Core Insights - Mount Logan Capital Inc. commenced trading on the Nasdaq Capital Market on September 15, 2025, following the successful closing of its all-stock Business Combination with 180 Degree Capital Corp. on September 12, 2025 [1][2] Company Overview - Mount Logan Capital Inc. focuses on alternative asset management and insurance solutions, primarily dealing with public and private debt securities in the North American market and reinsurance of annuity products through its subsidiaries [3] - The company actively sources, evaluates, underwrites, manages, and invests in loans, debt securities, and other credit-oriented instruments that offer attractive risk-adjusted returns with low risk of principal impairment [3] Business Structure - ML Management, established in 2020, provides investment management services to various investment funds and acts as a collateral manager for collateralized loan obligations [4] - Ability Insurance Company, acquired by Mount Logan in the fourth quarter of fiscal year 2021, is a reinsurer of long-term care policies and annuity products but is no longer insuring new long-term care risks [5]

Core Viewpoint - Marlton Partners L.P. asserts that the revised terms of the business combination between 180 Degree Capital Corp. and Mount Logan Capital Inc. validate the shareholder value by delivering 110% of Net Asset Value (NAV) to TURN shareholders [2][3]. Group 1: Transaction Details - The business combination was completed under revised terms on September 12, 2025, which were influenced by Marlton's pressure on management [1][2]. - The revised terms include a 60-day tender offer, providing TURN shareholders with a near-term opportunity for partial liquidity [3]. Group 2: Shareholder Value and Performance - Marlton emphasizes the importance of delivering a premium to NAV, which has been a focal point since the deal's announcement in January [3]. - Since Marlton nominated directors on December 17, 2024, TURN's share price has increased by 35.5%, outperforming the S&P 500's 8.8% and the Russell 2000's 2.78% [4]. Group 3: Company Background - Marlton Partners L.P. is a Chicago-based investment firm with a focus on closed-end funds and enhancing long-term value through active ownership [5].

Core Points - The merger between Mount Logan Capital Inc. and 180 Degree Capital Corp. has successfully closed, creating a new entity expected to trade on NASDAQ under the symbol "MLCI" starting September 15, 2025 [1][2] - The closing merger value is approximately US$122.7 million, translating to a price per share of US$9.43 for MLCI [1][2] - Shareholders of Mount Logan and 180 Degree Capital will own approximately 56.4% and 43.6% of the combined company, respectively, with around 13 million shares of New Mount Logan common stock outstanding post-merger [1][2] Company Overview - New Mount Logan will focus on alternative asset management and insurance solutions, particularly in public and private debt securities in the North American market [5] - The company will also engage in the reinsurance of annuity products through its subsidiaries, Mount Logan Management LLC and Ability Insurance Company [5][6] - Mount Logan Management provides investment management services to various investment funds and acts as a collateral manager for collateralized loan obligations [6] Future Plans - New Mount Logan plans to launch a tender offer for up to US$15 million of its shares at a price per share equal to the implied closing price of US$9.43, with additional stock repurchases expected to total US$25 million over the next 24 months [2] - The liquidity programs will be conducted through various methods, including open market purchases and privately negotiated transactions [2]

Core Viewpoint - 180 Degree Capital Corp. has successfully approved its all-stock merger with Mount Logan Capital Inc. during a special meeting of shareholders, indicating a significant step towards the completion of the business combination [1][2]. Voting Results - A total of 10,000,141 shares were entitled to vote, with 6,989,936 votes in favor of the Business Combination Proposal, representing 87.0% of the votes cast [2]. - The Deregistration Proposal received 7,006,449 votes in favor, accounting for 87.2% of the votes cast [2]. - The New Mount Logan Equity Incentive Plan Proposal was approved with 6,647,438 votes for, which is 82.8% of the votes cast [2]. Company Overview - 180 Degree Capital Corp. is a publicly traded registered closed-end fund that focuses on investing in undervalued small publicly traded companies, aiming for significant turnarounds through constructive activism [3].

