  631         (10,531)
Unrealized appreciation (depreciation) included in earnings  6,249   389   (60)  101   6,679 
Transfer from debt investments to other investments  (5,300)        5,300    
Other  (1,031)           (1,031)
Level 3 assets, end of period $161,292  $6,714  $208  $5,900  $174,114 

The Company’s transfers between levels are recognized at the end of each reporting period. During the nine months ended September 30, 2017, there were no transfers between levels.public company.

 

The change in unrealized appreciationdepreciation included in the consolidated statement of operations attributable to Level 3 investments still held at SeptemberJune 30, 20172023 includes $4.5$13.1 million in unrealized depreciation on debt and other investments, $0.01$1.9 million in unrealized depreciation on warrant investments and $0.01$1.3 million in unrealized appreciationdepreciation on equity investments.

 

The following table shows a reconciliation of the beginning and ending balances for Level 3 assets measured at fair value on a recurring basis for the ninesix months ended SeptemberJune 30, 2016:2022:

 

 

Six months ended June 30, 2022

 
 Nine Months Ended September 30, 2016  

Debt

 

Warrant

 

Equity

 

Other

   
 Debt
Investments
 ��Warrant
Investments
  Equity
Investments
  Other
Investments
  Total  

Investments

  

Investments

  

Investments

  

Investments

  

Total

 
 (In thousands)  

(In thousands)

 
Level 3 assets, beginning of period $242,167  $5,793  $316  $300  $248,576  $437,317  $19,837  $203  $200  $457,557 
Purchase of investments  45,223            45,223  253,470    250    253,720 
Warrants and equity received and classified as Level 3     389   67      456 

Warrants received and classified as Level 3

   1,477      1,477 
Principal payments received on investments  (69,235)        (80)  (69,315) (87,191)     (282) (87,473)
Proceeds from sale of investments     (810)  (129)     (939) (43,000) (426)     (43,426)
Net realized (loss) gain on investments  (3,093)  677   (367)     (2,783)

Net realized gain (loss) on investments

   269    (1,168) (899)
Unrealized (depreciation) appreciation included in earnings  (13,566)  (1,167)  364   (103)  (14,472) (6,967) 4,010    1,450  (1,507)
Transfer from debt investments to other investments  (383)        383    
Other  (35)           (35)  (2,069)           (2,069)
Level 3 assets, end of period $201,078  $4,882  $251  $500  $206,711  $551,560  $25,167  $453  $200  $577,380 

 

The Company’s transfers between levels are recognized at the end of each reporting period. During the ninesix months ended SeptemberJune 30, 2016,2022, there were no transfers between levels.in or out of Level 3.

 

The change in unrealized depreciation included in the consolidated statement of operations attributable to Level 3 investments still held at SeptemberJune 30, 20162022 includes $15.8$7.0 million in unrealized depreciation on debt and other investments, $0.8 million in unrealized depreciation on warrant investments and $0.1$4.7 million in unrealized appreciation on equitywarrant investments.

 

31
36

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

The Company discloses fair value information about financial instruments, whether or not recognized in the consolidated statement of assets and liabilities, for which it is practicable to estimate that value. Certain financial instruments are excluded from the disclosure requirements. Accordingly, the aggregate fair value amounts presented do not represent the underlying value of the Company.

 

The fair value amounts for 2017 and 2016 have been measured as of the reporting date and have not been reevaluated or updated for purposes of these financial statements subsequent to that date. As such, the fair values of these financial instruments subsequent to the reporting date may be different than amounts reported.

 

As of SeptemberJune 30, 20172023 and December 31, 2016,2022, all of the recorded balances equaled fair values of all the Company’s financial instruments were recorded at fair value, except for the Company’s 2019 Notes and 2022 Notes,borrowings, as previously described.

Off-balance-sheet instrumentsMarket risk

 

The Company assumes interest rate risk (the risk that general interest rate levels will change) as a result of its normal operations. As a result, the fair values of the Company’s financial instruments will change when interest rate levels change, and that change may be either favorable or unfavorable to the Company. Management attempts to match maturities of assets and liabilities to the extent believed necessary to minimize interest rate risk. Management monitors rates and maturities of assets and liabilities and attempts to minimize interest rate risk by adjusting terms of new debt investments and by investing in securities with terms that mitigate the Company’s overall interest rate risk.

 

Note7. Borrowings

 

The following table shows the Company’s borrowings as of SeptemberJune 30, 20172023 and December 31, 2016:2022:

 

 

June 30, 2023

  

December 31, 2022

 
 September 30, 2017  December 31, 2016  

Total

 

Balance

 

Unused

 

Total

 

Balance

 

Unused

 
 Total
Commitment
  Balance
Outstanding
  Unused
Commitment
  Total
Commitment
  Balance
Outstanding
  Unused
Commitment
  

Commitment

  

Outstanding

  

Commitment

  

Commitment

  

Outstanding

  

Commitment

 
      (In thousands)       

(In thousands)

 
Key Facility $95,000  $  $95,000  $95,000  $63,000  $32,000  $150,000  $  $150,000  $125,000  $5,000  $120,000 
2019 Notes  33,000   33,000      33,000   33,000    
2022 Notes  32,500   32,500             

NYL Facility

 250,000  176,750  73,250  200,000  176,750  23,250 

2019 Asset-Backed Notes

 30,807  30,807    42,573  42,573   

2022 Asset-Backed Notes

 100,000 100,000  100,000 100,000  

2027 Notes

 57,500  57,500    57,500  57,500   

2026 Notes

  57,500   57,500      57,500   57,500    
Total before debt issuance costs  160,500   65,500   95,000   128,000   96,000   32,000   645,807   422,557   223,250   582,573   439,323   143,250 
Unamortized debt issuance costs attributable to term borrowings     (1,399)        (403)        (4,541)        (5,245)   
Total borrowings outstanding, net $160,500  $64,101  $95,000  $128,000  $95,597  $32,000  $645,807  $418,016  $223,250  $582,573  $434,078  $143,250 

 

In accordance with the 1940 Act,As of June 30, 2023, with certain limited exceptions, the Company, as a BDC, is only allowed to borrow amounts such that the Company’s asset coverage, as defined in the 1940 Act, is at least 200%150% after such borrowings. As of SeptemberJune 30, 2017,2023, the asset coverage for borrowed amounts was 308%184%.

37

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Credit Facilities

Key Facility

 

The Company entered into the Key Facility with Key effective November 4,2013. The On June 29, 2023, the Company amended the Key Facility, has anamong other things, to increase the commitment amount to $150 million and to increase the amount of the accordion feature which now allows for anthe potential increase in the total loan commitment amount to $150 million from the current $95 million commitment.$300 million. The Key Facility is collateralized by all debt investments and warrants held by Credit II and permits an advance rate of up to 50%60% of eligible debt investments held by Credit II. The Key Facility contains covenants that, among other things, require the Company to maintain a minimum net worth and to restrict the debt investments securing the Key Facility to certain criteria for qualified debt investments and includes portfolio company concentration limits as defined in the related loan agreement. The Company may request advances under the Key Facility has a three-year revolving period followed by a two-year amortization period through June 22, 2024 and maturesthe Key Facility is scheduled to mature on August 12, 2020. June 22, 2026. The interest rate on the Key Facility is based uponon the one-month London Interbank Offered Rate (“LIBOR”),rate of interest published in The Wall Street Journal as the prime rate in the United States plus a spread of 3.25%0.25%, with a LIBORprime rate floor of 0.75%4.25%. The LIBORprime rate was 1.23%8.25% and 0.77%7.50% on SeptemberJune 30, 20172023 and December 31, 2016, respectively. The average interest rate for the three months ended September 30, 2017 and 2016 was 4.48% and 4.00%2022, respectively. The average interest rate on the Key Facility for the ninethree months ended SeptemberJune 30, 2017 2023 and 20162022 was 4.26%8.41% and 4.00%4.25%, respectively. The average interest rate on the Key Facility for the six months ended June 30, 2023 and 2022 was 8.17% and 4.25%, respectively. The Key Facility requires the payment of an unused line fee in an amount equalup to 0.50% on an annualized basis of any unborrowed amount available under the facility annually.facility. As of SeptemberJune 30, 20172023 and December 31, 2016,2022, the Company had borrowing capacity under the Key Facility of $95.0$150.0 million and $32.0$120.0 million, respectively. At SeptemberJune 30, 20172023 and December 31, 2016, $65.32022, $61.4 million and $4.6$40.2 million, respectively, was available for borrowing, subject to existing terms and advance rates.

 

32

NYL Facility

 

On April 21, 2020, the Company purchased all of the limited liability company interests in HSLFI. HFI entered into the NYL Facility with the NYL Noteholders for an aggregate purchase price of up to $100.0 million, with an accordion feature of up to $200.0 million at the mutual discretion and agreement of HSLFI and the NYL Noteholders. On June 1, 2018, HSLFI sold or contributed to HFI certain secured loans made to certain portfolio companies pursuant to the Sale and Servicing Agreement. Any notes issued by HFI are collateralized by all investments held by HFI and permit an advance rate of up to 67% of the aggregate principal amount of eligible debt investments. The notes were issued pursuant to the Indenture. The interest rate on the notes issued under the NYL Facility was based on the three year USD mid-market swap rate plus a margin of between 3.55% and 5.15% with an interest rate floor, depending on the rating of such notes at the time of issuance.

On February 25, 2022, the Company amended its NYL Facility to, among other things, reduce the applicable margin used to calculate the credit facility’s interest rate on the Company’s borrowings above $100.0 million. Such borrowings were priced at the three-year USD mid-market swap rate plus 3.00%.

On May 24, 2023, the Company amended its NYL Facility to, among other things, increase the commitment by $50.0 million to enable its wholly-owned subsidiary to issue up to $250.0 million of secured notes. The amendment to the NYL Facility extends the investment period to June 2024 and the maturity date of all advances to June 2029. In addition, the amendment amended the interest rate for advances made after May 24, 2023, fixing the interest rate at the greater of (i) 4.60% and (ii) the Three Year I Curve plus 3.50%, with the interest rate to be reset on any advance date. 

There were $176.8 million in advances made by the NYL Noteholders as of June 30, 2023 and December 31, 2022. The interest rate as of June 30, 2023 and December 31, 2022 was 5.62% and 5.57%, respectively. As of June 30, 2023 and December 31, 2022, the Company had borrowing capacity under the NYL Facility of $73.2 million and $23.2 million, respectively. At June 30, 2023 and December 31, 2022, $3.0 million and $23.2 million, respectively, was available for borrowing, subject to existing terms and advance rates.

Under the terms of the NYL Facility, the Company is required to maintain a reserve cash balance, which may be used to pay monthly interest and principal payments on the NYL Facility. The Company has segregated these funds and classified them as restricted investments in money market funds. At June 30, 2023 and December 31, 2022, there were approximately $1.3 million and $1.0 million, respectively, of restricted investments.

Securitizations

2019 Asset-Backed Notes

On August 13,2019, the Company completed a term debt securitization in connection with which an affiliate of the Company made an offering of the 2019 Asset-Backed Notes. The 2019 Asset-Backed Notes were rated A+(sf) by Morningstar Credit Ratings, LLC. There has been no change in the rating since August 13, 2019.

The 2019 Asset-Backed Notes were issued by the 2019‑1 Trust pursuant to a note purchase agreement, dated as of August 13,2019, by and among the Company and Keybanc Capital Markets Inc. as Initial Purchaser, and are backed by a pool of loans made to certain portfolio companies of the Company and secured by certain assets of those portfolio companies and are to be serviced by the Company. Interest on the 2019 Asset-Backed Notes will be paid, to the extent of funds available, at a fixed rate of 4.21% per annum. The reinvestment period of the 2019 Asset-Backed Notes ended July 15, 2021 and the maturity date is September 15,2027.

As of June 30, 2023 and December 31, 2022, the 2019 Asset-Backed Notes had an outstanding principal balance of $30.8 million and $42.6 million, respectively.

Under the terms of the 2019 Asset-Backed Notes, the Company is required to maintain a reserve cash balance, funded through proceeds from the sale of the 2019 Asset-Backed Notes, which may be used to pay monthly interest and principal payments on the 2019 Asset-Backed Notes. The Company has segregated these funds and classified them as restricted investments in money market funds. At June 30, 2023 and December 31, 2022, there were approximately $0.5 million and $0.6 million of restricted investments, respectively.

38

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

2022 Asset-Backed Notes

 

On November 9, 2022, the Company completed a term debt securitization in connection with which an affiliate of the Company made an offering of the 2022 Asset-Backed Notes. The 2022 Asset-Backed Notes were rated A by DBRS, Inc. There has been no change in the rating since November 9, 2022.

The 2022 Asset-Backed Notes were issued by the 2022‑1 Trust pursuant to a note purchase agreement, dated as of November 9, 2022, by and among the Company and Keybanc Capital Markets Inc. as Initial Purchaser, and are backed by a pool of loans made to certain portfolio companies of the Company and secured by certain assets of those portfolio companies and are to be serviced by the Company. Interest on the 2022 Asset-Backed Notes will be paid, to the extent of funds available, at a fixed rate of 7.56% per annum. The reinvestment period of the 2022 Asset-Backed Notes ends November 15, 2024 and the maturity date is November 15,2030.

As of June 30, 2023 and December 31, 2022, the 2022 Asset-Backed Notes had an outstanding principal balance of $100.0 million.

Under the terms of the 2022 Asset-Backed Notes, the Company is required to maintain a reserve cash balance, funded through proceeds from the sale of the 2022 Asset-Backed Notes, which may be used to pay monthly interest and principal payments on the 2022 Asset-Backed Notes. The Company has segregated these funds and classified them as restricted investments in money market funds. At June 30, 2023 and December 31, 2022, there were approximately $1.1 million and $1.2 million of restricted investments, respectively.

Unsecured Notes

2026 Notes

On March 23, 2012, 30, 2021, the Company issued and sold an aggregate principal amount of $30$57.5 million of 7.375% senior unsecured4.875% notes due in 20192026 (the “2026 Notes”). The amount of 2026 Notes issued and on April 18, 2012, pursuant tosold included the underwriters’ 30 dayfull exercise by the underwriters of their option to purchase $7.5 million in aggregate principal of additional notes, the Company sold an additional $3 millionnotes. The 2026 Notes have a stated maturity of such notes (collectively, the “2019 Notes”). The 2019 Notes mature on March 15, 2019 30, 2026 and may be redeemed in whole or in part at the Company’s option at any time or from time to time on or after March 30, 2023 at a redemption price of $25 per security plus accrued and unpaid interest. The 20192026 Notes bear interest at a rate of 7.375%4.875% per year, payable quarterly on March 15, 30, June 15, 30, September 15 30 and December 15 30 of each year. The 20192026 Notes are the Company’s direct unsecured obligations and (i) rank equally in right of payment with the Company’s current and future unsecured indebtedness; (ii) are senior in right of payment to any of the Company’s future indebtedness that expressly provides it is subordinated to the 20192026 Notes; (iii) are effectively subordinated to all of the Company’s existing and future secured indebtedness (including indebtedness that is initially unsecured to which the Company subsequently grants security), to the extent of the value of the assets securing such indebtedness, and (iv) are structurally subordinated to all existing and future indebtedness and other obligations of any of the Company’s subsidiaries. AsAs ofSeptemberJune 30, 20172023, the Company was in material compliance with the terms of the 20192026 Notes.The 20192026 Notes are listed on the New York Stock Exchange under the symbol “HTF”“HTFB”. On September 29, 2017, the Company gave notice of its election to exercise its option to redeem, in full, the 2019

2027 Notes on October 30, 2017 (the “Redemption Date”).

 

On September 29, 2017, June 15, 2022, the Company issued and sold an aggregate principal amount of $32.5$50.0 million of 6.25% notes due in 2027 and on July 11, 2022, (the “2022pursuant to the underwriters’ 30 day option to purchase additional notes, the Company sold an additional $7.5 million of such notes (collectively, the “2027 Notes”). The 20222027 Notes will mature on Septemberhave a stated maturity of June 15, 2022 2027 and may be redeemed in whole or in part at the Company’s option at any time or from time to time on or after SeptemberJune 15, 2019 2024 at a redemption price of $25 per security plus accrued and unpaid interest. The 20222027 Notes bear interest at a rate of 6.25% per year, payable quarterly on March 15, 30, June 15, 30, September 15 30 and December 15 30 of each year. year, commencing on September 30, 2022. The 20222027 Notes are the Company’s direct unsecured obligations and (i) rank equally in right of payment with the Company’s current and future unsecured indebtedness; (ii) are senior in right of payment to any of the Company’s future indebtedness that expressly provides it is subordinated to the 20222027 Notes; (iii) are effectively subordinated to all of the Company’s existing and future secured indebtedness (including indebtedness that is initially unsecured to which the Company subsequently grants security), to the extent of the value of the assets securing such indebtedness, and (iv) are structurally subordinated to all existing and future indebtedness and other obligations of any of the Company’s subsidiaries. AsAs ofSeptemberJune 30, 20172023, the Company was in material compliance with the terms of the 20222027 Notes.The 20222027 Notes are listed on the New York Stock Exchange under the symbol “HTFA”“HTFC”.

