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Mount Logan Capital Inc.

Filed Jan 12, 2026.

View on SEC.gov

About this filing

A company's registration of shares for sale to the public, often for a first offering. It describes the business, its risks and how the company plans to use the money.

period unavailable · Filed Jan 12, 2026

MLCI$3.47-2.0%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

CERTAIN DEFINED TERMS

When used in this document, unless otherwise indicated in this document or the context otherwise requires:

“180 Degree Capital” refers to 180 Degree Capital Corp., a corporation organized under the Laws of the State of New York;

“1940 Act” refers to the Investment Company Act of 1940, as amended;

“Advisers Act” refers to the Investment Advisers Act of 1940, as amended;

“AUM” refers to assets under management;

“BC Partners” refers to BC Partners LLP, an adviser of private equity and real estate funds affiliated with BCPA;

“BC Partners PE/RE Affiliates” refers to affiliates of BC Partners involved in the private equity and real estate business, and for the avoidance of doubt, does not include BCPA or the BCPA Credit Affiliates;

“BCPA” refers to BC Partners Advisors L.P., an adviser of credit funds affiliated with BC Partners;

“BCPA Credit Affiliates” refers to affiliates of BCPA involved in the credit business, and for the avoidance of doubt, does not include BC Partners or the BC Partners PE/RE Affiliates;

“Board” refers to the Board of Directors of Mount Logan;

“Business Combination” refers to the 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;

“Credit Facility” or “Credit Agreement” refers to the Credit Agreement, dated as of August 20, 2021 (as amended from time to time), by and between MLC US Holdings LLC and a large US-based asset manager, as administrative agent and collateral agent for the lenders;

“Legacy MLC” refers to Mount Logan Capital Inc., a corporation organized under the laws of the Province of Ontario;

“Merger Agreement” refers to the agreement and plan of merger, dated January 16, 2025, as amended on July 6, 2025, by the Merger Agreement Amendment, among 180 Degree Capital, Mount Logan, Legacy MLC, Polar Merger Sub, Inc., and Moose Merger Sub, LLC, as it may from time to time be further amended, modified or supplemented;

“MLC Merger Sub” refers to Moose Merger Sub, LLC, a limited liability company formed under the Laws of the State of Delaware;

“Nasdaq” refers to The Nasdaq Capital Market;

“Nasdaq Listing Rules” refers to the rules and listing standards of Nasdaq;

“NAV” refers to net asset value;

“SEC” refers to the U.S. Securities and Exchange Commission;

“Securities Act” refers to the United States Securities Act of 1933, as amended;

“Subsidiary,” when used with respect to any Person, refers to any corporation, partnership, limited liability company or other Person, whether incorporated or unincorporated, that is consolidated with such Person for financial reporting purposes under generally accepted accounting principles; and

“TURN Merger Sub” refers to Polar Merger Sub, Inc., a corporation organized under the Laws of the State of New York.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.