Group 1 - 180 Degree Capital Corp's Board of Directors evaluated a non-binding proposal from Source Capital and determined it does not meet the criteria of a TURN Superior Proposal as defined in the Merger Agreement [1] - The Board reaffirms its support for the strategic business combination with Mount Logan Capital, believing it to be in the best interests of all shareholders [2] - The proposed merger is expected to provide unique and value-creating benefits as outlined in a joint investor presentation [2] Group 2 - 180 Degree Capital is a publicly traded closed-end fund focused on investing in undervalued small companies with turnaround potential [3] - The company aims to create value through constructive activism, leading to a significant increase in share price [3] - Mount Logan Capital specializes in alternative asset management and insurance solutions, focusing on public and private debt securities in North America [4] Group 3 - ML Management, a subsidiary of Mount Logan, provides investment management services and is registered with the SEC as an investment adviser [5] - Ability Insurance Company, also part of Mount Logan, reinsures long-term care policies and annuity products [6] - 180 Degree Capital plans to file a proxy statement and registration statement with the SEC in connection with the business combination [8]

Group 1 - Monteverde & Associates PC is investigating 180 Degree Capital Corp. regarding its proposed merger with Mount Logan Capital Inc. [1] - The estimated post-merger shareholder ownership for current 180 Degree Capital shareholders would be approximately 40% [1] - Monteverde & Associates PC has a successful track record in recovering millions of dollars for shareholders and is recognized as a Top 50 Firm by ISS Securities Class Action Services Report [1][2] Group 2 - The firm is headquartered in the Empire State Building in New York City [1][2] - Monteverde & Associates PC is a national class action securities firm with experience in trial and appellate courts, including the U.S. Supreme Court [2] - The firm encourages shareholders with concerns to contact them for additional information free of charge [3]

Core Viewpoint - 180 Degree Capital Corp. has received a press release and nomination notice from Marlton Partners L.P. and intends to address inaccuracies in the release while focusing on maximizing shareholder value [1][2]. Company Overview - 180 Degree Capital Corp. is a publicly traded registered closed-end fund that invests in undervalued small publicly traded companies, aiming for significant turnarounds through constructive activism [3]. Proxy Solicitation - The company plans to file a proxy statement with the SEC regarding its solicitation of proxies for the 2025 Annual Meeting of Shareholders, urging investors to read the proxy statement and related documents carefully [4]. Participant Information - The company, along with its directors and executive officers, will participate in the proxy solicitation for the 2025 Annual Meeting, with relevant information available in its filings with the SEC [5].

Core Viewpoint - Marlton Partners L.P. is advocating for significant changes in the governance of 180 Degree Capital Corp. due to the company's underperformance and persistent discount to net asset value (NAV) since Kevin Rendino took over as Chair and CEO in 2017 [1][2][3] Performance Metrics - Since 2017, 180 Degree Capital's net asset value has decreased by 37.3%, while its benchmarks, including the Russell Microcap, Russell Microcap Value, and Russell 2000 Indices, have increased by 59.2%, 70.5%, and 82.1% respectively [1][2] - As of November 2024, the fund's discount to NAV was at -26%, which translates to over $12.5 million in potential value for shareholders if eliminated [1][2] Shareholder Engagement - Marlton Partners first engaged with 180 Degree Capital in October 2023, proposing a Discount Management Program to address the NAV discount, but received an evasive response from the company [1][2] - A request for a meeting with the Lead Independent Director was ignored, highlighting a lack of engagement from the board [2][11] Governance Issues - The current board has not demonstrated accountability, with no independent director purchasing stock in over six years, except for a minor purchase by one director [2][11] - Marlton Partners is nominating three new director candidates to replace long-serving directors who have overseen the company's decline [12][13] Proposed Solutions - Marlton recommends implementing a formal proposal to provide shareholders an exit at NAV, which could include distributing publicly traded securities as a dividend in-kind [8][9] - The firm emphasizes the need for a binding commitment from management to return capital to shareholders at NAV [10][14]

