180 Degree Capital Corporation (TURN) and Mount Logan Capital complete merger

Key Summary: On December 17, 2024, Marlton Partners criticized TURN’s -37.3% NAV decline since 2017 and a 26% NAV discount, urging governance changes and nominating three directors to prioritize shareholder value at the Annual Meeting. On January 27, 2025, Marlton Partners, holding 4.6% of 180 Degree Capital (TURN), urged the Board to engage with Source Capital’s merger offer, stressing the need to address TURN’s underperformance and discount to net asset value. On February 11, 2025, Marlton Partners nominated three independent candidates for the TURN Board. On April 15, 2025, Marlton Partners nominated Messrs. Elbaor, Gliksberg, and Morris for election to the Board at the 2025 annual meeting, which is not yet scheduled. On September 12, 2025, 180 Degree Capital Corp. and Mount Logan Capital Inc. closed their merger

Market Cap: $44 million | 180 Degree Capital Corp. is a publicly owned corporate pension plan sponsor. 

  • On December 17, 2024, Marlton Partners issued an open letter to shareholders highlighting the company's underperformance under CEO Kevin Rendino, with a -37.3% decline in NAV since 2017 compared to significant gains in its benchmarks. The fund’s persistent 26% discount to NAV represented over $12.5M in unrealized shareholder value, and Marlton’s proposal for a Discount Management Program, including a Conditionally Triggered Tender Offer, was dismissed by TURN’s leadership. Marlton criticized TURN’s governance, citing lack of accountability, absentee oversight, and management’s failure to return capital to shareholders despite facilitating NAV exits for other investors. Marlton nominated three independent director candidates to drive change, narrow the NAV discount, and prioritize shareholder-focused governance, urging TURN shareholders to act at the upcoming Annual General Meeting. Source
  • On January 27, 2025, Marlton Partners and its affiliates urged the Board of 180 Degree Capital Corporation (NASDAQ: TURN) to engage with Source Capital (NYSE: SOR) regarding its proposed merger, citing a market valuation that exceeds TURN's current stock price and market capitalization. Marlton, owning approximately 4.6% of TURN's outstanding stock, emphasized shareholder desire to eliminate the trading discount shown by Source's offer valuing TURN at 101% of its net asset value per share. Marlton reiterated their nomination of three director candidates for TURN's Board, stressing the need for the Board to maximize shareholder value amidst TURN's underperformance and significant discount to NAV. Source
  • On February 11, 2025, Marlton Partners, holding criticized the Board's proposed merger with Mount Logan and rejection of a higher offer from Source Capital. Marlton raised concerns about the loss of investor protections and the lack of shareholder options to tender at NAV. They called for transparency, accountability, and for the Board to prioritize shareholder interests. Marlton also nominated three independent candidates for the TURN Board. Source
  • On April 15, 2025, Marlton Partners nominated Messrs. Elbaor, Gliksberg, and Morris for election to the Board at the 2025 annual meeting, which is not yet scheduled. Source
  • On June 30, 2025, Marlton Partners resubmitted and updated its December 2024 nomination letter, reaffirming its intent to nominate Elbaor, Gliksberg, and Morris to the Board at the September 15, 2025 Special Meeting, and additionally nominated Andrew M. Greenberg. Source
  • On August 14, 2025, Marlton Partners solicited shareholder support to elect its four nominees—James C. Elbaor, Gabriel D. Gliksberg, Aaron T. Morris, and Andrew M. Greenberg—to the Fund’s five-member board at a special meeting on September 15, 2025. Source
  • On September 12, 2025, 180 Degree Capital Corp. and Mount Logan Capital Inc. closed their merger, delisting Mount Logan from Cboe Canada; the combined company now operates as Mount Logan Capital Inc. (MLCI) on Nasdaq.

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