8-K
Chicago Atlantic BDC, Inc. (LIEN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported): May 14, 2025
Chicago Atlantic BDC, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Maryland | 001-40564 | 86-2872887 |
|---|---|---|
| (State or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission File Number) | (IRS Employer<br><br> <br>Identification No.) |
| 600 Madison Avenue, Suite 1800<br><br> <br>New York, New York | 10022 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code:
(212) 905-4923
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.01 par value per share | LIEN | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition
On May 14, 2025, Chicago Atlantic BDC, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 31, 2025. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for any purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in Item 2.02 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 7.01. Regulation FD Disclosure
On May 14, 2025, the Company disseminated an earnings presentation to be used in connection with its conference call and live webcast on May 14, 2025 at 9:00 a.m. Eastern time to discuss its financial results for the fist quarter ended March 31, 2025. The earnings presentation is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2 furnished herewith, is being furnished and shall not be deemed “filed” for any purpose of Section 18 of the Exchange Act, or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release, dated May 14, 2025 |
| 99.2 | Earnings Presentation, dated May 14, 2025 |
| 104 | Coverage Page Interactive Data File (embedded within the Inline XRBL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Chicago Atlantic BDC, Inc. | |||
|---|---|---|---|
| May 14, 2025 | By: | /s/ Umesh Mahajan | |
| Name: | Umesh Mahajan | ||
| Title: | Secretary |
Exhibit 99.1
Chicago Atlantic BDC, Inc. Reports First Quarter2025 Financial Results and Announces Cash Dividend of $0.34 per Share
NEW YORK, May 14, 2025 --- Chicago Atlantic BDC, Inc. (“LIEN” or the “Company”) (NASDAQ: LIEN), a specialty finance company that has elected to be regulated as a business development company, today announced its financial results for the first quarter ended March 31, 2025.
First Quarter 2025 Highlights and Subsequent Events
| · | Total gross investment income of $11.9 million |
|---|---|
| · | Net investment income of $7.6 million, or $0.34 per weighted average share<br>outstanding |
| --- | --- |
| · | Total investment portfolio of $289.3 million at fair value |
| --- | --- |
| · | Net asset value (“NAV”) per share was $13.19 on March 31, 2025 |
| --- | --- |
| · | Declared a dividend of $0.34 per share for the quarter ended March 31, 2025,<br>paid on April 11, 2025 to shareholders of record as of March 28, 2025 |
| --- | --- |
| · | Declared a dividend of $0.34 per share for the quarter ended June 30, 2025<br>payable on July 11, 2025 to shareholders of record of June 27, 2025 |
| --- | --- |
| · | Closed a new $100 million senior secured revolving credit facility on February<br>11, 2025 |
| --- | --- |
| · | Committed $32.3 million for four new credit facilities, of which $20.8 million<br>in aggregate par value was advanced in the first quarter of 2025 |
| --- | --- |
| · | Subsequent to quarter end, the Company funded $7.2 million in investments<br>across four borrowers to date in the second quarter of 2025 |
| --- | --- |
| · | As of March 31, 2025, there were 22,820,386 common shares issued and outstanding<br>on a basic and fully diluted basis |
| --- | --- |
Peter Sack, Chief Executive Officer of the Company, commented, “We continued our measured deployment during the first quarter and to date in the second quarter, bringing our gross fundings by principal value to $52.8 million since October 1, 2024. The new credit facility provides liquidity to pursue new opportunities and work collaboratively with both cannabis and non-cannabis borrowers seeking capital. We believe our strategy of focusing on senior-secured lending at the top of the capital structure in the lower-middle and middle markets, together with prudent structuring of terms to manage interest rate volatility, has enabled us to navigate the recent volatility in the equity and credit markets. We are well positioned to deploy into a growing originations pipeline as the year progresses.”
$100 Million Senior Secured Revolving Credit Facility
On February 11, 2025, the Company closed a new $100 million senior secured revolving credit facility (the “Credit Facility”) led by an FDIC-insured financial institution. The Credit Facility matures in March 2028 and bears interest at Secured Overnight Financing Rate ("SOFR") plus 3.00% with a floor of 6.00%.
Portfolio and Investment Activity
| · | As of March 31, 2025, the Company’s investment portfolio had an aggregate fair value of approximately<br>$289.3 million across 31 portfolio companies. |
|---|---|
| · | During the quarter ended March 31, 2025, the Company committed $32.3 million in aggregate par value and<br>funded four investments with an aggregate par value of $20.8 million, none of which were in existing borrowers. |
| --- | --- |
| · | During the quarter ended March 31, 2025, the Company had principal repayments of $7.6 million of which<br>$3.4 million was receivable as of March 31, 2025. |
| --- | --- |
| · | As of March 31, 2025, there were no loans on non-accrual status. |
| --- | --- |
Results of Operations
For the three months ended March 31, 2025, total investment income was approximately $11.9 million. For the three months ended March 31, 2025, the Company incurred net expenses of approximately $4.3 million, resulting in net investment income of approximately $7.6 million, or $0.34 per weighted average share, and a net increase in net assets from operations of approximately $7.6 million, or $0.33 per weighted average share.
