| TABLE OF CONTENTS |
|---|
| PAGE NO. |
|---|
| PART I · FINANCIAL INFORMATION |
|---|
| Item 1 | Financial Statements (unaudited) | 5 |
|---|
| Statements of Assets and Liabilities | 5 |
| Statements of Operations | 6 |
| Statements of Changes in Net Assets | 7 |
| Statements of Cash Flows | 9 |
| Schedule of Investments | 10 |
| Notes to Financial Statements | 12 |
| Item 2 | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 29 |
|---|
| Item 3 | Quantitative and Qualitative Disclosures About Market Risk | 44 |
|---|
| Item 4 | Controls and Procedures | 46 |
|---|
| PART II | OTHER INFORMATION | |
|---|
| Item 1 | Legal Proceedings | 46 |
|---|
| Item 1A | Risk Factors | 46 |
|---|
| Item 2 | Unregistered Sales of Equity Securities and Use of Proceeds | 46 |
|---|
| Item 3 | Defaults Upon Senior Securities | 46 |
|---|
| Item 4 | Mine Safety Disclosures | 46 |
|---|
| Item 5 | Other Information | 46 |
|---|
| Item 6 | Exhibits | 46 |
|---|
| SIGNATURES | 48 | |
|---|
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Except where the context suggests otherwise, the terms “we,” “us,” “our,” “the Company,” and “LIEN” refer to Chicago Atlantic BDC, Inc. In addition, the terms “Adviser,” “investment adviser” and “administrator” refer to Chicago Atlantic BDC Advisers, LLC, our external investment adviser and administrator.
Some of the statements in this quarterly report on Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. The forward-looking statements contained in this quarterly report on Form 10-Q may include statements as to:
| • | our future operating results and distribution projections; |
|---|
| • | the ability of Chicago Atlantic BDC Advisers, LLC (“Adviser”) to attract and retain highly talented professionals; |
|---|
| • | our business prospects and the prospects of our portfolio companies; |
|---|
| • | the impact of interest and inflation rates on our business prospects and the prospects of our portfolio companies; |
|---|
| • | the impact of the investments that we expect to make; |
|---|
| • | the ability of our portfolio companies to achieve their objectives; |
|---|
| • | our expected financings and investments and the timing of our investments in our initial portfolio; |
|---|
| • | changes in regulation impacting the cannabis industry; |
|---|
| • | the adequacy of our cash resources and working capital; |
|---|
| • | the current and future effects of the COVID-19 pandemic on us and our portfolio companies; |
|---|
| • | the timing of cash flows, if any, from the operations of our portfolio companies; and |
|---|
| • | the ability to realize benefits anticipated by the Loan Portfolio Acquisition (as defined below). See “Note 12 – Subsequent Events” in the notes to the financial statements included with this quarterly report on Form 10-Q for further information regarding the Loan Portfolio Acquisition. |
|---|
In addition, words such as “anticipate,” “believe,” “expect,” “seek,” “plan,” “should,” “estimate,” “project” and “intend” indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Item 1A. Risk Factors” in our annual report on Form 10-K for the fiscal year ended December 31, 2023 and elsewhere in this quarterly report on Form 10-Q. Other factors that could cause actual results to differ materially include:
| • | our limited operating history; |
|---|
| • | changes or potential disruptions in our operations, the economy, financial markets or political environment; |
|---|
| • | risks associated with possible disruption in our operations or the economy generally due to terrorism, natural disasters, the Russia-Ukraine war, or the Israel-Hamas war and the potential for volatility in energy prices and other commodities and their impact on the industries in which we invest; |
|---|
| • | the impact of information technology system failures, data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks; |
|---|
| • | future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities) and conditions in our operating areas, particularly with respect to business development companies (“BDCs”) or regulated investment companies (“RICs”); and |
|---|
| • | other considerations that may be disclosed from time to time in our publicly disseminated documents and filings. |
|---|
We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report on Form 10-Q, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. The forward-looking statements contained in this quarterly report on Form 10-Q are excluded from the safe harbor protection provided by Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
PART I:FINANCIAL INFORMATION
