Chicago Atlantic Bdc, Inc. · NASDAQ:LIEN
Chicago Atlantic Bdc — Merger or Acquisition (June 2026)
23 slides from Chicago Atlantic Bdc's merger presentation, Jun 18, 2026
Slide 1: Overview of Proposed Merger Between LIEN and REFI
CONFIDENTIAL | Chicago Atlantic BDC, Inc. Chicago Atlantic BDC, Inc. ("LIEN") & Chicago Atlantic Real Estate Finance, Inc. ("REFI") Overview of Proposed Merger Between LIEN and REFI June 18, 2026
Slide 2: The information contained in this presentation should be viewed in conjunction with the Agreement
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 2 The information contained in this presentation should be viewed in conjunction with the Agreement and Plan of Merger (the "Merger Agreement") among LIEN, REFI (together with LIEN, the "Companies"), Chicago Atlantic BDC Advisers, LLC (the "LIEN Adviser") an
Slide 3: Participants in Solicitation and Forward-Looking Statements
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 3 LIEN, REFI and their respective directors and executive officers, the LIEN Adviser and the REFI Manager, and their respective directors, officers, members, managers, partners, employees and affiliates, and other persons may be deemed to be participants in
Slide 4: No Offer or Solicitation; Additional Information
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 4 No Offer or Solicitation This communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall the
Slide 5: Merger Overview
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 5 Merger expected to create a $771mm+1 portfolio business development company ("BDC") — with the potential to deliver long-term net investment income ("NII") accretion and improved competitive positioning for shareholders of both LIEN and REFI Merger Overvie
Slide 6: Anticipated Benefits to Both REFI and LIEN Shareholders
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 6 Increases Competitive Positioning • Broader investment scope expands relevance and competitiveness with a broader universe of borrowers. • Larger scale allows for the origination of larger loans in a consolidating industry. • Drives enhanced capital access
Slide 7: What is a BDC?
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 7 What is a BDC? A BDC is a closed-end investment company regulated under the Investment Company Act that lends to and invests in small- and mid-sized U.S. businesses. Benefits of a BDC Over a Mortgage REIT See end notes in Appendix Income Distribution ≥90%
Slide 8: Pro Forma Portfolio
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 8 LIEN REFI LIEN (Pro Forma) Net Asset Value $304mm $309mm5 $613mm Investments at Fair Value $364mm $407mm6 $771mm1 Number of Investments 53 30 68 Number of Portfolio Companies 40 24 51 TTM Realized Gross Yield4 18.3% 15.3% 16.7% Weighted Avg Tenor 2.6 years
Slide 9: Combined Company Significantly Increases LIEN and REFI's Scale
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 9 Combined Company Significantly Increases LIEN and REFI's Scale See end notes in Appendix $- $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 $7,000 $8,000 $9,000 Externally-Managed BDCs Ranked by Common Net Asset Value ($mm)11 The Combined Company will be an enti
Slide 10: Potential for Improved Funding Access & Lower Cost of Capital
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 10 Potential for Improved Funding Access & Lower Cost of Capital The Combined Company's increased scale may improve access to a larger and broader range of debt financing solutions, reduce overall borrowing costs, and drive earnings accretion over time. See
Slide 11: Illustrative Pro Forma Earnings Profile
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 11 Combined Company16 Impact of REFI Conversion17 Illustrative Impact (0.90x Leverage) Pro Forma Earnings Profile13 Interest and Fee Income $122.1mm +$0.9mm +$62.9mm $185.9mm Total Expenses ($56.5mm) ($6.2mm) ($41.9mm) ($104.6mm) Net Income $65.6mm ($5.3mm)
Slide 12: Investment Pipeline – An Expanded Opportunity Set
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 12 Investment Pipeline – An Expanded Opportunity Set18 $482mm $328mm REFI Cannabis Real Estate Pipeline Total Cannabis and Diversified Lending Pipeline Cannabis Diversified Direct Lending $810mm $133mm Evolving Market Trends have created fewer cannabis real
Slide 13: LIEN vs. Peers
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 13 LIEN vs. Peers Metric LIEN (Pro Forma) BDC Peers19 First Lien Exposure 95.6% 76.6% Leverage (Debt/Equity) 0.3x 1.3x Non-accruals 2.2%7 3.1% TTM Realized Gross Yield 16.7%4 10.8%20 Self-Agented Deals 91.9% Not published The Combined Company is Well Positio
Slide 14: Governance Overview
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 14 Governance Overview See end notes in Appendix • Anticipate closing in 4Q26, subject to shareholder approvals and satisfaction or waiver of other closing conditions. Expected Timing • LIEN: majority of votes cast for Merger share issuance; majority of outs
Slide 15: Indicative Transaction Timeline
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 15 See end notes in Appendix Q2 2026 Merger Announcement Q3 2026 Q4 2026 Target Closing Proxy Solicitation Begins Combined Company Q1 2027 Indicative Transaction Timeline N-14 Registration Statement & Joint Proxy Filed Shareholder Meeting
Slide 16: Compelling Value for All LIEN and REFI Stockholders
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 16 Compelling Value for All LIEN and REFI Stockholders The Merger creates a larger, more diversified vehicle with the potential for improved earnings durability, stronger capital markets positioning and a portfolio with industry leading metrics. See end note
Slide 17: Appendix
Appendix
Slide 18: LIEN Portfolio Composition
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 18 By Rate Type26 24% 70% 6% Fixed-rate Floating-rate (at Floor) Floating-rate (not at Floor) Portfolio Diversification Cannabis Non-Cannabis 76% 24% Non-cannabis by Industry10 Manufacturing Retail Trade Educational Services Information Administrative Real E
Slide 19: REFI Portfolio Composition
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 19 By Rate Type 35% 14% 4% 47% Fixed-rate SOFR Floor >= 3.68% SOFR Floor < 3.68% Prime Floor >= 6.75% Portfolio Diversification Cannabis 100% Cannabis Operators by Location27 Michigan California Florida Ohio Illinois Missouri Arizona New York Pennsylvania Ca
Slide 20: About Chicago Atlantic
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 20 Chicago, Miami, New York, London Locations Seeking attractive risk-adjusted returns, preservation of capital and income generation predominantly through investment opportunities that are overlooked or underserved by conventional capital sources Investment
Slide 21: Chicago Atlantic's Established Direct Lending Platform
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 21 Chicago Atlantic's Established Direct Lending Platform $2.3B28 Capital Under Management 120+ Loan Companies (since 2019) 100+ Full-Time Professionals 13 Originations Professionals $3.8B+ Total Loans Originated Since 2019 $3.0B+ Cannabis Closed Loan Facili
Slide 22: End Notes
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 22 End Notes 1) Represents the investment portfolio of the Combined Company, comprised of i) LIEN's investments at fair value as of March 31, 2026, as reported, and ii) REFI's investments as of March 31, 2026, adjusted to a fair value basis based on most rec
Slide 23: End Notes
CONFIDENTIAL | Chicago Atlantic BDC, Inc. 23 End Notes 23) Cash Flow Loans ("CFL") includes loans underwritten on enterprise cash flow, for which Senior Net Debt / EBITDA and Interest Coverage Ratio are the key underwriting and monitoring metrics. Classification into the CFL Bucket is determined at
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