Looking at the filing, I need to identify substantive financial disclosures. The filing text provided is primarily the cover page, table of contents, and forward-looking statements boilerplate. Let me check for substantive disclosure content beyond boilerplate. The substantive content includes: share count (22,820,590 shares outstanding as of November 10, 2026), the merger disclosure with REFI (Agreement and Plan of Merger dated June 17, 2026), the potential $25.0 million share repurchase program, the quarterly period ended September 30, 2026, and the company's status as an emerging growth company and BDC. This is sufficient substantive content to proceed. The ticker on the cover page is "LIEN" on "The NASDAQ Stock Market LLC" - so NASDAQ:LIEN.

Chicago Atlantic BDC, Inc. filed its Form 10-Q for the quarterly period ended September 30, 2026 with the SEC on November 12, 2026, reporting 22,820,590 shares of common stock outstanding as of November 10, 2026 and disclosing a pending merger with Chicago Atlantic Real Estate Finance, Inc.

Key Highlights

  • Shares outstanding: As of November 10, 2026, the company had 22,820,590 shares of common stock ($0.01 par value per share) outstanding.
  • Pending merger: The company disclosed an Agreement and Plan of Merger, dated June 17, 2026, under which Chicago Atlantic Real Estate Finance, Inc. ("REFI") would merge with and into the company.
  • Potential share repurchase: The filing referenced a share repurchase program of up to $25.0 million that the Board of Directors agreed to consider pursuant to the Merger Agreement.
  • Emerging growth company: The registrant indicated it qualifies as an emerging growth company under the Exchange Act definitions.
  • Filer status: The company is classified as a non-accelerated filer and smaller reporting company status is marked as not applicable (smaller reporting company box unchecked).

Chicago Atlantic BDC Reports Q3 2026 Filing and Discloses REFI Merger Agreement

Chicago Atlantic BDC, Inc. (NASDAQ:LIEN), a Maryland-incorporated business development company headquartered at 600 Madison Avenue, Suite 1800, New York, NY 10022, submitted its quarterly report on Form 10-Q for the period ended September 30, 2026. According to the filing, the company had 22,820,590 shares of common stock outstanding as of November 10, 2026, with a par value of $0.01 per share. The company is externally managed by Chicago Atlantic BDC Advisers, LLC, which the filing identifies as serving as both investment adviser and administrator.

A significant disclosure in the filing concerns a proposed merger. According to the filing, an Agreement and Plan of Merger was entered into on June 17, 2026, among the company, Chicago Atlantic Real Estate Finance, Inc. ("REFI"), and, for limited purposes, the Adviser and Chicago Atlantic REIT Manager, LLC. Under the terms described, REFI would merge with and into the company. The filing disclosed multiple risk factors associated with the transaction, including the ability of parties to consummate the merger on the expected timeline, the need for required regulatory approvals, the effectiveness of a registration statement on Form N-14, the SEC's acceptance of REFI's election to be regulated as a business development company, and Nasdaq listing authorization for shares to be issued in connection with the merger.

The filing also noted that the Board of Directors agreed to consider a share repurchase program of up to $25.0 million pursuant to the Merger Agreement, though the filing cautioned that such a program "may not be adopted or may differ from current expectations." The company disclosed that movement in the Exchange Ratio between signing of the Merger Agreement and closing of the merger could occur due to changes in the net asset values of the company and REFI. The forward-looking statements included in the filing are, according to the registrant, subject to risks and uncertainties, and the company stated it assumes no obligation to update them.

What Was Disclosed

Chicago Atlantic BDC filed its September 30, 2026 quarterly report disclosing 22,820,590 shares outstanding, a pending merger with REFI under a June 17, 2026 agreement, and a Board-considered share repurchase program of up to $25.0 million linked to the merger.