 

On June 28, 2013, the Company completed the 2013-1 Securitization. In connection with the 2013-1 Securitization, 2013-1 Trust, a wholly owned subsidiary

39

Horizon Technology Finance Corporation and Subsidiaries
Notes which were rated A1(sf) by Moody’s Investors Service, Inc. The Asset-Backed Notes were issued by 2013-1 Trust and were backed by a pool of loans made to certain portfolio companies of the Company and secured by certain assets of such portfolio companies. The Asset-Backed Notes were secured obligations of 2013-1 Trust and non-recourse to the Company. In connection with the issuance and sale of the Asset-Backed Notes, the Company made customary representations, warranties and covenants. The Asset-Backed Notes bore interest at a fixed rate of 3.00% per annum and had a stated maturity of May 15, 2018. As of June 13, 2016, the Asset-Backed Notes were repaid in full.

Consolidated Financial Statements

Note8. Financial instruments with off-balance-sheet risk

 

In the normal course of business, the Company is party to financial instruments with off-balance-sheet risk to meet the financing needs of its borrowers. These financial instruments include commitments to extend credit and involve, to varying degrees, elements of credit risk in excess of the amount recognized in the consolidated statement of assets and liabilities. The Company attempts to limit its credit risk by conducting extensive due diligence and obtaining collateral where appropriate.

 

33

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

The balance of unfunded commitments to extend credit was $29.0$143.4 million and $20.8$190.0 million as of SeptemberJune 30, 20172023 and December 31, 2016,2022, respectively. Commitments to extend credit consist principally of the unused portions of commitments that obligate the Company to extend credit, such as revolving credit arrangements or similar transactions. These commitments are often subject to financial or non-financial milestones and other conditions to borrow that must be achieved before the commitment can be drawn. In addition, the commitments generally have fixed expiration dates or other termination clauses. Since commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

 

The following table provides the Company’s unfunded commitments by portfolio company as of SeptemberJune 30, 2017:2023:

 

  Principal
Balance
  Fair Value of
Unfunded
Commitment
Liability
 
  (In thousands) 
HealthEdge Software, Inc. $15,000  $150 
Kixeye, Inc.  3,000   45 
PebblePost, Inc.  4,000   59 
Rocket Lawyer Incorporated  2,000   29 
Titan Pharmaceuticals, Inc.  3,000   30 
Weblinc Corporation  2,000   37 
Total $29,000  $350 
  

June 30, 2023

  

December 31, 2022

 
      

Fair Value of

      

Fair Value of

 
      

Unfunded

      

Unfunded

 
  

Principal

  

Commitment

  

Principal

  

Commitment

 
  

Balance

  

Liability

  

Balance

  

Liability

 
  

(In thousands)

  

(In thousands)

 

BrightInsight, Inc.

 $18,250  $241  $21,000  $278 

Britecore Holdings, Inc.

        5,000   66 

Castle Creek Biosciences

  4,000   72   4,000   72 

Divergent Technologies, Inc.

  11,250   118   22,500   236 

Engage3, LLC

        8,000   40 

Groundspeed Analytics, Inc.

        15,000   150 

Hound Labs, Inc.

        7,500   88 

KSQ Therapeutics, Inc.

        10,000   100 

Lytics, Inc.

  4,000   52   5,000   65 

Native Microbials, Inc.

        7,500   72 

Nexii Building Solutions, Inc.

  1,488          

Noodle Partners, Inc.

  10,000   123       

Optoro, Inc.

  11,250      15,000   38 

PDS Biotechnology Corporation

  10,000   158   10,000   158 

Robin Healthcare, Inc.

  5,000   50   10,000   100 

SafelyYou, Inc.

  20,000   270       

Scientia Vascular, Inc.

  5,000   55   10,000   110 

STS (ABC), LLC

  140          

Slingshot Aerospace, Inc.

  5,000   64   5,000   64 

Supply Network Visibility Holdings, LLC

  10,000   35       

Swift Health Systems Inc.

  11,500      25,500   105 

Temperpack Technologies, Inc.

  6,500   14   9,000   19 

Viken Detection Corporation

  10,000   160       

Total

 $143,378  $1,412  $190,000  $1,761 

 

The table above also provides the fair value of the Company’s unfunded commitment liability as of SeptemberJune 30, 2017 2023 and December 31, 2022, which totaled $0.4 million.$1.4 million and $1.8 million, respectively. The fair value at inception of the delay draw credit agreements is equal to the fees and/or warrants received to enter into these agreements, taking into account the remaining terms of the agreements and the counterparties’ credit profile. The unfunded commitment liability reflects the fair value of these future funding commitments and is included in the Company’s consolidated statement of assets and liabilities.

 

N

40

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

ote Note9. Concentrations of credit risk

 

The Company’s debt investments consist primarily of loans to development-stage companies at various stages of development in the technology, life science, healthcare information and services and cleantechsustainability industries. Many of these companies may have relatively limited operating histories and also may experience variation in operating results. Many of these companies conduct business in regulated industries and could be affected by changes in government regulations. Most of the Company’s borrowers will need additional capital to satisfy their continuing working capital needs and other requirements, and in many instances, to service the interest and principal payments on the loans.

 

The Company’s largest debt investments may vary from period to period as new debt investments are recorded and existing debt investments are repaid. The Company’s five largest debt investments, at cost and fair value, represented 29%25% and 24%23% of total debt investments outstanding as of SeptemberJune 30, 20172023 and December 31, 2016, respectively. 2022No single debt investment represented more than 10% of the total debt investments at cost or fair value as of SeptemberJune 30, 20172023 and December 31, 2016.2022. Investment income, consisting of interest and fees, can fluctuate significantly upon repayment of large debt investments. Interest income from the five largest debt investments at cost accounted for 26%23% and 18%, respectively,22% of total interest and fee income on investments for the three months ended SeptemberJune 30, 2017 2023 and 2016.2022, respectively. Interest income from the five largest debt investments at fair value accounted for 22% and 18%, respectively,23% of total interest and fee income on investments for the ninethree months ended SeptemberJune 30, 2017 2023 and 2016.2022. Interest income from the five largest debt investments at cost accounted for 23% and 22% of total interest and fee income on investments for the six months ended June 30, 2023 and 2022, respectively. Interest income from the five largest debt investments at fair value accounted for 23% and 22% of total interest and fee income on investments for the six months ended June 30, 2023 and 2022, respectively.   

 

34
41

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note10. Distributions

 

The Company’s distributions are recorded on the declaration date. The following table summarizes the Company’s distribution activity for the ninesix months ended SeptemberJune 30, 20172023 and for the yearsyear ended December 31, 2016 and 2015:2022:

 

Date
Declared
 Record Date Payment Date Amount
Per Share
  Cash
Distribution
  DRIP
Shares
Issued
  DRIP
Share
Value
 
  (In thousands, except share and per share data) 
Nine Months Ended September 30, 2017            
7/28/17 11/20/17 12/15/17 $0.10  $     $ 
7/28/17 10/19/17 11/15/17  0.10          
7/28/17 9/20/17 10/16/17  0.10   1,138   1,205   14 
4/27/17 8/18/17 9/15/17  0.10   1,140   1,199   13 
4/27/17 7/20/17 8/15/17  0.10   1,140   1,159   12 
4/27/17 6/20/17 7/14/17  0.10   1,138   1,164   13 
3/3/17 5/19/17 6/15/17  0.10   1,137   1,202   14 
3/3/17 4/21/17 5/16/17  0.10   1,137   1,287   15 
3/3/17 3/20/17 4/18/17  0.10   1,134   1,510   18 
      $0.90  $7,964   8,726  $99 
Year Ended December 31, 2016                    
10/28/16 2/22/17 3/15/17 $0.10  $1,134   1,665  $16 
10/28/16 1/19/17 2/15/17  0.10   1,133   1,542   17 
10/28/16 12/20/16 1/13/17  0.10   1,137   1,550   16 
7/29/16 11/18/16 12/15/16  0.115   1,308   1,712   19 
7/29/16 10/20/16 11/15/16  0.115   1,308   1,896   21 
7/29/16 9/20/16 10/17/16  0.115   1,305   1,716   22 
4/28/16 8/19/16 9/15/16  0.115   1,307   1,535   21 
4/28/16 7/20/16 8/15/16  0.115   1,302   1,842   25 
4/28/16 6/20/16 7/15/16  0.115   1,305   1,734   23 
3/3/16 5/19/16 6/15/16  0.115   1,305   1,898   23 
3/3/16 4/20/16 5/16/16  0.115   1,283   3,821   44 
3/3/16 3/18/16 4/15/16  0.115   1,306   1,840   21 
      $1.335  $15,133   22,751  $268 
Year Ended December 31, 2015                    
10/30/15 2/22/16 3/15/16 $0.115  $1,309   1,606  $18 
10/30/15 1/21/16 2/17/16  0.115   1,308   1,931   18 
10/30/15 12/18/15 1/15/16  0.115   1,311   1,841   18 
7/29/15 11/19/15 12/15/15  0.115   1,317   1,687   20 
7/29/15 10/20/15 11/16/15  0.115   1,317   1,967   22 
7/29/15 9/18/15 10/15/15  0.115   1,315   2,418   24 
5/1/15 8/19/15 9/15/15  0.115   1,312   2,577   26 
5/1/15 7/20/15 8/14/15  0.115   1,312   2,420   27 
5/1/15 6/18/15 7/15/15  0.115   1,312   2,045   26 
3/6/15 5/20/15 6/15/15  0.115   1,311   2,036   28 
3/6/15 4/20/15 5/15/15  0.115   1,311   1,950   28 
3/6/15 3/20/15 4/15/15  0.115   1,095   877   12 
      $1.380  $15,530   23,355  $267 

35

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

              

DRIP

  

DRIP

 

Date

     

Amount

  

Cash

  

Shares

  

Share

 

Declared

 

Record Date

 

Payment Date

 

Per Share

  

Distribution

  

Issued

  

Value

 
      

(In thousands, except share and per share data)

 

Six Months Ended June 30, 2023

                    

4/28/2023

 

8/17/23

 

9/15/23

 $0.11  $     $ 

4/28/2023

 

7/18/23

 

8/15/23

  0.11          

4/28/2023

 

6/16/23

 

7/14/23

  0.11   3,434   7,424   96 

2/23/2023

 

5/18/23

 

6/14/23

  0.11   3,087   7,128   86 

2/23/2023

 

4/18/23

 

5/16/23

  0.11   3,068   6,705   84 

2/23/2023

 

3/17/23

 

4/14/23

  0.11   3,035   6,894   81 
      $0.66  $12,624   28,151  $347 

Year Ended December 31, 2022

                    

10/28/2022

 

2/17/23

 

3/15/23

 $0.11  $3,040   6,764  $75 

10/28/2022

 

1/18/23

 

2/15/23

  0.11   3,021   5,754   74 

10/28/2022

 

12/19/22

 

1/13/23

  0.11   2,978   5,618   69 

10/28/2022

 

11/17/22

 

12/15/22

  0.05   1,319   2,171   27 

7/29/2022

 

11/17/22

 

12/15/22

  0.10   2,638   4,341   57 

7/29/2022

 

10/18/22

 

11/15/22

  0.10   2,580   4,621   60 

7/29/2022

 

9/19/22

 

10/14/22

  0.10   2,558   7,703   81 

4/29/2022

 

8/18/22

 

9/15/22

  0.10   2,528   4,925   60 

4/29/2022

 

7/19/22

 

8/16/22

  0.10   2,484   3,939   55 

4/29/2022

 

6/17/22

 

7/15/22

  0.10   2,434   4,286   51 

2/25/2022

 

5/18/22

 

6/15/22

  0.10   2,378   4,428   50 

2/25/2022

 

4/19/22

 

5/16/22

  0.10   2,349   4,088   49 

2/25/2022

 

3/18/22

 

4/14/22

  0.10   2,352   3,221   46 
      $1.28  $32,659   61,859  $754 

 

On October 27, 2017, July 28, 2023, the Board declared monthly distributions per share, payable as set forth in the following table:

 

Ex-Dividend Date Record Date Payment Date Distributions Declared 
February 20, 2018 February 21, 2018 March 15, 2018 $0.10 
January 19, 2018 January 22, 2018 February 15, 2018 $0.10 
December 19, 2017 December 20, 2017 January 17, 2018 $0.10 

Monthly distributions

Ex-Dividend Date

 

Record Date

 

Payment Date

 

Distributions Declared

 

September 18, 2023

 

September 19, 2023

 

October 16, 2023

 $0.11 

October 17, 2023

 

October 18, 2023

 

November 15, 2023

 $0.11 

November 16, 2023

 

November 17, 2023

 

December 15, 2023

 $0.11 

 

After paying distributions of $0.30$0.33 per share and earning $0.33net investment income of $0.54 per share for the quarter, the Company’s undistributed spillover income as of SeptemberJune 30, 20172023 was $0.11$1.02 per share. Spillover income includes any ordinary income and net capital gains from the preceding tax years that were not distributed during such tax years.

 

Note 11.

