Dechert Represents Mount Logan Capital Inc. in Definitive Agreement to Merge with 180 Degree Capital Corp.
Dechert is advising Mount Logan Capital Inc. (Cboe Canada: MLC) (Mount Logan) on a definitive agreement to combine with 180 Degree Capital Corp. (Nasdaq: TURN) (180 Degree Capital) in an all-stock transaction. The surviving entity is expected to be a Delaware corporation operating as Mount Logan Capital Inc. (New Mount Logan) and listed on Nasdaq under the symbol MLCI.
Mount Logan shareholders will receive proportionate ownership of New Mount Logan based on Mount Logan’s US$67.4 million transaction equity value at signing, subject to certain pre-closing adjustments, relative to 180 Degree Capital’s net asset value at closing.
When consummated, the proposed merger will establish a US exchange-listed, alternative asset management and insurance solutions platform with over US$2.4 billion in assets under management. 180 Degree Capital’s track record of investing in public markets and its deep network of relationships are expected to help fuel expansion of Mount Logan’s bespoke private credit solutions into publicly traded companies.
Mount Logan is an alternative asset management and insurance solutions firm that is focused on public and private debt securities in the North American market and the reinsurance of annuity products. 180 Degree Capital is a publicly traded registered closed-end fund focused on investing in and providing value-added assistance through constructive activism to what its management believes are substantially undervalued small, publicly traded companies that have potential for significant turnarounds.
The Dechert team representing Mount Logan is led by corporate partners Ken Young and Steve Pratt and includes corporate partners Stephen Leitzell and Harry Pangas, counsel Nate Klein and Ryan Post and associates Conor Shea, Joy Zhu and Taylor Stevens; financial services partner Matthew E. Barsamian and associate Derek Manners; litigation partner Rick S. Horvath and associate Harnelle St Cloud; tax partner Joshua Milgrim and associate Abigail Hopper; employee benefits partners Kevin Kay and John Schuch and associates Michael Binko and Brie Michaelson; antitrust partner Michael Okkonen, counsel Beverly Ang and associate Thirith von Döhren; labor counsel Jeffrey Rubin and associate Julia Canzoneri; cyber, privacy & AI partner Hilary Bonaccorsi, senior counsel Timothy Blank and associate James Smith; intellectual property partner Thomas Rayski and associate Frank Hwang; and real estate counsel Francois Quintard-Morenas and associate Devyn Kurpis.
About Dechert
Dechert is a global law firm that advises asset managers, financial institutions and corporations on issues critical to managing their business and their capital – from high-stakes litigation to complex transactions and regulatory matters. We answer questions that seem unsolvable, develop deal structures that are new to the market and protect clients' rights in extreme situations. Our nearly 1,000 lawyers across 19 offices globally focus on the financial services, private equity, private credit, real estate, life sciences and technology sectors.