Net Asset Value
As of March 31, 2025, NAV per share was $13.19 compared with $13.20 as of December 31, 2024. The slight decrease in NAV per share was primarily driven by growth in net assets from operations, offset by dividend payments. Total net assets as of March 31, 2025 were $301.0 million compared to $301.2 million as of December 31, 2024 and $84.5 million as of March 31, 2024.
Dividend
The Company’s Board of Directors declared a cash dividend of $0.34 per share.
The following are the key dates for the dividend:
| Record Date | June 27, 2025 |
|---|---|
| Payment Date | July 11, 2025 |
The Company has adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of dividends on behalf of its stockholders, unless a stockholder elects to receive cash. As a result, when the Company declares a cash dividend, stockholders who have not “opted out” of the DRIP in accordance with the terms of the DRIP and the procedures of their broker or other financial intermediary will have their cash dividends automatically reinvested in additional shares of the Company’s common stock. A stockholder whose shares are held by a broker or other financial intermediary should contact their broker or other financial intermediary as soon as possible in order to determine the time by which the stockholder must take action in order to receive dividends in cash.
Conference Call and Quarterly Earnings Presentation
The Company will host a conference call and live audio webcast, both open for the general public to hear, to discuss the Company's first quarter 2025 financial results at 9:00 a.m. Eastern Time on Wednesday, May 14, 2025. The number to call for the conference call is (833) 630-1956 (international callers: 412-317-1837). The live audio webcast of the call will also be available on the Company’s website at lien.chicagoatlantic.com.
A replay of the call will be available at lien.chicagoatlantic.com by the end of day on May 14, 2025.
Call Details – Chicago AtlanticBDC, Inc. First Quarter 2025 Financial Results:
| · | When: Wednesday, May 14, 2025 |
|---|---|
| · | Time: 9:00 a.m. ET |
| --- | --- |
| · | Webcast Live Stream: https://edge.media-server.com/mmc/p/jzmxrb2v |
| --- | --- |
| · | Replay: lien.chicagoatlantic.com |
| --- | --- |
LIEN posted its First Quarter 2025 Earnings Presentation on the Events and Presentations page of its website, lien.chicagoatlantic.com. LIEN routinely posts important information for investors on its website. The Company intends to use this website as a means of disclosing material information, for complying with our disclosure obligations under Regulation FD and to post and update investor presentations and similar materials on a regular basis. The Company encourages investors, analysts, the media and others interested in LIEN to monitor the Investor Relations page of its website, in addition to following its press releases, Securities and Exchange Commission (“SEC”) filings, publicly available earnings calls, presentations, webcasts and other information posted from time to time on the website. Please visit the IR Resources section of the website to sign up for email notifications.
About Chicago Atlantic BDC, Inc.
The Company is a specialty finance company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended, and has elected to be treated as a regulated investment company for U.S. federal income tax purposes. The Company’s investment objective is to maximize risk-adjusted returns on equity for its stockholders by investing primarily in direct loans to privately held middle-market companies, with a primary focus on cannabis companies. The Company is managed by Chicago Atlantic BDC Advisers, LLC, an investment manager focused on the cannabis industry and other niche or underfollowed sectors. For more information, please visit lien.chicagoatlantic.com.
Forward-Looking Statements
Certain information contained herein may constitute “forward-looking statements” that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and undue reliance should not be placed thereon. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about the Company, its current and prospective portfolio investments, its industry, its beliefs and opinions, and its assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the Company’s control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements including, without limitation, the risks, uncertainties and other factors identified in the Company’s filings with the SEC. Investors should not place undue reliance on these forward-looking statements, which apply only as of the date on which the Company makes them. The Company does not undertake any obligation to update or revise any forward-looking statements or any other information contained herein, except as required by applicable law.
Contact
Tripp Sullivan
SCR Partners
LIEN@chicagoatlantic.com
CHICAGO ATLANTIC BDC, INC.
