Mount Logan Capital Inc. Completes First Step of Transaction with Ovation Partners, LP
Amended the initial Purchase Agreement to effectuate the first step of the transaction
Transaction expected to officially close in the third quarter of 2023
TORONTO, May 02, 2023 (GLOBE NEWSWIRE) — Mount Logan Capital Inc. (NEO: MLC) (“Mount Logan,” “our,” “we,” or the “Company”) today announced that it has amended the definitive agreement with Ovation Partners, LP (“Ovation”) relating to the previously announced transaction for the management of Ovation’s alternative income platform by Mount Logan Management LLC (“ML Management”), a wholly-owned subsidiary of Mount Logan (the “Amendment”).
- Until the final closing of the transaction, Ovation will remain the adviser of the alternative income platform, which is focused on investments in commercial lending, real estate lending, consumer finance and litigation finance.
- Certain employees of Ovation received and accepted offers for full time employment with ML Management effective as of the Amendment date (the “Transferred Employees”). Remaining employees of Ovation are expected to transition to ML Management upon the final closing of the transaction.
- Until the final closing of the transaction, ML Management will lease the Transferred Employees to Ovation to continue to provide investment advisory and research services to the alternative income platform.
- ML Management formally established an office in Austin, Texas through the assignment of Ovation’s existing lease.
- On the Amendment date a portion of the consideration was paid by ML Management to Ovation as a pre-payment on the purchase price. Concurrent with the Amendment, a wholly owned subsidiary of Mount Logan upsized its existing credit facility by $4.5 million.
- Target closing of the transaction in third quarter 2023, subject to satisfaction of the final closing conditions.
- Ted Goldthorpe, Chief Executive Officer and Chairman of Mount Logan, noted, “Since announcing the transaction in January, our confidence in Mike and Ovation continued to grow. We are already beginning to see the benefits of the collaboration across the platforms. The transaction with Ovation is consistent with our strategy of growing semi-permanent third-party capital and we remain excited about incorporating the Ovation strategy into our asset management business fully. We welcome the Ovation members to the Mount Logan team and look forward to closing the transaction in the summer.”
- Mike Rovner, Managing Partner of Ovation added, “We are excited about the progress made on the transaction since announcing in January 2023. The Mount Logan and Ovation teams spent substantial time together throughout the transaction process and we remain confident in the size of the opportunity available to us through the combination of Ovation’s experience in specialized investing with the operational scale and resources of Mount Logan. We look forward to finalizing the transaction later this year.”
About Mount Logan Capital Inc.
Mount Logan Capital Inc. is an alternative asset management and insurance solutions company that is focused on public and private debt securities in the North American market and the reinsurance of annuity products primarily through its wholly owned subsidiaries ML Management and Ability Insurance Company (“Ability”). The Company also actively sources, evaluates, underwrites, manages, monitors and primarily invests in loans, debt securities, and other credit-oriented instruments that present attractive risk-adjusted returns and present low risk of principal impairment through the credit cycle.
Ability Insurance is a Nebraska domiciled insurer and reinsurer of long-term care policies acquired by Mount Logan in the fourth quarter of fiscal year 2021. Ability is unique in the insurance industry in that its long-term care portfolio’s morbidity risk has been largely re-insured to third parties, and Ability is no longer insuring or re-insuring new long-term care risk.
About Ovation Partners
Ovation Partners is an investment manager offering diversified portfolios of private credit investments within the specialty finance market. Formed in 2011, Ovation has deployed more than $1.9B into specialty finance and real estate assets believed to have been largely ignored by traditional banks and asset managers. Ovation seeks to preserve principal and provide income distributions.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements and information within the meaning of applicable securities legislation. Forward-looking statements can be identified by the expressions “seeks”, “expects”, “believes”, “estimates”, “will”, “target” and similar expressions. The forward-looking statements are not historical facts but reflect the current expectations of the Company regarding future results or events and are based on information currently available to it. Certain material factors and assumptions were applied in providing these forward-looking statements. The forward-looking statements discussed in this release include, but are not limited to, statements relating to the Company’s business strategy, model, approach and future activities; portfolio composition and size, asset management activities and related income, capital raising activities, future credit opportunities of the Company, portfolio realizations, the protection of stakeholder value, the expansion of the Company’s loan portfolio, including through the potential transaction with Ovation, the potential benefits of combining Mount Logan’s and Ovation’s platform and the transition of Ovation personnel to Mount Logan. All forward-looking statements in this press release are qualified by these cautionary statements. The Company believes that the expectations reflected in forward-looking statements are based upon reasonable assumptions; however, the Company can give no assurance that the actual results or developments will be realized by certain specified dates or at all. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including that the expected synergies of the potential transaction with Ovation may not be realized as expected; the risk that the Company may not be successful in integrating the acquired business without significant use of the Company’s resources and management’s attention; the risk that the acquired business may require a significant investment of capital and other resources in order to expand and grow the business; the Company has a limited operating history with respect to an asset management oriented business model and the matters discussed under “Risk Factors” in the most recently filed annual information form and management discussion and analysis for the Company. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, a forward-looking statement speaks only as of the date on which such statement is made. The Company undertakes no obligation to publicly update any such statement or to reflect new information or the occurrence of future events or circumstances except as required by securities laws. These forward-looking statements are made as of the date of this press release.
This press release is not, and under no circumstances is it to be construed as, a prospectus or an advertisement and the communication of this release is not, and under no circumstances is it to be construed as, an offer to sell or an offer to purchase any securities in the Company or in any fund or other investment vehicle. This press release is not intended for U.S. persons. The Company’s shares are not registered under the U.S. Securities Act of 1933, as amended, and the Company is not registered under the U.S. Investment Company Act of 1940 (the “1940 Act”). U.S. persons are not permitted to purchase the Company’s shares absent an applicable exemption from registration under each of these Acts. In addition, the number of investors in the United States, or which are U.S. persons or purchasing for the account or benefit of U.S. persons, will be limited to such number as is required to comply with an available exemption from the registration requirements of the 1940 Act.
Mount Logan Capital Inc.
365 Bay Street, Suite 800
Toronto, ON M5H 2V1
Chief Financial Officer