LRFC / Logan Ridge Finance Corporation - Документы SEC, Годовой отчет, Доверенное заявление

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36090 Logan Ridge Finance Corporation (Exact name of registrant a

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): July 15, 2025 Logan Ridge Finance

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): July 15, 2025 Logan Ridge Finance Corporation (Exact name of Registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-54C NOTIFICATION OF WITHDRAWAL OF ELECTION TO BE SUBJECT TO SECTIONS 55 THROUGH 65 OF THE INVESTMENT COMPANY ACT OF 1940 FILED PURSUANT TO SECTION 54(c) OF THE INVESTMENT

N-54C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-54C NOTIFICATION OF WITHDRAWAL OF ELECTION TO BE SUBJECT TO SECTIONS 55 THROUGH 65 OF THE INVESTMENT COMPANY ACT OF 1940 FILED PURSUANT TO SECTION 54(c) OF THE INVESTMENT COMPANY ACT OF 1940 The undersigned business development company hereby notifies the Securities and Exchange Commission that it withdraws its el

Portman Ridge Announces Adjournment of Special Meeting of Stockholders to Allow Additional Time for Stockholders to Vote “FOR” the Share Issuance Proposal Stockholders of PTMN Who Have Voted Thus Far Have Expressed Strong Support for the Proposed Mer

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Logan Ridge Finance Corporation Announces Shareholder Approval of Merger with Portman Ridge Finance Corporation

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces Shareholder Approval of Merger with Portman Ridge Finance Corporation NEW YORK, June 20, 2025 – Logan Ridge Finance Corporation (NASDAQ: LRFC) (“Logan Ridge” or “LRFC”) announced today that it obtained shareholder approval for the merger of LRFC with and into Portman Ridge Finance Corporation (NASDAQ: PTMN) (“Portman Ridg

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): June 20, 2025 Logan Ridge Finance

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): June 20, 2025 Logan Ridge Finance Corporation (Exact name of Registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Comm

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): June 17, 2025 Logan Ridge Finance

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Portman Ridge Finance Corporation Announces Corporate Rebranding, New Monthly Base Distribution, and Value Creation Initiatives Company to be Renamed “BCP Investment Corporation” and Trade Under New Ticker “BCIC” Transition to Paying the Quarterly Ba

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Logan Ridge Finance Corporation Announces Adviser Funded Cash Payment to Shareholders in Connection with its Merger with Portman Ridge Finance Corporation The Company’s Investment Adviser Will Finance an Incremental $0.47 Per Share Payment to Logan R

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces Adviser Funded Cash Payment to Shareholders in Connection with its Merger with Portman Ridge Finance Corporation The Company’s Investment Adviser Will Finance an Incremental $0.47 Per Share Payment to Logan Ridge Shareholders Immediately Prior to Closing. Payment Effectively Results in Logan Ridge Shareholders Receiving 1

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): June 17, 2025 Logan Ridge Finance

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): June 17, 2025 Logan Ridge Finance Corporation (Exact name of Registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Comm

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Exhibit 10.1 Logan Ridge Finance Corporation 650 Madison Avenue, 3rd Floor New York, NY 10022 Mount Logan Management LLC 650 Madison Avenue, 3rd Floor New York, NY 10022 Re: Side Letter to Merger Agreement This side letter (this “Side Letter”), dated as of June 17, 2025, is executed by and between Logan Ridge Finance Corporation, a Maryland corporation (the “Company”) and for the limited purposes

URGENT: YOUR RESPONSE IS CRITICAL

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

© 2025 Broadridge Financial Solutions, Inc., Broadridge and the Broadridge logo are registered trademarks of Broadridge Financial Solutions, Inc. Broadridge.com CONFIDENTIAL INFORMATION Solicitation Script (Inbound and Outbound) CLIENT NAME: LOGAN RI

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

slide1 © 2025 Broadridge Financial Solutions, Inc., Broadridge and the Broadridge logo are registered trademarks of Broadridge Financial Solutions, Inc. Broadridge.com CONFIDENTIAL INFORMATION Solicitation Script (Inbound and Outbound) CLIENT NAME: P

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Logan Ridge Finance Corporation posted the following advertisement on its website (i.e., www.loganridgefinance.com) commencing June 6, 2025. LRFC Special Meeting of Stockholders for Proposed Merger with Portman Ridge Finance Corporation Proxy materia

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Portman Ridge Announces Change of Date to the Special Meeting of Stockholders to Allow Additional Time for Stockholders to Vote “FOR” the Share Issuance Proposal Stockholders of PTMN Who Have Voted Thus Far Have Expressed Strong Support for the Propo

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Logan Ridge Announces Change of Date to the Special Meeting of Stockholders to Allow Additional Time for Stockholders to Vote “FOR” the Merger Proposal Stockholders of LRFC Who Have Voted Thus Far Have Expressed Strong Support for the Proposed Merger

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Portman Ridge Finance Corporation posted the following advertisement on its website (i.e., www.portmanridge.com) commencing June 6, 2025. PTMN Special Meeting of Stockholders for Proposed Merger with Logan Ridge Finance Corporation Proxy materials fo

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

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): June 3, 2025 Logan Ridge Finance

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

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): June 3, 2025 Portman Ridge Financ

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

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): June 3, 2025 Logan Ridge Finance

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): June 3, 2025 Logan Ridge Finance Corporation (Exact name of Registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commi

Leading Independent Proxy Advisory Firms Glass Lewis and ISS Recommend that Shareholders Vote “FOR” the Proposed Merger Between PTMN and LRFC

Exhibit 99.1 FOR IMMEDIATE RELEASE Leading Independent Proxy Advisory Firms Glass Lewis and ISS Recommend that Shareholders Vote “FOR” the Proposed Merger Between PTMN and LRFC NEW YORK, June 3, 2025 – Portman Ridge Finance Corporation (NASDAQ: PTMN) (“Portman Ridge” or “PTMN”) and Logan Ridge Finance Corporation (NASDAQ: LRFC) (“Logan Ridge” or “LRFC”) (together, the “Companies”) announced today

SAMPLE-EPB Merger Proposed Materials requiring your prompt action enclosed Portman Ridge. Your vote is urgently needed. Voting is quick and easy, please cast your vote today on any device you prefer. Go to proxyvote.com Your vote is very important. P

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Logan Ridge Finance Corporation posted the following advertisement on its website (i.e., www.loganridgefinance.com) commencing May 27, 2025. LRFC Special Meeting of Stockholders for Proposed Merger with Portman Ridge Finance Corporation Proxy materia

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Portman Ridge Finance Corporation posted the following advertisement on its website (i.e., www.portmanridge.com) commencing May 27, 2025. PTMN Special Meeting of Stockholders for Proposed Merger with Logan Ridge Finance Corporation Proxy materials fo

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

LOGAN RIDGE FINANCE CORPORATION TM MERGER PROPOSED SPECIAL MEETING OF SHAREHOLDERS MATERIAL REQUIRING YOUR IMMEDIATE ACTION ENCLOSED SAMPLE-EPB Your vote is very important. Please vote your shares today. The Logan Ridge Finance Corporation Special Me

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

1 Jennings, David From: SPECIMEN <[email protected]> Sent: Monday, May 19, 2025 12:54 PM To: Krause, Dominique Subject: #RICSSUMID# Vote now! PORTMAN RIDGE FINANCE CORPORATION Special Meeting %Z90466_0_0123456789012345_0000001% This Message Is From an

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

MERGER PROPOSED SPECIAL MEETING OF SHAREHOLDERS

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

1 Jennings, David From: SPECIMEN <[email protected]> Sent: Monday, May 19, 2025 12:55 PM To: Krause, Dominique Subject: #RICSSUMID# Vote now! LOGAN RIDGE FINANCE CORPORATION Special Meeting %Z90467_0_0123456789012345_0000001% This Message Is From an E

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

MERGER PROPOSED SPECIAL MEETING OF SHAREHOLDERS

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

The following are excerpts of the transcript of the earnings call held by Portman Ridge Finance Corporation (“Portman Ridge”) regarding its first quarter 2025 earnings held on May 9, 2025. The excerpts contain only those portions of the transcript re

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Logan Ridge Finance Corporation Commission File No.

