AGREEMENT AND PLAN OF MERGER by and among PORTMAN RIDGE FINANCE CORPORATION, RYE ACQUISITION SUB INC., HARVEST CAPITAL CREDIT CORPORATION and SIERRA CREST INVESTMENT MANAGEMENT LLC Dated as of December 23, 2020Agreement and Plan of Merger • December 28th, 2020 • Portman Ridge Finance Corp • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of December 23, 2020 (this “Agreement”), is made by and among Portman Ridge Finance Corporation, a Delaware corporation (“Parent”), Rye Acquisition Sub Inc., a Delaware corporation and a direct wholly-owned Subsidiary of Parent (“Acquisition Sub”), Harvest Capital Credit Corporation, a Delaware corporation (the “Company”), and Sierra Crest Investment Management LLC, a Delaware limited liability company (the “Parent External Adviser”). Defined terms used in this Agreement have the respective meanings ascribed to them by definition in this Agreement or in Appendix A.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • December 28th, 2020 • Portman Ridge Finance Corp • Delaware
THIS VOTING AND SUPPORT AGREEMENT, dated as of December 23, 2020 (this “Agreement”), between Portman Ridge Finance Corporation, a Delaware corporation (“Parent”), and the Persons listed on Schedule A (collectively, the “Stockholder”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