Statements of Assets and Liabilities
| ASSETS | March 31, 2025<br><br> <br><br><br> <br>(Unaudited) | December 31, 2024 | ||||
|---|---|---|---|---|---|---|
| Investments at fair value: | ||||||
| Non-control/non-affiliate investments at fair value (amortized cost of $288,402,119 and $274,346,711, respectively) | $ | 289,262,741 | $ | 275,241,398 | ||
| Cash and cash equivalents | 14,921,739 | 23,932,406 | ||||
| Due from affiliates | 5,202,278 | 2,361,019 | ||||
| Interest receivable | 3,061,836 | 3,582,610 | ||||
| Prepaid expenses and other assets | 1,250,109 | 321,108 | ||||
| Receivable for investment sold | - | 4,122,500 | ||||
| Total assets | $ | 313,698,703 | $ | 309,561,041 | ||
| LIABILITIES | ||||||
| Distributions payable | $ | 7,758,931 | $ | - | ||
| Income-based incentive fees payable | 2,122,865 | 1,998,945 | ||||
| Management fee payable | 1,339,250 | 758,362 | ||||
| Professional fees payable | 756,602 | 458,809 | ||||
| Unearned interest income | 213,269 | 37,752 | ||||
| Due to affiliates | 197,344 | 905,129 | ||||
| Capital gains incentive fees payable | 115,074 | 121,887 | ||||
| Deferred financing costs payable | 114,548 | 47,881 | ||||
| Other payables | 62,816 | 46,219 | ||||
| Transaction fees payable related to the Loan Portfolio Acquisition | - | 2,945,125 | ||||
| Offering costs payable | - | 989,645 | ||||
| Excise tax payable | - | 88,709 | ||||
| Total liabilities | $ | 12,680,699 | $ | 8,398,463 | ||
| Commitments and contingencies | ||||||
| NET ASSETS | ||||||
| Common stock, $0.01 par value, 100,000,000 shares authorized, 22,820,386 and 22,820,386 shares issued and outstanding, respectively | $ | 228,204 | $ | 228,204 | ||
| Additional paid-in-capital | 303,152,031 | 303,272,034 | ||||
| Distributable earnings (accumulated loss) | (2,362,231 | ) | (2,337,660 | ) | ||
| Total net assets | $ | 301,018,004 | $ | 301,162,578 | ||
| NET ASSET VALUE PER SHARE | $ | 13.19 | $ | 13.20 |
CHICAGO ATLANTIC BDC, INC.
Statements of Operations
(Unaudited)
| For the Three Months Ended | ||||||
|---|---|---|---|---|---|---|
| March 31,<br><br> <br>2025 | December 31, 2024 | |||||
| INVESTMENT INCOME | ||||||
| Non-control/non-affiliate investment income | ||||||
| Interest income | $ | 11,279,456 | $ | 11,702,240 | ||
| Fee income | 643,546 | 945,983 | ||||
| Total investment income | 11,923,002 | 12,648,223 | ||||
| EXPENSES | ||||||
| Income-based incentive fees | 1,916,277 | 1,998,944 | ||||
| Management fee | 1,260,875 | 758,362 | ||||
| General and administrative expense | 974,477 | 700,000 | ||||
| Legal expenses | 250,926 | 82,083 | ||||
| Professional fees | 215,726 | 286,457 | ||||
| Audit expense | 190,002 | 197,975 | ||||
| Sub-administrator fees | 157,785 | 151,842 | ||||
| Interest expense | 145,381 | - | ||||
| Other expenses | 144,422 | 123,611 | ||||
| Capital gains incentive fees | (6,813 | ) | (3,161 | ) | ||
| Transaction expenses related to the Loan Portfolio Acquisition | - | 272,717 | ||||
| Excise tax expense | - | 88,709 | ||||
| Total expenses | 5,249,058 | 4,657,539 | ||||
| Waiver of General and administrative expense | (658,477 | ) | - | |||
| Expense limitation agreement | (316,000 | ) | - | |||
| Net expenses | 4,274,581 | 4,657,539 | ||||
| NET INVESTMENT INCOME (LOSS) | 7,648,421 | 7,990,684 | ||||
| NET REALIZED GAIN (LOSS) FROM INVESTMENTS | ||||||
| Non-controlled non-affiliate investments | - | (74,483 | ) | |||
| Net realized gain (loss) from investments | - | (74,483 | ) | |||
| NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON INVESTMENTS | ||||||
| Non-controlled/non-affiliate investments | (34,064 | ) | 58,678 | |||
| Net change in unrealized appreciation (depreciation) on investments | (34,064 | ) | 58,678 | |||
| Net realized and unrealized gains (losses) | (34,064 | ) | (15,805 | ) | ||
| NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | $ | 7,614,357 | $ | 7,974,879 | ||
| NET INVESTMENT INCOME (LOSS) PER SHARE - BASIC AND DILUTED | $ | 0.34 | $ | 0.35 | ||
| NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS PER SHARE - BASIC AND DILUTED | $ | 0.33 | $ | 0.35 | ||
| WEIGHTED AVERAGE SHARES OUTSTANDING - BASIC AND DILUTED | 22,820,386 | 22,820,368 |
Exhibit 99.2
First Quarter 2025 Earnings Presentation May 14, 2025
Disclaimers and Forward - Looking Statements The information contained in this presentation should be viewed in conjunction with the earnings conference call of Chicago Atlantic BDC, Inc . (the “Company”) (Nasdaq : LIEN) held on May 14 , 2025 , and the Company’s Quarterly Report on Form 10 - Q for the quarter ended March 31 , 2025 . The information contained herein may not be used, reproduced or distributed to others, in whole or in part, for any other purpose without the prior written consent of the Company . This presentation does not constitute a prospectus and should under no circumstances be understood as an offer to sell or the solicitation of an offer to buy the Company’s common stock or any other securities nor will there be any sale of the common stock or any other securities referred to in this presentation in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction . Nothing in these materials