The following are excerpts of the transcript of the earnings call held by Portman Ridge Finance Corporation (“Portman Ridge”) regarding its first quarter 2025 earnings held on May 9, 2025. The excerpts contain only those portions of the transcript re

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Logan Ridge Finance Corporation Commission File No.

Portman Ridge Finance Corporation Announces First Quarter 2025 Financial Results Reports Net Investment Income of $0.47 Per Share and Net Asset Value of $18.85 Per Share Deployment of Approximately $17.5 Million and Sales and Repayments of Approximat

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation File No.

Logan Ridge Finance Corporation Announces First Quarter 2025 Financial Results Reports Solid First Quarter Results with Net Investment Income of $0.35 Per Share and a Net Asset Value of $29.66 Per Share Declared a Distribution of $0.36 Per Share for

Exhibit 99.1 Logan Ridge Finance Corporation Announces First Quarter 2025 Financial Results Reports Solid First Quarter Results with Net Investment Income of $0.35 Per Share and a Net Asset Value of $29.66 Per Share Declared a Distribution of $0.36 Per Share for the Second Quarter of 2025 Successfully Exited its Equity Investment in GA Communications, Inc., Further Reducing the Company’s Non-Yield

Logan Ridge Finance Corporation Announces First Quarter 2025 Financial Results Reports Solid First Quarter Results with Net Investment Income of $0.35 Per Share and a Net Asset Value of $29.66 Per Share Declared a Distribution of $0.36 Per Share for

425 Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Logan Ridge Finance Corporation Commission File No.

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 8, 2025 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 814-01022 Logan Ridge Finance Corporation (Exact Name of Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2024 ☐ Transition Repo

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 814-01022 Logan Ridge Finance Corp

Insider Trading Policy(12)

Exhibit 19.1 PTMN/LRFC Material Non-Public Information and Insider Trading Policy Policy Created: December 11, 2006 Last Revision: July 1, 2021 2 INTRODUCTION This Policy explains requirements and procedures that apply to all corporate Directors and Officers of Portman Ridge Finance Corporation and subsidiaries and/or Logan Ridge Finance Corporation and subsidiaries (each, the “Company”), all empl

List of Subsidiaries(12)

Exhibit 21.1 List of Subsidiaries CapitalSouth Partners Fund II Limited Partnership (North Carolina) CapitalSouth Partners F-II, LLC (North Carolina) CapitalSouth Fund III, L.P. (Delaware) CapitalSouth F-III, LLC (North Carolina) CPTA Master Blocker, Inc. (Georgia) Capitala Business Lending, LLC (Delaware)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 13, 2025 Logan Ridge Finance

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 13, 2025 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Logan Ridge Finance Corporation Announces Fourth Quarter and Full Year 2024 Financial Results Reports Strong Fourth Quarter Results with Net Investment Income of $0.56 Per Share and a Net Asset Value of $32.04 Per Share Declared a Distribution of $0.

Exhibit 99.1 Logan Ridge Finance Corporation Announces Fourth Quarter and Full Year 2024 Financial Results Reports Strong Fourth Quarter Results with Net Investment Income of $0.56 Per Share and a Net Asset Value of $32.04 Per Share Declared a Distribution of $0.36 Per Share for the First Quarter of 2025 Subsequent to Quarter end, LRFC Successfully Exited its Equity Investment in GA Communications

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of principa

Agreement and Plan of Merger by and among Portman Ridge Finance Corporation, Logan Ridge Finance Corporation, Portman Ridge Merger Sub, Inc., Mount Logan Management LLC (for the limited purposes set forth therein) and Sierra Crest Investment Management LLC (for the limited purposes set forth therein), dated as of January 29, 2025.(1)

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among PORTMAN RIDGE FINANCE CORPORATION, PORTMAN RIDGE MERGER SUB, INC., LOGAN RIDGE FINANCE CORPORATION, SIERRA CREST INVESTMENT MANAGEMENT LLC (for the limited purposes set forth herein) and MOUNT LOGAN MANAGEMENT LLC (for the limited purposes set forth herein) Dated as of January 29, 2025 TABLE OF CONTENTS Page Article I THE MERGERS 2 1

Current Report

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): January 29, 2025 Logan Ridge Finance Corporation (Exact name of Registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (C

Portman Ridge Finance Corporation and Logan Ridge Finance Corporation Enter into Merger Agreement Combined Entity Will be Managed by Sierra Crest Investment Management, LLC, an Affiliate of BC Partners Advisors L.P. Companies to Host a Joint Conferen

Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Filed by Portman Ridge Finance Corporation

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Portman Ridge Finance Corporation and Logan Ridge Finance Corporation Enter into Merger Agreement Combined Entity Will be Managed by Sierra Crest Investment Management, LLC, an Affiliate of BC Partners Advisors L.P. Companies to Host a Joint Conferen

Filed by Portman Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

Filed by Logan Ridge Finance Corporation

425 Filed by Logan Ridge Finance Corporation pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Logan Ridge Finance Corporation Commission File No.

LRFC / Logan Ridge Finance Corporation / Frischer Charles L Activist Investment

SC 13D/A 1 e664088sc13da-lrfc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) LOGAN RIDGE FINANCE CORPORATION (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 541098109 (CUSIP Number of Class of Securities) Charles L. Frischer 3156 East Laurelhurst Drive Seattle, WA 98105 (

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 7, 2024 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 814-01022 Logan Ridge Finance Corporation (Exact Name of Regist

Logan Ridge Finance Corporation Announces Third Quarter 2024 Financial Results Reports Solid Results with Net Investment Income of $0.37 Per Share, and Net Asset Value of $32.31 Per Share Recurring PIK Income as a Percentage of Total Investment Incom

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces Third Quarter 2024 Financial Results Reports Solid Results with Net Investment Income of $0.37 Per Share, and Net Asset Value of $32.31 Per Share Recurring PIK Income as a Percentage of Total Investment Income Declines by Over 200 Basis Points Exits Largest Equity Investment, Nth Degree Investment Group, LLC (“Nth Degree”

Logan Ridge Finance Corporation Announces the Successful Exit of its Largest Equity Investment, Nth Degree Investment Group, LLC

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces the Successful Exit of its Largest Equity Investment, Nth Degree Investment Group, LLC NEW YORK, September 12, 2024 – Logan Ridge Finance Corporation (Nasdaq: LRFC) (the “Company”) today announced that as of September 10, 2024, it has exited its largest equity investment, Nth Degree Investment Group, LLC (“Nth Degree”), a

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 12, 2024 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 21, 2024 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Fourth Amendment to Revolving Credit and Security Agreement, dated as of August 21, 2024, among Capitala Business Lending, LLC, as the borrower, Mount Logan Management, LLC, as the collateral manager, the lenders from to time to time party thereto, KeyBank National Association, as the administrative agent, and U.S. Bank National Association, as the custodian

Exhibit 10.1 EXECUTION VERSION FOURTH AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT THIS FOURTH AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of August 21, 2024 (the “Amendment”), is made pursuant to that certain Revolving Credit and Security Agreement dated as of October 30, 2020 (as amended by that certain (i) First Amendment to Revolving Credit and Security Agreement and

Logan Ridge Finance Corporation Amends and Extends its Existing Senior Secured Revolving Credit Facility Reduces Interest Rate Margin During the Reinvestment Period to 2.80% from 2.90% Extends Reinvestment Period and Maturity Date to August 2027 and

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Amends and Extends its Existing Senior Secured Revolving Credit Facility Reduces Interest Rate Margin During the Reinvestment Period to 2.80% from 2.90% Extends Reinvestment Period and Maturity Date to August 2027 and August 2029, Respectively Revises Advance Rates and Concentration Limits NEW YORK, August 21, 2024 – Logan Ridge Fi

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 8, 2024 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Logan Ridge Finance Corporation Announces Second Quarter 2024 Financial Results Reports Solid Results with Total Investment Income of $5.4 Million and Net Investment Income of $0.28 Per Share; Net Asset Value of $33.13 Per Share Declared a Distributi

