Every 8-K that Chicago Atlantic Real Estate Finance, Inc. (REFI) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow REFI and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full REFI filings page.
Chicago Atlantic Real Estate Finance, Inc. reported second-quarter 2026 results with net interest income of $12.8 million, down from $14.4 million a year earlier, and net income of $7.5 million ($0.34 diluted EPS), compared with $8.9 million ($0.41) in second-quarter 2025. Non-GAAP Distributable Earnings were $9.3 million, or $0.43 per diluted share, versus $10.9 million, or $0.51, a year earlier. Total loan principal outstanding increased to $453.1 million, supported by $59.2 million of gross originations in the quarter, while the portfolio’s gross unlevered weighted average yield to maturity was 15.8%. The balance sheet showed total assets of $461.7 million, stockholders’ equity of $301.6 million, and a debt/equity ratio of 46.6%, with a current expected credit loss reserve of $9.4 million. The company continues to focus on senior secured lending to state-licensed cannabis operators and highlighted ongoing work toward completing its previously announced all-stock merger with Chicago Atlantic BDC, Inc., for which a Form N-14 registration statement, including a joint proxy statement/prospectus, has been filed.
Chicago Atlantic Real Estate Finance, Inc. entered into a Loan Agreement with Koach entities under which it issued 4,306,754 common shares at $14.53 per share in a private placement in exchange for approximately $62.5 million of second-lien promissory notes secured by 32 cannabis retail and related properties. The new shares represent about 16.8% of common stock outstanding immediately after the issuance. The Koach Notes bear interest at 12.0% annually, comprised of 10.0% cash and 2.0% payment-in-kind, have an aggregate weighted average maturity of approximately 12 years, and carry an exit fee equal to 2.5x the commitment amount of each note; they are subordinated to about $39 million of senior first-lien indebtedness. Koach investors agreed to a lock-up on the stock for 3 months for 20% of the shares and 6 months for the remaining 80%. The share issuance and note acquisition are permitted under a previously signed merger agreement with Chicago Atlantic BDC, Inc., and will be included in the inputs used to determine the merger exchange ratio.
Chicago Atlantic Real Estate Finance, Inc. is entering into an all-stock merger with Chicago Atlantic BDC, Inc. (LIEN). REFI will first elect business development company (BDC) status, then merge into LIEN in a tax-efficient reorganization intended to qualify under Section 368(a) of the Code.
REFI shareholders will receive LIEN shares based on an exchange ratio set by each company’s net asset value per share shortly before closing. Based on March 31, 2026 net asset values, former REFI holders would own about 50.5% of LIEN, creating a combined BDC with an estimated $771 million loan portfolio and a 16.7% trailing twelve-month realized gross yield.
Boards and special committees of both companies unanimously approved the deal and obtained a fairness opinion on the exchange ratio. Closing, targeted for the fourth quarter of 2026, requires multiple stockholder approvals, SEC effectiveness of a Form N-14, BDC election, regulatory consents, and other customary conditions. Support agreements already cover approximately 4.8% of REFI shares and 12.9% of LIEN shares.
Chicago Atlantic Real Estate Finance, Inc. reported the results of its Annual Meeting of Shareholders held on June 11, 2026. Shareholders voted on the election of directors and one additional proposal.
Director nominees received between 4,569,882 and 6,397,600 votes "For," with broker non-votes of 6,649,322 shown for each nominee. A separate proposal received 12,995,674 votes "For," 72,645 "Against," and 94,847 "Abstain," with no broker non-votes reported.
Chicago Atlantic Real Estate Finance reported first quarter 2026 results showing steady cash generation but lower GAAP earnings. Net interest income was $13.1M, roughly in line with a year ago, while net income declined to $4.8M from $10.0M as the company recorded a $3.8M provision for current expected credit losses versus a prior-year benefit.
Distributable Earnings, the firm’s key non-GAAP metric, were $9.8M, or $0.47 per basic share, matching the prior year on a per-share basis. Regular dividends declared were also $0.47 per share, essentially fully covered by Distributable Earnings.
The loan portfolio remained active, with total loan principal outstanding of $413.6M and a gross unlevered weighted average yield to maturity of 15.8%. Book value per share was $14.39 and the debt/equity ratio rose to 38.4%, reflecting increased use of the revolving loan. Management highlighted full rate protection across the portfolio and viewed recent U.S. cannabis policy moves, including federal rescheduling of medical cannabis, as supportive for borrower credit profiles over time.
Chicago Atlantic Real Estate Finance, Inc. reported solid fourth-quarter and full-year 2025 results as a commercial mortgage REIT focused on state-licensed cannabis operators. For Q4 2025, net interest income was $14.2M and net income was $8.2M, or $0.38 per diluted share. Quarterly distributable earnings were $9.3M, or $0.43 per diluted share, supporting regular dividends of $0.47 per share.
For the year ended December 31, 2025, net interest income was $55.4M and diluted net income was $36.0M, or $1.68 per share. Full-year distributable earnings totaled $40.4M, or $1.88 per diluted share, against regular dividends declared of $41.4M, also $1.88 per share.
At year-end 2025, total loan principal outstanding was $411.1M across 26 portfolio companies, with a gross unlevered weighted average yield to maturity of 16.3%. The portfolio showed a loan-to-enterprise-value ratio of 44.2% and real estate collateral coverage of 1.2x. The debt/equity ratio was 32.0%, and book value per share was $14.60. Management highlighted a near-term investment pipeline of $616M and emphasized that over 90% of the portfolio is insulated from further interest rate declines through fixed rates or rate floors.
Chicago Atlantic Real Estate Finance (REFI) furnished an update on its quarterly performance. The company announced that a press release covering financial results for the third quarter ended September 30, 2025 is available as Exhibit 99.1, and an earnings supplemental presentation is available as Exhibit 99.2.
The presentation supports a conference call scheduled for November 4, 2025 at 9:00 a.m. Eastern. Both exhibits are furnished, not filed, and the presentation is also posted on the company’s Investor Relations website.
Chicago Atlantic Real Estate Finance, Inc. (Nasdaq: REFI) filed a Form 8-K disclosing the results of its 13 June 2025 Annual Meeting. The only business conducted was Item 5.07 (submission of matters to a vote of security holders).
Board elections: Shareholders re-elected all seven directors to serve until the 2026 meeting. Most nominees received near-unanimous support, but voting patterns were uneven:
- Anthony Cappell and Peter Sack each received roughly 8.52 million “FOR” votes and less than 1% withheld.
- Elizabeth Stavola secured 8.54 million “FOR” votes with 0.7% withheld.
- John Mazarakis saw 12.4% withheld (1.06 million) against 7.54 million “FOR”.
- Brandon Konigsberg and Michael L. Steiner each faced about 20% withheld (≈1.72 million) on 6.88 million “FOR”.
- Jason Papastavrou recorded the lowest support, with 3.62 million votes withheld—approximately 42% of the 8.60 million shares voted on his seat.
Broker non-votes totaled 5.48 million for every director, meaning 39% of outstanding shares were not entitled to vote on the election proposal.
Auditor ratification: BDO USA, P.C. was confirmed as independent registered public accounting firm for fiscal 2025 with 13.95 million votes “FOR” (99.1%), 36 k “AGAINST” and 99 k abstentions. No broker non-votes were recorded on this item.
No other matters, financial statements, or major transactions were presented. The filing therefore has limited operational impact, but the elevated withhold percentages against certain directors may signal shareholder governance concerns that the company could need to address ahead of next year’s meeting.