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AI brief of an SEC Form 8-K · Chicago Atlantic Real Estate Finance, Inc. (REFI)

REFI agrees to all-stock merger into LIEN, Chicago Atlantic BDC, on NAV-based exchange

Neutral Impact 5 of 5 m&a Written later

Chicago Atlantic Real Estate Finance (REFI) signed a merger agreement on June 17, 2026, under which it will elect to be regulated as a business development company and merge into Chicago Atlantic BDC (LIEN), with LIEN as the surviving public company. REFI stockholders would receive LIEN shares based on the ratio of each company's adjusted net asset value per share, and would be expected to own about 50.5% of the combined company based on March 31, 2026 figures, subject to the final ratio at closing.

Key points

  • Exchange is based on adjusted NAV per share at closing; REFI holders would be expected to own about 50.5% of LIEN based on March 31, 2026 NAVs.
  • REFI's current management agreement with its manager terminates automatically at the BDC election, without termination payment.
  • Closing is expected in the fourth quarter of 2026, subject to stockholder approvals at both companies and regulatory approvals.
  • Chicago Atlantic agreed to fund $2.0 million of REFI's transaction-related expenses at or immediately before closing.

The filing

CompanyChicago Atlantic Real Estate Finance, Inc. (REFI)
Form8-K, current report
Filed with the SECJun 18, 2026, 7:30 AM ET
Accession number0001213900-26-069861

Items reported: 1.01 Material Definitive Agreement7.01 Regulation FD Disclosure

Read the filing on SEC.gov ↗

Written by AI on Nov 9, 2026, 11:44 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on June 18, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.