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces Second Quarter 2024 Financial Results Reports Solid Results with Total Investment Income of $5.4 Million and Net Investment Income of $0.28 Per Share; Net Asset Value of $33.13 Per Share Declared a Distribution of $0.33 Per Share for the Third Quarter of 2024 NEW YORK, August 8, 2024 – Logan Ridge Finance Corporation (“Lo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 814-01022 Logan Ridge Finance Corporation (Exact Name of Registrant

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 25, 2024 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2022 ☐ Transition Repo

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2022 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 814-01022 Logan Ridge Finance Corp

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 10, 2024 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2021 ☐ Transition Repo

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2021 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 814-01022 Logan Ridge Finance Corp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 814-01022 Logan Ridge Finance Corporation (Exact Name of Registrant

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 8, 2024 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Logan Ridge Finance Corporation Announces First Quarter 2024 Financial Results Reports Strong Results with Net Investment Income of $0.35 Per Share, Compared to $0.22 Per Share in the Previous Quarter; Net Asset Value Increased to $33.71 Per Share fr

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces First Quarter 2024 Financial Results Reports Strong Results with Net Investment Income of $0.35 Per Share, Compared to $0.22 Per Share in the Previous Quarter; Net Asset Value Increased to $33.71 Per Share from $33.34 Per Share in the Previous Quarter Declared a Distribution of $0.33 Per Share for the Second Quarter of 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒         Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒         Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Pro

Code of Ethics (filed herewith)

Exhibit 14.1 Corporate Governance: PTMN/LRFC Code of Ethics 1 STATEMENT OF PURPOSE AND APPLICABILITY Portman Ridge Finance Corporation and Logan Ridge Finance Corporation (each, the "Company") are regulated as a business development company under the Investment Company Act of 1940 (the "Act") and subject to Rule 17j-1 under the Act ("Rule 17j-1"). It is the Company’s policy that no Affiliated Pers

List of Subsidiaries (filed herewith)

Exhibit 21.1 List of Subsidiaries CapitalSouth Partners Fund II Limited Partnership (North Carolina) CapitalSouth Partners F-II, LLC (North Carolina) CapitalSouth Fund III, L.P. (Delaware) CapitalSouth F-III, LLC (North Carolina) CPTA Master Blocker, Inc. (Georgia) Capitala Business Lending, LLC (Delaware)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of principa

Clawback Policy(10)

Exhibit 97.1 PORTMAN RIDGE FINANCE CORPORATION Logan Ridge Finance Corporation CLAWBACK POLICY The Board of Directors (the “Board”) of each of Portman Ridge Finance Corporation and Logan Ridge Finance Corporation (each, the “Company”) has adopted this Clawback Policy (the “Policy”) to comply with Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Rule 10D-1 promul

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 11, 2024 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

LRFC / Logan Ridge Finance Corporation / Bulldog Investors, LLP Passive Investment

SC 13G/A 1 fp0087034-1sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Under the Securities Exchange Act of 1934 Logan Ridge Finance Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 541098109 (CUSIP Number) 12/31/2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

Letter dated November 9, 2023 to the Board of Directors of the Company

EX-7.2 3 fp0085903-1ex72.htm Exhibit 7.2 Letter November 9, 2023 Dear Logan Ridge Board Members, Punch & Associates, together with funds managed by it, own 232,785 shares of Logan Ridge Finance Corporation (“LRFC”) and 113,417 shares of Portman Ridge Finance Corporation (“PTMN”). Based on publicly available information, Punch believes it is the largest shareholder in LRFC, and the 8th largest shar

Joint Filing Agreement

EX-7.1 2 fp0085903-1ex71.htm Exhibit 7.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned company and individuals agree to the joint filing on behalf of each of them of a Schedule 13D (including amendments thereto) with respect to the Common Stock of Logan Ridge Finance Corporation. This Joint Filing

LRFC / Logan Ridge Finance Corporation / PUNCH & ASSOCIATES INVESTMENT MANAGEMENT, INC. Activist Investment

SC 13D 1 fp0085903-1sc13d.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Logan Ridge Finance Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 541098109 (CUSIP Number) Punch & Associates Investment Management, Inc. Attention: Todd Spicer 7701 Franc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 8, 2023 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Logan Ridge Finance Corporation Announces Third Quarter 2023 Financial Results Reports a Strong Third Quarter with Net Investment Income of $0.43 Per Share, an Increase of 13% Compared to the Prior Quarter Announces a Distribution of $0.30 Per Share

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces Third Quarter 2023 Financial Results Reports a Strong Third Quarter with Net Investment Income of $0.43 Per Share, an Increase of 13% Compared to the Prior Quarter Announces a Distribution of $0.30 Per Share for the Fourth Quarter of 2023, an Increase of 15% Compared to the Prior Quarter NEW YORK, November 8, 2023 – Logan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of prin

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 9, 2023 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Logan Ridge Finance Corporation Announces Second Quarter 2023 Financial Results Reports a Strong Second Quarter with Net Investment Income of $0.38 Per Share and a 3.0% Increase in Net Asset Value to $35.68 Per Share Compared to the Prior Quarter Ann

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces Second Quarter 2023 Financial Results Reports a Strong Second Quarter with Net Investment Income of $0.38 Per Share and a 3.0% Increase in Net Asset Value to $35.68 Per Share Compared to the Prior Quarter Announces a Distribution of $0.26 Per Share for the Third Quarter of 2023, an 18% Increase Compared to the Prior Quart

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 22, 2023 Logan Ridge Finance C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 22, 2023 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

LRFC / Logan Ridge Finance Corporation / Frischer Charles L Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) LOGAN RIDGE FINANCE CORPORATION (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 541098109 (CUSIP Number of Class of Securities) Charles L. Frischer 3156 East Laurelhurst Drive Seattle, WA 98105 (917) 528-1465 (Name, Address and T

Reports a Strong First Quarter with Net Investment Income of $0.40 Per Share, a 69% Increase from the Prior Quarter and its Third Consecutive Quarter of Positive Net Investment Income Announces Distribution of $0.22 Per Share for the Second Quarter o

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces First Quarter 2023 Financial Results Reports a Strong First Quarter with Net Investment Income of $0.40 Per Share, a 69% Increase from the Prior Quarter and its Third Consecutive Quarter of Positive Net Investment Income Announces Distribution of $0.22 Per Share for the Second Quarter of 2023, a 22% Increase as Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of pri

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 10, 2023 Logan Ridge Finance Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 10, 2023 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

2

EX-99.1 Exhibit 99.1 Logan Ridge Finance Corporation Announces Share Repurchase Program Under a New 10b5-1 Stock Trading Plan March 23, 2023 NEW YORK, March 23, 2023 (GLOBE NEWSWIRE) – Logan Ridge Finance Corporation (Nasdaq: LRFC) (the “Company”) today announced that it has entered into a new Rule 10b5-1 stock trading plan to facilitate the repurchase of its common stock in accordance with its re

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 23, 2023 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Code of Ethics(10)

Exhibit 14.1 Corporate Governance: PTMN/LRFC Code of Ethics 1 STATEMENT OF PURPOSE AND APPLICABILITY Portman Ridge Finance Corporation and Logan Ridge Finance Corporation (each, the "Company") are regulated as a business development company under the Investment Company Act of 1940 (the "Act") and subject to Rule 17j-1 under the Act ("Rule 17j-1"). It is the Company’s policy that no Affiliated Pers

List of Subsidiaries(10)

Exhibit 21.1 List of Subsidiaries CapitalSouth Partners Fund II Limited Partnership (North Carolina) CapitalSouth Partners F-II, LLC (North Carolina) CapitalSouth Fund III, L.P. (Delaware) CapitalSouth F-III, LLC (North Carolina) CPTA Master Blocker, Inc. (Georgia) Capitala Business Lending, LLC (Delaware)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2022 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of principa

