180 Degree Capital Corp. Notes Average Discount of Net Asset Value Per Share to Stock Price for First Month of Initial Measurement Period of Its Discount Management Program
01 Fevereiro 2024 - 11:00AM
180 Degree Capital Corp. (“180 Degree Capital”) (NASDAQ: TURN),
noted today that the average discount between its estimated daily
net asset value per share (“NAV”) and its daily closing stock price
during January 2024, was approximately 22%.1 This discount was
approximately 26% on January 31, 2024.
As previously disclosed in a press release on
November 13, 2023, 180 Degree Capital’s Board of Directors has set
two measurement periods of 1) January 1, 2024 to December 31, 2024,
and 2) January 1, 2025 to June 30, 2025, in which it will evaluate
the average discount between TURN’s estimated daily NAV and its
closing stock price pursuant to a Discount Management Program.
Should TURN’s common stock trade at an average daily discount to
NAV of more than 12% during either of these measurement periods,
180 Degree Capital’s Board will consider all available options at
the end of each measurement period including, but not limited to, a
significant expansion of 180 Degree Capital’s current stock buyback
program of up to $5 million, cash distributions reflecting a return
of capital to shareholders, or a tender offer.
“The first quarter of 2024 has been very active
for TURN,” said Kevin M. Rendino, Chief Executive Officer of 180
Degree Capital. “We have spent the time following my appointment to
the board of directors of Synchronoss Technologies, Inc. (“SNCR”)
in December 2023, digging in deep on all aspects of its business.
We continue to believe that the sale of SNCR’s non-core businesses
at the end of last year will prove to be a catalyst for its now
cloud-only business to be a driver for growth into the future. We
look forward to working with SNCR’s Board and management team to
help drive value creation for all of SNCR’s stakeholders.”
“We also nominated Matthew F. McLaughlin for
election to the board of directors of comScore, Inc. (“SCOR”),”
added Daniel B. Wolfe, President of 180 Degree Capital. “We believe
Matt is an ideal candidate for SCOR’s Board given the depth of his
relevant industry experience built, in part, from his successful
history as Chief Operating Officer of DoubleVerify Holdings, Inc.
Matt is also a large holder of common stock of SCOR. It is very
clear to 180 Degree Capital that SCOR’s Board needs a fresh
perspective and another advocate for the common stockholders of
SCOR. We believe Matt is particularly well-suited to
address these needs. We have tried to engage with SCOR to avoid a
competitive proxy contest, but have thus far been met with an
unwillingness to consider Matt as a candidate. We hope this
nomination shows SCOR’s Board we are serious in our resolve to
achieve significant improvements in SCOR’s corporate governance
while providing management with access to deep and relevant
experience that can be useful as SCOR develops strategies for
competing in the highly competitive measurement industry.”
“2024 is starting off as a year of constructive
activism,” continued Mr. Rendino. “We believe the combination of
our constructive activism efforts with respect to certain of our
portfolio companies, potential catalysts in other of our portfolio
holdings, and our previously announced Discount Management Program
have the potential to lead to material value creation for TURN and
for the stakeholders of its portfolio companies. We look forward to
updating our stockholders and other interested investors in our
upcoming shareholder call in mid-February 2024.”
About 180 Degree Capital
Corp.
180 Degree Capital Corp. is a publicly traded
registered closed-end fund focused on investing in and providing
value-added assistance through constructive activism to what we
believe are substantially undervalued small, publicly traded
companies that have potential for significant turnarounds. Our goal
is that the result of our constructive activism leads to a reversal
in direction for the share price of these investee companies, i.e.,
a 180-degree turn. Detailed information about 180 and its holdings
can be found on its website at www.180degreecapital.com.
Press Contact:Daniel B. WolfeRobert E. Bigelow180 Degree Capital
Corp.973-746-4500ir@180degreecapital.com
Mo ShafrothPeaks Strategiesmshafroth@peaksstrategies.com
Forward-Looking Statements
This press release may contain statements of a
forward-looking nature relating to future events. These
forward-looking statements are subject to the inherent
uncertainties in predicting future results and conditions. These
statements reflect the Company's current beliefs, and a number of
important factors could cause actual results to differ materially
from those expressed in this press release. Please see the
Company's securities filings filed with the Securities and Exchange
Commission for a more detailed discussion of the risks and
uncertainties associated with the Company's business and other
significant factors that could affect the Company's actual results.
Except as otherwise required by Federal securities laws, the
Company undertakes no obligation to update or revise these
forward-looking statements to reflect new events or uncertainties.
The reference and link to the website www.180degreecapital.com has
been provided as a convenience, and the information contained on
such website is not incorporated by reference into this press
release. 180 is not responsible for the contents of third-party
websites.
1. Daily estimated NAVs used for the discount
calculation outside of quarter-end dates are determined as
prescribed in 180’s Valuation Procedures for Level 3 assets.
Non-investment related assets and liabilities used to determine
estimated daily NAV are those as reported as of the end of the
prior quarter.
CERTAIN INFORMATION CONCERNING THE
PARTICIPANTS
180 Degree Capital Corp., a New York Corporation
(“180 Degree Capital”), intends to file a preliminary proxy
statement and accompanying WHITE universal proxy card with the
Securities and Exchange Commission (“SEC”) to be used to solicit
votes for the election of its slate of a highly qualified director
nominee at the 2024 annual meeting of stockholders of comScore,
Inc., a Delaware corporation (the “Company”).
180 DEGREE CAPITAL STRONGLY ADVISES ALL
STOCKHOLDERS OF THE COMPANY TO READ THE PROXY STATEMENT AND OTHER
PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO
CHARGE ON THE SEC'S WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION,
THE PARTICIPANTS IN THIS PROXY SOLICITATION WILL PROVIDE COPIES OF
THE PROXY STATEMENT WITHOUT CHARGE, WHEN AVAILABLE, UPON REQUEST.
REQUESTS FOR COPIES SHOULD BE DIRECTED TO THE PARTICIPANTS' PROXY
SOLICITOR.
The participants in the proxy solicitation are
anticipated to be 180 Degree Capital, Kevin M. Rendino, Daniel B.
Wolfe and certain other of 180 Degree Capital's senior management,
and Matthew F. McLaughlin.
As of the date hereof, 180 Degree Capital
beneficially owns an aggregate of 340,366 shares of Common Stock,
$0.001 par value per share, of the Company (the “Common Stock”),
which includes 12,108 shares of Common Stock held in a separately
managed account for which 180 Degree Capital serves as the
investment manager. As of the date hereof, Mr. McLaughlin directly
beneficially owns 100,000 shares of Common Stock. As of the date
hereof, Mr. Rendino directly beneficially owns 20,000 shares of
Common Stock.
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