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180 Degree Capital (TURN) Update / Briefing Transcript
2025-07-15 18:00
Summary of 180 Degree Capital Corp. Shareholder Update Call Company and Industry - **Company**: 180 Degree Capital Corp. - **Industry**: Alternative Asset Management and Private Credit Key Points and Arguments 1. **Business Combination with Mt. Logan Capital**: The call focused on the proposed business combination with Mt. Logan Capital, which is expected to enhance shareholder value and position the company for growth [5][6][19]. 2. **Transformation of Business Model**: The company has transitioned from a venture capital model to an asset-light operating company, which is anticipated to improve valuation metrics based on operating performance rather than net asset value [16][35]. 3. **Financial Performance**: Since leadership changes in 2017, the investment strategy has generated approximately $38.7 million in gains, representing a gross total return of 253% and an internal rate of return (IRR) of 16% [12]. 4. **Reduction of Legacy Assets**: The company successfully transformed its balance sheet from 80% illiquid venture investments to 99% liquid assets and cash, which is expected to attract investors focused on short-term gains [13][14]. 5. **Market Positioning**: The combined entity will manage over $2.4 billion in assets, focusing on the high-growth private credit market, which is seen as an attractive alternative asset class [19][28]. 6. **Shareholder Benefits**: The merger is expected to provide shareholders with quarterly dividends, marking a significant change as they have not received dividends since February 2001 [20][36]. 7. **Valuation and Growth Potential**: The merger is projected to shift the valuation from net asset value to operating metrics, potentially unlocking substantial value for shareholders [16][22]. 8. **Management Team**: The management team from Mt. Logan is highlighted as experienced and capable, with a strong track record in private credit [17][18]. 9. **Strategic Growth Opportunities**: The merger is expected to create synergies, reduce costs, and enhance the ability to pursue both organic and inorganic growth opportunities [33][35]. 10. **Regulatory Process**: The call addressed the lengthy SEC review process, emphasizing compliance and the importance of shareholder engagement during the merger process [40][78]. Other Important but Possibly Overlooked Content 1. **Historical Context**: The company faced significant challenges in 2016, including high annual expenses and a legacy portfolio that negatively impacted net asset value [8][11]. 2. **Shareholder Engagement**: The management emphasized their commitment to transparency and open communication with shareholders throughout the merger process [7][44]. 3. **Activist Investor Response**: The management addressed concerns regarding activist investors and their impact on shareholder value, asserting their focus on long-term growth rather than short-term tactics [37][38]. 4. **Comparison with Peers**: The management provided comparisons with larger asset managers like Apollo and KKR, indicating potential for significant valuation uplift post-merger [62]. This summary encapsulates the key discussions and insights from the shareholder update call, highlighting the strategic direction and anticipated benefits of the proposed business combination.
180 Degree Capital Corp. Notes Filing of Definitive Materials for Proposed Business Combination with Mount Logan Capital and Will Host a Shareholder Call on Tuesday, July 15, 2025, at 1 PM ET
GlobeNewswire News Room· 2025-07-14 11:30
MONTCLAIR, N.J., July 14, 2025 (GLOBE NEWSWIRE) -- 180 Degree Capital Corp. (NASDAQ:TURN) ("180 Degree Capital") today noted the filing of the definitive proxy materials for its proposed merger with Mount Logan Capital Inc. ("Mount Logan") in an all-stock transaction (the "Business Combination") after the market closed on Friday, July 11, 2025. The Board of Directors of 180 Degree Capital (the "Board") has set the date of the Special Meeting for the approval of the Business Combination (the "Business Combin ...