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 9, 2023 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Reports a Strong Fourth Quarter with Net Investment Income of $0.23 Per Share, Which Marks its Second Consecutive Quarter of Positive Net Investment Income and More Than Triples the Net Investment Income Reported in the Prior Quarter Restores Quarter

EX-99.1 Exhibit 99.1 Logan Ridge Finance Corporation Announces Fourth Quarter and Full Year 2022 Financial Results March 9, 2023 Reports a Strong Fourth Quarter with Net Investment Income of $0.23 Per Share, Which Marks its Second Consecutive Quarter of Positive Net Investment Income and More Than Triples the Net Investment Income Reported in the Prior Quarter Restores Quarterly Distribution; Anno

LRFC / Logan Ridge Finance Corporation / Frischer Charles L Activist Investment

SC 13D/A 1 e618211sc13da-lrfc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) LOGAN RIDGE FINANCE CORPORATION (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 541098109 (CUSIP Number of Class of Securities) Charles L. Frischer 3156 East Laurelhurst Drive Seattle, WA 98105 (

LRFC / Logan Ridge Finance Corporation / Frischer Charles L Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 LOGAN RIDGE FINANCE CORPORATION (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 541098109 (CUSIP Number of Class of Securities) Charles L. Frischer 3156 East Laurelhurst Drive Seattle, WA 98105 (917) 528-1465 (Name, Address and Telephone Number of

Logan Ridge Finance Corporation Reports Third Quarter 2022 Financial Results Reports Net Investment Income of $0.07 per Share, a Significant Milestone for Logan Ridge Continues to Exit Legacy Equity Portfolio Positions and Redeploy Proceeds into Inte

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Reports Third Quarter 2022 Financial Results Reports Net Investment Income of $0.07 per Share, a Significant Milestone for Logan Ridge Continues to Exit Legacy Equity Portfolio Positions and Redeploy Proceeds into Interest-Earning Investments NEW YORK, November 8, 2022 ? Logan Ridge Finance Corporation (?LRFC?, ?Logan Ridge? or the

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 8, 2022 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 loganridge-10q-20220930.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 20, 2022 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Third Amendment to Revolving Credit Facility, dated as of October 20, 2022, among Capitala Business Lending, LLC, as the borrower, Mount Logan Management, LLC, as the collateral manager, the lenders from to time to time parties thereto, KeyBank National Association, as the administrative agent, and U.S. Bank National Association, as the custodian

Exhibit 10.1 THIRD AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT THIS THIRD AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of October 20, 2022 (the ?Amendment?), is made pursuant to that certain Revolving Credit and Security Agreement dated as of October 30, 2020 (as amended by that certain (i) First Amendment to Revolving Credit and Security Agreement and Omnibus Amendment

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 9, 2022 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Logan Ridge Finance Corporation Reports Second Quarter 2022 Financial Results Continued to execute on its strategic initiatives by significantly lowering cost of capital and reducing non-interest earning equity exposure Expects to see the full benefi

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Reports Second Quarter 2022 Financial Results Continued to execute on its strategic initiatives by significantly lowering cost of capital and reducing non-interest earning equity exposure Expects to see the full benefits of these initiatives in the second half of 2022 with improved financial and operational performance NEW YORK, Au

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of prin

Submission of Matters to a Vote of Security Holders

8-K 1 d285274d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 22, 2022 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of I

LOGAN RIDGE FINANCE CORPORATION Offer to Exchange $50,000,000 aggregate principal amount of 5.25% Notes due 2026 $50,000,000 aggregate principal amount of 5.25% Notes due 2026 registered under the Securities Act of 1933, as amended

424B3 1 d302448d424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-262831 PRELIMINARY PROSPECTUS LOGAN RIDGE FINANCE CORPORATION Offer to Exchange $50,000,000 aggregate principal amount of 5.25% Notes due 2026 For $50,000,000 aggregate principal amount of 5.25% Notes due 2026 registered under the Securities Act of 1933, as amended Logan Ridge Finance Corporatio

900 G STREET, NW WASHINGTON, D.C. 20001

CORRESP Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number +1-202-636-5592 E-mail Address [email protected] VIA EDGAR June 7, 2022 Kim Browning, Esq. Senior Counsel Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Logan Ridge

Power of Attorney of Jennifer Kwon Chou*

Exhibit (16)(b) POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints each of Edward Goldthorpe, Jason T.

Opinion and consent of Simpson Thacher & Bartlett LLP.*

Exhibit 11a Simpson Thacher & Bartlett LLP 425 LEXINGTON AVENUE NEW YORK, NY 10017-3954 TELEPHONE: +1-212-455-2000 FACSIMILE: +1-212-455-2502 May 31, 2022 Logan Ridge Finance Corporation 650 Madison Avenue, 23rd Floor New York, NY 10022 Ladies and Gentlemen: We have acted as counsel to Logan Ridge Finance Corporation, a Maryland corporation (the ?Company?), in connection with the Registration Statement on Form N-14 (the ?Registration Statement?) filed by the Company with the Securities and Exchange Commission (the ?Commission?) under the Securities Act of 1933, as amended (the ?Securities Act?), relating to the issuance by the Company of up to $50,000,000 aggregate principal amount of 5.

Opinion and consent of Venable LLP*

Exhibit 11(b) [LETTERHEAD OF VENABLE LLP] May 31, 2022 Logan Ridge Finance Corporation 650 Madison Avenue, 23rd Floor New York, New York 10022 Re: Registration Statement on Form N-14 Ladies and Gentlemen: We have served as Maryland counsel to Logan Ridge Finance Corporation, a Maryland corporation (the ?Company?) and a business development company under the Investment Company Act of 1940, as amended (the ?1940 Act?), in connection with certain matters of Maryland law arising out of the registration by the Company of up to $50,000,000 aggregate principal amount of the Company?s 5.

Opinion and Consent of Simpson Thacher & Bartlett LLP supporting tax matters and consequences to Noteholders discussed in the prospectus.*

Exhibit 12 Simpson Thacher & Bartlett LLP 425 LEXINGTON AVENUE NEW YORK, NY 10017-3954 TELEPHONE: +1-212-455-2000 FACSIMILE: +1-212-455-2502 May 31, 2022 Logan Ridge Finance Corporation 650 Madison Avenue 23rd Floor New York, New York 10022 Ladies and Gentlemen: We have acted as U.

Consent of Ernst & Young LLP*

Exhibit 14(b) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the reference to our firm under the caption ?Experts? in the Prospectus, dated May 31, 2022, and included in this Pre-Effective Amendment No.

As filed with the Securities and Exchange Commission on May 31, 2022

Table of Contents As filed with the Securities and Exchange Commission on May 31, 2022 Registration No.

Consent of Deloitte & Touche LLP*

Exhibit 14(a) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Pre-Effective Amendment No.

Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number +1-202-636-5592 E-mail Address [email protected] VIA EDGAR May 31, 2022

CORRESP Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number +1-202-636-5592 E-mail Address [email protected] VIA EDGAR May 31, 2022 Kim Browning, Esq. Senior Counsel Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Logan Ridge

Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number +1-202-636-5592 E-mail Address [email protected] VIA EDGAR May 31, 2022

CORRESP Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number +1-202-636-5592 E-mail Address [email protected] VIA EDGAR May 31, 2022 U.S. Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Washington, D.C. 20549 Attn: Kim Browning, Esq. Re: Logan Ridge Finance C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of pri

Form of Revolving Credit and Security Agreement, dated as of May 10, 2022, among Capitala Business Lending, LLC, as the borrower, Mount Logan Management, LLC, as the collateral manager, the lenders from to time to time parties thereto, KeyBank National Association, as the administrative agent, and U.S. Bank National Association, as the custodian.