42

Horizon Technology Finance Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Note11. Financial highlights

 

The following table shows financial highlights for the Company:

 

 Nine Months Ended September 30,  

Six months ended June 30,

  
 2017  2016  

2023

   

2022

  
 (In thousands, except share and per share data)  

(In thousands, except share and per share data)

  
Per share data:             
Net asset value at beginning of period $12.09  $13.85  $11.47   $11.56  
Net investment income  0.86   1.15  1.00   0.62  
Realized loss on investments  (0.96)  (0.25)
Unrealized appreciation (depreciation) on investments  0.72   (1.27)
Net increase (decrease) in net assets resulting from operations  0.62   (0.37)

Realized loss

 (0.58)  (0.04) 

Unrealized depreciation on investments

  (0.23)   (0.10) 

Net increase in net assets resulting from operations

 0.19   0.48  
Distributions declared(1)  (0.90)  (1.04) (0.66)  (0.60) 
From net investment income  (0.90)  (1.04) (0.66)  (0.60) 
From net realized gain on investments            
Return of capital            

Other (2)

  0.07    0.25  
Net asset value at end of period $11.81  $12.44  $11.07   $11.69  
Per share market value, beginning of period $10.53  $11.73  $11.60   $15.92  
Per share market value, end of period $11.11  $13.56  $12.08   $11.54  
Total return based on a market value(2)  14.1%  24.4%

Total return based on a market value (3)

 9.8

%

  (23.7

)%

 
Shares outstanding at end of period  11,516,779   11,551,941  32,096,259   24,857,104  
Ratios to average net assets:               
Expenses without incentive fees  8.3%(3)  9.3%(3)
Incentive fees  1.1%(3)  1.9%(3)
Net expenses  9.4%(3)  11.2%(3)
Net investment income with incentive fees  9.6%(3)  11.5%(3)

Expenses without incentive value (4)

 14.2

%

  10.8

%

 

Incentive fees (4)

  1.9

%

   2.6

%

 

Net expenses (4)

  16.1

%

   13.4

%

 

Net investment income with incentive fees (4)

 17.5

%

  10.5

%

 
Net assets at the end of the period $135,996  $143,669  $355,419   $290,605  
Average net asset value $137,847  $153,467  $331,850   $271,976  
Average debt per share $5.88  $9.11  $15.11   $12.81  
Portfolio turnover ratio  39.4%  19.7% 7.6

%

(5)

 11.3

%

(5)

 


(1)

(1)

Distributions are determined based on taxable income calculated in accordance with income tax regulations, which may differ from amounts determined under GAAP due to (i) changes in unrealized appreciation and depreciation, (ii) temporary and permanent differences in income and expense recognition, and (iii) the amount of spillover income carried over from a given tax year for distribution in the following tax year. The final determination of taxable income for each tax year, as well as the tax attributes for distributions in such tax year, will be made after the close of the tax year.

(2)

(2)

Includes the impact of the different share amounts as a result of calculating per share data based on the weighted average basic shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date. The issuance of common stock on a per share basis reflects the incremental net asset value changes as a result of the issuance of common stock in the Company’s continuous public offering and pursuant to the Company’s distribution reinvestment plan. The issuance of common stock at an offering price, net of sales commissions and dealer manager fees, that is greater than the net asset value per share results in an increase in net asset value per share.

(3)

The total return equals the change in the ending market value over the beginning of period price per share plus distributions paid per share during the period, divided by the beginning price.

(3)

(4)

Annualized.

(5)

Calculated by dividing the lesser of purchases or the sum of (1) principal prepayments and (2) maturities by the monthly average debt investment balance.

 

36
43

Horizon Technology Finance Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note12. Subsequent eventsEvents

 

On October 11, 2017, asJuly 6, 2023, the Company funded a result$0.3 million debt investment to an existing portfolio company, Nexii Building Solutions, Inc. ("Nexii"). On July 25, 2023, the Company funded an additional $0.3 million debt investment to Nexii. On July 27, 2023, the Company funded an additional $0.2 million debt investment to Nexii.

On July 12, 2023, Evelo Biosciences, Inc. (“Evelo”) paid down $5.0 million of the underwriters’ full exerciseprincipal amount of their option to purchase additional 2022 Notes,its loans outstanding under that certain Venture Loan and Security Agreement by and among the Company, issued an additional $4.9the other lender parties therein and Evelo, dated as of December 15, 2022, as amended (the “Loan Agreement”), and the Company and Evelo converted $5.0 million in aggregateof the principal amount of the 2022 Notes and received net proceedsloans outstanding under the Loan Agreement into 2,164,502 unregistered shares of approximately $4.7 million after the paymentCommon Stock of fees and offering costs.Evelo.

 

On the Redemption Date,July 13, 2023, the Company redeemed allfunded a $0.8 million equity investment to an existing portfolio company, Better Place Forests Co. (“Better Place”), converted $0.5 million of the issued and outstanding 2019 Notes in an aggregate principal amount of $33.0its outstanding debt investments in Better Place into preferred stock of Better Place and converted $2.7 million and paid accrued interest of $0.3 million. The Company utilized available borrowings under the Key Facility to redeem the 2019 Notes. The 2019 Notes were delisted effective on the Redemption Date. The Company incurred interest expenseprincipal amount of $0.3 million due to the accelerationits outstanding debt investments in Better Place into common stock of unamortized debt issuance costs related to the 2019 Notes.Better Place.

 

37

On July 18, 2023, the Company funded a $0.2 million debt investment to an existing portfolio company, Aerobiotix, LLC.

 

On July 31, 2023, the Company funded a $5.0 million debt investment to a new portfolio company, Tallac Therapeutics, Inc. 

 

44

ItemItem 2. Management’sManagements Discussion and Analysis of Financial Condition and Results of Operations

In this quarterly report on Form 10-Q,10Q, except where the context suggests otherwise, the terms “we,we, “us,us, “our”our and “HorizonHorizon Technology Finance”Finance refer to Horizon Technology Finance Corporation and its consolidated subsidiaries. The information contained in this section should be read in conjunction with our consolidated financial statements and related notes thereto appearing elsewhere in this quarterly report on Form 10-Q.10Q.

 

Forward-looking statements

 

This quarterly report on Form 10-Q,10‑Q, including the Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains statements that constitute forward-looking statements, which relate to future events or our future performance or financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our industry, our beliefs and our assumptions. The forward-looking statements contained in this quarterly report on Form 10-Q10‑Q involve risks and uncertainties, including statements as to:

 

our future operating results, including the performance of our existing debt investments, warrants and other investments;

the introduction, withdrawal, success and timing of business initiatives and strategies;

general economic and political trends and other external factors, including continuing supply chain disruptions, increased inflation and a general slowdown in economic activity;

the relative and absolute investment performance and operations of our Advisor;

the impact of increased competition;

the impact of investments we intend to make and future acquisitions and divestitures;

the unfavorable resolution of legal proceedings;

our business prospects and the prospects of our portfolio companies, including our and their ability to achieve our respective objectives as a result of the COVID-19 pandemic;

geopolitical turmoil, including the military dispute between Ukraine and Russia and Chinese aggression in the Taiwan Strait, and the potential for volatility in energy prices and disruptions to global supply chains resulting from such turmoil and its impact on the industries in which we invest;

the impact, extent and timing of technological changes and the adequacy of intellectual property protection;

our regulatory structure and tax status;

changes in the general interest rate environment;

our ability to qualify and maintain qualification as a RIC and as a BDC;

the adequacy of our cash resources and working capital;

any losses or operations disruptions caused by us, our Advisor or our portfolio companies holding cash balances at financial institutions that exceed federally insured limits or by disruptions in the financial services industry;

the timing of cash flows, if any, from the operations of our portfolio companies, and the resulting effect on our portfolio companies' decisions to make payment-in-kind ("PIK") interest payments or ability to make end of term payments;

●    

the impact of interest rate volatility on our results, particularly if we use leverage as part of our investment strategy;

45

the introduction, withdrawal, success and timing of business initiatives and strategies;
changes in political, economic or industry conditions, the interest rate environment or financial and capital markets, which could result in changes in the value of our assets;
the relative and absolute investment performance and operations of our investment advisor, Horizon Technology Finance Management LLC, or the Advisor;
the impact of increased competition;
the impact of investments we intend to make and future acquisitions and divestitures;
the unfavorable resolution of legal proceedings;
our business prospects and the prospects of our portfolio companies;
the impact, extent and timing of technological changes and the adequacy of intellectual property protection;
our regulatory structure and tax status;
our ability to qualify and maintain qualification as a regulated investment company, or RIC, and as a business development company, or BDC;
the adequacy of our cash resources and working capital;
the timing of cash flows, if any, from the operations of our portfolio companies;
the impact of interest rate volatility on our results, particularly if we use leverage as part of our investment strategy;
the ability of our portfolio companies to achieve their objective;
the impact of legislative and regulatory actions and reforms and regulatory supervisory or enforcement actions of government agencies relating to us or our Advisor;
our contractual arrangements and relationships with third parties;
our ability to access capital and any future financings by us;
the ability of our Advisor to attract and retain highly talented professionals; and
the impact of changes to tax legislation and, generally, our tax position.

the ability of our portfolio companies to achieve their objective;

the impact of legislative and regulatory actions and reforms and regulatory supervisory or enforcement actions of government agencies relating to us or our Advisor;

our contractual arrangements and relationships with third parties;

our ability to access capital and any future financings by us;

our use of financial leverage;

the ability of our Advisor to attract and retain highly talented professionals;

the impact of changes to tax legislation and, generally, our tax position; and

our ability to fund unfunded commitments.

 

We use words such as “anticipates,” “believes,” “expects,” “intends,” “seeks” and similar expressions to identify forward-looking statements. Undue influence should not be placed on the forward looking statements as our actual results could differ materially from those projected in the forward-looking statements for any reason, including the factors in “Risk Factors” and elsewhere in our annual report on Form 10-K10‑K for the year ended December 31, 2016,2022, and elsewhere in this quarterly report on Form 10-Q.10‑Q.

 

We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report on Form 10-Q, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements in this quarterly report on Form 10-Q,10‑Q, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the U.S. Securities and Exchange Commission, or the SEC, including periodic reports on Form 10-Q10‑Q and Form 10-K10‑K and current reports on Form 8-K.8‑K.

38

 

Overview

 

We are a specialty finance company that lends to and invests in development-stage companies in the technology, life science, healthcare information and services and cleantechsustainability industries, which we refer to as our “Target Industries.” Our investment objective is to maximize our investment portfolio’s total return by generating current income from the debt investments we make and capital appreciation from the warrants we receive when making such debt investments. We are focused on making secured debt investments, which we refer to collectively as “Venture Loans,” to venture capital and private equity backed companies and publicly traded companies in our Target Industries, which we refer to as “Venture Lending.” We also selectively provide Venture Loans to publicly traded companies in our Target Industries. Our debt investments are typically secured by first liens or first liens behind a secured revolving line of credit, or Seniorcollectively “Senior Term Loans.” Some of our debt investments may also be subordinated to term debt provided by third parties. As of SeptemberJune 30, 2017, 99.1%2023, 86.9%, or $159.8$593.6 million, of our debt investment portfolio at fair value consisted of Senior Term Loans. Venture Lending is typically characterized by (1) the making of a secured debt investment after a venture capital or equity investment in the portfolio company has been made, which investment provides a source of cash to fund the portfolio company’s debt service obligations under the Venture Loan, (2) the senior priority of the Venture Loan which requires repayment of the Venture Loan prior to the equity investors realizing a return on their capital, (3) the relatively rapid amortization of the Venture Loan and (4) the lender’s receipt of warrants or other success fees with the making of the Venture Loan.

 

We are an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a BDC under the Investment Company Act of 1940, as amended, or the 1940 Act. In addition, for U.S. federal income tax purposes, we have elected to be treated as a RIC under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code. As a BDC, we are required to comply with regulatory requirements, including limitations on our use of debt. We are permitted to, and expect to, finance our investments through borrowings. However, asborrowings subject to a BDC, we are only generally allowed to borrow amounts such that our150% asset coverage astest. As defined in the 1940 Act, equals at least 200% after such borrowing.asset coverage of 150% means that for every $100 of net assets a BDC holds, it may raise up to $200 from borrowing and issuing senior securities. The amount of leverage that we may employ dependswill depend on our assessment of market conditions and other factors at the time of any proposed borrowing. As a RIC, we generally are not subject to corporate-level income taxes on our investment company taxable income, determined without regard to any deductions for dividends paid, and our net capital gain that we distribute as dividends for U.S. federal income tax purposes to our stockholders as long as we meet certain source-of-income, distribution, asset diversification and other requirements.

 

Compass Horizon Funding Company LLC, or Compass Horizon, our predecessor company, commenced operations in March 2008.

We were formed in March 2010 for the purpose of acquiring Compass Horizon and continuing its business as acompleted an initial public entity.offering.

 

Our investment activities, and our day-to-day operations, are managed by our Advisor and supervised by our board of directors, or the Board, of which a majority of the members are independent of us. Under an amended and restated investment management agreement, or the Investment Management Agreement, we have agreed to pay our Advisor a base management fee and an incentive fee for its advisory services to us. We have also entered into an administration agreement, or the Administration Agreement with our Advisor under which we have agreed to reimburse our Advisor for our allocable portion of overhead and other expenses incurred by our Advisor in performing its obligations under the Administration Agreement.

 

Portfolio composition and investment activity

 

The following table shows our portfolio by type of investment as of SeptemberJune 30, 20172023 and December 31, 2016:2022:

 

  September 30, 2017  December 31, 2016 
  Number of
Investments
  Fair
Value
  Percentage
of Total
Portfolio
  Number of
Investments
  Fair
Value
  Percentage
of Total
Portfolio
 
        (Dollars in thousands)       
Term loans  36  $161,292   91.3%  44  $186,186   96.0%
Warrants  73   8,101   4.6   78   6,362   3.3 
Other investments  3   5,900   3.3   2   600   0.3 
Equity  5   1,411   0.8   5   855   0.4 
Total     $176,704   100.0%     $194,033   100.0%

39

  

June 30, 2023

  

December 31, 2022

 
         

Percentage of

         

Percentage of

 
  

Number of

  

Fair

  

Total

  

Number of

  

Fair

  

Total

 
  

Investments

  

Value

  

Portfolio

  

Investments

  

Value

  

Portfolio

 
  

(Dollars in thousands)

 

Debt investments

 54  $683,309   95.5

%

 60  $686,458   95.3

%

Warrants

 85   25,483   3.6  90   29,712   4.1 

Other investments

 2   1,300   0.2  2   1,300   0.2 

Equity

 12   5,299   0.7  8   2,556   0.4 

Total

    $715,391   100.0

%

    $720,026   100.0

%

 

The following table shows total portfolio investment activity as of and for the three and ninesix months ended SeptemberJune 30, 20172023 and 2016:2022:

 

 

For the three months ended

 

For the six months ended

 
 For the Three Months Ended
September 30,
  For the Nine Months Ended
September 30,
  

June 30,

  

June 30,

 
 2017  2016  2017  2016  

2023

  

2022

  

2023

  

2022

 
    (In thousands)     

(In thousands)

 
Beginning portfolio $179,084  $233,266  $194,003  $250,267  $715,312  $515,009  $720,026  $458,075 
New debt investments  18,321   13,536   66,311   45,223  50,545  159,235  97,553  253,720 

Less refinanced debt balances

  (10,000)  (25,000)  (10,000)  (25,000)

Net new debt investments

  40,545   134,235   87,553   228,720 
Principal payments received on investments  (7,202)  (11,839)  (27,536)  (35,625) (6,075) (4,861) (12,890) (6,956)
Early pay-offs  (12,600)  (16,961)  (52,117)  (33,690)

Payment-in-kind interest on investments

 950  2,154  

Early pay-offs and principal paydowns

 (18,665) (43,467) (51,606) (55,517)
Accretion of debt investment fees  459   382   1,397   1,123  1,645  1,547  3,093  2,553 
New debt investment fees  (270)  (195)  (960)  (714) (502) (1,860) (802) (2,785)
New equity     11      67 

Equity received in settlement of fee income

 89  89  
Proceeds from sale of investments     (5)  (1,572)  (939) (1,986) (22,146) (8,506) (43,426)
Net realized (loss) gain on investments  (429)  5   (11,098)  (2,783)
Net unrealized (depreciation) appreciation on investments  (659)  (10,023)  8,276   (14,752)

Net loss on investments

 (16,529) (929) (16,697) (899)

Net unrealized appreciation (depreciation) on investments

 608  (36) (6,929) (2,273)

Other

  (1)     (94)   
Ending portfolio $176,704  $208,177  $176,704  $208,177  $715,391  $577,492  $715,391  $577,492 

 

We receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we receive repayments of some of our debt investments prior to their scheduled maturity date. The frequency or volume of these repayments may fluctuate significantly from period to period.