should be construed as a recommendation to invest in any securities that may be issued by the Company or as legal, accounting or tax advice . An investment in securities of the type described herein presents certain risks . Nothing contained herein shall be relied upon as a promise or representation whether as to the past or future performance . Information regarding performance by the Company’s management team and their affiliates is presented for informational purposes only . You should not rely on the historical record of the Company’s management team and their affiliates as indicative of the future performance of an investment in the Company or the returns the Company will, or is likely to, generate going forward . Certain information contained herein has been derived from sources prepared by third parties . While such information is believed to be reliable for the purposes used herein, the Company makes no representation or warranty with respect to the accuracy of such information . This presentation contains references to trademarks and service marks belonging to other entities . Solely for convenience, trademarks and trade names referred to in this presentation may appear without the ® or symbols, but such references are not intended to indicate, in any way, that the applicable licensor will not assert, to the fullest extent under applicable law, its rights to these trademarks and trade names . The Company does not intend its use or display of other companies’ trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of the Company by, any other companies . The information contained in this presentation is summary information that is intended to be considered in the context of other public announcements that the Company may make, by press release or otherwise, from time to time . The Company undertakes no duty or obligation to publicly update or revise the information contained in this presentation, except as required by law . These materials contain information about the Company, certain of its personnel and affiliates and its historical performance . You should not view information related to the past performance of the Company as indicative of the Company’s future results, the achievement of which cannot be assured . Past performance does not guarantee future results, which may vary. The value of investments and the income derived from inve stm ents will fluctuate and can go down as well as up. A loss of principal may occur. Certain information contained herein may constitute “forward - looking statements” that involve substantial risks and uncertainties . Such statements involve known and unknown risks, uncertainties and other factors and undue reliance should not be placed thereon . These forward - looking statements are not historical facts, but rather are based on current expectations, estimates and projections about the Company, its current and prospective portfolio investments, its industry, its beliefs and opinions, and its assumptions . Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward - looking statements . These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the Company’s control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward - looking statements including, without limitation, the risks, uncertainties and other factors identified in the Company’s filings with the Securities and Exchange Commission (the “SEC”) . Investors should not place undue reliance on these forward - looking statements, which apply only as of the date on which the Company makes them . The Company does not undertake any obligation to update or revise any forward - looking statements or any other information contained herein, except as required by applicable law . 2
» Chicago Atlantic BDC, Inc . (NASDAQ : LIEN) (the “Company” or “Us”) is externally managed by Chicago Atlantic BDC Advisers, LLC (the “Adviser”) » The Adviser, a majority - owned subsidiary of Chicago Atlantic Group, LP (together with its affiliates, “Chicago Atlantic”), is an SEC - registered investment adviser and works with its clients to originate, underwrite and deploy primarily first - lien, senior - secured fixed and floating rate debt primarily to the cannabis industry’s most established operators and to other niche companies overlooked by the broader market » The Adviser focuses on opportunities that are time - sensitive, highly complex or in dislocated sectors where risk is fundamentally mispriced with attractive risk - adjusted returns » Seasoned investment team with decades of multi - sector experience across market cycles and complex legal and regulatory frameworks in credit, special situations, equities, distressed and emerging market debt » Access to Chicago Atlantic’s leading lending platform which typically serves as lead or co - lead arranger, and its proprietary sourcing network and direct originations team Chicago Atlantic BDC, Inc. ~$589.5M active pipeline under evaluation (1) $2.7B+ in loans closed since platform inception (1) 150+ loans closed across platform (1) $ 289 M total portfolio investment value (2) 16.6 % gross weighted - average yield of Company debt investments (2) 100% of current Company debt investments are senior secured (2) 1. As of 3/31/25. Includes all loans closed and active pipeline across the Chicago Atlantic platform. Active pipeline under evaluation includes potential syndications and represents the active pipeline under evaluation of Chicago Atlantic. 2. As of 3/31/25; see page 10 for information regarding the calculation of Gross Weighted Average Portfolio Yield on Debt Investments (“Portfolio Yield”) and Total Portfolio Investment Value. 3 3