Core Viewpoint - The proposed business combination between 180 Degree Capital and Mount Logan has been amended to provide shareholders of 180 Degree Capital with shares of the new entity, New Mount Logan, valued at 110% of 180 Degree Capital's Net Asset Value (NAV) at closing, an increase from the previous 100% [1] Summary by Sections Business Combination Details - New Mount Logan, along with its management and affiliates, will provide a total of US$25 million for shareholder liquidity, with US$15 million expected to be launched within 60 days post-closing and the remaining US$10 million staged over 24 months [1][2] - The Liquidity Programs will be executed at or above the Closing Merger Value, which is currently a premium of at least 17% to 180 Degree Capital's closing price of approximately US$4.42 on August 15, 2025 [2] - Nearly 63% of outstanding shares of 180 Degree Capital have voted in favor of the business combination, representing about 95% of votes cast, indicating strong shareholder support [1][4] Management Commitments - Management teams from both companies, along with affiliated insiders, will not participate in the Liquidity Programs, reinforcing their confidence in the long-term outlook of New Mount Logan [3] - The commitment to quarterly cash dividends, subject to board approval, aligns with Mount Logan's historical performance of paying dividends for the past 24 quarters [1] Strategic Outlook - The merger aims to create a new U.S.-exchange-listed alternative asset management and insurance solutions platform designed for growth, with a focus on scalable growth through an asset-light, fee-based revenue model [4] - The management expresses optimism about the value creation potential of the combined companies and the strategic and financial merits of the deal [4][5]

Core Viewpoint - The proposed business combination between 180 Degree Capital and Mount Logan has been amended to provide shareholders of 180 Degree Capital with shares of the new entity, New Mount Logan, valued at 110% of 180 Degree Capital's Net Asset Value (NAV) at closing, an increase from the previous 100% [1] Summary by Sections Business Combination Details - New Mount Logan, along with its management and affiliates, will provide a total of US$25 million for shareholder liquidity, with US$15 million expected to be launched within 60 days post-closing and the remaining US$10 million staged over 24 months [1][2] - The Liquidity Programs will be based on the Closing Merger Value, which includes a price per share that is anticipated to be at least 17% above 180 Degree Capital's closing price of approximately US$4.42 on August 15, 2025 [2] - Nearly 63% of outstanding shares of 180 Degree Capital have already voted in favor of the business combination, representing about 95% of votes cast, indicating strong shareholder support [1][5] Management Commitments - Management teams from both companies, along with the New Mount Logan board, have committed not to participate in the Liquidity Programs, reinforcing their confidence in the long-term outlook of New Mount Logan [3] - The management emphasizes the potential for value creation through the combined companies and the strategic merits of the transaction [4] Future Outlook - The combined entity is expected to pay quarterly cash dividends, subject to board approval, continuing a trend established by Mount Logan over the past 24 quarters [1] - The business combination aims to create a new U.S.-exchange-listed alternative asset management and insurance solutions platform designed for growth [1][4]

Core Viewpoint - Marlton Partners L.P. has filed a preliminary proxy statement to solicit votes for the election of four independent director candidates at 180 Degree Capital Corp.'s upcoming Special Meeting of Shareholders on September 15, 2025 [1][5]. Group 1: Proxy Statement and Election - Marlton Partners, owning approximately 5.8% of 180 Degree Capital Corp.'s outstanding stock, is advocating for the election of James C. Elbaor, Gabriel Gliksberg, Aaron Morris, and Andrew Greenberg as directors [1][5]. - The proxy statement aims to provide shareholders with an opportunity to influence the governance of the company, emphasizing the importance of strong governance and respect for shareholder capital [2][5]. Group 2: Company Background - Marlton Partners L.P. is a Chicago-based investment firm with a focus on enhancing long-term value through active ownership in closed-end funds and other assets [3]. - The firm is led by James C. Elbaor, who holds degrees from New York University and Columbia University [3]. Group 3: Shareholder Information - As of the date of the announcement, Marlton Partners beneficially owns 174,867 shares of common stock in 180 Degree Capital Corp., while other participants collectively own 583,403 shares [8]. - The participants in the proxy solicitation include Marlton Partners, Marlton, LLC, and the nominated directors, among others [7].