 

The following table shows our debt investments by industry sector as of SeptemberJune 30, 20172023 and December 31, 2016:2022:

 

  September 30, 2017  December 31, 2016 
  Debt
Investments at
Fair Value
  Percentage
of Total
Portfolio
  Debt
Investments at
Fair Value
  Percentage
of Total
Portfolio
 
     (Dollars in thousands)    
Life Science                
Biotechnology $18,049   11.2% $40,612   21.8%
Drug Delivery  6,819   4.2       
Medical Device  6,984   4.3   13,003   7.0 
Technology                
Communications  7,797   4.8   76   0.1 
Consumer-Related  17,343   10.8   20,631   11.1 
Internet and Media  36,838   22.8   7,933   4.2 
Materials  9,514   5.9   9,874   5.3 
Networking        3,306   1.8 
Power Management  1,480   0.9   2,220   1.2 
Semiconductors  3,328   2.1   7,528   4.0 
Software  38,553   23.9   53,349   28.7 
Cleantech                
Energy Efficiency        1,942   1.0 
Waste Recycling  5,986   3.7   5,964   3.2 
Healthcare Information and Services                
Diagnostics  1,300   0.8   4,081   2.2 
Other  2,524   1.6   5,770   3.1 
Software  4,777   3.0   9,897   5.3 
Total $161,292   100.0% $186,186   100.0%

40

  

June 30, 2023

  

December 31, 2022

 
 ��

Debt

  

Percentage of

  

Debt

  

Percentage of

 
  

Investments at

  

Total

  

Investments at

  

Total

 
  

Fair Value

  

Portfolio

  

Fair Value

  

Portfolio

 
  

(Dollars in thousands)

 

Life Science

                

Biotechnology

 $171,256   25.1

%

 $189,729   27.6

%

Medical Device

  123,196   18.0   127,839   18.6 

Technology

                

Communications

  22,386   3.3   22,671   3.3 

Consumer-Related

  102,521   15.0   108,226   15.8 

Networking

  8,027   1.2   11,467   1.7 

Software

  136,929   20.0   117,002   17.0 

Sustainability

                

Other Sustainability

  83,255   12.2   83,705   12.2 

Healthcare Information and Services

                

Diagnostics

  9,913   1.4   9,804   1.4 

Other Healthcare

        2,500   0.4 

Software

  25,826   3.8   13,515   2.0 

Total

 $683,309   100.0

%

 $686,458   100.0

%

 

The largest debt investments in our portfolio may vary from yearperiod to yearperiod as new debt investments are originated and existing debt investments are repaid. Our five largest debt investments at cost and fair value represented 29%25% and 24%23% of total debt investments outstanding as of SeptemberJune 30, 20172023 and December 31, 2016,2022 respectively. No single debt investment at cost or fair value represented more than 10% of our total debt investments as of SeptemberJune 30, 20172023 and December 31, 2016.2022.

 

Debt investment asset quality

 

We use an internal credit rating system which rates each debt investment on a scale of 4 to 1, with 4 being the highest credit quality rating and 3 being the rating for a standard level of risk. A rating of 2 represents an increased level of risk and, while no loss is currently anticipated for a 2-rated2‑rated debt investment, there is potential for future loss of principal. A rating of 1 represents a deteriorating credit quality and a high degree of risk of loss of principal. Our internal credit rating system is not a national credit rating system. As of SeptemberJune 30, 20172023 and December 31, 2016,2022, our debt investments had a weighted average credit rating of 3.0.3.1. The following table shows the classification of our debt investment portfolio by credit rating as of SeptemberJune 30, 20172023 and December 31, 2016:2022:

 

 

June 30, 2023

  

December 31, 2022

 
    

Debt

 

Percentage

    

Debt

 

Percentage

 
 September 30, 2017 December 31, 2016 

Number of

 

Investments at

 

of Debt

 

Number of

 

Investments at

 

of Debt

 
 Number of
Investments
 Debt
Investments
at Fair Value
  Percentage
of Debt
Investments
  Number of
Investments
 Debt
Investments
at Fair Value
  Percentage
of Debt
Investments
  

Investments

  

Fair Value

  

Investments

  

Investments

  

Fair Value

  

Investments

 
      (Dollars in thousands)      

(Dollars in thousands)

 
Credit Rating                                
4 6 $18,434   11.4% 6 $29,721   16.0% 11  $151,399  22.2

%

 8  $93,832  13.7

%

3 24  129,308   80.2  28  131,605   70.6  38  460,125  67.3  47  557,554  81.2 
2 3  7,450   4.6  6  13,360   7.2  4  61,985  9.1  2  26,822  3.9 
1 3  6,100   3.8  4  11,500   6.2   1   9,800   1.4   3   8,250   1.2 
Total 36 $161,292   100.0% 44 $186,186   100.0%  54  $683,309   100.0

%

  60  $686,458   100.0

%

 

As of SeptemberJune 30, 2017,2023, there was one debt investment with an internal credit rating of 1, with an aggregate cost of $17.4 million and an aggregate fair value of $9.8 million. As of December 31, 2022, there were three debt investments with an internal credit rating of 1, with an aggregate cost of $16.1$20.9 million and an aggregate fair value of $6.1$8.3 million. As

 

Consolidated results of operations

 

As a BDC and a RIC, we are subject to certain constraints on our operations, including limitations imposed by the 1940 Act and the Code. The consolidated results of operations described below may not be indicative of the results we report in future periods.

 

Comparison of the three months ended SeptemberJune 30, 20172023 and 20162022

 

The following table shows consolidated results of operations for the three months ended SeptemberJune 30, 20172023 and 2016:2022:

 

  For the Three Months Ended 
  September 30, 
  2017  2016 
  (In thousands) 
Total investment income $6,774  $7,608 
Total expenses  2,977   3,285 
Net investment income before excise tax  3,797   4,323 
Credit for excise tax     (52)
Net investment income  3,797   4,375 
Net realized (loss) gain on investments  (429)  5 
Net unrealized depreciation on investments  (659)  (10,023)
Net increase (decrease) in net assets resulting from operations $2,709  $(5,643)
Average debt investments, at fair value $163,797  $214,358 
Average borrowings outstanding $60,261  $96,543 

41

  

For the three months ended

 
  

June 30,

 
  

2023

  

2022

 
  

(In thousands)

 

Total investment income

 $28,117  $18,588 

Total expenses

  11,865   9,900 

Net investment income before excise tax

  16,252   8,688 

Provision for excise tax

  179   106 

Net investment income

  16,073   8,582 

Net realized loss

  (16,529)  (929)

Net unrealized appreciation (depreciation) on investments

  608   (36)

Net increase in net assets resulting from operations

 $152  $7,617 

Average debt investments, at fair value

 $687,529  $522,521 

Average gross assets less cash

 $739,141  $568,079 

Average borrowings outstanding

 $435,402  $324,392 

 

Net increase (decrease) in net assets resulting from operations can vary substantially from period to period for various reasons, including, without limitation, the recognition of realized gains and losses and unrealized appreciation and depreciation on investments. As a result, quarterly comparisons of net increase in net assets resulting from operations may not be meaningful.

Investment income

 

Total investment income decreasedincreased by $0.8$9.5 million, or 11.0%51.3%, to $6.8$28.1 million for the three months ended SeptemberJune 30, 20172023 as compared to the three months ended SeptemberJune 30, 2016.2022. For the three months ended SeptemberJune 30, 2017,2023, total investment income consisted primarily of $6.2$26.6 million in interest income from investments, which included $1.6$3.1 million in income from the accretion of origination fees and end-of-termend of term payments, or ETPs, and $0.5$1.5 million in fee income. Interest income on debt investments decreasedincreased by $0.6$8.9 million, or 8.4%50.2%, to $26.6 million, for the three months ended SeptemberJune 30, 20172023 compared to the three months ended SeptemberJune 30, 2016.2022. Interest income on debt investments decreasedfor the three months ended June 30, 2023 as compared to the three months ended June 30, 2022 increased primarily due to a decreasean increase of $50.6$165.0 million, or 23.6%31.6%, in the average size of our debt investment portfolio for the three months ended September 30, 2017 as compared to the three months ended September 30, 2016, which was partially offset by an increase in interest rates and an increase in accelerated ETPs related to prepayments.the prime rate which is the base rate for most of our variable rate debt investments. Fee income, which includes success fee, other fee and prepayment fee income on debt investments, decreasedincreased by $0.3$0.6 million, or 33.0%72.0%, to $0.5$1.5 million primarily due to a decrease in fees earned on lower principal prepayments received duringfor the three months ended SeptemberJune 30, 20172023 compared to the three months ended SeptemberJune 30, 2016.

For2022 primarily due to higher fee income earned on prepayments for the three months ended SeptemberJune 30, 2017 and 2016,2023 compared to the three months ended June 30, 2022. 

The following table shows our dollar-weighted annualized yield on average debt investments was 16.5% and 14.2%, respectively. We calculate the yield on dollar-weighted average debt investments for any period measured as (1) total investment income during the period divided by (2) the average of the fair value of debt investments outstanding on (a) the last day of the calendar month immediately preceding the first day of the period and (b) the last day of each calendar month during the period. The dollar-weighted annualized yield represents the portfolio yield and will be higher than what investors will realize because it does not reflect our expenses or any sales load paid by investors.

For the three months ended SeptemberJune 30, 20172023 and 2016, our investment portfolio (including non-income producing investments) had an overall total return of 15.2% and 13.8%, respectively. We calculate the yield on dollar-weighted average investments for any period measured as (1) total investment income during the period divided by (2) the average of the fair value of investments outstanding on (a) the last day of the calendar month immediately preceding the first day of the period and (b) the last day of each calendar month during the period. The dollar-weighted annualized yield represents the portfolio yield and will be2022:

�� 

For the three months ended

 
  

June 30,

 

Investment type:

 

2023

  

2022

 

Debt investments(1)

  16.3%  14.2%

All investments(1)

  15.6%  13.6%

(1)

We calculate the dollar-weighted annualized yield on average investment type for any period as (1) total related investment income during the period divided by (2) the average of the fair value of the investment type outstanding on (a) the last day of the calendar month immediately preceding the first day of the period and (b) the last day of each calendar month during the period. The dollar-weighted annualized yield on average investment type is higher than what investors will realize because it does not reflect our expenses or any sales load paid by investors.

 

Investment income, consisting of interest income and fees on debt investments, can fluctuate significantly upon repayment of large debt investments. Interest income from the five largest debt investments at cost in the aggregate accounted for 26%23% and 18%, respectively,22% of investment income for the three months ended SeptemberJune 30, 20172023 and 2016.2022, respectively. Interest income from the five largest debt investments at fair value in the aggregate accounted for 23% of investment income for the three months ended June 30, 2023 and 2022. 

Expenses

 

Total expenses decreasedincreased by $0.3$2.0 million, or 9.4%19.8%, to $3.0$11.9 million for the three months ended SeptemberJune 30, 20172023 as compared to the three months ended SeptemberJune 30, 2016.2022. Total expenses for each period consisted of interest expense, base management fee, incentive and administrative fees, professional fees and general and administrative expenses.

 

Interest expense decreasedincreased by $0.3$3.0 million, or 19.7%69.9%, to $1.1$7.2 million for the three months ended SeptemberJune 30, 20172023 as compared to the three months ended SeptemberJune 30, 2016.2022. Interest expense, which includes the amortization of debt issuance costs, decreasedincreased primarily due to a decreasean increase in average borrowings of $36.3$111.0 million, or 37.6%34.2%, which was partially offset byfor the three months ended June 30, 2023 as compared to the three months ended June 30, 2022 and an increase in our effective cost of debt for the three months ended SeptemberJune 30, 20172023 as compared to the three months ended SeptemberJune 30, 2016.2022.

 

Base management fee expense decreasedincreased by $0.2$0.7 million, or 18.9%27.1%, to $0.9$3.2 million for the three months ended SeptemberJune 30, 20172023 as compared to the three months ended SeptemberJune 30, 2016.2022. Base management fee decreasedincreased primarily due to a decreasean increase of $50.6$165.0 million, or 23.6%31.6%, in the average size of our investment portfoliodebt investments for the three months ended SeptemberJune 30, 20172023 as compared to the three months ended SeptemberJune 30, 2016.2022. 

 

42

ForPerformance based incentive fee expense decreased by $2.0 million, or 94.5%, to $0.1 million for the three months ended SeptemberJune 30, 20172023 as compared to the three months ended June 30, 2022. This decrease was due to an Incentive Fee Cap calculated based on the Incentive Fee Cap and 2016,Deferral Mechanism in our Investment Management Agreement of $3.1 million for the three months ended June 30, 2023 compared to the three months ended June 30, 2022. The Incentive Fee Cap and Deferral Mechanism resulted in $3.1 million of reduced incentive fee expense on pre-incentive feeand increased net investment income for the three months ended June 30, 2023. The incentive fee on Pre-Incentive Fee Net Investment Income was subject to the incentive fee cap and deferral mechanism under our Investment Management AgreementIncentive Fee Cap for the three months ended June 30, 2023 due to the cumulative incentive fees paid exceeding the20% of cumulative pre-incentive fee net return during the applicable three year look back period. Performance based incentive fee expense was $0.3 million forquarter and the three months ended September 30, 2017 which resulted in $0.6 million of reduced expense and additional net investment income. For the three months ended September 30, 2016, the incentive fee expense was effectively zero which resulted in $0.9 million of reduced expense and additional net investment income.11 preceding full calendar quarters.

 

Administrative fee expense, professional fees and general and administrative remained flat at $0.7expenses were $1.4 million and $1.0 million for the three months ended SeptemberJune 30, 2017 compared to the three months ended September 30, 2016.2023 and 2022, respectively. 

Net realized gains and losses and net unrealized appreciation and depreciation

 

Realized gains or losses on investments are measured by the difference between the net proceeds from the repayment or sale and the cost basis of our investments without regard to unrealized appreciation or depreciation previously recognized. Realized gains or losses on investments include investments charged off during the period, net of recoveries. The net change in unrealized appreciation or depreciation on investments primarily reflects the change in portfolio investment fair values during the reporting period, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized.

 

During the three months ended SeptemberJune 30, 2017,2023, we realized net losses on investments totaling $0.4$16.5 million primarily due to the write offsettlement of warrants in twothree of our debt investments. Such net realized losses were primarily the result of portfolio companies.companies ceasing operations due to their inability to raise additional capital and the sale of their assets for less than the cost of their debt investments. During the three months ended SeptemberJune 30, 2016,2022, we realized net gainslosses on investments totaling less than $0.01 million.$0.9 million primarily due to the settlement of one of our other investments.

 

During the three months ended SeptemberJune 30, 2017,2023, net unrealized depreciationappreciation on investments totaled $0.7$0.6 million which was primarily due to the reversal of previously recorded unrealized depreciation from the settlement of two of our debt investments offset by (1) the unrealized depreciation on three of our debt investments and (2) the unrealized depreciation on one debt investment.of our equity investments. During the three months ended SeptemberJune 30, 2016,2022, net unrealized depreciation on investments totaled $10.0$0.04 million which was primarily due to(1) the unrealized appreciation on our warrant investments and (2) the reversal of previously recorded unrealized depreciation from the settlement of one of our other investments partially offset by the unrealized depreciation on three of our debt investments.

