Mount Logan Capital Inc. Announces Final Results of Tender Offer

Rhea-AI Summary

Mount Logan Capital (Nasdaq: MLCI) announced final results of its tender offer to repurchase up to $15 million of common stock at $9.43 per share.

The offer expired February 2, 2026; the company accepted 1,590,601 shares pro rata for an aggregate cost of approximately $15 million, representing about 12% of outstanding common stock. Payment and return of non‑purchased shares will occur promptly, net of withholding taxes.

Positive

• Repurchased 1,590,601 shares at $9.43 per share (~$15M)
• Buyback equals ~12% of outstanding common stock, reducing share count materially
• Tender offer fully subscribed and allocated on a pro rata basis

Negative

• Immediate cash outflow of approximately $15 million, reducing liquidity available to the company
• Pro rata acceptance may leave many tendering shareholders partially unmet, limiting immediate shareholder liquidity

Key Figures

Tender offer size: $15 million Tender price: $9.43 per share Shares repurchased: 1,590,601 shares +2 more

5 metrics

Tender offer size $15 million Cash offer to repurchase common stock

Tender price $9.43 per share Fixed price for self-tender offer

Shares repurchased 1,590,601 shares Common stock accepted for payment in tender

Equity retired 12% of shares Portion of common stock outstanding as of Feb 2, 2026

Par value $0.001 per share Par value of Mount Logan common stock

Market Reality Check

Price: $6.86 Vol: Volume 93,485 is about 1....

normal vol

$6.86 Last Close

Volume Volume 93,485 is about 1.13x the 20-day average of 82,948. normal

Technical Price at $6.93 is trading below the $7.90 200-day moving average.

Historical Context

5 past events · Latest: Jan 16 (Neutral)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 16	Debt offering priced	Neutral	-1.4%	Priced $40M of 8.00% senior unsecured notes due 2031.
Jan 14	Debt offering launched	Neutral	+1.6%	Announced registered underwritten public offering of senior unsecured notes.
Dec 29	Tender offer commenced	Positive	-0.5%	Commenced self-tender to buy up to $15M of stock at $9.43.
Dec 11	Tender plan signaled	Positive	+8.3%	Initiated steps toward a $15M tender at a premium to market.
Dec 02	Conference participation	Neutral	+1.6%	Announced participation in the Northland Capital Markets Growth Conference.

Pattern Detected

Tender-offer-related announcements have sometimes seen price moves that diverge from their seemingly supportive tone, while other corporate updates have produced modest, directionally aligned reactions.

Recent Company History

Over the past few months, Mount Logan announced plans for a $15 million self-tender, then formally commenced the offer to repurchase about 12% of outstanding shares at $9.43. Earlier disclosures detailed a $40 million senior notes offering due 2031, aimed largely at refinancing credit facility borrowings. Conference participation and tender-offer preparations in December 2025 drew generally modest positive price responses, while the commencement of the tender saw a slight negative reaction. Today’s final tender results complete that previously signaled capital return step.

Market Pulse Summary

This announcement finalizes Mount Logan’s previously signaled $15 million self‑tender, confirming th...

Analysis

This announcement finalizes Mount Logan’s previously signaled $15 million self‑tender, confirming that about 1,590,601 shares, or roughly 12% of the common stock, were repurchased at $9.43 per share on a pro rata basis. It caps a sequence of tender‑related disclosures alongside a recent $40 million senior notes issuance. Investors may watch how the reduced share count, higher debt load, and future capital allocation updates shape per‑share metrics and overall valuation.

Key Terms

tender offer, par value, pro rata, dealer manager, +3 more

7 terms

tender offer financial

"announced today the final results of its offer to purchase for cash..."

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

par value financial

"shares of common stock, $0.001 par value, at a fixed price..."

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

pro rata financial

"The Company accepted the shares on a pro rata basis."

Pro rata means dividing or distributing something proportionally based on a specific factor, such as ownership or contribution. For example, if an investor owns 10% of a company, they would receive 10% of any dividends or benefits allocated. This approach ensures everyone gets their fair share relative to their stake or input, helping investors understand how benefits, costs, or responsibilities are fairly shared.

dealer manager financial

"Ladenburg Thalmann & Co. Inc. served as the Dealer Manager for the Tender Offer."

A dealer manager is a financial firm — often a broker-dealer or investment bank — that organizes, markets and coordinates the sale of a new securities offering (such as bonds or structured products) to other brokers and investors. Think of it as the project manager and sales team for the deal: its pricing choices, marketing reach and allocation decisions influence how widely the issue is distributed, how competitively it is priced, and how easy it is for investors to buy or sell afterward.

information agent financial

"Alliance Advisors, LLC served as Information Agent for the Tender Offer."

An information agent is a person, team, or third-party service designated to collect, verify and distribute a company’s important announcements, filings or notices to regulators, shareholders and the public. Think of it as the company’s official mailroom and translator combined—responsible for making sure the right facts get to the right people quickly and accurately; investors watch who serves this role because mistakes or delays can affect compliance, market reaction and trust.

depositary financial

"Odyssey Transfer and Trust Company served as the Depositary for the Tender Offer."

A depositary is a financial institution that holds and safeguards financial assets, such as stocks or bonds, on behalf of investors. It ensures that ownership records are accurate and that transactions are processed securely. For investors, a depositary provides a trustworthy way to manage their investments, similar to a secure vault that keeps valuables safe and organized.

withholding taxes financial

"will occur promptly (less applicable withholding taxes and without interest)."

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

AI-generated analysis. Not financial advice.

