Chicago Atlantic BDC, Inc. filed a Form 425 on November 13, 2026, containing the transcript of its third quarter 2026 earnings call held on November 12, 2026, in connection with the proposed merger of Chicago Atlantic Real Estate Finance, Inc. with and into the company.

Key Highlights

  • Net investment income: The company reported NII of $0.36 per share for the third quarter of 2026, generating an annualized NII return on book value of 11% for the quarter.
  • Dividend declared: A $0.34 dividend was announced, described as the ninth consecutive quarter at that rate.
  • New fundings: Approximately $72 million was funded to two new borrowers during the quarter.
  • Portfolio yield: The weighted average yield on debt investments as of September 30, 2026 was 15.5%, compared with 10.7% for the average BDC, according to the filing.
  • Credit quality: The debt portfolio had no non-accruals as of quarter end and was described as 100% senior secured, with a 0.3x debt to equity ratio and $91 million of debt outstanding.
  • Management share purchases: Management purchased approximately 68,000 shares on the open market during the quarter.
  • Merger registration: NASDAQ:LIEN filed a registration statement on Form N-14 with the SEC in connection with the proposed all-stock, NAV-for-NAV merger with Chicago Atlantic Real Estate Finance, Inc. (ticker REFI).

Chicago Atlantic BDC Reports Q3 2026 Results and Provides Merger Progress Update

According to the filing, Chicago Atlantic BDC, Inc. (NASDAQ:LIEN) described itself as "a uniquely positioned BDC operating in a market with limited competition commonly underserved by capital providers," with a focus on lending to cannabis companies and underserved portions of the lower middle market. The company reported NII of $0.36 per share for the third quarter of 2026, with an annualized NII return on book value of 11%. A $0.34 per share dividend was announced, marking what the company disclosed as the ninth consecutive quarter at that level.

The filing disclosed that the debt portfolio carried a weighted average yield of approximately 15.5% as of September 30, 2026, with 100% of debt investments classified as senior secured and no non-accrual loans. The company noted that 65% of the debt portfolio at par is either fixed rate or floating rate at their respective floors, and that a 100-basis point increase in benchmark rates would have a positive impact on 78% of the debt portfolio. The debt-to-equity ratio stood at 0.3x, compared with a BDC industry average of approximately 1.3x, according to the filing. Citing KBW's Weekly BDC/RIC Market Overview dated November 6, 2026, the company disclosed that LIEN was the top performing BDC with market capitalization between $100 and $300 million over the LTM period, with total returns of positive 3.2% compared with an average of -15.2% for that group.

Regarding the proposed merger with Chicago Atlantic Real Estate Finance, Inc. (REFI), the filing noted the transaction was announced in June and structured as an all-stock, NAV-for-NAV deal. The company disclosed that LIEN filed a registration statement on Form N-14 with the SEC, which includes a joint proxy statement and prospectus. The filing stated that risks include "the ability to complete the merger of REFI and LIEN on the anticipated timeline to obtain shareholder and regulatory approvals and required lender consents." On the cannabis regulatory environment, the filing noted that medical cannabis was moved to Schedule III on April 23, with the DEA granting more than 900 medical dispensary registrations in the first phase, according to the filing's characterization of recent reports.

What Was Disclosed

Chicago Atlantic BDC filed an earnings call transcript via Form 425, covering Q3 2026 financial results, portfolio metrics, management share purchases, and an update on the pending all-stock merger with REFI, with forward-looking statements subject to the company's stated cautionary language.