Core Insights - 180 Degree Capital Corp. reported an average discount of approximately 21% between its estimated daily net asset value (NAV) per share and its daily closing stock price for November 2024, and 20% year-to-date through the end of November 2024, with a specific discount of 26% noted on November 29, 2024 [1][2] Discount Management Program - The Board of Directors has established two measurement periods from January 1, 2024, to December 31, 2024, and from January 1, 2025, to June 30, 2025, to evaluate the average discount between NAV and stock price [2] - If the average daily discount exceeds 12% during these periods, the Board will consider options such as expanding the stock buyback program up to $5 million, cash distributions, or other strategic alternatives [2] Performance Highlights - In November 2024, the NAV increased by approximately 26%, driven by the successful sale of Brightcove, Inc. for about $233 million, translating to $4.45 per share, compared to a cost basis of $2.55 per share [3] - The company actively managed its portfolio, increasing positions on weakness and monetizing its stake in Quantum Corporation, which saw a price surge from $2.96 to $21.77 per share [3] - The management and Board hold a 12.7% ownership position, indicating alignment of interests in driving stock price increases and shareholder value [3] Historical Performance - Since its inception in 2017 through November 30, 2024, the gross total return on public portfolio holdings was approximately +212%, significantly outperforming the Russell Microcap Index, which had a total return of +79% [3] - The decline in NAV of approximately 31% over the same period was primarily due to decreases in the legacy private portfolio, while public market performance has been the main source of value creation [3] Company Overview - 180 Degree Capital Corp. is a publicly traded closed-end fund focused on investing in undervalued small publicly traded companies, aiming for significant turnarounds through constructive activism [4]

MONTCLAIR, N.J., Sept. 03, 2024 (GLOBE NEWSWIRE) -- 180 Degree Capital Corp. ("180 Degree Capital") (NASDAQ: TURN), noted today that the average discount between its estimated daily net asset value per share ("NAV") and its daily closing stock price during August 2024 and year-to-date through the end of August 2024, were approximately 21% and 19%, respectively.1 This discount was approximately 25% on August 30, 2024, the last day of trading in the month. As previously disclosed in a press release on Novembe ...

180 Degree Capital Corp. is a publicly traded registered closed-end fund focused on investing in and providing value-added assistance through constructive activism to what we believe are substantially undervalued small, publicly traded companies that have potential for significant turnarounds. Our goal is that the result of our constructive activism leads to a reversal in direction for the share price of these investee companies, i.e., a 180- degree turn. Detailed information about 180 and its holdings can ...

As previously disclosed in a press release on November 13, 2023, 180 Degree Capital's Board of Directors has set two measurement periods of 1) January 1, 2024 to December 31, 2024, and 2) January 1, 2025 to June 30, 2025, in which it will evaluate the average discount between TURN's estimated daily NAV and its closing stock price pursuant to a Discount Management Program. Should TURN's common stock trade at an average daily discount to NAV of more than 12% during either of these measurement periods, 180 Deg ...

"This transaction is a great example of what 180 Degree Capital means by constructive activism," added Daniel B. Wolfe, President of 180 Degree Capital. "Since our original investment in 2021, we developed a strong relationship with the impressive management team of SNCR. We welcomed the opportunity to join SNCR's Board of Directors in December 2023 when SNCR's common stock was trading at $4.66 because we believed that our complementary skill sets could help unlock value for all stakeholders of SNCR. We als ...

For over two years we have sent SCOR's Board a series of private and public letters that include a myriad of recommendations we believe it could take to maximize value for all of SCOR's stakeholders. Recently, we have stayed mostly silent as we were hopeful the nomination of Matt to join SCOR's Board was an indication that it takes its governance role seriously and that it would finally take action on other pressing items. After all, representatives of SCOR's Board with whom we have spoken with, primarily i ...