Core Viewpoint - The proposed business combination between 180 Degree Capital and Mount Logan Capital is receiving strong support from shareholders, with over 57% of outstanding shares of 180 Degree Capital voting in favor as of August 14, 2025 [1][2][3] Group 1: Shareholder Support - As of August 14, 2025, more than 90% of the approximately 63% of outstanding shares of 180 Degree Capital voted in favor of the business combination [1] - In excess of 50% of the outstanding shares of 180 Degree Capital have been voted in favor of all other proposals scheduled for the special shareholder meeting on August 22, 2025 [1] - Mount Logan has received proxies representing votes exceeding the required thresholds to approve the resolutions necessary for the business combination [1] Group 2: Management Statements - Kevin Rendino, CEO of 180 Degree Capital, expressed encouragement regarding the strong shareholder support and emphasized the importance of collaborative work with Mount Logan for value realization [3] - Ted Goldthorpe, CEO of Mount Logan, highlighted the confidence in the business logic of the combination and the focus on long-term value creation [3] Group 3: Upcoming Meetings - Special meetings for shareholders of both 180 Degree Capital and Mount Logan to approve the proposed business combination are scheduled for August 22, 2025 [3] - Shareholders are encouraged to access the joint proxy statement and prospectus for detailed voting instructions [3]

Core Viewpoint - The proposed business combination between 180 Degree Capital and Mount Logan Capital is receiving strong support from shareholders, with over 57% of 180 Degree Capital's outstanding shares voted in favor as of August 14, 2025 [1][2][3] Company Updates - 180 Degree Capital is actively engaging in dialogue with its shareholders regarding the proposed business combination, indicating confidence in achieving the required vote thresholds [2][3] - The special meetings for shareholders of both companies to approve the business combination are scheduled for August 22, 2025 [3] Management Statements - Kevin Rendino, CEO of 180 Degree Capital, expressed encouragement regarding shareholder support and emphasized the importance of proper structure and governance for the combined company [3] - Ted Goldthorpe, CEO of Mount Logan, highlighted the confidence in the business logic of the combination and the focus on long-term value creation [3] Company Profiles - 180 Degree Capital Corp. is a publicly traded closed-end fund that invests in undervalued small publicly traded companies, aiming for significant turnarounds [5] - Mount Logan Capital Inc. specializes in alternative asset management and insurance solutions, focusing on public and private debt securities in North America [7]

Core Insights - Mount Logan Capital Inc. declared a quarterly distribution of C$0.02 per common share for Q3 2025, marking the twenty-fourth consecutive quarter of shareholder distributions [1] - The asset management segment generated $8.4 million in Fee Related Earnings (FRE) for the trailing twelve months ended June 30, 2025, reflecting a 28% increase year-over-year [1][4] - The company reported a Spread Related Earnings (SRE) of $4.6 million for the trailing twelve months ended June 30, 2025, down from $11.6 million in the previous year, primarily due to increased cost of funds [1][30] - A special meeting of shareholders is scheduled for August 22, 2025, to consider resolutions related to the proposed business combination with 180 Degree Capital [1][8] Financial Performance - Total revenue for the asset management segment was $4.5 million for Q2 2025, a 34% increase compared to Q2 2024 [4] - The insurance segment reported total net investment income of $20.6 million for Q2 2025, a decrease of 12% from the same quarter in 2024 [4] - The yield on the insurance investment portfolio was 7.2% for Q2 2025, with a slightly higher yield of 7.4% when excluding funds withheld under reinsurance contracts [4] - The book value of the insurance segment as of June 30, 2025, was $88.5 million, a slight decrease from $88.8 million in the previous year [4] Business Combination and Strategic Initiatives - Mount Logan filed definitive proxy materials for the proposed business combination with 180 Degree Capital, which is expected to enhance growth across fee and spread-related earnings [1][6] - The merger is anticipated to facilitate a U.S. NASDAQ listing, broadening the investor base and improving trading liquidity [6][8] Shareholder Information - The declared cash dividend of C$0.02 per common share is payable on August 25, 2025, to shareholders of record as of August 19, 2025 [1][8] - Approximately 26% of Mount Logan's outstanding shares and 20% of 180 Degree Capital's outstanding shares have signed voting agreements in support of the business combination [8] Liquidity and Capital Resources - As of June 30, 2025, total capital of the company was $142.0 million, a decrease of $8.3 million compared to December 31, 2024 [9] - The company reported working capital of $238.2 million as of June 30, 2025, reflecting an increase from $231.2 million at the end of 2024 [34]