 

Comparison of the ninesix months ended SeptemberJune 30, 20172023 and 20162022

 

The following table shows consolidated results of operations for the ninesix months ended SeptemberJune 30, 20172023 and 2016:2022:

 

 For the Nine Months Ended  

For the six months ended

 
 September 30,  

June 30,

 
 2017  2016  

2023

  

2022

 
 (In thousands)  

(In thousands)

 
Total investment income $19,614  $25,997  $56,154  $32,792 
Total expenses  9,697   12,851   26,707   18,275 
Net investment income before excise tax  9,917   13,146   29,447   14,517 
Credit for excise tax     (138)

Provision for excise tax

  363   206 
Net investment income  9,917   13,284   29,084   14,311 
Net realized loss on investments  (11,098)  (2,857)
Net unrealized appreciation (depreciation) on investments  8,276   (14,752)
Net increase (decrease) in net assets resulting from operations $7,095  $(4,325)

Net realized loss

 (16,697) (899)

Net unrealized depreciation on investments

  (6,929)  (2,273)

Net increase in net assets resulting from operations

 $5,458  $11,139 
Average debt investments, at fair value $168,187  $229,069  $687,996  $490,777 

Average gross assets less cash

 $738,484  $533,221 
Average borrowings outstanding $67,674  $105,183  $437,965  $296,042 

 

Net increase (decrease) in net assets resulting from operations can vary substantially from period to period for various reasons, including, without limitation, the recognition of realized gains and losses and unrealized appreciation and depreciation on investments. As a result, quarterly comparisons of net increase in net assets resulting from operations may not be meaningful.

 

43

Investment income

 

Total investment income decreasedincreased by $6.4$23.4 million, or 24.6%71.2%, to $19.6$56.2 million for the ninesix months ended SeptemberJune 30, 20172023 as compared to the ninesix months ended SeptemberJune 30, 2016.2022. For the ninesix months ended SeptemberJune 30, 2017,2023, total investment income consisted primarily of $17.9$54.0 million in interest income from investments, which included $4.6$7.4 million in income from the accretion of origination fees and end of term payments, or ETPs, and $1.7$2.1 million in fee income. Interest income on debt investments decreasedincreased by $6.7$22.5 million, or 27.1%71.1%, to $54.0 million, for the ninesix months ended SeptemberJune 30, 20172023 compared to the ninesix months ended SeptemberJune 30, 2016.2022. Interest income on debt investments decreasedfor the six months ended June 30, 2023 as compared to the six months ended June 30, 2022 increased primarily due to a decreasean increase of $60.9$197.2 million, or 26.6%40.2%, in the average size of our debt investment portfolio and an increase in the prime rate which is the base rate for the nine months ended September 30, 2017 as compared to the nine months ended September 30, 2016.most of our variable rate debt investments. Fee income, which includes success fee, other fee and prepayment fee income on debt investments, increased by $0.3$0.9 million, or 20.5%74.8%, to $1.7$2.1 million for the six months ended June 30, 2023 compared to the six months ended June 30, 2022 primarily due to feeshigher fee income earned on higher principal prepayments received duringfor the ninesix months ended SeptemberJune 30, 20172023 compared to the ninesix months ended SeptemberJune 30, 2016.2022. 

 

For the nine months ended September 30, 2017 and 2016,The following table shows our dollar-weighted annualized yield on average debt investments was 15.5%for the six months ended June 30, 2023 and 15.1%, respectively. We calculate the yield on dollar-weighted average debt investments for any period measured as (1) total investment income during the period divided by (2) the average of the fair value of debt investments outstanding on (a) the last day of the calendar month immediately preceding the first day of the period and (b) the last day of each calendar month during the period. The dollar-weighted annualized yield represents the portfolio yield and will be higher than what investors will realize because it does not reflect our expenses or any sales load paid by investors.2022:

 

For the nine months ended September 30, 2017 and 2016, our investment portfolio (including non-income producing investments) had an overall total return of 14.5% and 14.7%, respectively. We calculate the yield on dollar-weighted average investments for any period measured as (1) total investment income during the period divided by (2) the average of the fair value of investments outstanding on (a) the last day of the calendar month immediately preceding the first day of the period and (b) the last day of each calendar month during the period. The dollar-weighted annualized yield represents the portfolio yield and will be
  

For the six months ended

 
  

June 30,

 

Investment type:

 

2023

  

2022

 

Debt investments(1)

  16.3%  13.4%

All investments(1)

  15.5%  12.8%


(1)

We calculate the dollar-weighted annualized yield on average investment type for any period as (1) total related investment income during the period divided by (2) the average of the fair value of the investment type outstanding on (a) the last day of the calendar month immediately preceding the first day of the period and (b) the last day of each calendar month during the period. The dollar-weighted annualized yield on average investment type is higher than what investors will realize because it does not reflect our expenses or any sales load paid by investors.

 

Investment income, consisting of interest income and fees on debt investments, can fluctuate significantly upon repayment of large debt investments. Interest income from the five largest debt investments at cost and fair value in the aggregate accounted for 22%23% and 18%, respectively,22% of investment income for the ninesix months ended SeptemberJune 30, 20172023 and 2016.2022, respectively.

Expenses

 

Total expenses decreasedincreased by $3.2$8.4 million, or 24.5%46.1%, to $9.7$26.7 million for the ninesix months ended SeptemberJune 30, 20172023 as compared to the ninesix months ended SeptemberJune 30, 2016.2022. Total expenses for each period consisted of interest expense, base management fee, incentive and administrative fees, professional fees and general and administrative expenses.

 

Interest expense decreasedincreased by $0.9$6.7 million, or 20.7%86.9%, to $3.5$14.3 million for the ninesix months ended SeptemberJune 30, 20172023 as compared to the ninesix months ended SeptemberJune 30, 2016.2022. Interest expense, which includes the amortization of debt issuance costs, decreasedincreased primarily due to a decreasean increase in average borrowings of $37.5$141.9 million, or 35.7%47.9%, which was partially offset byfor the six months ended June 30, 2023 as compared to the six months ended June 30, 2022 and an increase in our effective cost of debt for the ninesix months ended SeptemberJune 30, 20172023 as compared to the ninesix months ended SeptemberJune 30, 2016.2022.

 

Base management fee expense decreasedincreased by $0.9$1.6 million, or 24.1%34.4%, to $2.8$6.4 million for the ninesix months ended SeptemberJune 30, 20172023 as compared to the ninesix months ended SeptemberJune 30, 2016.2022. Base management fee expense decreasedincreased primarily due to a decreasean increase of $60.9$197.2 million, or 26.6%40.2%, in the average size of our investment portfoliodebt investments for the ninesix months ended SeptemberJune 30, 20172023 as compared to the ninesix months ended SeptemberJune 30, 2016.2022. 

 

Performance based incentive fee expense decreased by $1.0$0.5 million, or 48.5%13.3%, to $1.0$3.1 million for the ninesix months ended SeptemberJune 30, 20172023 as compared to the ninesix months ended SeptemberJune 30, 2016. Performance based incentive fee expense decreased2022. This decrease was due to a decrease of $4.4 million, or 28.5%, to $11.0 million in Pre-Incentivean Incentive Fee Net Investment Income, as well as an increase inCap calculated based on the Incentive Fee Cap and Deferral Mechanism in our Investment Management Agreement of $0.3$3.3 million for the ninesix months ended SeptemberJune 30, 2017 as2023 compared to the ninesix months ended SeptemberJune 30, 2016.2022. The Incentive Fee Cap and Deferral Mechanism resulted in $1.3 million and $0.9$3.3 million of reduced incentive fee expense and thus increased net investment income for the ninesix months ended SeptemberJune 30, 2017 and 2016, respectively.2023. The incentive fee on Pre-Incentive Fee Net Investment Income was subject to the Incentive Fee Cap and Deferral Mechanism duringfor the ninesix months ended SeptemberJune 30, 2017 and 20162023 due to the cumulative incentive fees paid to the Advisor exceeding the Cumulative Pre-Incentive Fee Net Return20% of cumulative pre-incentive fee net return during the Incentive Fee Look-Back Period. (See “Investment Management Agreement” section of Note 3.)applicable quarter and the 11 preceding full calendar quarters.

44

 

Administrative fee expense, decreased by $0.2 million, or 23.6%, to $0.6 million for the nine months ended September 30, 2017 as compared to the nine months ended September 30, 2016. Administrative fee expense decreased primarily due to a decrease in our allocated costs of compensation incurred by the Advisor on our behalf for the nine months ended September 30, 2017 as compared to the nine months ended September 30, 2016.

Professionalprofessional fees and general and administrative expenses primarily include legal and audit fees and insurance premiums. These expenses were $1.7$2.9 million and $1.8$2.3 million for the ninesix months ended SeptemberJune 30, 20172023 and 2016,2022, respectively.

Net realized gains and losses and net unrealized appreciation and depreciation

 

Realized gains or losses on investments are measured by the difference between the net proceeds from the repayment or sale and the cost basis of our investments without regard to unrealized appreciation or depreciation previously recognized. Realized gains or losses on investments include investments charged off during the period, net of recoveries. The net change in unrealized appreciation or depreciation on investments primarily reflects the change in portfolio investment fair values during the reporting period, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized.

 

During the ninesix months ended SeptemberJune 30, 2017,2023, we realized net losses on investments totaling $11.1$16.7 million primarily due to the resolutionsettlement of twothree of our debt investments partially offset byinvestments. Such net realized gains onlosses were primarily the result of portfolio companies ceasing operations due to their inability to raise additional capital and the sale of equity received upontheir assets for less than the exercisecost of warrants.their debt investments. During the ninesix months ended SeptemberJune 30, 2016,2022, we realized net losses on investments totaling $2.9$0.9 million primarily due to the resolutionsettlement of two debt investments partially offset by realized gains on the saleone of equity received upon the exercise of warrants.our other investments. 

 

During the ninesix months ended SeptemberJune 30, 2017,2023, net unrealized appreciationdepreciation on investments totaled $8.3$6.9 million which was primarily due to (1) the unrealized depreciation on three of our debt investments and (2) the unrealized depreciation on one of our equity investments offset by the reversal of previously recorded unrealized depreciation onfrom the settlement of two debt investments that were settled during the period, partially offset by the unrealized depreciation on twoof our debt investments. During the ninesix months ended SeptemberJune 30, 2016,2022, net unrealized depreciation on investments totaled $14.8$2.3 million which was primarily due to the unrealized depreciation on fourthree of our debt investments partially offset by (1) the unrealized appreciation on our warrant investments and (2) the reversal of previously recorded unrealized depreciation from the settlement of one of our other investments.

 

Liquidity and capital resources

 

As of SeptemberJune 30, 20172023 and December 31, 2016,2022, we had cash and investments in money market funds of $22.3$50.3 million and $37.1$27.7 million, respectively. Cash isand investments in money market funds are available to fund new investments, reduce borrowings, pay expenses, repurchase common stock and pay distributions. In addition, as of June 30, 2023 and December 31, 2022, we had $2.9 million and $2.8 million, respectively, of restricted investments in money market funds. Restricted investments in money market funds may be used to make monthly interest and principal payments on our 2019 Asset-Backed Notes, 2022 Asset-Backed Notes, or our NYL Facility. Our primary sources of capital have been from our public and private equity offerings, use of our revolving credit facilities,facility (the “Key Facility”) with KeyBank National Association (“Key”) and the Note Funding Agreement (the “NYL Facility”, together with the Key Facility, the “Credit Facilities”) with several entities owned or affiliated with New York Life Insurance Company, and issuance of our 7.375% notes due 2019,public debt securities. In the current economic environment, such avenues for liquidity may not be available, or may be available on less attractive terms.

On August 2, 2021, we entered into an At-The-Market (“ATM”) sales agreement (the “2021 Equity Distribution Agreement”) with Goldman Sachs & Co. LLC and B. Riley FBR, Inc., (each a “Sales Agent” and, collectively, the 2019 Notes, issuance“Sales Agents”). The 2021 Equity Distribution Agreement provides that we may offer and sell our shares from time to time through the Sales Agents up to $100.0 million worth of our 6.25% notes duecommon stock, in amounts and at times to be determined by us. Sales of our common stock, if any, may be made in negotiated transactions or transactions that are deemed to be “at-the-market,” as defined in Rule 415 under the Securities Act, including sales made directly on the NASDAQ or similar securities exchange or sales made to or through a market maker other than on an exchange, at prices related to the prevailing market prices or at negotiated prices.

During the three months ended June 30, 2023, we sold 448,175 shares of common stock under the 2021 Equity Distribution Agreement. For the same period, we received total accumulated net proceeds of approximately $5.1 million, including $0.1 million of offering expenses, from these sales.

During the three months ended June 30, 2022, orwe sold 868,230 shares of common stock under the 2021 Equity Distribution Agreement. For the same period, we received total accumulated net proceeds of approximately $10.3 million, including $0.2 million of offering expenses, from these sales.

During the six months ended June 30, 2023, we sold 1,054,023 shares of common stock under the 2021 Equity Distribution Agreement. For the same period, we received total accumulated net proceeds of approximately $12.3 million, including $0.3 million of offering expenses, from these sales.

During the six months ended June 30, 2022, Notes,we sold 1,118,401 shares of common stock under the 2021 Equity Distribution Agreement. For the same period, we received total accumulated net proceeds of approximately $14.2 million, including $0.2 million of offering expenses, from these sales.

On March 14, 2022, we completed a follow-on public offering of 2,500,000 shares of our common stock at a public offering price of $14.35 per share, for total net proceeds to us of $34.3 million, after deducting underwriting commission and discounts and other offering expenses.

On June 2, 2023, we completed a follow-on public offering of 3,250,000 shares of our fixed-rate asset-backed notes, or the Asset-Backed Notes.common stock at a public offering price of $12.50 per share, for total net proceeds to us of $38.9 million, after deducting underwriting commission and discounts and other offering expenses.

 

On April 27, 2017,28, 2023, our Board extended a previously authorized stock repurchase program which allows us to repurchase up to $5.0 million of our common stock at prices below our net asset value (“NAV”) per share as reported in our most recent consolidated financial statements. Under the repurchase program, we may, but are not obligated to, repurchase shares of our outstanding common stock in the open market or in privately negotiated transactions from time to time. Any repurchases by us will comply with the requirements of Rule 10b-1810b‑18 under the Exchange Act and any applicable requirements of the 1940 Act. Unless extended by our Board, the repurchase program will terminate on the earlier of June 30, 20182024 or the repurchase of $5.0 million of our common stock. During the three and ninesix months ended SeptemberJune 30, 2017,2023 and 2022, we repurchased 5,923 sharesdid not make any repurchases of our common stock at an average price of $9.97 on the open market at a total cost of $0.1 million. During the three and nine months ended September 30, 2016, we repurchased 1,319 shares of our common stock at an average price of $11.54 on the open market at a total cost of $0.02 million.stock. From the inception of the stock repurchase program through SeptemberJune 30, 2017,2023, we repurchased 167,465 shares of our common stock at an average price of $11.22 on the open market at a total cost of $1.9 million.

