180 Degree Capital Corp. Notes Business and Merger-Related Updates Including:
180 Degree Capital Corp. (NASDAQ:TURN) reported preliminary Q2 2025 results and provided updates on its proposed merger with Mount Logan Capital Inc. The company announced a preliminary NAV per share of $4.80 as of June 30, 2025, representing an 8.6% increase from the previous quarter and a 3.4% year-to-date gain.
The company filed an amended preliminary joint proxy statement for its all-stock merger with Mount Logan Capital. Post-merger, the entity will operate as Mount Logan Capital Inc. under the symbol "MLCI". TURN shareholders will receive proportionate ownership based on NAV at closing, relative to Mount Logan's $67.4 million valuation. The company's public investment portfolio achieved a 16.0% gross total return in H1 2025, outperforming the Russell Microcap Index's -1.1% return.
180 Degree Capital Corp. (NASDAQ:TURN) ha comunicato i risultati preliminari del secondo trimestre 2025 e ha fornito aggiornamenti sulla proposta di fusione con Mount Logan Capital Inc. La società ha annunciato un NAV per azione preliminare di 4,80$ al 30 giugno 2025, che rappresenta un aumento dell'8,6% rispetto al trimestre precedente e un guadagno del 3,4% da inizio anno.
È stata depositata una dichiarazione congiunta preliminare modificata per la fusione interamente in azioni con Mount Logan Capital. Dopo la fusione, l'entità opererà come Mount Logan Capital Inc. con il simbolo "MLCI". Gli azionisti di TURN riceveranno una quota proporzionale basata sul NAV alla chiusura, in relazione alla valutazione di 67,4 milioni di dollari di Mount Logan. Il portafoglio di investimenti pubblici della società ha registrato un rendimento totale lordo del 16,0% nel primo semestre 2025, superando il rendimento del Russell Microcap Index pari a -1,1%.
180 Degree Capital Corp. (NASDAQ:TURN) informó resultados preliminares del segundo trimestre de 2025 y proporcionó actualizaciones sobre su propuesta de fusión con Mount Logan Capital Inc. La compañía anunció un valor preliminar del NAV por acción de 4.80$ al 30 de junio de 2025, lo que representa un aumento del 8.6% respecto al trimestre anterior y una ganancia del 3.4% en lo que va del año.
Se presentó una declaración conjunta preliminar enmendada para su fusión totalmente en acciones con Mount Logan Capital. Tras la fusión, la entidad operará como Mount Logan Capital Inc. bajo el símbolo "MLCI". Los accionistas de TURN recibirán una participación proporcional basada en el NAV al cierre, en relación con la valoración de 67.4 millones de dólares de Mount Logan. La cartera pública de inversiones de la empresa logró un rendimiento total bruto del 16.0% en el primer semestre de 2025, superando el rendimiento del índice Russell Microcap de -1.1%.
180 Degree Capital Corp. (NASDAQ:TURN)는 2025년 2분기 잠정 실적을 발표하고 Mount Logan Capital Inc.와의 합병 제안에 대한 업데이트를 제공했습니다. 회사는 2025년 6월 30일 기준 주당 NAV 4.80달러(잠정)를 발표했으며, 이는 전분기 대비 8.6% 증가하고 연초 대비 3.4% 상승한 수치입니다.
회사는 Mount Logan Capital과의 전액 주식 합병을 위한 수정된 잠정 공동 대리인 성명서를 제출했습니다. 합병 후 회사는 "MLCI"라는 심볼로 Mount Logan Capital Inc.로 운영됩니다. TURN 주주들은 마감 시 NAV를 기준으로 Mount Logan의 6740만 달러 평가액에 비례하는 소유 지분을 받게 됩니다. 회사의 공개 투자 포트폴리오는 2025년 상반기에 총 수익률 16.0%를 기록하며 Russell Microcap 지수의 -1.1% 수익률을 능가했습니다.
180 Degree Capital Corp. (NASDAQ:TURN) a publié les résultats préliminaires du deuxième trimestre 2025 et a fourni des mises à jour concernant sa fusion proposée avec Mount Logan Capital Inc. La société a annoncé une valeur liquidative (NAV) par action préliminaire de 4,80 $ au 30 juin 2025, soit une augmentation de 8,6 % par rapport au trimestre précédent et un gain de 3,4 % depuis le début de l'année.
