hrzn20221028b_8k.htm
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the
 
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): November 1, 2022
 
HORIZON TECHNOLOGY FINANCE CORPORATION
(Exact name of registrant as specified in its charter)
         
Delaware
 
814-00802
 
27-2114934
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
312 Farmington Avenue
Farmington, CT 06032
 
(Address of principal executive offices and zip code)
 
Registrant’s telephone number, including area code: (860) 676-8654
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
 
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
 
 

 
 
Section 8
 
Other Events
Item 8.01
 
Other Events
 
On November 1, 2022, Horizon Technology Finance Corporation (the “Company”) announced that its Board of Directors has declared monthly distributions totaling $0.33 per share, and a special distribution of $0.05 per share, payable in such amounts and on such dates to stockholders of record, as set forth below.
 
Monthly Distributions
 
 Ex-Dividend Date
Record Date
Payment Date
 
Amount Per Share
 
 December 16, 2022
December 19, 2022
January 13, 2023
  $ 0.11  
 January 17, 2023
January 18, 2023
February 15, 2023
  $ 0.11  
 February 16, 2023
February 17, 2023
March 15, 2023
  $ 0.11  
   
Total:
  $ 0.33  
 
Special Distribution
 
 Ex-Dividend Date
Record Date
Payment Date
 
Amount Per Share
 
 November 16, 2022
November 17, 2022
December 15, 2022
  $ 0.05  
   
Total:
  $ 0.05  
 
A copy of the press release announcing such dividend is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
 
 
Section 9
 
Financial Statements and Exhibits
Item 9.01
 
Financial Statements and Exhibits
 
(d) Exhibits.
     
99.1
 
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
2

 
 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
Date: November 1, 2022
HORIZON TECHNOLOGY FINANCE
CORPORATION
     
 
By:
/s/ Robert D. Pomeroy, Jr.
   
Robert D. Pomeroy, Jr.
   
Chief Executive Officer
 
3

 
 
Exhibit Index
 
Exhibit No.
 
Description
     
99.1
 
Press release of the Company dated November 1, 2022
 
4
ex_439178.htm

Exhibit 99.1

 

https://cdn.kscope.io/86e585c0928cd739029407c5b3d72264-horizon.jpg
 

Horizon Technology Finance Announces 10% Increase in Monthly Distributions for January, February and March 2023 to a Total of $0.33 per Share and Special Distribution for December 2022 of $0.05 per Share

 

Farmington, Connecticut November 1, 2022 Horizon Technology Finance Corporation (NASDAQ: HRZN) (“Horizon”) (the “Company”), a leading specialty finance company that provides capital in the form of secured loans to venture capital backed companies in the technology, life science, healthcare information and services, and sustainability industries, announced today that its board of directors has declared a 10% increase in monthly cash distributions to $0.11 per share, payable in each of January, February and March 2023, and a special distribution of $0.05 per share payable in December 2022. The following tables show these distributions, payable as set forth in the tables below, total $0.38 per share. Since its 2010 initial public offering, Horizon has paid a total of $197 million in distributions to its shareholders.

 

Monthly Distributions Declared in Fourth Quarter 2022

 

 Ex-Dividend Date

Record Date

Payment Date

 

Amount per Share

 

 December 16, 2022

December 19, 2022

January 13, 2023

  $ 0.11  

 January 17, 2023

January 18, 2023

February 15, 2023

  $ 0.11  

 February 16, 2023

February 17, 2023

March 15, 2023

  $ 0.11  
   

Total:

  $ 0.33  

 

Special Distribution

 

 Ex-Dividend Date

Record Date

Payment Date

 

Amount per Share

 

 November 16, 2022

November 17, 2022

December 15, 2022

  $ 0.05  

 

When declaring distributions, the Horizon board of directors reviews estimates of taxable income available for distribution, which may differ from consolidated net income under generally accepted accounting principles 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 year for distribution in the following 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.

 

Horizon maintains a “Dividend Reinvestment Plan” (“DRIP”) that provides for the reinvestment of distributions on behalf of its stockholders, unless a stockholder has elected to receive distributions in cash. As a result, if Horizon declares a distribution, its stockholders who have not “opted out” of the DRIP by the distribution record date will have their distribution automatically reinvested into additional shares of Horizon’s common stock. Horizon has the option to satisfy the share requirements of the DRIP through the issuance of new shares of common stock or through open market purchases of common stock by the DRIP plan administrator. Newly-issued shares will be valued based upon the final closing price of Horizon’s common stock on a specified valuation date for each distribution as determined by Horizon’s board of directors. Shares purchased in the open market to satisfy the DRIP requirements will be valued based upon the average price of the applicable shares purchased by the DRIP plan administrator, before any associated brokerage or other costs, which are borne by Horizon.

 

 

https://cdn.kscope.io/86e585c0928cd739029407c5b3d72264-horizon.jpg

 

About Horizon Technology Finance

 

Horizon Technology Finance Corporation (NASDAQ: HRZN) is a leading specialty finance company that provides capital in the form of secured loans to venture capital backed companies in the technology, life science, healthcare information and services, and sustainability industries. The investment objective of Horizon is to maximize its investment portfolio's return by generating current income from the debt investments it makes and capital appreciation from the warrants it receives when making such debt investments. Horizon is headquartered in Farmington, Connecticut, with a regional office in Pleasanton, California, and investment professionals located in Austin, Texas, Chicago, Illinois, Reston, Virginia and Portland, Maine. To learn more, please visit horizontechfinance.com.

 

Forward-Looking Statements

 

Statements included herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in Horizons filings with the Securities and Exchange Commission. Horizon undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.

 

Contacts:

 

Investor Relations:

ICR

Garrett Edson

ir@horizontechfinance.com

(860) 284-6450

 

Media Relations:

ICR

Chris Gillick

HorizonPR@icrinc.com

(646) 677-1819