Special Committee of the Board of Directors of Steel Connect, Inc. Retains Financial Advisor and Legal Counsel

Steel Connect, Inc. (the “Company”) (NASDAQ: STCN) announced today that its Special Committee of independent directors (the “Special Committee”) has retained Houlihan Lokey as its financial advisor and Dentons US LLP as its legal counsel to assist it in connection with its review and evaluation of the previously announced preliminary non-binding expression of interest (the “Expression of Interest”) that the Company’s board of directors (the “Board”) received on November 19, 2020 from Steel Partners Holdings L.P. (“Steel Holdings”).

The Special Committee will, among other things, consider the Expression of Interest from Steel Holdings to purchase all outstanding shares of the Company’s common stock not currently owned by Steel Holdings or its affiliates, and any alternatives thereto.

The Board cautions that no decision has yet been made with respect to the Company's response to the Expression of Interest or any alternatives thereto. The Board has only received a non-binding proposal, which does not constitute an offer or proposal capable of acceptance and may be withdrawn at any time and in any manner. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that the transaction proposed in the Expression of Interest or any other transaction will be approved or completed. The Board resolutions establishing the Special Committee expressly provide that the Board will not approve the proposed transaction contemplated by the Expression of Interest or any alternative thereto without a prior favorable recommendation by the Special Committee. The Company is not obligated to disclose any further developments or updates on the progress of the proposed transaction until either the Company enters into a definitive agreement or the Special Committee determines no such transaction will be approved.

This press release is not a solicitation of a proxy, an offer to purchase nor a solicitation of an offer to sell shares of the Company, nor is it a substitute for any proxy statement or filings that may be made with the Securities and Exchange Commission (“SEC”) should the proposed transaction move forward. If such documents are filed with the SEC, investors will be urged to thoroughly review and consider them because they will contain important information, including risk factors. Any such documents, once filed, will be available free of charge at the SEC’s website (www.sec.gov) and from the Company.