Investment Highlights » Strong credit metrics » Only BDC that is primarily focused on the cannabis industry » All debt investments are senior secured » 76% of the portfolio are floating rate loans, of which 99% have floors » Recently closed $100 million senior secured revolving credit facility, which has not been drawn upon to date » Part of the largest cannabis focused investment platform A DIFFERENTIATED BDC » Focus on highly complex and highly regulated industries underserved by other capital providers » Direct lending against cash flows and multiple types of collateral in cannabis and the lower middle - market creates a large addressable market » Pricing and structuring power with high barriers to entry FOCUS ON UNDERSERVED SECTORS » Uncorrelated, idiosyncratic credit opportunity in cannabis and the lower middle - market » Other BDCs and private credit funds tend to overlap on sponsor - backed, middle - market lending with similar risk profiles that are typically correlated and lack differentiation » Seek alpha where few capital providers with requisite expertise are present DIVERSIFIED SOURCE OF CREDIT ALPHA 4
Experienced Credit and Cannabis Leadership Team S COTT G ORDON Executive Chairman & Co - CIO U MESH M AHAJAN Co - CIO and Secretary » Former Partner, CFO and Co - Head Credit of Silver Spike Capital » 29 - year career in credit, special situations and distressed investing » Former Managing Director at Ascribe Capital, an opportunistic credit investing fund » Former Managing Director at Bank of America Merrill Lynch in principal investing and special situations » Former member of J.P. Morgan’s investment banking team in Asia P ETER S ACK CEO » Former Principal at BC Partners Credit, leading its cannabis practice » Former private equity investor, focusing on distressed industrial opportunities » MBA from Pennsylvania’s Wharton School of Business, BA from Yale University, and Fulbright Scholar » Former Founding Partner, CEO and CIO of Silver Spike Capital » 36 - year investment career in global special situations, distressed and emerging markets » Holds board positions at Papa & Barkley and WM Holding Company, LLC » Early entrepreneur and investor in cannabis operating businesses, including a CA - based and industry leading cannabis/CBD health & wellness brand » Leadership roles at JPMorgan, ING Barings, Bank of America Distressed (International), Caxton, Marathon and Taconic D INO C OLONNA President » Former Partner, Co - Head Credit of Silver Spike Capital » 22 - year career in traditional and alternative investment portfolios and investment banking across the global capital markets » Formerly Managing Partner at Madison Capital Advisors, a middle - market asset - backed lender in the cannabis, life sciences and tech sectors » Former ECM and derivatives investment banker at Barclays London » Former senior research analyst at Forest Investment Management, a global multi - strategy hedge fund 5 M ARTIN R ODGERS CFO » Senior Managing Director of Finance and Accounting of Chicago Atlantic Group » 15 - year career at First Eagle Alternative Credit, a $20B alternative credit manager, with responsibilities for fund accounting, performance measurement and enterprise risk management » Formerly with PwC in the UK » Positions at Goldman Sachs, Abbot Laboratories, and Jefferson Wells » BA (Accounting and Economics) from University of Stirling in Scotland, and member of Institute of Chartered Accountants of Scotland
About CHICAGO ATLANTIC 1. Capital under management represents total committed investor capital, total available leverage including undrawn capital, and capital invested by co - investors and managed by the firm, as of 12/31/2024 6 A private credit - focused investment firm founded in 2019 INCEPTION Capital under management: $1.9B 1 SIZE 85+ professionals, including over 30 investment professionals TEAM Seeking attractive returns, preservation of capital and income generation predominantly through investment opportunities that are overlooked or underserved by conventional capital sources INVESTMENT PRINCIPLES Chicago, London, Miami & New York LOCATIONS
CHICAGO ATLANTIC Advantage: Established R elationships with Deal S ources Over the past years, Chicago Atlantic has expanded existing and developed new deal sources, providing for a robust opportunity set. Limited Partners Club Deals/Other Lenders Deal Sources Intermediaries Direct Outreach Attorneys, Accountants 7
