Chicago Atlantic BDC (LIEN) Proxy filing summary

Executive summary

• Announced a proposed merger with Chicago Atlantic Real Estate Finance, Inc. (REFI), expected to close in Q4 2026, creating a $771M+ portfolio BDC focused on cannabis and niche sectors.

• Second quarter 2026 results showed $14.0M total investment income, $7.7M net investment income, and $6.1M net increase in net assets from operations.

• Portfolio at quarter-end: $334.8M fair value across 37 companies, 16.0% weighted average yield, no non-accruals, and 100% senior secured debt.

• Declared a $0.34/share dividend for Q3 2026, maintaining the rate for the seventh consecutive quarter.

• $73.9M liquidity at quarter-end, with a $100M senior credit facility and a $500M shelf registration filed for future capital flexibility.

Voting matters and shareholder proposals

• Shareholder approval required for the merger, REFI’s BDC election, and new investment advisory agreement.

• Proxy solicitation and joint proxy statement/prospectus filed with the SEC on July 31, 2026.

Board of directors and corporate governance

• Merger agreement unanimously approved by both boards, each acting on the recommendation of their special committees of independent directors.

• Information on directors and executive officers available in recent proxy statements and annual reports.