Oppenheimer & Co. Inc. Acted as Financial Advisor to the Chicago Atlantic Real Estate Finance, Inc. Special Committee on Chicago Atlantic Real Estate Finance’s (“REFI”) Announced Merger with Chicago Atlantic BDC, Inc. (“LIEN”)
On June 18th, 2026, Chicago Atlantic Real Estate Finance, Inc. (NASDAQ: REFI) and Chicago Atlantic BDC, Inc. (NASDAQ: LIEN) announced they have entered into a definitive merger agreement under which REFI will elect to be regulated as a BDC, and merge with and into LIEN in an all-stock, strategic combination (the “Merger”). Upon closing of the Merger, LIEN will be the surviving public entity and will continue to operate as a BDC and trade on the Nasdaq Global Select Market under the ticker symbol “LIEN”.
The combined vehicle will have approximately $613 million of net assets and $771 million in investments on a pro-forma basis.
REFI stockholders will receive a number of shares of LIEN common stock based on the ratio of REFI’s adjusted net asset value ("NAV") per share to LIEN’s adjusted NAV per share, in each case as determined shortly prior to closing. Based on the respective net asset values of REFI and LIEN as of March 31, 2026, the former REFI stockholders would be expected to own approximately 50.5% of LIEN immediately following the Merger; the actual ownership percentage will depend on the NAV ratio calculated shortly prior to closing. The Merger is structured as an adjusted NAV-for-NAV exchange of shares.
Chicago Atlantic Real Estate Finance, Inc. is a market-leading commercial mortgage REIT utilizing significant real estate, credit and cannabis expertise to originate senior secured loans primarily to state-licensed cannabis operators in limited-license states in the United States. REFI is managed by Chicago Atlantic REIT Manager, LLC, an investment manager focused on the cannabis industry and other niche or underfollowed sectors.
Read the full press release here: Chicago Atlantic Real Estate Finance, Inc. and Chicago Atlantic BDC, Inc. Announce Definitive Merger Agreement | Chicago Atlantic Real Estate Finance, Inc.
Financial Institutions Investment Banking
Gilbert Dychiao
Title:Co-Head of Investment Banking, Head of Financial Institutions
Cliff Booth
Title:Managing Director, Head of Specialty Finance
JD Nelson
Title:Managing Director
Consumer Investment Banking
Michael Cella
Title:Managing Director, Head of Consumer
Douglas Cameron
Title:Managing Director
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