 

At SeptemberJune 30, 2017,2023, there was no outstanding principal balance under our revolving credit facility, or the Key Facility, with KeyBank National Association, or Key.Facility. At December 31, 2016,2022, the outstanding principal balance under theour Key Facility $63.0was $5.0 million. As of SeptemberJune 30, 20172023 and December 31, 2016,2022, we had borrowing capacity under the Key Facility of $95.0$150.0 million and $32.0$120.0 million, respectively. At SeptemberJune 30, 20172023 and December 31, 2016, $65.32022, $61.4 million and $4.6$40.2 million, respectively, was available, subject to existing terms and advance rates. We intend to utilize available

At June 30, 2023 and December 31, 2022, the outstanding principal balance under the NYL Facility was $176.8 million. As of June 30, 2023 and December 31, 2022, we had borrowing capacity under the KeyNYL Facility of $73.2 million and $23.2 million, respectively. At June 30, 2023 and December 31, 2022, $3.0 million and $23.2 million, respectively, was available, subject to redeem the 2019 Notes on October 30, 2017, or the Redemption Date.existing terms and advance rates.

45

 

Our operating activities provided cash of $27.1$7.2 million for the ninesix months ended SeptemberJune 30, 2017,2023, and our financing activities usedprovided cash of $41.9$15.5 million for the same period. Our operating activities provided cash primarily from principal payments received on our debt investments partially offset by cash used to purchase investments made in portfolio companies. Our financing activities usedprovided cash primarily from the completion of a follow-on public offering of 3.25 million shares of common stock for net proceeds of $38.9 million, after deducting underwriting commission and discounts and other offering expenses and the sale of shares through our ATM for net proceeds of $12.3 million, partially offset by cash used to repay our 2019 Asset-Backed Notes, to repay the outstanding principal balance under our Key Facility and to pay distributions to our stockholders.

 

Our operating activities providedused cash of $36.9$110.7 million for the ninesix months ended SeptemberJune 30, 2016,2022, and our financing activities usedprovided cash of $31.5$141.4 million for the same period. Our operating activities providedused cash primarily fromto purchase investments in portfolio companies partially offset by principal payments received on our debt investmentsinvestments. Our financing activities provided cash primarily from the issuance of the 2027 Notes (as defined below), the completion of a follow-on public offering of 2.5 million shares of common stock for net proceeds of $34.3 million, after deducting underwriting commission and discounts and other offering expenses and advances on our Credit Facilities, partially offset by investments made in portfolio companies. Our financing activitiescash used cash primarily to pay offrepay a portion of the outstanding principal under our Key Facility, to repay our 2019 Asset-Backed Notes and to pay distributions to our stockholders.

 

Our primary use of available funds is to make debt investments in portfolio companies and for general corporate purposes. We expect to raise additional equity and debt capital opportunistically as needed and, subject to market conditions, to support our future growth to the extent permitted by the 1940 Act.

 

In order to remain subject to taxation as a RIC, we intend to distribute to our stockholders all or substantially all of our investment company taxable income. In addition, as a BDC, we are required to maintain asset coverage of at least 200%150%. This requirement limits the amount that we may borrow.

 

We believe that our current cash, cash generated from operations, and funds available from our Key FacilityCredit Facilities will be sufficient to meet our working capital and capital expenditure commitments for at least the next 12 months.

Current borrowings

 

The following table shows our borrowings as of SeptemberJune 30, 20172023 and December 31, 2016:2022:

 

 

June 30, 2023

  

December 31, 2022

 
 September 30, 2017  December 31, 2016  

Total

 

Balance

 

Unused

 

Total

 

Balance

 

Unused

 
 Total
Commitment
  Balance
Outstanding
  Unused
Commitment
  Total
Commitment
  Balance
Outstanding
  Unused
Commitment
  

Commitment

  

Outstanding

  

Commitment

  

Commitment

  

Outstanding

  

Commitment

 
      (In thousands)       

(In thousands)

 
Key Facility $95,000  $  $95,000  $95,000  $63,000  $32,000  $150,000  $  $150,000  $125,000  $5,000  $120,000 
2019 Notes  33,000   33,000      33,000   33,000    
2022 Notes  32,500   32,500             

NYL Facility

 250,000  176,750  73,250  200,000  176,750  23,250 

2019 Asset-Backed Notes

 30,807  30,807    42,573  42,573   

2022 Asset-Backed Notes

 100,000 100,000  100,000 100,000  

2027 Notes

 57,500  57,500    57,500  57,500   

2026 Notes

  57,500   57,500      57,500   57,500    
Total before debt issuance costs  160,500   65,500   95,000   128,000   96,000   32,000   645,807   422,557   223,250   582,573   439,323   143,250 
Unamortized debt issuance costs attributable to term borrowings     (1,399)        (403)        (4,541)        (5,245)   
Total borrowings outstanding, net $160,500  $64,101  $95,000  $128,000  $95,597  $32,000  $645,807  $418,016  $223,250  $582,573  $434,078  $143,250 

Credit Facilities

Key Facility

 

We entered into the Key Facility with Key effective November 4, 2013. The interest rate on the Key Facility is based uponon the one-month London Interbank Offered Rate, or LIBOR,rate of interest published in The Wall Street Journal as the prime rate in the United States plus a spread of 3.25%0.25%, with a LIBORprime rate floor of 0.75%4.25%. The LIBORprime rate was 1.23%8.25% and 0.77%, respectively,7.50% as of SeptemberJune 30, 20172023 and December 31, 2016.2022, respectively. The interest rates in effect are 4.49%were 8.50% and 4.00%, respectively,7.75% as of SeptemberJune 30, 20172023 and December 31, 2016.2022, respectively. The Key Facility requires the payment of an unused line fee in an amount equal to 0.50% of any unborrowed amount available under the facility annually.

 

TheOn June 29, 2023, we amended the Key Facility has anto, among other things, increase the commitment amount to $150 million and to increase the amount of the accordion feature which now allows for anthe potential increase in the total loan commitment amount to $150$300 million. The Key Facility is collateralized by debt investments held by Horizon Credit II LLC, or Credit II and permits an advance rate of up to fiftysixty percent (50%(60%) of eligible debt investments held by Credit II. The Key Facility contains covenants that, among other things, require us to maintain a minimum net worth, to restrict the debt investments securing the Key Facility to certain criteria for qualified debt investments and to comply with portfolio company concentration limits as defined in the related loan agreement. WeAfter the period during which we may request advances under the Key Facility through August 12, 2018, or(or the Revolving Period. After the Revolving Period,“Revolving Period”), we may not request new advances, and we must repay the outstanding advances under the Key Facility as of such date, at such times and in such amounts as are necessary to maintain compliance with the terms and conditions of the Key Facility, particularly the condition that the principal balance of the Key Facility not exceed fiftysixty percent (50%(60%) of the aggregate principal balance of our eligible debt investments to our portfolio companies. AllThe Revolving Period ends on June 22, 2024 and the maturity date of the Key Facility, the date on which all outstanding advances under the Key Facility are due and payable, is June 22, 2026.

NYL Facility

On April 21, 2020, we purchased all of the limited liability company interests in HSLFI. HFI is a wholly-owned subsidiary of HSLFI. HFI entered into the NYL Facility with the NYL Noteholders for an aggregate purchase price of up to $100.0 million, with an accordion feature of up to $200.0 million at the mutual discretion and agreement of HSLFI and the NYL Noteholders. On June 1, 2018, HSLFI sold or contributed to HFI certain secured loans made to certain portfolio companies pursuant to the Sale and Servicing Agreement. Any notes issued by HFI are collateralized by all investments held by HFI and permit an advance rate of up to 67% of the aggregate principal amount of eligible debt investments.

On February 25, 2022, we amended the NYL Facility to, among other things, reduce the applicable margin used to calculate the NYL Facility’s interest rate on August 12, 2020.our borrowings above $100 million. Such borrowings were priced at the three-year USD mid-market swap rate plus 3.00%.

On May 24, 2023, we amended the NYL Facility to, among other things, increase the commitment by $50.0 million to enable our wholly-owned subsidiary to issue up to $250.0 million of secured notes. The amendment to the NYL Facility extends the investment period to June 2024 and the maturity date of all advances to June 2029. In addition, the amendment amended the interest rate for advances made after May 24, 2023, fixing the interest rate at the greater of (i) 4.60% and (ii) the Three Year I-Curve plus 3.50% with the interest rate to be reset on any advance date. 

Under the terms of the NYL Facility, we are required to maintain a reserve cash balance, which may be used to pay monthly interest and principal payments on the NYL Facility. We have segregated these funds and classified them as restricted investments in money market funds. At June 30, 2023, and December 31, 2022, there were approximately $1.3 million and $1.0 million, respectively, of restricted investments.

There were $176.8 million in notes issued to the NYL Noteholders as of June 30, 2023 and December 31, 2022 at an interest rate of 5.62% and 5.57%, respectively. As of June 30, 2023 and December 31, 2022, we had borrowing capacity under the NYL Facility of $73.2 million and $23.3 million, respectively. At June 30, 2023 and December 31, 2022, $3.0 million and $23.2 million, respectively, was available for borrowing, subject to existing terms and advance rates.

 

 

Securitizations

2019 Asset-Backed Notes 

On August 13, 2019, the 2019 Asset-Backed Notes were issued by the 2019‑1 Trust pursuant to a note purchase agreement, dated as of August 13, 2019, by and among us and Keybanc Capital Markets Inc. as Initial Purchaser, and are backed by a pool of loans made to certain portfolio companies of ours and secured by certain assets of those portfolio companies and are to be serviced by us. Interest on the 2019 Asset-Backed Notes will be paid, to the extent of funds available, at a fixed rate of 4.21% per annum. The 2019 Asset-Backed Notes had a two-year reinvestment period and a stated maturity of September 15, 2027. The 2019 Asset-Backed Notes were rated A+(sf) by Morningstar Credit Ratings, LLC on August 13, 2019. There has been no change in the rating since August 13, 2019.

At June 30, 2023, and December 31, 2022, the 2019 Asset-Backed Notes had an outstanding principal balance of $30.8 million and $42.6 million, respectively.

Under the terms of the 2019 Asset-Backed Notes, we are required to maintain a reserve cash balance, funded through proceeds from the sale of the 2019 Asset-Backed Notes, which may be used to pay monthly interest and principal payments on the 2019 Asset-Backed Notes. We have segregated these funds and classified them as restricted investments in money market funds. At June 30, 2023, and December 31, 2022, there were approximately $0.5 million and $0.6 million, respectively, of restricted investments.

2022 Asset-Backed Notes

On November 9, 2022, the 2022 Asset-Backed Notes were issued by the 2022‑1 Trust pursuant to a note purchase agreement, dated as of November 9, 2022, by and among us and Keybanc Capital Markets Inc. as Initial Purchaser, and are backed by a pool of loans made to certain portfolio companies of ours and secured by certain assets of those portfolio companies and are to be serviced by us. Interest on the 2022 Asset-Backed Notes will be paid, to the extent of funds available, at a fixed rate of 7.56% per annum. The 2022 Asset-Backed Notes have a two-year reinvestment period and a stated maturity of November 15, 2030. The 2022 Asset-Backed Notes were rated A by Morningstar Credit Ratings, LLC on November 9, 2022. There has been no change in the rating since November 9, 2022.

As of June 30, 2023 and December 31, 2022, the 2022 Asset-Backed Notes had an outstanding principal balance of $100.0 million.

Under the terms of the 2022 Asset-Backed Notes, we are required to maintain a reserve cash balance, funded through proceeds from the sale of the 2022 Asset-Backed Notes, which may be used to pay monthly interest and principal payments on the 2022 Asset-Backed Notes. We have segregated these funds and classified them as restricted investments in money market funds. At June 30, 2023, and December 31, 2022, there were approximately $1.1 million and $1.2 million, respectively, of restricted investments.

Unsecured Notes

2026 Notes

 

On March 23, 2012,30, 2021, we issued and sold an aggregate principal amount of $30$57.5 million 2019of 4.875% notes due in 2026, or the 2026 Notes. The amount of 2026 Notes issued and on April 18, 2012, pursuant tosold included the underwriters’ 30-dayfull exercise by the underwriters of their option to purchase $7.5 million in aggregate principal of additional notes, we sold an additional $3 millionnotes. The 2026 Notes have a stated maturity of the 2019 Notes. The 2019 Notes mature on March 15, 201930, 2026 and may be redeemed in whole or in part at our option at any time or from time to time on or after March 30, 2023 at a redemption price of $25 per security plus accrued and unpaid interest. The 20192026 Notes bear interest at a rate of 7.375%4.875% per year, payable quarterly on March 15,30, June 15,30, September 1530 and December 1530 of each year. The 20192026 Notes are our direct unsecured obligations and (1)(i) rank equally in right of payment with our current and future unsecured indebtedness; (2)(ii) are senior in right of payment to any of our future indebtedness that expressly provides it is subordinated to the 20192026 Notes; (3)(iii) are effectively subordinated to all of our existing and future secured indebtedness (including indebtedness that is initially unsecured to which we subsequently grant security), to the extent of the value of the assets securing such indebtedness, and (4)(iv) are structurally subordinated to all existing and future indebtedness and other obligations of any of our subsidiaries. AsAs of SeptemberJune 30, 2017,2023, we were in material compliance with the terms of the 20192026 Notes.The 20192026 Notes are listed on the New York Stock Exchange under the symbol “HTF”“HTFB”. On September 29, 2017, we gave notice of our election to exercise our option to redeem the 2019

2027 Notes in full, on the Redemption Date.

 

On September 29, 2017,June 15, 2022, we issued and sold an aggregate principal amount of $32.5$50.0 million of 6.25% notes due in 2027 and on July 11, 2022, Notes.pursuant to the underwriters’ 30 day option to purchase additional notes, we sold an additional $7.5 million of such notes (collectively, the “2027 Notes”). The 20222027 Notes will mature on Septemberhave a stated maturity of June 15, 20222027 and may be redeemed in whole or in part at our option at any time or from time to time on or after SeptemberJune 15, 20192024 at a redemption price of $25 per security plus accrued and unpaid interest. The 20222027 Notes bear interest at a rate of 6.25% per year, payable quarterly on March 15,30, June 15,30, September 1530 and December 1530 of each year.year, commencing on September 30, 2022. The 20222027 Notes are our direct unsecured obligations and (1)(i) rank equally in right of payment with our current and future unsecured indebtedness; (2)(ii) are senior in right of payment to any of our future indebtedness that expressly provides it is subordinated to the 20222027 Notes; (3)(iii) are effectively subordinated to all of our existing and future secured indebtedness (including indebtedness that is initially unsecured to which we subsequently grant security), to the extent of the value of the assets securing such indebtedness, and (4)(iv) are structurally subordinated to all existing and future indebtedness and other obligations of any of our subsidiaries. AsAs of SeptemberJune 30, 2017,2023, we were in material compliance with the terms of the 20222027 Notes.The 20222027 Notes are listed on the New York Stock Exchange under the symbol “HTFA”“HTFC”.

 

On June 28, 2013, we completed the 2013-1 Securitization. In connection with the 2013-1 Securitization, 2013-1 Trust, a wholly owned subsidiary

 

Under the terms of the Asset-Backed Notes, we were required to maintain a reserve cash balance, funded through principal collections from the underlying securitized debt portfolio, which could have been used to make monthly interest and principal payments on the Asset-Backed Notes.

Other Assetsassets

 

As of SeptemberJune 30, 20172023 and December 31, 2016,2022, other assets were $1.4$4.0 million and $2.1$2.8 million, respectively, which werewas primarily comprised of debt issuance costs and prepaid expenses.