180 Degree Capital Corp. Notes Business and Merger-Related Updates Including:
Globenewswire· 2025-07-10 12:00
Group 1 - 180 Degree Capital Corp. announced a preliminary net asset value (NAV) per share of $4.80 as of June 30, 2025, reflecting an increase of approximately 8.6% from the previous quarter and 3.4% year-to-date [1][4] - The company filed an amended preliminary joint proxy statement with the SEC regarding its proposed all-stock merger with Mount Logan Capital Inc., with a valuation of Mount Logan at approximately $67.4 million [2][6] - A shareholder call is scheduled for the week of July 14, 2025, to discuss Q2 2025 results and the proposed Business Combination [3] Group 2 - The CEO of 180 Degree Capital highlighted a year-to-date net total return of $0.16, or +3.4%, which compares favorably to the +1.1% total return of the Russell Microcap Index [4] - The gross total return of public investments for the first half of 2025 was approximately +16.0%, significantly outperforming the -1.1% total return of the Russell Microcap Index [4] - The company believes there are material value creation opportunities for its holdings leading up to the anticipated close of the Business Combination, pending shareholder and regulatory approvals [4] Group 3 - The proposed Business Combination is viewed as a unique opportunity for future value creation for all shareholders of 180 Degree Capital [4] - The company is close to completing the SEC review process, which will allow it to seek shareholder approval for the Business Combination [4] - 180 Degree Capital focuses on investing in undervalued small publicly traded companies with potential for significant turnarounds through constructive activism [5]
180 Degree Capital Corp. Amends Election of Director Special Meeting Date Pursuant to Shareholder Demand Under New York Business Law
Globenewswire· 2025-06-27 12:00
Core Points - 180 Degree Capital Corp. has rescheduled its special meeting of shareholders for electing directors to September 15, 2025 [1] - The date change follows discussions with shareholders who submitted a demand letter on June 17, 2025, acknowledging the company's focus on minimizing expenses and maximizing net asset value ahead of a proposed merger with Mount Logan Capital Inc. [2] - The company anticipates securing necessary regulatory approvals to hold the special meeting and potentially close the merger before the new meeting date [2] Company Overview - 180 Degree Capital Corp. is a publicly traded closed-end fund that invests in undervalued small publicly traded companies, aiming for significant turnarounds through constructive activism [4] - The company plans to file a proxy statement with the SEC regarding the Director Election Special Meeting and the Business Combination with Mount Logan [5][7] - The merger agreement between 180 Degree Capital and Mount Logan Capital Inc. was established on January 16, 2025, and involves an all-stock transaction [6]
180 Degree Capital Corp. Sets Election of Director Special Meeting Date Pursuant to Shareholder Demand Under New York Business Law
Globenewswire· 2025-06-23 12:30
MONTCLAIR, N.J., June 23, 2025 (GLOBE NEWSWIRE) -- 180 Degree Capital Corp. (NASDAQ:TURN) ("180 Degree Capital") today provides notice to its shareholders of its intent to hold a special meeting of shareholders for the sole purpose of electing directors ("Director Election Special Meeting") on August 18, 2025, as required under New York Business Corporation Law pursuant to the shareholder demand request submitted on June 17, 2025 (the "Demand Letter"), and in lieu of holding an annual meeting of shareholder ...
180 Degree Capital Corp. Provides Process Update on Proposed Merger with Mount Logan Capital Inc.
Globenewswire· 2025-06-05 12:00
Core Viewpoint - 180 Degree Capital Corp. is progressing with its proposed all-stock merger with Mount Logan Capital Inc., with expectations to seek shareholder approval in the third quarter of 2025 [1][3][5] Financial Statements and Regulatory Filings - An amended preliminary proxy statement was filed on May 6, 2025, containing audited financial statements of Mount Logan, converted to U.S. GAAP from IFRS to meet SEC requirements [2] - Yukon Parent, the legal acquirer in the merger, filed an amended registration statement on Form S-4 to register the issuance of shares to shareholders of both companies [2] SEC Review Process - Both the proxy statement and Form S-4 are undergoing the standard SEC review process, with plans to set record and meeting dates for a special shareholder meeting once SEC comments are cleared [3] - The company aims to commence the proxy solicitation process and hold the special meeting