0001552198false0001552198whfcl:SevenPointEightSevenFivePercentNotesDueTwentyTwentyEightMember2024-07-312024-07-310001552198us-gaap:CommonStockMember2024-07-312024-07-3100015521982024-07-312024-07-31

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

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Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): July 31, 2024

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WhiteHorse Finance, Inc.

(Exact name of registrant as specified in its charter)

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Delaware

 

814-00967

 

45-4247759

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification Number)

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1450 Brickell Avenue, 31st Floor
Miami, Florida

 

33131

(Address of principal executive offices)

 

(Zip Code)

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(305) 381-6999

(Registrant’s telephone number, including area code)

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Not Applicable

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

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

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Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which
Registered

Common Stock, par value $0.001 per share

WHF

The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)

7.875% Notes due 2028

WHFCL

The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)

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

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Emerging growth company  ☐

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

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Item 5.07. Submission of Matters to a Vote of Security Holders.

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On July 31, 2024, WhiteHorse Finance, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved two proposals. The issued and outstanding shares of stock of the Company entitled to vote at the Annual Meeting consisted of 23,243,088 shares of common stock outstanding on the record date, June 6, 2024. The final voting results from the Annual Meeting were as follows:

 

Proposal 1. To elect two (2) Class III directors of the Company who will each serve until the 2027 annual meeting of stockholders or until his successor is duly elected and qualifies.

 

Name

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Vote

John Bolduc

 

6,612,804

248,008

88,998

6,730,948

Rick D. Puckett

 

4,708,205

2,150,967

90,638

6,730,948

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Proposal 2. To ratify the selection of Crowe LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

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Votes For

 

Votes Against

 

Abstentions

13,329,933

 

204,525

 

146,300

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Forward-Looking Statements

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This Current Report on Form 8-K may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this Current Report on Form 8-K may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this Current Report on Form 8-K.

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SIGNATURE

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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Dated: August 5, 2024

WHITEHORSE FINANCE, INC.

 

 

 

 

By:

/s/ Joyson C. Thomas

 

 

Joyson C. Thomas

 

 

Chief Financial Officer

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v3.24.2.u1
Document and Entity Information
Jul. 31, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Jul. 31, 2024
Entity Registrant Name WhiteHorse Finance, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 814-00967
Entity Tax Identification Number 45-4247759
Entity Address, Address Line One 1450 Brickell Avenue
Entity Address, Adress Line Two 31st Floor
Entity Address, City or Town Miami
Entity Address State Or Province FL
Entity Address, Postal Zip Code 33131
City Area Code 305
Local Phone Number 381-6999
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001552198
Amendment Flag false
Common Stock [Member]  
Document Information [Line Items]  
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol WHF
Security Exchange Name NASDAQ
7.875% Notes Due 2028 [Member]  
Document Information [Line Items]  
Title of 12(b) Security 7.875% Notes due 2028
Trading Symbol WHFCL
Security Exchange Name NASDAQ
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