Mount Logan Capital Inc. and 180 Degree Capital Corp. have completed their previously announced all-stock merger, creating a new Delaware corporation under the name Mount Logan Capital Inc.
The combined entity is set to begin trading on the Nasdaq Capital Market on Monday under the ticker "MLCI."
Under the terms of the agreement, Mount Logan shareholders will own about 56.4% of the combined company, while 180 Degree Capital shareholders will hold 43.6%. Approximately 13 million shares of MLCI common stock will be outstanding at closing.
Trading in Mount Logan shares was halted on Sept. 11, with a formal delisting from Cboe Canada expected as of the market close on Sept. 12.
Ted Goldthorpe, CEO of Mount Logan, called the merger “a significant milestone” for the company, pointing to the expanded platform and improved access to US capital markets. He said the deal strengthens Mount Logan’s ability to generate recurring fee and spread-related earnings while creating long-term value for shareholders and partners.
Kevin M. Rendino, CEO of 180 Degree Capital, said the transaction positions the combined company for stronger growth and liquidity as a Nasdaq-listed business. He thanked 180 Degree’s investors for their support, noting that New Mount Logan was “in excellent hands” under its new leadership and board.
Following the closing, New Mount Logan filed an early warning report in connection with the merger. Prior to completion, New Mount Logan did not hold or control any Mount Logan shares. After the transaction, it became the sole unitholder of Mount Logan, which is now a wholly owned subsidiary.
As outlined in an earlier announcement, New Mount Logan and its affiliates plan to launch a tender offer of up to US$15 million for its common stock, at a price equal to the implied value from the deal terms of US$9.43 per share. The board also expects to authorize additional tenders or stock repurchases of up to US$10 million over the next 24 months, bringing the total potential buyback to US$25 million.
These transactions may take place through open market purchases, privately negotiated deals, or structured trading plans, all in line with US securities regulations.