Core Strategy Chicago Atlantic focuses on senior - secured lending in the top of the capital structure to the lower middle - market and middle - market. The platform’s primary investment verticals include cannabis, growth and technology finance, loans to esoteric industries / asset - based loans, and liquidity solutions. INVESTMENT STRATEGY DIFFERENTIATORS x Seek above market returns and the preservation of capital x Take advantage of opportunities across industries that are created by complexity or the lack of investor focus x Invest and lend in underserved market niches x Focus on smaller deal sizes with less competition and better relative risk/reward compared to other direct lenders that typically target larger transactions with higher leverage and less covenants x Ability to underwrite highly complex industries x Extensive origination network x Top of the capital structure lending is risk mitigating x Prioritize preservation of capital x Low correlation to other asset classes x Floating - rate loans with high - interest rate floors 8
9 Pro Forma Portfolio Financial Highlights Quarter Ended December 31, 2024 Quarter Ended March 31, 2025 $12.7 million $11.9 million G ROSS I NVESTMENT I NCOME $4.4 million $4.3 million E XPENSES E XCLUDING L OAN P ORTFOLIO A CQUISITION E XPENSES $8.3 million $7.6 Million N ET I NVESTMENT I NCOME E XCLUDING L OAN P ORTFOLIO A CQUISITION E XPENSES $0.3 million $ - L OAN P ORTFOLIO A CQUISITION E XPENSES $8.0 million $7.6 million N ET I NVESTMENT I NCOME $301.2 million $301.1 million N ET A SSETS AT E ND OF P ERIOD 22.8 million 22.8 million W EIGHTED A VERAGE S HARES O UTSTANDING 1 P ER S HARE D ATA : $ 0.36 $ 0.34 N ET I NVESTMENT I NCOME E XCLUDING L OAN P ORTFOLIO A CQUISITION E XPENSES $0.35 $ 0.34 N ET I NVESTMENT I NCOME $13.20 $ 13.19 N ET A SSET V ALUE AT E ND OF P ERIOD 9 1. The common shares issued and outstanding as of March 31, 2025 and December 31, 2024, were 22,820,386 and 22,820,386 respec tiv ely
10 Pro Forma Portfolio A Differentiated Investment Portfolio Chicago Atlantic BDC Inc. Portfolio as of 3/31/25 (Unaudited) $301mm N ET A SSET V ALUE ( INCLUDING CASH ) $289mm I NVESTMENTS AT F AIR V ALUE 31 N UMBER OF P ORTFOLIO C OMPANIES 16.6% G ROSS W EIGHTED A VERAGE Y IELD OF D EBT I NVESTMENTS 1 76% F LOATING R ATE D EBT (% OF D EBT I NVESTMENTS F AIR V ALUE ) 99% F LOATING R ATE D EBT W / I NTEREST R ATE F LOOR (% OF F LOATING R ATE D EBT F AIR V ALUE ) 0% N ON - ACCRUALS AT C OST (%) $9mm (3% of Total Investments Fair Value) A VERAGE P OSITION S IZE 5% PIK I NTEREST (% OF T OTAL A NNUAL I NTEREST ) 2 P ORTFOLIO C OMPANIES K EY FINANCIAL AND C REDIT M ETRICS 3 $78mm R EVENUE (M EDIAN ) $10mm EBITDA (M EDIAN ) 4 1.4x S R . S ECURED N ET DEBT / EBITDA ( W EIGHTED A VERAGE ) 4 3.4x I NTEREST C OVERAGE (W EIGHTED A VERAGE ) 4 10 79% 21% Cannabis Non-Cannabis Non - Cannabis by Industry Portfolio Diversification 5 Based on data as of 3/31/25, unless otherwise noted. Weighted average amounts are weighted by the fair market value of each r esp ective investment. 1. Weighted Average Portfolio Yield on Debt Investments (“Portfolio Yield”) is the weighted average of the annualized yield f or each debt investment in the portfolio weighted by the fair value of each debt investment as of 3/31/25. The yield for each de bt investment is calculated by dividing (a) the sum of ( i ) the stated annual cash interest rate of the debt investment as of 3/31/25, (ii) the stated annual payment - in - kind interest rate, if any, of the de bt investment as of 3/31/25, (iii) the difference between the par value and the fair value of the debt investment, expressed as a percentage of the par value of the debt investment, and annualized based on the remaining term of the debt investment as of 3/31/25, and (iv) the exit fee of the debt investment, if any, expressed as a pe rcentage of the par value of the debt investment and annualized based on the remaining term of the debt investment as of 3/31 /25 , by (b) the fair value of the debt investment, expressed as a percentage of the par value of the debt investment. The Portfolio Yield calculation does not reflect any prepayment penalties or early payoffs with respect to the debt investments. The Portfolio Yield is gross of expenses and excludes cash and equity hol di ngs. The Portfolio Yield would be lower if the calculation reflected expenses and cash holdings. The Portfolio Yield does not represent actual investment returns to the Company’s stockholders an d t he Company may not actually realize the foregoing yield of any specific debt investment, including if the remaining term of t he debt investment is less than a year. 2. Represents the percentage of total annual interest expected to be received in kind instead of in cash. 3. Amounts were derived from the portfolio company fin ancial statements used in connection with determining the investment valuations as of 3/31/25, have not been independently ve rif ied by the Company, and may reflect a normalized or adjusted amount. Accordingly, the Company makes no representation or warranty in respect of this information. 4. Excluded from the dat a i s information in respect of portfolio companies with negative or de minimis EBITDA, or where EBITDA may not be the appropriat e m easure of credit risk. 5. Calculated as a percentage of the total fair value of the Company’s investment portfolio (excluding cash and cash equivalents). Industries follow NAICS categorizatio ns. 49.0% 24.0% 17.0% 6.0% 4.0% Finance and Insurance Information Public Administration Retail Trade Real Estate and Rental and Leasing