Exhibit 10.1 EXECUTION VERSION CONFORMED THROUGH SECOND AMENDMENT DATED AS OF MAY 10, 2022 REVOLVING CREDIT AND SECURITY AGREEMENT among CAPITALA BUSINESS LENDING, LLC, as Borrower, MOUNT LOGAN MANAGEMENT, LLC, as Collateral Manager THE LENDERS FROM TIME TO TIME PARTIES HERETO, KEYBANK NATIONAL ASSOCIATION, as Administrative Agent KEYBANK NATIONAL ASSOCIATION, as Lead Arranger AND U.S. BANK NATION

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 9, 2022 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Logan Ridge Finance Corporation Reports First Quarter 2022 Financial Results Significantly lowered cost of capital by successfully refinancing the legacy capital structure; continue to judiciously redeploy proceeds generated from exiting the legacy p

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Reports First Quarter 2022 Financial Results Significantly lowered cost of capital by successfully refinancing the legacy capital structure; continue to judiciously redeploy proceeds generated from exiting the legacy portfolio into interest earning investments NEW YORK, May 12, 2022 ? Logan Ridge Finance Corporation (?LRFC? or the

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 10, 2022 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

Logan Ridge Finance Corporation Announces the Refinancing of its Entire Legacy Capital Structure and Significantly Lowers Cost of Capital

Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Announces the Refinancing of its Entire Legacy Capital Structure and Significantly Lowers Cost of Capital NEW YORK, May 10, 2022 ? Logan Ridge Finance Corporation (?LRFC? or the ?Company?) (Nasdaq: LRFC) today announced the successful refinancing of its entire legacy capital structure, an important milestone and key strategic initi

Schedule 14A

DEF 14A 1 d327933ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 ? April 1, 2022 (Date of earliest event reported) Logan Ridge Finance Corporation (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Co

Note Purchase Agreement, dated as of April 1, 2022, by and among Logan Ridge Finance Corporation and the Purchasers (as defined therein)(8)

Exhibit 4.1 LOGAN RIDGE FINANCE CORPORATION 650 Madison Avenue, 23rd Floor New York, NY 10022 5.25% Convertible Notes due 2032 April 1, 2022 TO EACH OF THE PURCHASERS LISTED IN THE PURCHASER SCHEDULE HERETO: Ladies and Gentlemen: LOGAN RIDGE FINANCE CORPORATION, a Maryland corporation (the ?Company?), agrees with each of the Purchasers as follows: SECTION 1. Authorization of Convertible Notes The

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2021 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of principa

List of Subsidiaries(12)

Exhibit 21.1? List of Subsidiaries CapitalSouth Partners Fund II Limited Partnership (North Carolina) CapitalSouth Partners F-II, LLC (North Carolina) CapitalSouth Fund III, L.P. (Delaware) CapitalSouth F-III, LLC (North Carolina) CPTA Master Blocker, Inc. (Georgia) Capitala Business Lending, LLC (Delaware)

Code of Ethics

Exhibit 14.1? Corporate Governance: PTMN/LRFC Code of Ethics STATEMENT OF PURPOSE AND APPLICABILITY Portman Ridge Finance Corporation and Logan Ridge Finance Corporation (each, the "Company") are regulated as a business development company under the Investment Company Act of 1940 (the "Act") and subject to Rule 17j-1 under the Act ("Rule 17j-1"). It is the Company?s policy that no Affiliated Perso

Statement of Eligibility of Trustee on Form T-1*.

Exhibit 17(a) SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ? Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S.

Filing Fee Tables*

Exhibit 107 FEE TABLE FOR FORM N-14 Calculation of Filing Fee Tables N-148C (Form Type) Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Governing Instruments) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid ? ? ? ? ? ? ? ? Fees Previously Paid Debt Notes 457(f) $50,000,000 100% $50,000,000 0.

Power of Attorney*

Exhibit 16 POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS, that each person whose signature appears below hereby makes, constitutes and appoints each of Edward Goldthorpe, Jason T.

Form of Letter of Transmittal*

Exhibit 17(b) LETTER OF TRANSMITTAL Logan Ridge Finance Corporation OFFER TO EXCHANGE $50,000,000 AGGREGATE PRINCIPAL AMOUNT OF 5.

As filed with the Securities and Exchange Commission on February 17, 2022

Table of Contents As filed with the Securities and Exchange Commission on February 17, 2022 Registration No.

Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number (202) 636-5592 E-mail Address [email protected]

Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number (202) 636-5592 E-mail Address [email protected] December 22, 2021 VIA EDGAR Chad Eskildsen, Staff Accountant Ken Ellington, Staff Accountant U.S. Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Washington,

Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number (202) 636-5592 E-mail Address [email protected]

CORRESP 1 filename1.htm Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number (202) 636-5592 E-mail Address [email protected] December 20, 2021 VIA EDGAR Kimberly Browning U.S. Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Washington, D.C. 20549 Re: Logan Ri

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 9, 2021 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of

Form of Fourth Supplemental Indenture relating to the 5.25% notes due 2026, by and between the Registrant and U.S. Bank National Association, as trustee, including the form of Global Note(8)

Exhibit 4.1 FOURTH SUPPLEMENTAL INDENTURE between LOGAN RIDGE FINANCE CORPORATION and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of October 29, 2021 THIS FOURTH SUPPLEMENTAL INDENTURE (this ?Fourth Supplemental Indenture?), dated as of October 29, 2021, is between Logan Ridge Finance Corporation, a Maryland corporation (the ?Company?), and U.S. Bank National Association, as trustee (the ?

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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 ? October 26, 2021 (Date of earliest event reported) Logan Ridge Finance Corporation (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation)

Registration Rights Agreement, dated as of October 29, 2021, by and among the Company and the Purchasers (as defined therein)(8)

EX-4.3 3 d207689dex43.htm EX-4.3 Exhibit 4.3 REGISTRATION RIGHTS AGREEMENT Dated as of October 29, 2021 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 29, 2021, by and among Logan Ridge Finance Corporation, a Maryland corporation (the “Company”), and the several purchasers of the Notes identified on the signature pages her

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EX-99.1 2 d249229dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Logan Ridge Finance Corporation Receives “BBB-” Investment Grade Rating from Egan-Jones and Announces Private Placement of $50 Million 5.25% Senior Unsecured Notes Due 2026 NEW YORK, October 27, 2021 – Logan Ridge Finance Corporation (Nasdaq: LRFC) (the “Company” or “Logan Ridge”), a business development company, today announce

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 d150035d8k.htm 8-K 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 – October 26, 2021 (Date of earliest event reported) Logan Ridge Finance Corporation (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisd

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 d249229d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 27, 2021 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction o

RECENT DEVELOPMENTS

EXHIBIT 99.1 RECENT DEVELOPMENTS Subsequent to June 30, 2021, Logan Ridge Finance Corporation (the ?Company?) provided six new portfolio companies with $51.9 million of debt investment commitments. Additionally, subsequent to June 30, 2021, the Company has completed sales of its investments in five portfolio companies (including three equity investments) valued at $58.7 million as of June 30, 2021

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 20, 2021 Logan Ridge Finance Corporation (Exact Name of Registrant as Specified in Charter) Maryland 814-01022 90-0945675 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of prin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

Articles of Amendment and Restatement(1)

EX-3.1 2 d145666dex31.htm EX-3.1 Exhibit 3.1 CAPITALA FINANCE CORP. ARTICLES OF AMENDMENT Capitala Finance Corp., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The Corporation desires to, and does hereby, amend its charter (the “Charter”) immediately upon the Effective Date (as defined below) as currently i

Letter furnished by Ernst & Young LLP, dated July 1, 2021

Exhibit 16.1 July 1, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated July 1, 2021, of Capitala Finance Corp. and are in agreement with the statements contained in the first three paragraphs on page 4 therein. We have no basis to agree or disagree with other statements of the registrant contained therein.

