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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): March 21, 2023

WhiteHorse Finance, Inc.

(Exact name of registrant as specified in its charter)

Delaware

 

814-00967

 

45-4247759

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification Number)

1450 Brickell Avenue, 31st Floor
Miami, Florida

 

33131

(Address of principal executive offices)

 

(Zip Code)

(305) 381-6999

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if changed since last report)

Check the appropriate box below if the Form 8-K filing 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))

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

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which
Registered

Common Stock, par value $0.001 per share

WHF

The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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.  

Item 7.01. Regulation FD Disclosure.

On March 20, 2023, the Company issued a press release, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for any purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such Section. The information in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1

Press Release of WhiteHorse Finance, Inc. dated March 20, 2023.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Dated: March 21, 2023

WHITEHORSE FINANCE, INC.

 

 

 

 

By:

/s/ Joyson C. Thomas

 

 

Joyson C. Thomas

 

 

Chief Financial Officer

Graphic

Exhibit 99.1

WhiteHorse Finance, Inc. Provides Update on Impact of Recent Events on its Portfolio

NEW YORK, NY, March 20, 2023 – WhiteHorse Finance, Inc. (“WhiteHorse Finance” or the “Company”) (Nasdaq: WHF) today provided an update on the impact of recent events concerning Silicon Valley Bank (“SVB”) and Signature Bank (“SBNY”) on the Company, its portfolio and its Adviser. Based on a preliminary assessment conducted on March 15, 2023, the Company and its investment adviser H.I.G. WhiteHorse Advisers, LLC (the “Adviser”), a subsidiary of H.I.G. Capital, LLC (“H.I.G. Capital”), have determined that each of WhiteHorse Finance and the Adviser have no exposure to SVB or SBNY; specifically, neither entity holds any cash or restricted cash balances with SVB or SBNY nor has any lending agreements with either bank.

Further, it was determined that less than 10 portfolio companies of WhiteHorse Finance as well as its joint venture entity, WHF STRS Ohio Senior Loan Fund LLC (the “STRS JV”), still have remaining exposure to SVB or SBNY as of March 15, 2023. Specifically, the aggregate fair value of the Company’s investments in these portfolio companies represented $60.1 million, or 7.9% of the total fair value of the portfolio of the Company, as of December 31, 2022. Further, the aggregate fair value of the STRS JV’s investments in these portfolio companies represented $16.7 million, or 5.9% of the total fair value of the portfolio of the STRS JV, as of December 31, 2022. Based on the March 12, 2023 joint statement by the U.S. Department of Treasury, the Federal Reserve, and FDIC, the Company does not expect that such relationships will have an adverse impact in any material respect on these portfolio companies and that such portfolio companies that still have exposure to SVB and/or SBNY through deposit accounts will be able to access that liquidity. Moreover, the Company has sufficient liquidity to meet its unfunded commitments to its portfolio companies should the need arise.

“We continue to monitor the ongoing situation impacting certain other regional banks and are actively working with certain of our portfolio companies to ensure their business operations remain uninterrupted,” said Stuart Aronson, Chief Executive Officer, WhiteHorse Finance. “While we do not expect any of our portfolio companies will suffer from any direct impact from recent events, we have a vigilant posture and are prepared to support them. WhiteHorse Finance has sufficient liquidity to meet the unfunded needs of current and prospective portfolio companies and broad resources to ensure support of our portfolio companies against the highly volatile market backdrop.”

About WhiteHorse Finance, Inc.

WhiteHorse Finance is a business development company that originates and invests in loans to privately held, lower middle market companies across a broad range of industries. The Company's investment activities are managed by the Adviser. H.I.G. Capital is a leading global alternative asset manager with $55 billion of capital under management* across a number of funds focused on the small- and mid-cap markets. For more information about H.I.G. Capital, please visit http://www.higcapital.com.  For more information about the Company, please visit http://www.whitehorsefinance.com.

Forward-Looking Statements

This press release may contain “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 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 filings with the Securities and Exchange Commission. The Company 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

Stuart Aronson

WhiteHorse Finance, Inc.

212-506-0500

saronson@higwhitehorse.com

Joyson Thomas

WhiteHorse Finance, Inc.

305-379-2322

jthomas@higwhitehorse.com

Robert Brinberg

Rose & Company

212-257-5932

whitehorse@roseandco.com

Source: WhiteHorse Finance, Inc.

* Based on total capital commitments managed by H.I.G. Capital and affiliates.