for shareholder voting during the third quarter of 2025 [3] Stock Performance and Market Context - Since the announcement of the proposed merger, 180 Degree Capital's common stock price has increased by 5.6%, contrasting with a 4.9% decline in the Russell Microcap Index [4] - The company believes that transitioning to an operating company will establish its net asset value as a price floor rather than a ceiling, which is typical for closed-end funds [4] Shareholder Support and Voting Agreements - Approximately 14% of non-insider shareholders have signed voting agreements or provided non-binding indications of support for the merger [5] - The voting agreement represents the entirety of the agreement related to the Business Combination, with no separate agreements with those providing non-binding support [5] Company Overview - 180 Degree Capital Corp. is a publicly traded closed-end fund focused on investing in undervalued small public companies, aiming for significant turnarounds through constructive activism [6]
180 Degree Capital (TURN) - 2025 Q1 - Earnings Call Presentation
2025-05-27 22:09
Financial Performance - Stock price increased from $3.67 to $3.97, an increase of 8.2%[4] - NAV/Share decreased from $4.64 to $4.42, a decrease of 4.7%[4] - Stock Price/NAV increased from 79% to 90%[4] - Cash + Public and Public-Related Securities decreased from $47.1 million to $45.9 million, a decrease of 2.6%[4] - Public portfolio net value increased by approximately $2.2 million from the prior quarter[4] Portfolio Activity - Largest increases in public portfolio value were in SNCR (+$1.1 million), IVAC (+$0.7 million), and ACNT (+$0.6 million)[4] - Largest decreases in public portfolio value were in LTRX (-$1.1 million) and CVGI (-$0.5 million)[4] - New positions were added in AVNW and MAMA, while positions in BCOV and IVAC were exited[4] - Private portfolio value did not change materially from the prior quarter[4] Expense Management - Total operating expenses decreased by $239,857, or 25%, from Q1 2024 ($944,087) to Q1 2025 ($704,230)[30]
180 Degree Capital Corp. Issues Q1 2025 Shareholder Letter
Globenewswire· 2025-05-19 12:00
MONTCLAIR, N.J., May 19, 2025 (GLOBE NEWSWIRE) -- 180 Degree Capital Corp. (NASDAQ:TURN) today issued the following Q1 2025 Shareholder Letter: Fellow Shareholders, As discussed in our press release issued on April 14, 2025, we ended the first quarter of 2025 with a net asset value per share ("NAV") of $4.42. We are pleased with our performance in Q1 2025, that we believe favorably positions 180 Degree Capital as we continue to make progress on the steps required to complete our proposed Business Combinatio ...
$HAREHOLDER ALERT: The M&A Class Action Firm Continues To Investigate The Merger – PLYA, AZEK, TURN, ICAD
GlobeNewswire News Room· 2025-05-08 22:00
Group 1 - Monteverde & Associates PC is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report and has recovered millions for shareholders [1] - Playa Hotels & Resorts N.V. is proposed to be acquired by Hyatt Hotels Corporation for $13.50 per share in cash, with the tender offer expiring on May 23, 2025 [1] - The AZEK Company Inc. is set to merge with James Hardie Industries plc, where AZEK shareholders will receive $26.45 in cash and 1.0340 ordinary shares of James Hardie per AZEK share [2] - 180 Degree Capital Corp. is merging with Mount Logan Capital Inc., with an estimated post-merger shareholder ownership of approximately 40% for current 180 Degree Capital shareholders [2] - iCAD, Inc. will merge with RadNet, Inc., where iCAD stockholders will receive 0.0677 shares of RadNet common stock for each share of iCAD common stock held [2] Group 2 - Monteverde & Associates PC operates from the Empire State Building and has a successful track record in litigating and recovering money for shareholders [3] - The firm emphasizes that no company, director, or officer is above the law, encouraging shareholders with concerns to seek additional information [4]
180 Degree Capital Corp. Notes Filing of Updated Preliminary Joint Proxy Statement/Prospectus for Proposed Business Combination with Mount Logan Capital Inc.
Globenewswire· 2025-05-06 12:00
MONTCLAIR, N.J., May 06, 2025 (GLOBE NEWSWIRE) -- 180 Degree Capital Corp. (NASDAQ:TURN) ("180 Degree Capital") today noted the filing of an amended preliminary joint proxy statement/prospectus on Schedule 14A with the Securities and Exchange Commission ("SEC") regarding its proposed merger with Mount Logan Capital Inc. ("Mount Logan") in an all-stock transaction (the "Business Combination"). As noted in its original press release issued on January 17, 2025, the surviving entity is expected to be a Delaware ...