Form of Investment Advisory Agreement by and between Registrant and Mount Logan Management, LLC(5)

EX-10.1 3 d145666dex101.htm EX-10.1 Exhibit 10.1 INVESTMENT ADVISORY AGREEMENT BETWEEN LOGAN RIDGE FINANCE CORPORATION AND MOUNT LOGAN MANAGEMENT LLC This Investment Advisory and Management Agreement (this “Agreement”) is made this 1st day of July, 2021, by and between LOGAN RIDGE FINANCE CORPORATION, a Maryland corporation (“Company”), and MOUNT LOGAN MANAGEMENT LLC, a Delaware limited liability

Form of Administration Agreement by and between Registrant and BC Partners Management LLC.(5)

EX-10.3 5 d145666dex103.htm EX-10.3 Exhibit 10.3 ADMINISTRATION AGREEMENT This Agreement (“Agreement”) is made as of July 1, 2021 by and between Logan Ridge Finance Corporation, a Maryland corporation (the “Company”), and BC Partners Management LLC, a Delaware limited liability company (the “Administrator”). W I T N E S S E T H: WHEREAS, the Company is a closed-end management investment fund that

1

EX-99.1 7 d145666dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Capitala Finance Corp. Completes Transition to New Investment Adviser and Changes Name to Logan Ridge Finance Corporation NEW YORK, July 1, 2021 – Logan Ridge Finance Corporation (“LRFC” or the “Company”) (NASDAQ: LRFC) (formerly Capitala Finance Corp. (NASDAQ: CPTA)) today announced that it has completed its previously announc

Fee Waiver Agreement, dated as of July 1, 2021, between Logan Ridge Finance Corporation and Mount Logan Management LLC(5)

Exhibit 10.2 July 1, 2021 LETTER AGREEMENT Logan Ridge Finance Corporation (the ?Company?) 650 Madison Avenue, 23rd Floor New York, NY 10022 Re: Fee Waiver Agreement This Letter Agreement documents the agreement by Mount Logan Management LLC (the ?Adviser?) to waive certain incentive fees payable or paid by the Company pursuant to the Investment Advisory Agreement between the Company and the Advis

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Shareholder Director Nominations

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): July 1, 2021 LOGAN RIDGE FINANCE CORPORATION (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commi

Submission of Matters to a Vote of Security Holders

8-K 1 tm2117886d18k.htm FORM 8-K 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): May 27, 2021 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction

SCHEDULE 14A (RULE 14a-101)

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

SCHEDULE 14A (RULE 14a-101)

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

- DEFA14A

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

[Letterhead of Eversheds Sutherland (US) LLP]

CORRESP 1 tm2113142d4corresp.htm CORRESP [Letterhead of Eversheds Sutherland (US) LLP] May 4, 2021 VIA EDGAR Edward P. Bartz, Esq. Senior Counsel Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Capitala Finance Corp. Preliminary Proxy Materials on Schedule 14A filed April 21, 2021 File No. 814-01022 Dear Mr. Bartz: On behalf o

- DEF 14A

DEF 14A 1 tm2113142-2def14aseq1.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the C

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of pri

Capitala Finance Corp. Reports First Quarter 2021 Results

Exhibit 99.1 Capitala Finance Corp. Reports First Quarter 2021 Results CHARLOTTE, NC, May 3, 2021-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the ?Company?, ?we?, ?us?, or ?our?) today announced its financial results for the first quarter of 2021. First Quarter Highlights ? Net asset value per share of $44.74 at March 31, 2021, an increase of 11.3% from December 31, 2020 ? Repaid $20.0 milli

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 3, 2021 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission File

[Letterhead of Eversheds Sutherland (US) LLP]

[Letterhead of Eversheds Sutherland (US) LLP] April 28, 2021 VIA EDGAR Edward P. Bartz, Esq. Senior Counsel Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Capitala Finance Corp. Preliminary Proxy Materials on Schedule 14A filed April 21, 2021 File No. 814-01022 Dear Mr. Bartz: On behalf of Capitala Finance Corp. (the “Company

Financial Statements and Exhibits, Other Events

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): April 20, 2021 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (Commission File Number) (I.R.S

Press release dated April 21, 2021

Exhibit 99.1 The Board of Directors of Capitala Finance Corp. Selects BC Partners’ Affiliate as New Investment Adviser CHARLOTTE, N.C., April 21, 2021 – Capitala Finance Corp. (Nasdaq: CPTA) (the “Company”) announced today that its Board of Directors (the “Board”) has selected Mount Logan Management LLC (“Mount Logan”), an affiliate of BC Partners Advisors L.P. (“BC Partners”) for U.S. regulatory

- PRE 14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e

The Board of Directors of Capitala Finance Corp. Selects BC Partners’ Affiliate as New Investment Adviser

EX-99.1 2 tm2113446d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 The Board of Directors of Capitala Finance Corp. Selects BC Partners’ Affiliate as New Investment Adviser CHARLOTTE, N.C., April 21, 2021 – Capitala Finance Corp. (Nasdaq: CPTA) (the “Company”) announced today that its Board of Directors (the “Board”) has selected Mount Logan Management LLC (“Mount Logan”), an affiliate of BC Partners Advis

- DEFA14A

DEFA14A 1 tm2113446d18k.htm DEFA14A 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): April 20, 2021 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdic

List of Subsidiaries (filed herewith)

? Exhibit 21.1? List of Subsidiaries CapitalSouth Partners Fund II Limited Partnership (North Carolina) CapitalSouth Partners F-II, LLC (North Carolina) CapitalSouth Partners SBIC Fund III, L.P. (Delaware) CapitalSouth Partners SBIC F-III, LLC (North Carolina) CPTA Master Blocker, Inc. (Georgia) Capitala Business Lending, LLC (Delaware)

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 8, 2021 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission Fi

Annual Report - 10-K

10-K 1 tm211181-110k.htm 10-K TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2020 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant

Capitala Finance Corp. Reports Fourth Quarter and Full Year 2020 Results

EX-99.1 2 tm218791d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Capitala Finance Corp. Reports Fourth Quarter and Full Year 2020 Results CHARLOTTE, NC, March 8, 2021-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the fourth quarter and full year ended December 31, 2020. Fourth Quarter Highlights • Net asset value per share

Capitala Finance Corp. Reports Third Quarter 2020 Results

Exhibit 99.1 Capitala Finance Corp. Reports Third Quarter 2020 Results CHARLOTTE, NC, November 3, 2020-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the third quarter of 2020. Third Quarter Highlights · A 3% increase in Net Asset Value per share to $39.99 at September 30, 2020, compared to $38.75 per share at June 3

Form of Revolving Credit and Security Agreement, dated as of October 30, 2020, among Capitala Business Lending, LLC, as the borrower, Capitala Investment Advisors, LLC, as the collateral manager, the lenders from to time to time parties thereto, KeyBank National Association, as the administrative agent, and U.S. Bank National Association, as the custodian

Exhibit 10.1 FORM OF EXECUTION VERSION Revolving Credit and Security Agreement among Capitala Business Lending, LLC, as Borrower, Capitala Investment Advisors, LLC, as Collateral Manager the Lenders from time to time parties hereto, KeyBank National Association, as Administrative Agent KeyBank National Association, as Lead Arranger and U.S. Bank National Association, as Custodian Dated as of Octob

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2020 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition - FORM 8-K

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 3, 2020 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission

Form of Purchase and Contribution Agreement, dated as of October 30, 2020, by and between Capitala Business Lending, LLC, as the purchaser, and Capitala Finance Corp., as the transferor

Exhibit 10.2 FORM OF EXECUTION VERSION FORM OF PURCHASE AND CONTRIBUTION AGREEMENT by and between CAPITALA BUSINESS LENDING, LLC, as the Purchaser and CAPITALA FINANCE CORP., as the Seller Dated as of October 30, 2020 TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS 1 Section 1.1. General 1 Section 1.2. Specific Terms 2 Section 1.3. Other Terms 4 Section 1.4. Computation of Time Periods 4 ARTICLE II.