La société a déposé une déclaration conjointe préliminaire modifiée pour sa fusion entièrement en actions avec Mount Logan Capital. Après la fusion, l'entité opérera sous le nom de Mount Logan Capital Inc. avec le symbole boursier "MLCI". Les actionnaires de TURN recevront une participation proportionnelle basée sur la NAV à la clôture, en fonction de la valorisation de 67,4 millions de dollars de Mount Logan. Le portefeuille d'investissements publics de la société a réalisé un rendement total brut de 16,0 % au premier semestre 2025, surpassant la performance de l'indice Russell Microcap à -1,1 %.
180 Degree Capital Corp. (NASDAQ:TURN) meldete vorläufige Ergebnisse für das zweite Quartal 2025 und gab Updates zu seinem geplanten Zusammenschluss mit Mount Logan Capital Inc. bekannt. Das Unternehmen gab einen vorläufigen NAV pro Aktie von 4,80 $ zum 30. Juni 2025 bekannt, was eine Steigerung von 8,6 % gegenüber dem Vorquartal und einen Gewinn von 3,4 % seit Jahresbeginn darstellt.
Es wurde eine geänderte vorläufige gemeinsame Proxy-Erklärung für die vollständige Aktientauschfusion mit Mount Logan Capital eingereicht. Nach der Fusion wird das Unternehmen als Mount Logan Capital Inc. unter dem Symbol "MLCI" firmieren. TURN-Aktionäre erhalten einen anteiligen Besitz basierend auf dem NAV zum Zeitpunkt des Abschlusses, bezogen auf die Bewertung von 67,4 Millionen Dollar von Mount Logan. Das öffentliche Anlageportfolio des Unternehmens erzielte im ersten Halbjahr 2025 eine Bruttogesamtrendite von 16,0 % und übertraf damit die Rendite des Russell Microcap Index von -1,1 %.
- NAV increased 8.6% in Q2 2025 to $4.80 per share
- Public investment portfolio achieved 16.0% gross total return in H1 2025
- NAV approaching $5.00 per share as of July 8, 2025
- Outperformed Russell Microcap Index by significant margin
- Ongoing legal expenses from shareholder opposition to merger negatively impacting NAV
- Material portion of Business Combination expenses affecting current NAV
Insights
TURN's NAV rose 8.6% to $4.80 in Q2 and shows continued momentum toward the pending Mount Logan merger.
The preliminary Q2 results show TURN's NAV increased 8.6% to
TURN's public investment portfolio has demonstrated exceptional strength with a gross total return of
The proposed all-stock merger with Mount Logan Capital continues progressing toward regulatory approval, with an amended preliminary joint proxy statement/prospectus filed on July 9. Under the terms disclosed, TURN shareholders will receive proportionate ownership in the surviving entity (to be listed on Nasdaq as "MLCI") based on TURN's NAV at closing relative to Mount Logan's
Management has clearly prioritized maximizing NAV heading into the merger to optimize shareholder position in the combined entity. However, they note ongoing legal expenses from shareholders opposing the transaction are creating a drag on NAV. This suggests some shareholder resistance to the deal despite management's enthusiasm about the "unique opportunity for future value creation."
- PRELIMINARY NET ASSET VALUE PER SHARE AS OF JUNE 30, 2025, OF
$4.80 - THE FILING OF AN UPDATED PRELIMINARY JOINT PROXY STATEMENT/PROSPECTUS FOR PROPOSED BUSINESS COMBINATION WITH MOUNT LOGAN CAPITAL INC.
- PLAN TO SCHEDULE SHAREHOLDER CALL DURING WEEK OF JULY 14, 2025.
MONTCLAIR, N.J., July 10, 2025 (GLOBE NEWSWIRE) -- 180 Degree Capital Corp. (NASDAQ:TURN) (“180 Degree Capital”) today announced its preliminary net asset value (“NAV”) per share as of June 30, 2025, of
180 Degree Capital also noted the filing of an amended preliminary joint proxy statement/prospectus on Schedule 14A with the Securities and Exchange Commission (“SEC”) on Wednesday, July 9, 2025, 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 corporation operating as Mount Logan Capital Inc. (“New Mount Logan”) listed on Nasdaq under the symbol “MLCI”. In connection with the Business Combination, 180 Degree Capital shareholders will receive proportionate ownership of New Mount Logan determined by reference to 180 Degree Capital’s net asset value at closing relative to a valuation of Mount Logan of approximately
In addition, Kevin Rendino and Daniel Wolfe plan to host a shareholder call during the week of July 14, 2025, to discuss the preliminary results from Q2 2025, and will be joined by Ted Goldthorpe, Chief Executive Officer of Mount Logan, to discuss the proposed Business Combination. The date and time of this call will be announced in a subsequent release as we gain greater clarity regarding the timing of our registration statement relating to the Business Combination being declared effective by the SEC.