11 $100 Million Secured Credit Facility a Catalyst for Growth B ENEFITS O VERVIEW » Capital Growth: • The Credit Facility provides us with additional capital, allowing us to expand our portfolio and invest in promising opportunities » Attractive Pricing: • The cost of the Credit Facility is competitive at SOFR + 3.00%, considering the current SOFR rate of 4.35%. This translates to an approximate 7.85% all - in rate, including the annual origination fee. » Improved Returns: • Leveraging the Credit Facility allows us to capitalize on the spread between our gross weighted - average yield of Company debt investments (approximately 16.6%) 1 and the cost of the facility, ultimately boosting Return on Equity (ROE) and dividend potential. » Conservative Leverage: • Even at full draw, the Credit Facility maintains a conservative leverage ratio of 0.30x equity. This is significantly lower than other listed BDCs, which typically have leverage ratios exceeding 1.00x. » Facility Amount: $100,000,000 » Commitment Period: 2 years » Final Maturity Date: March 31, 2028 » Pricing: SOFR + 3.00% Floor of 6.00% » Origination Fee: 0.50% per annum » Unused Fee: 0.50% per annum on undrawn portion of the facility » Prepayment Penalty: None » Collateral: Investment assets and related property ▪ 1. As of 3/31/25; see page 10 for information regarding the calculation of Gross Weighted Average portfolio Yield on Debt investments (“Portfolio Yield”). 11
The Cannabis Landscape in the U.S. Where Chicago Atlantic Sees Timely Opportunities THE CANNABIS INDUSTRY PRESENTS A UNIQUE OPPORTUNITY TO GENERATE ALPHA AND OUTSIZED RISK - ADJUSTED RETURNS LACK OF TRADITIONAL FINANCING Banks generally don’t lend to companies in the cannabis industry, allowing higher interest rates, attractive collateral, and lender - friendly covenants. LOW CORRELATIONS TO TRADITIONAL MARKETS The medical cannabis market behaves like the pharmaceutical market, and the recreational cannabis market behaves like the tobacco and alcohol markets, both exhibiting low correlations with traditional markets. HIGH BARRIERS TO ENTRY Each state has unique investment characteristics, supply and demand dynamics, and legal frameworks, requiring sophisticated understanding of the industry and strong underwriting expertise. FOCUS ON LIMITED LICENSE STATES Limited license states have limited competition, lucrative license values, high wholesale prices, and less black - market presence. 12
The Cannabis Landscape in the U.S. 2019 2025 1. MJBIZ Factbook Q1 2025 2. Statista x Legal in 41 states and the District of Columbia 1 x Medical use only: 17 states x Recreational/Medical use: 24 states & District of Columbia x Industry revenue estimated at $35B in 2025 1 Legalized recreational and medical use Legalized medical use only No regulated use x Legal in 35 states and the District of Columbia 1 x Medical use only: 25 states x Recreational/Medical use: 10 states & District of Columbia x Industry revenue at $19.3B 2 13
» Assuming the cannabis market enterprise value at 1x revenue, and a 35% debt to 65% equity capital structure, 5 the current value of the U.S. cannabis debt market can be estimated to be $12B . » With the Chicago Atlantic platform’s closed cannabis loans to date of $2.7B, Chicago Atlantic estimates that it represents approximately 22% of the current U.S. cannabis debt market . » With the projected industry size of $69B in retail sales by 2031 , and assuming Chicago Atlantic maintains its current debt market share of 22%, the cannabis loan opportunity for the Chicago Atlantic platform could grow to nearly $5B . The Cannabis Industry Size of Opportunity and Growth 1. MJBiz Factbook Q1 2025 2. LSTA US Leveraged Loan Index, Yield to Maturity as of 3/31/25. 3. ICE BoA US High Yield Index Effective Yield as of 3/31/25. 4. As of 3/31/25; see page 10 for information regarding the calculation of Weighted Average Portfolio Yield on Debt In vestments (“Portfolio Yield”). 5. MJBiz Factbook Q1 2025 Top 20 Cannabis Stocks by Market Capitalization as of March 21, 2025 and S&P Capital IQ equity and debt figu re s are as of 12/31/24. 14 Chicago Atlantic BDC, Inc. Offers a Significant Premium to Traditional Leveraged Finance 8.9% 7.5% 16.6% US Leveraged Loan Yield Index US High Yield Index Wtd. Average Portfolio Yield on Debt Investments 2 3 4 The U.S. cannabis industry is estimated to be $35B in top - line retail revenue in 2025 and is projected to grow to $69B by 2031 1 : 2025 2026 2027 2028 2029 2030 2031 Retail Sales Estimates $35.3B $39.2B $43.9B $49.2B $55.6B $62.8B $69.1B
