AGREEMENT AND PLAN OF MERGER by and among PORTMAN RIDGE FINANCE CORPORATION, CITADEL ACQUISITION SUB INC., GARRISON CAPITAL INC. and, SOLELY FOR THE LIMITED PURPOSES SET FORTH HEREIN, SIERRA CREST INVESTMENT MANAGEMENT LLC Dated as of June 24, 2020Merger Agreement • June 25th, 2020 • Garrison Capital Inc. • Delaware
Contract Type FiledJune 25th, 2020 Company JurisdictionAGREEMENT AND PLAN OF MERGER, dated as of June 24, 2020 (this “Agreement”), by and among Garrison Capital Inc., a Delaware corporation (the “Company”), Portman Ridge Finance Corporation, a Delaware corporation (“Parent”), Citadel Acquisition Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and, solely for the purposes of Section 2.2, the Sections listed in the preamble to Article IV, Section 5.19 and Article IX, Sierra Crest Investment Management LLC, a Delaware limited liability company (the “Investment Adviser”).