“We are proud of our performance during Q2 2025, that led to a material increase in NAV during the quarter and positive year-to-date performance,” commented Kevin M. Rendino, Chief Executive Officer of 180 Degree Capital. “As we mentioned in our press release on June 27, 2025, our focus is on minimizing expenses and maximizing NAV heading into our proposed Business Combination. Our year-to-date net total return (increase in net asset value per share) of
“As constructive activists, we spend a significant amount of time with our investee management teams and boards, as well as understanding the fundamentals of their businesses,” added Daniel B. Wolfe, President of 180 Degree Capital. “Through this work, we believed, and continue to believe, that there are material value creation opportunities for our holdings at least through the anticipated close of the Business Combination, subject to shareholder and regulatory approvals. While future returns may be different than those to date, we believe our performance year-to-date sets our shareholders up well to maximize NAV heading into the merger, and then the potential to build significant future value off that foundation as an operating company combined with Mount Logan.”
Mr. Rendino concluded, “We believe we are close to completing the SEC review process, which will allow 180 Degree Capital to commence its efforts to seek shareholder approval for the Business Combination. We believe this proposed Business Combination is a unique opportunity for future value creation for all of 180 Degree Capital’s shareholders. In the meantime, we appreciate the questions, comments and continued strong support from our existing and new shareholders who share in our excitement for this next chapter.”
About 180 Degree Capital Corp.
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 Degree Capital and its holdings can be found on its website at www.180degreecapital.com.
Press Contact:
Daniel B. Wolfe
Robert E. Bigelow
180 Degree Capital Corp.
973-746-4500
ir@180degreecapital.com
Additional Information and Where to Find It
In connection with the agreement and plan of merger among 180 Degree Capital Corp. ("180 Degree Capital"), Mount Logan Capital Inc. ("Mount Logan"), Yukon New Parent, Inc. ("New Mount Logan"), Polar Merger Sub, Inc., and Moose Merger Sub, LLC, dated January 16, 2025, as it may from time to time be amended, modified or supplemented (the "Merger Agreement") that details the proposed combination of the businesses of 180 Degree Capital and Mount Logan and any other transactions contemplated by and pursuant to the terms of the Merger Agreement (the "Business Combination"), 180 Degree Capital intends to file with the SEC and mail to its shareholders a proxy statement on Schedule 14A (the “Proxy Statement”), containing a form of WHITE proxy card. In addition, the surviving Delaware corporation, New Mount Logan plans to file with the SEC a registration statement on Form S-4 (the “Registration Statement”) that will register the exchange of New Mount Logan shares in the Business Combination and include the Proxy Statement and a prospectus of New Mount Logan (the “Prospectus”). The Proxy Statement and the Registration Statement (including the Prospectus) will each contain important information about 180 Degree Capital, Mount Logan, New Mount Logan, the Business Combination and related matters. SHAREHOLDERS OF 180 DEGREE CAPITAL AND MOUNT LOGAN ARE URGED TO READ THE PROXY STATEMENT AND PROSPECTUS CONTAINED IN THE REGISTRATION STATEMENT AND OTHER DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE APPLICABLE SECURITIES REGULATORY AUTHORITIES AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT 180 DEGREE CAPITAL, MOUNT LOGAN, NEW MOUNT LOGAN, THE BUSINESS COMBINATION AND RELATED MATTERS. Investors and security holders may obtain copies of these documents and other documents filed with the applicable securities regulatory authorities free of charge through the website maintained by the SEC at https://www.sec.gov and the website maintained by the Canadian securities regulators at www.sedarplus.ca. Copies of the documents filed by 180 Degree Capital are also available free of charge by accessing 180 Degree Capital’s investor relations website at https://ir.180degreecapital.com.