Articles of Amendment (4)

Exhibit 3.1 Capitala Finance Corp. ARTICLES OF AMENDMENT Capitala Finance Corp., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST The charter of the Corporation (the “Charter”) is hereby amended to provide that, immediately upon the Effective Time (as defined below), every six (6) shares of common stock, $0.01

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2020 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of prin

Capitala Finance Corp. Reports Second Quarter 2020 Results

Exhibit 99.1 Capitala Finance Corp. Reports Second Quarter 2020 Results CHARLOTTE, NC, August 4, 2020-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the second quarter of 2020. Second Quarter Highlights · Increase in NAV per share-$6.46 at June 30, 2020 compared to $6.27 at March 31, 2020 · Successful wind down of Ca

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 4, 2020 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission F

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 tm2024815d18k.htm FORM 8-K 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): July 14, 2020 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction

Capitala Finance Corp. Announces Portfolio Activity Liquidity From Repayments To Assist In Plan To Decrease Leverage

EX-99.1 2 tm2024815d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Capitala Finance Corp. Announces Portfolio Activity Liquidity From Repayments To Assist In Plan To Decrease Leverage CHARLOTTE, NC—July 14, 2020 (Globe Newswire)—Capitala Finance Corp. (the “Company”, “our”, or “Capitala”) announced portfolio activity for the second quarter. During the second quarter of 2020, the Company received over $51.1

Termination of a Material Definitive Agreement

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): June 19, 2020 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission Fi

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders

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): May 4, 2020 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission File

Capitala Finance Corp. Receives “Green Light” from Small Business Administration for Fifth SBIC License Capitala SBIC Fund VII, L.P. to be Subsidiary of Capitala Finance Corp.

Exhibit 99.2 Capitala Finance Corp. Receives “Green Light” from Small Business Administration for Fifth SBIC License Capitala SBIC Fund VII, L.P. to be Subsidiary of Capitala Finance Corp. CHARLOTTE, NC—May 4, 2020 (Globe Newswire)—Capitala Group (“Capitala”), a leading provider of capital to lower middle market companies, announced today that the United States Small Business Administration (“SBA”

Quarterly Report - FORM 10-Q

10-Q 1 tm2014670d110q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2020 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as spec

Capitala Finance Corp. Reports First Quarter 2020 Results Distributions Suspended for the Second Quarter of 2020

Exhibit 99.1 Capitala Finance Corp. Reports First Quarter 2020 Results Distributions Suspended for the Second Quarter of 2020 CHARLOTTE, NC, May 4, 2020-Capitala Finance Corp. (NASDAQ:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the first quarter of 2020, and the suspension of regular distributions effective for the second quarter of 2020. Manag

CLA / Capitala Finance Corp. DEFA14A - - DEFA14A

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

CLA / Capitala Finance Corp. DEFA14A - - DEFA14A

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

CLA / Capitala Finance Corp. DEFA14A - - DEFA14A

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

Capitala Finance Corp. Announces Change in Distribution Payment Frequency

Exhibit 99.1 Capitala Finance Corp. Announces Change in Distribution Payment Frequency CHARLOTTE, N.C., April 1, 2020 - Capitala Finance Corp. (the “Company”, “our”, or “Capitala”) (Nasdaq:CPTA) announced today that distributions will be made on a quarterly basis, rather than monthly, effective for the second quarter of 2020. The Company will announce details of the second quarter of 2020 distribu

Financial Statements and Exhibits, Other Events

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): April 1, 2020 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission Fi

CLA / Capitala Finance Corp. DEFA14A - - DEFA14A

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

-

[Letterhead of Eversheds Sutherland (US) LLP] March 13, 2020 VIA EDGAR Edward P. Bartz, Esq. Senior Counsel Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Capitala Finance Corp. Preliminary Proxy Materials on Schedule 14A filed February 27, 2020 File No. 814-01022 Dear Mr. Bartz: On behalf of Capitala Finance Corp. (the “Comp

CLA / Capitala Finance Corp. DEF 14A - - DEF 14A

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

Description of Securities(9)

Exhibit 4.5 DESCRIPTION OF SECURITIES A. Common Stock, $0.01 par value per share As of December 31, 2019, the authorized common stock of Capitala Finance Corp. (the “Company,” “we,” “our” or “us”) consisted of 100,000,000 shares of stock, par value $0.01 per share. Our common stock is quoted on The Nasdaq Global Select Market under the ticker symbol “CPTA.” There are no outstanding options or warr

Capitala Finance Corp. Reports Fourth Quarter and Full Year 2019 Results

Exhibit 99.1 Capitala Finance Corp. Reports Fourth Quarter and Full Year 2019 Results CHARLOTTE, NC, March 2, 2020-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the fourth quarter and full year ended December 31, 2019. Fourth Quarter Highlights · Invested $29.0 million during the quarter, consisting of $27.4 million

List of Subsidiaries (filed herewith)

Exhibit 21.1 List of Subsidiaries CapitalSouth Partners Fund II Limited Partnership (North Carolina) CapitalSouth Partners F-II, LLC (North Carolina) CapitalSouth Partners SBIC Fund III, L.P. (Delaware) CapitalSouth Partners SBIC F-III, LLC (North Carolina) CPTA Master Blocker, Inc. (Georgia)

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 2, 2020 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (Commission File Number) (I.R.S.

CLA / Capitala Finance Corp. 10-K - Annual Report - FORM 10-K

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2019 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, a

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

? SCHEDULE 14A (RULE 14a-101) ? Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 ? Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ? Definitive Proxy Statement ? ? Definitive Additional Materials ? ? Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 ? Capitala Finance Corp.

Capitala Finance Corp. Announces Distributions

Exhibit 99.1 Capitala Finance Corp. Announces Distributions CHARLOTTE, N.C., January 2, 2020 - Capitala Finance Corp. (the “Company”, “our”, or “Capitala”) (Nasdaq:CPTA) declared normal distributions for the first quarter of 2020. First Quarter 2020 Distributions On January 2, 2020, the Company’s Board of Directors declared normal monthly distributions for the first quarter of 2020 as set forth be

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 2, 2020 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission

, dated as of December 31, 2019, by and among Capitala Finance Corp., Capitala Investment Advisors, LLC, Capitala Advisors Corp. and Jefferies LLC

Exhibit 1.1 OPEN MARKET SALE AGREEMENTSM December 31, 2019 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Capitala Finance Corp., a Maryland corporation (the “Company”), Capitala Investment Advisors, LLC, a Delaware limited liability company (the “Advisor”), and Capitala Advisors Corp., a North Carolina corporation (the “Administrator” and, collectively with the Co

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 tm1927303d38k.htm FORM 8-K 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): December 31, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdic

Form of Amendment No. 6, to Senior Secured Revolving Credit Agreement, dated as of December 23, 2019, among Capitala Finance Corp., as borrower, the lenders from time to time party thereto, and ING Capital LLC, as administrative agent.

Exhibit 10.1 [FORM OF AMENDMENT NO. 6 TO SENIOR SECURED REVOLVING CREDIT AGREEMENT] AMENDMENT NO. 6 TO SENIOR SECURED REVOLVING CREDIT AGREEMENT This AMENDMENT NO. 6 TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this “Amendment”) dated as of December 23, 2019, is made with respect to the Senior Secured Revolving Credit Agreement, dated as of October 17, 2014 (as amended, restated, supplemented or

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 tm1927303-28k.htm FORM 8-K 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): December 23, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdic

Capitala Group Announces Significant Realization in its Credit Strategy Total Realized Gain of $32.0 Million on Sale of Nth Degree Inc.

Exhibit 99.1 Capitala Group Announces Significant Realization in its Credit Strategy Total Realized Gain of $32.0 Million on Sale of Nth Degree Inc. CHARLOTTE, NC, December 12, 2019 – (Globe Newswire) - Capitala Group (“Capitala”), a provider of capital to lower middle market companies, announced today the sale of its portfolio company, Nth Degree, Inc., (“Nth Degree”) to MSouth Equity Partners. O

Regulation FD Disclosure, Financial Statements and Exhibits

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): December 12, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (Commission File Number) (I.

CLA / Capitala Finance Corp. 10-Q - Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2019 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 4, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission

Capitala Finance Corp. Reports Third Quarter 2019 Results

Exhibit 99.1 Capitala Finance Corp. Reports Third Quarter 2019 Results CHARLOTTE, NC, November 4, 2019-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the third quarter of 2019. Third Quarter Highlights · Deployed $13.9 million during the quarter, consisting of $13.2 million in first lien debt and $0.7 million second

Capitala Group Announces Kevin Koonts as Chief Compliance Officer

Exhibit 99.1 Capitala Group Announces Kevin Koonts as Chief Compliance Officer CHARLOTTE, N.C., October 15, 2019 -(Globe Newswire) - Capitala Group (“Capitala”), a provider of capital to lower middle market companies, announced today the appointment of Kevin Koonts as the Chief Compliance Officer and Secretary of Capitala Finance Corp. (the “Company”), effective October 8, 2019. Mr. Koonts, who cu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): October 8, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (Commission File Number) (I.R.