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Contractual obligations and off-balance sheet arrangements

 

The following table shows our significant contractual payment obligations and off-balance sheet arrangements as of SeptemberJune 30, 2017:2023:

 

 

Payments due by period

 
 Payments due by period     

Less than

  1 – 3  3 – 5  

After 5

 
 Total  Less than
1 year
  1 – 3
Years
  3 – 5
Years
  After 5
years
  

Total

  

1 year

  

Years

  

Years

  

years

 
 (In thousands)  

(In thousands)

 
Borrowings $65,500  $  $33,000  $32,500  $  $422,557  $42,934  $272,457  $107,166  $ 
Unfunded commitments  29,000   21,500   7,500        143,380  118,380  25,000     

Incentive fee deferral

  4,376      4,376       
Total $94,500  $21,500  $40,500  $32,500  $  $570,313  $161,314  $301,833  $107,166  $ 

 

In the normal course of business, we are party to financial instruments with off-balance sheet risk. These consist primarily of unfunded commitments to extend credit, in the form of loans, to our portfolio companies. Unfunded commitments to provide funds to portfolio companies are not reflected on our balance sheet. Our unfunded commitments may be significant from time to time. As of SeptemberJune 30, 2017,2023, we had unfunded commitments of $29.0$143.4 million. This includes no undrawn revolver commitments. These commitments are subject to the same underwriting and ongoing portfolio maintenance requirements as are the financial instruments that we hold on our balance sheet. In addition, these commitments are often subject to financial or non-financial milestones and other conditions to borrowing that must be achieved before the commitment can be drawn. Since these commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. We regularly monitor our unfunded commitments and anticipated refinancings, maturities and capital raising, to ensure that we have sufficient liquidity to fund such unfunded commitments. As of SeptemberJune 30, 2017,2023, we reasonably believed that our assets would provide adequate financial resources to satisfy all of our unfunded commitments.

 

In addition to the Key Facility,Credit Facilities, we have certain commitments pursuant to our Investment Management Agreement entered into with our Advisor. We have agreed to pay a fee for investment advisory and management services consisting of two components (1) a base management fee equal to a percentage of the value of our gross assets less cash or cash equivalents, and (2) a two-part incentive fee. We have also entered into a contract with our Advisor to serve as our administrator. Payments under the Administration Agreement are equal to an amount based upon our allocable portion of our Advisor’s overhead in performing its obligations under the agreement, including rent, fees and other expenses inclusive of our allocable portion of the compensation of our Chief Financial Officer and Chief Compliance Officer and their respective staffs. See Note 3 to our consolidated financial statements for additional information regarding our Investment Management Agreement and our Administration Agreement.

The incentive fee on Pre-Incentive Fee Net Investment Income is subject to a fee cap and deferral mechanism which is determined based upon a look-back period of up to three years and is expensed when incurred. For this purpose, the Incentive Fee Look-back Period includes the relevant calendar quarter and the 11 preceding full calendar quarters. Each quarterly incentive fee payable on Pre-Incentive Fee Net Investment Income is subject to the Incentive Fee Cap and Deferral Mechanism. The Incentive Fee Cap is equal to (a) 20.00% of Cumulative Pre-Incentive Fee Net Return during the Incentive Fee Look-back Period less (b) cumulative incentive fees of any kind paid to our Advisor during the Incentive Fee Look-back Period. To the extent the Incentive Fee Cap is zero or a negative value in any calendar quarter, we will not pay an incentive fee on Pre-Incentive Fee Net Investment Income to our Advisor in that quarter. To the extent that the payment of incentive fees on Pre-Incentive Fee Net Investment Income is limited by the Incentive Fee Cap, the payment of such fees will be deferred and paid in subsequent calendar quarters up to three years after their date of deferment, subject to certain limitations, which are set forth in the Investment Management Agreement. During the three and six months ended June 30, 2023, the Incentive Fee Cap and Deferral Mechanism resulted in deferral of $3.1 million and $3.3 million, respectively, of incentive fee which may become subject to payment up to three years after the date of deferment. As of June 30, 2023, the total amount subject to recoupment was $4.4 million.

Distributions

 

In order to qualify and be subject to tax as a RIC, we must meet certain source-of-income, asset diversification and annual distribution requirements. Generally, in order to qualify as a RIC, we must derive at least 90% of our gross income for each tax year from dividends, interest, payments with respect to certain securities, loans, gains from the sale or other disposition of stock, securities or foreign currencies, income derived from certain publicly traded partnerships, or other income derived with respect to itsour business of investing in stock or other securities. We must also meet certain asset diversification requirements at the end of each quarter of each tax year. Failure to meet these diversification requirements on the last day of a quarter may result in us having to dispose of certain investments quickly in order to prevent the loss of RIC status. Any such dispositions could be made at disadvantageous prices or times, and may cause us to incur substantial losses.

 

In addition, in order to be subject to tax as a RIC and to avoid the imposition of corporate-level tax on the income and gains we distribute to our stockholders in respect of any tax year, we are required under the Code to distribute as dividends to our stockholders out of assets legally available for distribution each tax year an amount generally at least equal to 90% of the sum of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any. Additionally, in order to avoid the imposition of a U.S. federal excise tax, we are required to distribute, in respect of each calendar year, dividends to our stockholders of an amount at least equal to the sum of 98% of our calendar year net ordinary income (taking into account certain deferrals and elections); 98.2% of our capital gain net income (adjusted for certain ordinary losses) for the one year period ending on October 31 of such calendar year; and any net ordinary income and capital gain net income for preceding calendar years that were not distributed during such calendar years and on which we previously did not incur any U.S. federal income tax. If we fail to qualify as a RIC for any reason and become subject to corporate tax, the resulting corporate taxes could substantially reduce our net assets, the amount of income available for distribution and the amount of our distributions. Such a failure would have a material adverse effect on us and our stockholders. In addition, we could be required to recognize unrealized gains, incur substantial taxes and interest and make substantial distributions in order to re-qualify as a RIC. We cannot assure stockholders that they will receive any distributions.

 

48

To the extent our taxable earnings in a tax year fall below the total amount of our distributions made to stockholders in respect of such tax year, a portion of those distributions may be deemed a return of capital to our stockholders for U.S. federal income tax purposes. Thus, the source of a distribution to our stockholders may be the original capital invested by the stockholder rather than our income or gains. Stockholders should review any written disclosure accompanying a distribution payment carefully and should not assume that the source of any distribution is our ordinary income or gains.

 

We have adopted an “opt out” dividend reinvestment plan, or DRIP, for our common stockholders. As a result, if we declare a distribution, then stockholders’ cash distributions will be automatically reinvested in additional shares of our common stock unless a stockholder specifically “opts out” of our DRIP. If a stockholder opts out, that stockholder will receive cash distributions. Although distributions paid in the form of additional shares of our common stock will generally be subject to U.S. federal, state and local taxes, stockholders participating in our DRIP will not receive any corresponding cash distributions with which to pay any such applicable taxes. If our common stock is trading above net asset value,NAV, a stockholder receiving distributions in the form of additional shares of our common stock will be treated as receiving a distribution of an amount equal to the fair market value of such shares of our common stock. We may use newly issued shares to implement the DRIP, or we may purchase shares in the open market in connection with our obligations under the DRIP.

 

Related party transactions

 

We have entered into the Investment Management Agreement with theour Advisor. TheOur Advisor is registered as an investment adviser under the Investment Advisers Act of 1940, as amended. Our investment activities are managed by theour Advisor and supervised by theour Board, the majority of whom are independent directors. Under the Investment Management Agreement, we have agreed to pay theour Advisor a base management fee as well as an incentive fee. During the three months ended SeptemberJune 30, 20172023 and 2016, we paid the2022, our Advisor $1.2earned $3.3 million and $1.1$4.7 million, respectively, pursuant to the Investment Management Agreement. During the ninesix months ended SeptemberJune 30, 20172023 and 2016, we paid the2022, our Advisor $3.9earned $9.5 million and $5.8$8.3 million, respectively, pursuant to the Investment Management Agreement.

 

Our

On February 22, 2023, our Advisor, is 60% owned by HTF Holdings LLC, which is 100% owned by Horizon Technology Finance LLC. By virtue of their ownership interest inPrincipals LLC f/k/a Horizon Technology Finance, LLC (“HTF Principals”) and Horizon Technology Finance Employees LLC (“HTF Employees”) entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with MCH Holdco LLC (“MCH Holdco”), an affiliate of Monroe Capital LLC (“Monroe Capital”), and Monroe Capital Investment Holdings, L.P., an affiliate of Monroe Capital and the sole stockholder of MCH Holdco. On June 30, 2023, pursuant to the Purchase Agreement, HTF Principals and HTF Employees sold all of their membership interests in our Chief Executive Officer, Robert D. Pomeroy, Jr.Advisor (which constitute one hundred percent (100%) of the membership interests of our Advisor) to MCH Holdco and our President, Gerald A. Michaud, may be deemedAdvisor became a direct wholly owned subsidiary of MCH Holdco and an affiliate of Monroe Capital. Pursuant to controlthe Purchase Agreement, a significant portion of the consideration payable by Monroe Capital to HTF Principals and HTF Employees is in the form of earnout payments contingent upon our Advisor.performance in 2023, 2024, and 2025, aligning the incentives of our Advisor’s current officers with our stockholders.

 

We have also entered into the Administration Agreement with theour Advisor. Under the Administration Agreement, we have agreed to reimburse theour Advisor for our allocable portion of overhead and other expenses incurred by theour Advisor in performing its obligations under the Administration Agreement, including rent and our allocable portion of the costs of compensation and related expenses of our Chief Financial Officer and Chief Compliance Officer and their respective staffs. In addition, pursuant to the terms of the Administration Agreement theour Advisor provides us with the office facilities and administrative services necessary to conduct our day-to-day operations. During the three months ended SeptemberJune 30, 20172023 and 2016, we paid the2022, our Advisor $0.2earned $0.4 million pursuant to the Administration Agreement. During the ninesix months ended SeptemberJune 30, 20172023 and 2016, we paid the2022, our Advisor $0.6earned $0.8 million and $0.8$0.7 million, respectively, pursuant to the Administration Agreement.

 

The predecessor ofIn connection with the Advisor has granted the Company aPurchase Agreement, HTF Principals sold MCH Holdco its trademark interest in “Horizon Technology Finance” subject to our non-exclusive, royalty-free license to use the name “Horizon Technology Finance.”

 

We believe that we derive substantial benefits from our relationship with our Advisor. Our Advisor may manage other investment vehicles, or Advisor Funds, with the same investment strategy as us. Theus, which now may include investment vehicles managed by affiliates of Monroe Capital. Our Advisor may provide us an opportunity to co-invest with the Advisor Funds. Under the 1940 Act, absent receipt of exemptive relief from the SEC, we and our affiliates are precluded from co-investing in suchnegotiated investments. On January 23,November 27, 2017, we filed an application forwere granted exemptive relief withfrom the SEC which if granted, would permitpermits us more flexibility to co-invest with the Advisor funds,Funds, subject to certain conditions.

49

 

Critical accounting policies

 

The discussion of our financial condition and results of operation is based upon our financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles.principles, or GAAP. The preparation of these consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ. In addition to the discussion below, we describe our significant accounting policies in the notes to our consolidated financial statements.

 

We have identified the following items as critical accounting policies.

Valuation of investments

 

Investments are recorded at fair value. OurPrior to July 30, 2022, our Board determinesdetermined the fair value of our investments. Pursuant to the amended SEC Rule 2a-5 of the 1940 Act, on July 29, 2022, our Board designated our Advisor as our “valuation designee.” Our Board is responsible for oversight of the valuation designee. The valuation designee has established a Valuation Committee to determine in good faith the fair value of our investments, based on input of our Advisor’s management and personnel and independent valuation firms which are engaged at the direction of the Valuation Committee to assist in the valuation of certain portfolio investments.investments lacking a readily available market quotation at least once during a trailing twelve-month period. The Valuation Committee determines fair values pursuant to a valuation policy approved by our Board and pursuant to a consistently applied valuation process. This valuation process is conducted at the end of each fiscal quarter, with at least 25% (based on fair value) of our valuation of portfolio companies lacking readily available market quotations subject to review by an independent valuation firm. We apply fair value to substantially all of our investments in accordance with Topic 820,Fair Value Measurement, of the Financial Accounting Standards Board’s, or FASB’s, Accounting Standards Codification as amended, or ASC, which establishes a framework used to measure fair value and requires disclosures for fair value measurements. We have categorized our investments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy. Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an entity specific measure. Therefore, when market assumptions are not readily available, our own assumptions are set to reflect those that management believeswe believe market participants would use in pricing the financial instrument at the measurement date.

 

The availability of observable inputs can vary depending on the financial instrument and is affected by a wide variety of factors, including, for example, the type of product, whether the product is new, whether the product is traded on an active exchange or in the secondary market and the current market conditions. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. The three categories within the hierarchy are as follows:

 

Level 1

Quoted prices in active markets for identical assets and liabilities.

Level 2

Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active and model-based valuation techniques for which all significant inputs are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

 

Our Board determines the fair value of investments in good faith, based on the input of management, the audit committee and independent valuation firms that have been engaged at the direction of our Board to assist in the valuation of each portfolio investment without a readily available market quotation at least once during a trailing twelve-month period under our valuation policy and a consistently applied valuation process. The Board conducts this valuation process at the end of each fiscal quarter, with at least 25% (based on fair value) of our valuation of portfolio companies that do not have a readily available market quotations subject to review by an independent valuation firm.

Income recognition

 

Interest on debt investments is accrued and included in income based on contractual rates applied to principal amounts outstanding. Interest income is determined using a method that results in a level rate of return on principal amounts outstanding. Generally, when a debt investment becomes 90 days or more past due, or if we otherwise do not expect to receive interest and principal repayments, the debt investment is placed on non-accrual status and the recognition of interest income may be discontinued. Interest payments received on non-accrual debt investments may be recognized as income, on a cash basis, or applied to principal depending upon management’s judgment at the time the debt investment is placed on non-accrual status. For the three and ninesix months ended SeptemberJune 30, 2017, we recognized $0.1 million in interest income from debt investments on non-accrual status. For the three2023 and nine months ended September 30, 2016,2022, we did not recognize any interest income from debt investments on non-accrual status.

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We receive a variety of fees from borrowers in the ordinary course of conducting our business, including advisory fees, commitment fees, amendment fees, non-utilization fees, success fees and prepayment fees. In a limited number of cases, we may also receive a non-refundable deposit earned upon the termination of a transaction. Debt investment origination fees, net of certain direct origination costs, are deferred, and along with unearned income, are amortized as a level yield adjustment over the respective term of the debt investment. All other income is recorded into income when earned. Fees for counterparty debt investment commitments with multiple debt investments are allocated to each debt investment based upon each debt investment’s relative fair value. When a debt investment is placed on non-accrual status, the amortization of the related fees and unearned income is discontinued until the debt investment is returned to accrual status.

 

Certain debt investment agreements also require the borrower to make an ETP that is accrued into income over the life of the debt investment to the extent such amounts are expected to be collected. We will generally cease accruing the income if there is insufficient value to support the accrual or if we do not expect the borrower to be able to pay all principal and interest due.

 

In connection with substantially all lending arrangements, we receive warrants to purchase shares of stock from the borrower. We record the warrants as assets at estimated fair value on the grant date using the Black-Scholes valuation model. We consider the warrants as loan fees and record them as unearned income on the grant date. The unearned income is recognized as interest income over the contractual life of the related debt investment in accordance with our income recognition policy. Subsequent to origination, the warrants are also measured at fair value using the Black-Scholes valuation model. Any adjustment to fair value is recorded through earnings as net unrealized gain or loss on investments. Gains and losses from the disposition of the warrants or stock acquired from the exercise of warrants are recognized as realized gains and losses on investments.