Certain Information Concerning the Participants
180 Degree Capital, its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies in connection with the Business Combination. Information about 180 Degree Capital’s executive officers and directors is available in 180 Degree Capital’s Annual Report filed on Form N-CSR for the year ended December 31, 2024, which was filed with the SEC on February 13, 2025, and in its proxy statement for the 2024 Annual Meeting of Shareholders (“2024 Annual Meeting”), which was filed with the SEC on March 1, 2024. To the extent holdings by the directors and executive officers of 180 Degree Capital securities reported in the proxy statement for the 2024 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change in Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are or will be available free of charge at the SEC’s website at https://www.sec.gov. Additional information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of the 180 Degree Capital shareholders in connection with the Business Combination will be contained in the Proxy Statement when such document becomes available.
Mount Logan, its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from the shareholders of Mount Logan in favor of the approval of the Business Combination. Information about Mount Logan’s executive officers and directors is available in Mount Logan’s annual information form dated March 13, 2025, available on its website at https://mountlogancapital.ca/investor-relations and on SEDAR+ at https://www.sedarplus.com. To the extent holdings by the directors and executive officers of Mount Logan securities reported in Mount Logan’s annual information form have changed, such changes have been or will be reflected on insider reports filed on SEDI at https://www.sedi.com/sedi/. Additional information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of the Mount Logan shareholders in connection with the Business Combination will be contained in the Prospectus included in the Registration Statement when such document becomes available.
Non-Solicitation
This letter and the materials accompanying it are not intended to be, and shall not constitute, an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.
Forward-Looking Statements
This press release, and oral statements made from time to time by representatives of 180 Degree Capital and Mount Logan, may contain statements of a forward-looking nature relating to future events within the meaning of federal 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 and 180 Degree Capital’s current views about future events. Such forward-looking statements include, without limitation, statements about the benefits of the Business Combination involving Mount Logan and 180 Degree Capital, including future financial and operating results, Mount Logan’s and 180 Degree Capital’s plans, objectives, expectations and intentions, the expected timing and likelihood of completion of the Business Combination, and other statements that are not historical facts, including but not limited to future results of operations, projected cash flow and liquidity, business strategy, payment of dividends to shareholders of New Mount Logan, and other plans and objectives for future operations. 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. These risks and uncertainties include, without limitation, the ability to obtain the requisite Mount Logan and 180 Degree Capital shareholder approvals; the risk that Mount Logan or 180 Degree Capital may be unable to obtain governmental and regulatory approvals required for the Business Combination (and the risk that such approvals may result in the imposition of conditions that could adversely affect New Mount Logan or the expected benefits of the Business Combination); the risk that an event, change or other circumstance could give rise to the termination of the Business Combination; the risk that a condition to closing of the Business Combination may not be satisfied; the risk of delays in completing the Business Combination; the risk that the businesses will not be integrated successfully; the risk that synergies from the Business Combination may not be fully realized or may take longer to realize than expected; the risk that any announcement relating to the Business Combination could have adverse effects on the market price of Mount Logan’s common shares or 180 Degree Capital’s common shares; unexpected costs resulting from the Business Combination; the possibility that competing offers or acquisition proposals will be made; the risk of litigation related to the Business Combination; the risk that the credit ratings of New Mount Logan or its subsidiaries may be different from what the companies expect; the diversion of management time from ongoing business operations and opportunities as a result of the Business Combination; the risk of adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the Business Combination; competition, government regulation or other actions; the ability of management to execute its plans to meet its goals; risks associated with the evolving legal, regulatory and tax regimes; changes in economic, financial, political and regulatory conditions; natural and man-made disasters; civil unrest, pandemics, and conditions that may result from legislative, regulatory, trade and policy changes; and other risks inherent in Mount Logan’s and 180 Degree Capital’s businesses. 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 180 Degree Capital has filed or will file from time to time with the SEC and Mount Logan has filed or will file from time to time on SEDAR+.
Neither Mount Logan nor 180 Degree Capital undertakes 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 references and link to the website www.180degreecapital.com and mountlogancapital.ca have been provided as a convenience, and the information contained on such websites are not incorporated by reference into this press release. Neither 180 Degree Capital nor Mount Logan is responsible for the contents of third-party websites.
FAQ
What is 180 Degree Capital's (TURN) NAV per share as of June 30, 2025?
What are the terms of the merger between 180 Degree Capital and Mount Logan?
How has TURN's investment portfolio performed in 2025?
When will 180 Degree Capital hold its shareholder call about Q2 2025 results?
What is TURN's year-to-date performance for 2025?