Capitala Finance Corp. Announces Distributions

Exhibit 99.1 Capitala Finance Corp. Announces Distributions CHARLOTTE, N.C., October 1, 2019 - Capitala Finance Corp. (the “Company”, “our”, or “Capitala”) (Nasdaq:CPTA) declared normal distributions for the fourth quarter of 2019. Fourth Quarter 2019 Distributions On October 1, 2019, the Company’s Board of Directors declared normal monthly distributions for the fourth quarter of 2019 as set forth

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 1, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (Commission File Number) (I.R.

Capitala Finance Corp. Reports Second Quarter 2019 Results

Exhibit 99.1 Capitala Finance Corp. Reports Second Quarter 2019 Results CHARLOTTE, NC, August 5, 2019-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the second quarter of 2019. Second Quarter Highlights · Net investment income of $4.0 million, or $0.25 per share · Deployed $13.8 million during the quarter, consisting

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 5, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission F

CLA / Capitala Finance Corp. 10-Q - Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2019 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, address of prin

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 tv5238578k.htm FORM 8-K 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): July 1, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (Co

Capitala Finance Corp. Announces Distributions

Exhibit 99.1 Capitala Finance Corp. Announces Distributions CHARLOTTE, N.C., July 1, 2019 - Capitala Finance Corp. (the “Company”, “our”, or “Capitala”) (Nasdaq:CPTA) declared normal distributions for the third quarter of 2019. Third Quarter 2019 Distributions On July 1, 2019, the Company’s Board of Directors declared normal monthly distributions for the third quarter of 2019 as set forth below: R

Capitala Finance Corp. Reports First Quarter 2019 Results

Exhibit 99.1 Capitala Finance Corp. Reports First Quarter 2019 Results CHARLOTTE, NC, May 6, 2019-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the first quarter of 2019. First Quarter Highlights · Net investment income of $4.1 million, or $0.26 per share · Net asset value per share of $11.61 at March 31, 2019, comp

Financial Statements and Exhibits, Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders

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): May 2, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (Commission File Number) (I.R.S. E

CLA / Capitala Finance Corp. 10-Q Quarterly Report 10-Q

10-Q 1 tv52002710q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2019 ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in

CLA / Capitala Finance Corp. CORRESP - -

CORRESP 1 filename1.htm [Letterhead of Eversheds Sutherland (US) LLP] April 19, 2019 VIA EDGAR Edward P. Bartz, Esq., Senior Counsel Chad Eskildsen, Senior Staff Accountant Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Capitala Finance Corp. Registration Statement on Form N-2 Filed on March 15, 2019 (File No. 333-230336) Dea

CLA / Capitala Finance Corp. CORRESP - -

CORRESP 1 filename1.htm CAPITALA FINANCE CORP. 4201 Congress St., Suite 360 Charlotte, NC 28209 April 19, 2019 VIA EDGAR Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Edward P. Bartz, Esq. RE: Capitala Finance Corp. Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2 Filed on April 19, 2019 (File No. 333-

CLA / Capitala Finance Corp. DEFA14A

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

CLA / Capitala Finance Corp. DEFA14A

DEFA14A 1 tv518092defa14a.htm DEFA14A SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted

Capitala Finance Corp. Announces Distributions

Exhibit 99.1 Capitala Finance Corp. Announces Distributions CHARLOTTE, N.C., April 1, 2019 - Capitala Finance Corp. (the “Company”, “our”, or “Capitala”) (Nasdaq:CPTA) declared normal distributions for the second quarter of 2019. Second Quarter 2019 Distributions On April 1, 2019, the Company’s Board of Directors declared normal monthly distributions for the second quarter of 2019 as set forth bel

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 tv5168968k.htm FORM 8-K 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): April 1, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (C

CLA / Capitala Finance Corp. CORRESP - -

[Letterhead of Eversheds Sutherland (US) LLP] March 15, 2019 VIA EDGAR Edward P. Bartz, Esq. Senior Counsel Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Capitala Finance Corp. Registration Statement on Form N-2 Filed on March 15, 2019 Dear Mr. Bartz: On behalf of Capitala Finance Corp. (the “Company”), we hereby respectfull

CLA / Capitala Finance Corp. DEFINITIVE PROXY STATEMENT

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement   Schedule 14A Information   Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

CLA / Capitala Finance Corp. CORRESP - -

[Letterhead of Eversheds Sutherland (US) LLP] March 11, 2019 VIA EDGAR Kim Browning, Esq.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 4, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission Fi

Capitala Finance Corp. Reports Fourth Quarter and Full Year 2018 Results

Exhibit 99.1 Capitala Finance Corp. Reports Fourth Quarter and Full Year 2018 Results CHARLOTTE, NC, March 4, 2019-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the fourth quarter and full year ended December 31, 2018. Fourth Quarter Highlights · Net investment income of $3.5 million, or $0.22 per share · Net asset

CLA / Capitala Finance Corp. FORM 10-K (Annual Report)

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2018 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number Exact name of registrant as specified in its charter, a

List of Subsidiaries (filed herewith)

Exhibit 21.1 List of Subsidiaries CapitalSouth Partners Fund II Limited Partnership (North Carolina) CapitalSouth Partners F-II, LLC (North Carolina) CapitalSouth Partners SBIC Fund III, L.P. (Delaware) CapitalSouth Partners SBIC F-III, LLC (North Carolina) CPTA Master Blocker, Inc. (Georgia)

Second Amended and Restated Limited Liability Company Agreement of Capitala Senior Loan Fund II, LLC(11)

Exhibit 10.15 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CAPITALA SENIOR LOAN FUND II, LLC (A Delaware Limited Liability Company) DATED AS OF December 20, 2018 THEse securities ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND APPLICABLE STATE SECURITIES LAWS,

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): February 28, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction (Commission File Number) (I.

Form of Amendment No. 4, dated as of February 22, 2019, to the Senior Secured Revolving Credit Agreement, dated as of October 17, 2014, among Capitala Finance Corp., as borrower, the lenders from time to time party thereto, and ING Capital LLC, as administrative agent, arranger and bookrunner, and First National Bank of Pennsylvania, as documentation agent.(10)

Exhibit 10.1 AMENDMENT NO. 4 TO SENIOR SECURED REVOLVING CREDIT AGREEMENT This AMENDMENT NO. 4 TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this “Amendment”) dated as of February 22, 2019 (the “Effective Date”), is made with respect to the Senior Secured Revolving Credit Agreement, dated as of October 17, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credi

CLA / Capitala Finance Corp. PRE 14A

SCHEDULE 14A (RULE 14a-101) Information Required in Proxy Statement   Schedule 14A Information   Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 Capitala Finance Corp.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 2, 2019 CAPITALA FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland 814-01022 90-0945675 (State or other jurisdiction of incorporation) (Commission

Capitala Finance Corp. Announces Distributions

Exhibit 99.1 Capitala Finance Corp. Announces Distributions CHARLOTTE, N.C., January 2, 2019 - Capitala Finance Corp. (the “Company”, “our”, or “Capitala”) (Nasdaq:CPTA) declared normal distributions for the first quarter of 2019. First Quarter 2019 Distributions On January 2, 2019, the Company’s Board of Directors declared normal monthly distributions for the first quarter of 2019 as set forth be

Capitala Finance Corp. Reports Third Quarter 2018 Results

Exhibit 99.1 Capitala Finance Corp. Reports Third Quarter 2018 Results CHARLOTTE, NC, November 5, 2018-Capitala Finance Corp. (Nasdaq:CPTA) ("Capitala", the “Company”, “we”, “us”, or “our”) today announced its financial results for the third quarter of 2018. Third Quarter Highlights · Net investment income of $3.9 million, or $0.24 per share · Equity investments, on a fair value basis, decreased b