180 Degree Capital Shareholders Win Sweeter Merger Deal With Mount Logan; New Mount Logan to Launch $25M Stock Buyback After Merger Shake-Up

180 Degree Capital Corp. (NASDAQ:TURN) ("180 Degree Capital") and Mount Logan Capital Inc. ("Mount Logan") today announced that, in response to constructive shareholder feedback received during the proxy solicitation process for the proposed business combination of 180 Degree Capital and Mount Logan (the "Business Combination"), the respective boards of directors of each company have agreed to amend the terms of the proposed Business Combination to provide 180 Degree Capital shareholders with an increased number of shares of the merged company ("New Mount Logan") valued at 110% of 180 Degree Capital's NAV at closing, an increase from 100% of 180 Degree Capital's NAV.

Furthermore, New Mount Logan, together with its management and/or affiliates or related parties, intends to launch, no later than 60 days after closing of the proposed Business Combination, a tender offer for up to US$15.0 million of its common stock at a price per New Mount Logan share equal to the closing price per share implied by the sum of 180 Degree Capital's NAV at closing and the value ascribed to Mount Logan per the terms of the proposed Business Combination of US$67.4 million at signing, subject to certain pre-closing adjustments (the "Closing Merger Value"). Additional tenders and/or stock repurchases of up to an additional US$10.0 million are expected to continue periodically throughout the 24 months following closing of the Business Combination. The price per share of the Liquidity Programs shall be determined by the New Mount Logan Board of Directors and is anticipated to be at or above the New Mount Logan price per share implied by the Closing Merger Value, which is currently a premium of at least 17% to TURN's closing price of approximately US$4.42 on August 15, 2025. The total amount of the Liquidity Programs represents approximately 50% of 180 Degree Capital's closing NAV, or approximately 25% of New Mount Logan's estimated total market value based on the sum of the market capitalizations of 180 Degree Capital and Mount Logan as of August 15, 2025. The Liquidity Programs, following the initial US$15.0 million launched no later than 60 days after the closing, are expected to occur periodically and reach the aggregate US$25.0 million total amount offered and may occur through various methods, including open market purchases and privately negotiated transactions, and may be conducted pursuant to Rule 10b5-1 and Rule 10b-18 trading plans, and, if applicable, Rule 13e-4, and otherwise in accordance with applicable securities laws.

To focus the return of capital to non-insider shareholders, the management teams of 180 Degree Capital and Mount Logan, the New Mount Logan board, and affiliated and related entities of such insiders of each company that own stock of New Mount Logan commit not to participate in any tenders or sell stock in these tender offers or repurchases that make up the Liquidity Programs. The decision not to participate in the Liquidity Programs reinforces management's confidence in the long-term outlook of New Mount Logan and in the merits of the proposed Business Combination.