NEW YORK, Feb. 06, 2026 (GLOBE NEWSWIRE) -- Mount Logan Capital Inc. (Nasdaq: MLCI) (“Mount Logan” or the “Company”) announced today the final results of its offer to purchase for cash up to $15 million of its shares of common stock, $0.001 par value, at a fixed price of $9.43 per share (the “Tender Offer”). The Tender Offer expired at 5:00 p.m., New York City time, on February 2, 2026 (the “Expiration Time”).

The Tender Offer was oversubscribed. In accordance with the terms and conditions of the Tender Offer and based on the final count by Odyssey Transfer and Trust Company, the Depositary for the Offer, the Company accepted for payment an aggregate 1,590,601 shares of the Company’s common stock, adjusted to avoid the purchase of fractional shares and in accordance with the conditional tender procedures, properly tendered and not properly withdrawn before the Expiration Time, at a purchase price of $9.43 per share, for an aggregate cost of approximately $15 million, excluding fees and expenses relating to the Tender Offer. The Company accepted the shares on a pro rata basis. The shares purchased represent approximately 12% of the Company’s common stock issued and outstanding as of February 2, 2026. Payment for the shares accepted for purchase pursuant to the Tender Offer, and the return of all other shares tendered and not purchased, will occur promptly (less applicable withholding taxes and without interest).

Ladenburg Thalmann & Co. Inc. served as the Dealer Manager for the Tender Offer. Alliance Advisors, LLC served as Information Agent for the Tender Offer. Odyssey Transfer and Trust Company served as the Depositary for the Tender Offer.

The Tender Offer was conducted pursuant to the Tender Offer materials previously distributed to shareholders and filed with the SEC.

Shareholders who have questions or would like additional information about the Tender Offer may contact the information agent for the Tender Offer, Alliance Advisors, LLC, at (855) 206-1845, Email: MLCI@allianceadvisors.com.

About Mount Logan Capital Inc.

Mount Logan Capital Inc. is an integrated alternative asset management and insurance solutions firm focused on generating durable, fee-based revenue and long-term value creation. The Company leverages differentiated investment strategies alongside permanent insurance capital to deliver attractive, risk-adjusted returns across market cycles.

Through its subsidiaries, Mount Logan Management and Ability, Mount Logan manages and invests across private and public credit markets in North America and the reinsurance of annuity products. This integrated platform is designed to provide stable earnings, downside protection, and a low risk of principal impairment through the credit cycle.

As of September 30, 2025, Mount Logan Capital had over $2.1 billion in assets under management.

To learn more, visit https://ir.mountlogan.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release, and oral statements made from time to time by representatives of Mount Logan, may contain statements of a forward-looking nature relating to future events within the meaning of applicable U.S. and Canadian securities laws. Forward-looking statements may be identified by words such as “anticipates,” “believes,” “could,” “continue,” “estimate,” “expects,” “intends,” “will,” “should,” “may,” “plan,” “predict,” “project,” “would,” “forecasts,” “seeks,” “future,” “proposes,” “target,” “goal,” “objective,” “outlook” and variations of these words or similar expressions (or the negative versions of such words or expressions). Forward-looking statements are not statements of historical fact and reflect Mount Logan’s current views about future events. Such forward-looking statements include, without limitation, statements about the timing and promptness of payment for the shares accepted for purchase pursuant to the Tender Offer, and other statements that are not historical facts. No assurances can be given that the forward-looking statements contained in this press release will occur as projected, and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Readers should carefully review the statements set forth in the reports, which Mount Logan has filed or will file from time to time on with the SEC or on SEDAR+ and any risk factors contained in such reports, which may cause results to differ.

Mount Logan does not undertake any obligation, and expressly disclaims any obligation, to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. Any discussion of past performance is not an indication of future results. Investing in financial markets involves a substantial degree of risk. Investors must be able to withstand a total loss of their investment. The information herein is believed to be reliable and has been obtained from sources believed to be reliable, but no representation or warranty is made, expressed or implied, with respect to the fairness, correctness, accuracy, reasonableness or completeness of the information and opinions. The information contained on the website of Mount Logan is not incorporated by reference into this press release. Mount Logan is not responsible for the contents of third-party websites.

Contacts:
Mount Logan Capital Inc.
650 Madison Avenue, 3^rd Floor
New York, New York 10022
mlc.ir@mountlogan.com

Andrew Berger
SM Berger & Company
Investor Relations
andrew@smberger.com

FAQ

What were the final results of Mount Logan Capital's tender offer (MLCI) on February 2, 2026?

The company accepted 1,590,601 shares at $9.43 per share for about $15 million. According to Mount Logan, the tender offer expired February 2, 2026 and purchases represent approximately 12% of common stock outstanding.

How much did Mount Logan Capital (MLCI) pay per share in the February 2026 tender offer?

Mount Logan paid a fixed price of $9.43 per share in the tender offer. According to Mount Logan, that price produced an aggregate purchase cost of approximately $15 million, excluding fees and expenses.

What percentage of Mount Logan Capital's (MLCI) shares were repurchased in the tender offer?

The shares purchased represent about 12% of the company's common stock issued and outstanding. According to Mount Logan, 1,590,601 shares were accepted pro rata as the offer was oversubscribed.

When will shareholders receive payment for shares accepted in Mount Logan's (MLCI) tender offer?

Payment and return of non‑purchased shares will occur promptly following acceptance. According to Mount Logan, payments are subject to applicable withholding taxes and will not accrue interest.

Who managed and administered Mount Logan Capital's (MLCI) February 2026 tender offer?

Ladenburg Thalmann served as Dealer Manager; Alliance Advisors acted as Information Agent. According to Mount Logan, Odyssey Transfer and Trust Company served as the Depositary for the tender offer.