Target Borrowers Investment Sub - Strategies L IQUIDITY S OLUTIONS E SOTERIC & A SSET - B ASED L ENDING G ROWTH & T ECHNOLOGY C ANNABIS L ENDING » Financing is typically event driven » Companies that are pursuing a merger, acquisition, refinancing, dividend recap, or other strategic liquidity need » Companies that are showing strong cash flow performance with low leverage profiles » Companies that have multiple areas of value and liquidity in addition to the underlying business » Low debt to enterprise value » Industry agnostic » Structured credit and asset - based loans, receivables pools, and equipment » Companies that are showing strong cash flow performance with low leverage profiles, but the industries carry regulatory, reputational or other risks » Transactions tend to be attractively priced and have better than normal covenants and amortization due to complexity of the industry or situation » Low debt to asset values and/or enterprise values » Industry leaders and disruptive companies experiencing strong growth » Companies that have raised significant equity capital validating market value » Industry focus typically includes software, hardware, E - commerce and direct to consumer » Liquidity covenants that ensure such company has adequate cash runway » Low debt to enterprise value » Profitable or demonstrated path to near term profitability » Growth or EBITDA positive entities » Companies that require capital but do not want to dilute their equity » Companies that are showing strong cash flow performance with low leverage profiles » Transactions tend to be attractively priced and have better than normal covenants and amortization due to complexity of the industry » Low debt to enterprise value 15 Although we focus on investments in the cannabis industry, sub - strategies of our principal investment strategy may also consist of growth and technology companies, esoteric and asset - based lending opportunities, and companies in need of liquidity solutions. We are not required to have a minimum investment in any of these sub - strategies
Schedule of Investments Appendix
Schedule of Investments (as of March 31, 2025) 17 % of Investment Value Investment Value PIK Rate Cash Spread/Coupon Prime/SOFR Floor Floating Reference Rate Fixed vs. Floating Maturity Date Security Type Portfolio Company 3.31% 9,578,795 2.00% P + 6.00% 7.00% Prime Floating 6/30/2025 Delayed Draw Term Loan Portfolio Company 1 0.23% 678,812 - P + 5.75% 8.50% Prime Floating 4/30/2025 Delayed Draw Term Loan Portfolio Company 2 1.16% 3,342,500 - 12.75% - n/a Fixed 7/16/2029 Senior Secured Note Portfolio Company 3 1.17% 3,374,875 - S + 7.50% 4.00% SOFR Floating 9/22/2025 Term Loan Portfolio Company 4 0.68% 1,980,000 - S + 10.25% 4.00% SOFR Floating 7/28/2028 Delayed Draw Term Loan Portfolio Company 5 1.49% 4,297,500 - 8.00% - n/a Fixed 12/15/2026 Senior Secured Note Portfolio Company 6 1.70% 4,916,667 - P + 6.50% 8.00% Prime Floating 8/15/2027 Delayed Draw Term Loan Portfolio Company 7 10.97% 31,745,000 - P + 8.75% 7.50% Prime Floating 5/3/2026 Delayed Draw Term Loan Portfolio Company 8 4.72% 13,642,250 - P + 7.75% 8.50% Prime Floating 12/31/2026 Delayed Draw Term Loan Portfolio Company 9 4.16% 12,027,150 5.00% 11.00% - n/a Fixed 12/31/2025 Delayed Draw Term Loan Portfolio Company 10 3.42% 9,884,520 1.00% 12.00% - n/a Fixed 11/24/2028 Term Loan Portfolio Company 11 1.10% 3,185,000 - 15.00% - n/a Fixed 6/6/2026 Term Loan Portfolio Company 12 0.39% 1,131,153 - S + 9.85% 1.50% SOFR Floating 1/6/2027 Term Loan Portfolio Company 13 1.00% 2,903,750 - P + 8.50% 8.50% Prime Floating 12/3/2027 Term Loan Portfolio Company 14 0.55% 1,600,000 - P + 7.25% - Prime Floating 5/31/2026 Term Loan Portfolio Company 15 5.03% 14,542,958 - P + 6.50% 8.50% Prime Floating 3/28/2027 Term Loan Portfolio Company 16 1.69% 4,880,965 - P + 7.50% 8.00% Prime Floating 3/31/2026 Term Loan Portfolio Company 17 1.48% 4,283,491 2.00% 11.00% - n/a Fixed 11/28/2025 Delayed Draw Term Loan Portfolio Company 18 1.19% 3,439,947 3.00% P + 1.75% 8.50% Prime Floating 11/1/2026 Term Loan Portfolio Company 19 0.65% 1,866,391 3.00% P + 1.75% 8.50% Prime Floating 11/1/2026 Incremental Term Loan Portfolio Company 19 1.08% 3,121,207 3.50% P + 7.50% 5.00% Prime Floating 8/4/2025 Delayed Draw Term Loan Portfolio Company 20 7.61% 22,000,000 - 15.00% - n/a Fixed 10/2/2028 Senior Secured Note Portfolio Company 21 14.00% 40,485,039 1.00% P + 8.50% 4.00% Prime Floating 5/26/2027 Term Loan Portfolio Company 22 2.07% 6,000,000 - P + 7.25% 7.75% Prime Floating 3/24/2028 Delayed Draw Term Loan Portfolio Company 23 2.17% 6,290,000 - P + 10.00% 8.25% Prime Floating 11/1/2025 Term Loan Portfolio Company 24 0.99% 2,868,179 2.00% P + 7.00% 7.00% Prime Floating 7/29/2026 Delayed Draw Term Loan Portfolio Company 25 0.95% 2,750,000 - 14.50% - n/a Fixed 3/13/2027 Delayed Draw Term Loan Portfolio Company 26 1.04% 3,021,746 3.00% P + 4.00% 8.00% Prime Floating 11/4/2028 Term Loan Portfolio Company 27 0.00% - - n/a - n/a n/a n/a Warrants Portfolio Company 27 17.92% 51,841,809 - P + 6.50% 6.25% Prime Floating 10/30/2026 Term Loan Portfolio Company 28 1.80% 5,212,194 5.00% 13.80% - n/a Fixed 11/29/2027 Series A Senior Note Portfolio Company 29 3.54% 10,241,792 - S + 7.75% 4.00% SOFR Floating 9/18/2026 Term Loan Portfolio Company 30 0.50% 1,441,051 6.00% 6.00% - n/a Fixed 5/31/2029 Term Loan Portfolio Company 31 0.17% 500,000 n/a n/a n/a n/a n/a n/a A - 1 Preferred Portfolio Company 31 0.03% 75,000 n/a n/a n/a n/a n/a n/a A - 3 Warrants Portfolio Company 31 0.04% 113,000 n/a n/a n/a n/a n/a n/a A - 4 Warrants Portfolio Company 31 100% 289,262,741 Total