 

Realized gains or losses on the sale of investments, or upon the determination that an investment balance, or portion thereof, is not recoverable, are calculated using the specific identification method. We measure realized gains or losses by calculating the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment. Net change in unrealized appreciation or depreciation reflects the change in the fair values of our portfolio investments during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation, when gains or losses are realized.

Income taxes

 

We have elected to be treated as a RIC under Subchapter M of the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. In order to qualify as a RIC and to avoid the imposition of corporate-level U.S. federal income tax on the amounts we distribute to our stockholders, among other things, we are required to meet certain source of income and asset diversification requirements, and we must timely distribute dividends to our stockholders out of assets legally available for distribution each tax year of an amount generally equal to at least equal to 90% of our investment company taxable income, as defined by the Code and determined without regard to any deduction for dividends paid. We, among other things, have made and intend to continue to make the requisite distributions to our stockholders, which will generally relieve us from incurring any material liability for U.S. federal income taxes.

 

Depending on the level of taxable income earned in a tax year, we may choose to carry forward taxable income in excess of current year distributions into the next tax year and incur a 4% excise tax on such income, as required. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year distributions, we will accrue excise tax, if any, on estimated excess taxable income as taxable income is earned.

 

We evaluate tax positions taken in the course of preparing our tax returns to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority in accordance with ASC Topic 740,Income Taxes, as modified by ASC Topic 946,Financial ServicesInvestment Companies. Tax benefits of positions not deemed to meet the more-likely-than-not threshold, or uncertain tax positions, are recorded as a tax expense in the current year. It is our policy to recognize accrued interest and penalties related to uncertain tax benefits in income tax expense. We had no material uncertain tax positions at SeptemberJune 30, 20172023 and December 31, 2016.2022.

 

51

Recent developments

 

On July 6, 2023Recent developments, we funded a $0.3 million debt investment to an existing portfolio company, Nexii Building Solutions, Inc. ("Nexii). On July 25, 2023, we funded an additional $0.3 million debt investment to Nexii. On July 27, 2023, we funded an additional $0.2 million debt investment to Nexii

On October 11, 2017, as a resultJuly 12, 2023, Evelo Biosciences, Inc. (“Evelo”) paid down $5.0 million of the underwriters’ full exerciseprincipal amount of their option to purchase additionalits loans outstanding under that certain Venture Loan and Security Agreement by and among us, the other lender parties therein and Evelo, dated as of December 15, 2022, Notes,as amended (the “Loan Agreement”), and we issued an additional $4.9and Evelo converted $5.0 million in aggregateof the principal amount of the 2022 Notes and received net proceedsloans outstanding under the Loan Agreement into 2,164,502 unregistered shares of approximately $4.7 million after the paymentCommon Stock of fees and offering costs.Evelo.

 

On the Redemption Date,July 13, 2023, we redeemed allfunded a $0.8 million equity investment to an existing portfolio company, Better Place Forests Co. (“Better Place”), converted $0.5 million of the issued and outstanding 2019 Notes in an aggregate principal amount of $33.0our outstanding debt investments in Better Place into preferred stock of Better Place and converted $2.7 million and paid accrued interest of $0.3 million. We utilized available borrowings under the Key Facility to redeem the 2019 Notes. The 2019 Notes were delisted effective on the Redemption Date. We incurred interest expenseprincipal amount of $0.3 million due to the accelerationour outstanding debt investments in Better Place into common stock of unamortized debt issuance costs related to the 2019 Notes.Better Place.

 

On July 18, 2023, we funded a $0.2 million debt investment to an existing portfolio company, Aerobiotix, LLC.

On July 31, 2023, we funded a $5.0 million debt investment to a new portfolio company, Tallac Therapeutics, Inc. 

Recently issued accounting pronouncement

In June 2022, the FASB issued Accounting Standards Update No. 2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions, or ASU 2022-03. ASU 2022-03 clarifies the guidance when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of the security. The amendments in ASU 2022-03 are effective for public companies for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. We are currently assessing the impact of ASU 2022-03 on our consolidated financial statements.

ItemItem 3. Quantitative and Qualitative Disclosures About Market Risk

 

We are subject to financial market risks, including changes in interest rates. During the periods covered by our financial statements, the interest rates on the debt investments within our portfolio were primarily at floating rates.
We expect that our debt investments in the future will primarily have floating interest rates. As of SeptemberJune 30, 20172023 and December 31, 2016, 99%2022, 95% and 96%100%, respectively, of the outstanding principal amount of our debt investments bore interest at floating rates. The initialNew commitments to lend to our portfolio companies are usuallytypically based on a floating LIBOR index.the Prime Rate as published in The Wall Street Journal.

 

Based on our SeptemberJune 30, 20172023 consolidated statement of assets and liabilities (without adjustment for potential changes in the credit market, credit quality, size and composition of assets on the consolidated statement of assets and liabilities or other business developments that could affect net income), and the base index rates at June 30, 2023, the following table shows the annual impact on the change in net assets resulting from operations of changes in interest rates, which assumes no changes in our investments and borrowings:

 

          
Change in basis points Interest
Income
  Interest
Expense
  Change in
Net Assets(1)
 
     (In thousands)    
Up 300 basis points $4,577  $1,004  $3,573 
Up 200 basis points $3,110  $669  $2,441 
Up 100 basis points $1,596  $335  $1,261 
Down 300 basis points $(1,634) $(163) $(1,471)
Down 200 basis points $(1,317) $(163) $(1,154)
Down 100 basis points $(1,000) $(163) $(837)

  

Investment

  

Interest

  

Change in Net

 

Change in basis points

 

Income

  

Expense

  

Assets(1)

 
  

(In thousands)

 

Up 300 basis points

 $19,026  $  $19,026 

Up 200 basis points

 $12,716  $  $12,716 

Up 100 basis points

 $6,407  $  $6,407 

Down 300 basis points

 $(17,400) $  $(17,400)

Down 200 basis points

 $(12,211) $  $(12,211)

Down 100 basis points

 $(6,114) $  $(6,114)

(1)

(1)

Excludes the impact of incentive fees based on pre-incentive fee net investment income.Pre-Incentive Fee Net Investment Income.

 

While our 2027 Notes, our 2026 Notes, our 2019 Asset-Backed Notes and our 2022 Asset-Backed Notes bear interest at a fixed rate, our Key Facility hasCredit Facilities have a floating interest rate provision,provision. The Key Facility is subject to aan interest rate floor of 0.75%0.25% per annum, based on a LIBORprime rate index which resets monthly, and the interest payable on NYL Facility is based on the Three Year I Curve rate plus a margin of 3.50% with an interest rate floor and resets on any advance date. Any other credit facilities into which we enter in the future may have floating interest rate provisions. We have used hedging instruments in the past to protect us against interest rate fluctuations, and we may use them in the future. Such instruments may include caps, swaps, futures, options and forward contracts. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates with respect to the investments in our portfolio with fixed interest rates. Engaging in commodity interest transactions such as swap transactions or futures contracts on our behalf may cause our Advisor to fall within the definition of “commodity pool operator” under the Commodity Exchange Act (the “CEA”), and related Commodity Futures Trading Commission (the "CFTC"), regulations. On January 31, 2020, our Advisor claimed an exclusion from the definition of the term “commodity pool operator” under the CEA and the CFTC regulations in connection with its management of us and, therefore, is not subject to CFTC registration or regulation under the CEA as a commodity pool operator with respect to its management of us.

 

Because we currently fund, and expect to continue to fund, our investments with borrowings, our net income is dependent upon the difference between the rate at which we borrow funds and the rate at which we invest the funds borrowed. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net income. In periods of rising interest rates, our cost of funds could increase, which would reduce our net investment income.

 

52

Inflation and Supply Chain Risk

 

Economic activity has continued to accelerate across sectors and regions. Nevertheless, due to global supply chain issues, geopolitical events, a rise in energy prices and strong consumer demand as economies continue to reopen, inflation is showing signs of acceleration in the U.S. and globally. Inflation is likely to continue in the near to medium-term, particularly in the U.S., with the possibility that monetary policy may tighten in response. Persistent inflationary pressures could affect our portfolio companies’ profit margins.

ItemItem 4. Controls and Procedures

(a)Evaluation of disclosure controls and procedures

 

As of SeptemberJune 30, 2017,2023, we, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e)13a‑15(e) under the Exchange Act). Based on that evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of such possible controls and procedures.

(b)Changes in internal controls over financial reporting.

 

There have been no material changes in our internal control over financial reporting (as defined in Rules 13a-15(f)13a‑15(f) and 15d-15(f)15d‑15(f) under the Exchange Act) during our most recently completed fiscal quarter, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

53

PARTPART II

 

ItemItem 1: Legal Proceedings.

 

Neither we nor our Advisor isWe are not currently subject to any material legal proceedings, nor, to our knowledge, isare any material legal proceeding threatened against usus. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Our business is also subject to extensive regulation, which may result in regulatory proceedings against us. While the outcome of any such future legal or againstregulatory proceedings cannot be predicted with certainty, we do not expect that any such future proceedings will have a material effect upon our Advisor.financial condition or results of operations. 

 

ItemItem 1A: Risk Factors.

 

In addition to other information set forth in this quarterly report on Form 10-Q, you should carefully consider the “Riskfactors set forth in “Item 1A Risk Factors” discussed in our annual report on Form 10-K10‑K for the year ended December 31, 2016,2022, which could materially affect our business, financial condition and/or operating results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially affect our business, financial condition and/or operating results. There have been no material changes during the ninesix months ended SeptemberJune 30, 20172023 to the risk factors set forth in “Item 1A. Risk Factors” of our annual report on Form 10-K for the year ended December 31, 2016.2022, except as set forth below.

 

We, our Advisor, and our portfolio companies may maintain cash balances at financial institutions that exceed federally insured limits and may otherwise be materially affected by adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults or non-performance by financial institutions or transactional counterparties

Our cash and our Advisor’s cash is held in accounts at U.S. banking institutions that we believe are of high quality. Cash held by us, our Advisor and by our portfolio companies in non-interest-bearing and interest-bearing operating accounts may exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. If such banking institutions were to fail, we, our Advisor, or our portfolio companies could lose all or a portion of those amounts held in excess of such insurance limitations. In addition, actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems, which could adversely affect our, our Advisor’s and our portfolio companies’ business, financial condition, results of operations, or prospects.

Although we and our Advisor assess our and our portfolio companies’ banking relationships as we believe necessary or appropriate, our and our portfolio companies’ access to funding sources and other credit arrangements in amounts adequate to finance or capitalize our respective current and projected future business operations could be significantly impaired by factors that affect us, our Advisor or our portfolio companies, the financial institutions with which we, our Advisor or our portfolio companies have arrangements directly, or the financial services industry or economy in general. These factors could include, among others, events such as liquidity constraints or failures, the ability to perform obligations under various types of financial, credit or liquidity agreements or arrangements, disruptions or instability in the financial services industry or financial markets, or concerns or negative expectations about the prospects for companies in the financial services industry. These factors could involve financial institutions or financial services industry companies with which we, our Advisor or our portfolio companies have financial or business relationships, but could also include factors involving financial markets or the financial services industry generally.

In addition, investor concerns regarding the U.S. or international financial systems could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us, our Advisor, or our portfolio companies to acquire financing on acceptable terms or at all.

ItemItem 2: Unregistered Sales of Equity Securities and Use of Proceeds.

The following table provides information regarding our purchases of our common stock for each month in the three month period ended September 30, 2017:

Period Total
Number of
Shares
Purchased
  Average Price
Paid per Share
  Total Number
of Shares
Purchased as
Part of
Publicly
Announced
Plans or
Programs(1)
  Approximate
Dollar Value of
Shares that May
Yet Be
Purchased Under
the Plans or
Programs
 
  (In thousands, except share and per share data) 
July 1, 2017 through July 31, 2017    $     $3,634 
August 1, 2017 through August 31, 2017  5,923   9.97   5,923  $3,121 
September  1, 2017 through September  30, 2017          $3,121 
Total  5,923  $9.97   5,923     

(1)On September 28, 2015, we announced a share repurchase plan which allows us to repurchase up to $5.0 million of our outstanding common stock. The plan was extended by the Board on April 27, 2017 and will expire on the earlier of June 30, 2018 or the repurchase of $5.0 million of common stock.

Item 3: Defaults Upon Senior Securities.Proceeds

 

None.

 

Item3: Defaults Upon Senior Securities

None.

Item4: Mine Safety Disclosures.Disclosures

 

Not applicable

 

ItemItem 5: Other Information.Information

 

None.

 

ItemItem 6: Exhibits.Exhibits

 

EXHIBITINDEX

 

Exhibit
 
No.

 

Description

31.1*10.1 Amendment No. 4 to Sale and Servicing Agreement, dated as of May 24, 2023, by and among Horizon Funding I, LLC, the issuer, Horizon Secured Lending Fund I LLC, the originator and seller, Horizon Technology Finance Corporation, the servicer, U.S. Bank Trust Company, National Association and U.S. Bank National Association (Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8‑K, filed on May 25, 2023).
10.2Third Amended and Restated Note Funding Agreement, dated as of May 24, 2023, by and among Horizon Funding I, LLC, the issuer, and the Initial Purchasers (as defined therein) (Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8‑K, filed on May 25, 2023).
10.3Third Supplemental Indenture, dated as of May 24, 2023, by and among Horizon Funding I, LLC, the issuer, and U.S. Bank Trust Company, National Association (Incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8‑K, filed on May 25, 2023).
10.4Underwriting Agreement, dated May 30, 2023, among Horizon Technology Finance Corporation, Horizon Technology Finance Management LLC and Morgan Stanley & Co. LLC, as representative of the several underwriters named on Schedule A thereto (Incorporated by reference to Exhibit 1.1 of the Company’s Current Report on Form 8‑K, filed on June 5, 2023).
10.5Amendment No. 1 to Second Amended and Restated Loan and Security Agreement, dated as of June 29, 2023, by and among Horizon Credit II LLC, as borrower, the lenders that are signatories thereto, and KeyBank National Association, as arranger and agent for the lenders (Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8‑K, filed on June 30, 2023).
10.6Amendment No. 1 to Second Amended and Restated Sale and Servicing Agreement, dated as of June 29, 2023, by and among Horizon Credit II LLC, as buyer, the Company, as originator and servicer, Horizon Technology Finance Management LLC, as sub-servicer, U.S. Bank National Association, as collateral custodian and backup servicer, and KeyBank National Association, as agent for the lenders (Incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form 8‑K, filed on June 30, 2023).
10.7Investment Management Agreement, effective as of June 30, 2023, by and between Horizon Technology Finance Corporation and Horizon Technology Finance Management LLC (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8‑K, filed on July 5, 2023).

31.1*

Certifications by Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a)13a‑14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended

31.2*

 

Certifications by Chief Financial Officer pursuant to Exchange Act Rule 13a-14(a)13a‑14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended

32.1*

 

Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as amended

32.2*

 

Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as amended

101.INSInline XBRL Instance Document (the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*         Filed herewith

 

63

*Filed herewith

54

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Quarterly Report on Form 10-Q10‑Q to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 Horizon Technology Finance Corporation

HORIZON TECHNOLOGY FINANCE CORPORATION

Date: October 31, 2017August 1, 2023

By:

/s/ Robert D. Pomeroy, Jr.

 

Name:

Name:

Robert D. Pomeroy, Jr.

 

Title:

Title:

Chief Executive Officer and Chairman of the Board

Date: October 31, 2017By:/s/ Daniel R. Trolio
  Name:

Date: August 1, 2023

By:

/s/ Daniel R. Trolio

 

Name:

Title:

Daniel R. Trolio

Title:

Chief Financial Officer

 

55
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