Navigator Global Investments : Share Purchase Plan Booklet

ASX Announcement

19 April 2022

Share Purchase Plan (SPP) now open

As announced to the ASX on 8 April 2022, Navigator Global Investments Limited (Navigator or the Company) successfully completed a fully underwritten A$47million institutional placement for 30.4 million new fully paid ordinary shares at a price of $1.55 per share (the Placement).

Shareholders who were on the Company register at 7.00pm (AEST) on Wednesday, 6 April 2022 are being given the opportunity to subscribe for up to A$30,000 worth of new shares (subject to the terms and conditions of the SPP) in Navigator at an issue price equal to the lessor of:

•  A$1.55 per share, which is the same price at which shares were issued under the Placement; and

•  a 2.0% discount to the 5-day VWAP of Navigator shares up to and including the closing date of the SPP (currently scheduled for Wednesday, 11 May 2022), rounded to the nearest cent.

Navigator is seeking to raise approximately A$10 million under the SPP. The SPP is not underwritten and Navigator may decide to increase this cap and accept oversubscriptions and/or scale back applications under the SPP at its absolute discretion.

The SPP opens today and will close 5.00pm on Wednesday, 11 May 2022. For more information regarding the SPP, please refer to the attached Share Purchase Plan Offer Booklet which is being dispatched to shareholders today. Eligible shareholders can access their personalised application form from the Company's website athttp://www.navigatorglobal.com.au/site/shareholder-centre/welcome.

For further information please contact:

Amber Stoney

Chief Financial Officer & Company Secretary 07 3218 6200

Authorised by: Amber Stoney, Company Secretary

About Navigator

Navigator Global Investments Limited (ASX:NGI) is a diversified asset management holding company dedicated to partnering with leading management teams who operate institutional quality businesses globally, primarily in the alternative investment management sector.

Navigator has US$21.6 billion of AUM (31 December 2021) across Lighthouse Partners and its strategic investment portfolio.

Navigator Global Investments Limited

Registered office : Level 21, 10 Eagle Street, Brisbane, Queensland, 4000 Principal office : Level 3, 9 Sherwood Road,

Toowong, Queensland, 4066

1

Share Purchase Plan

Offer Booklet

Navigator Global Investments Limited

ACN 101 585 737

You should read this Booklet in full

This Booklet contains important information. You should read this Booklet in full and seek advice from your stockbroker, accountant or other professional adviser if you have any questions about your investment in the Company or about the impact of the transactions described in this Booklet. If you have any questions in relation to how to participate in the SPP after reading this Booklet, please contact the Registry on 1300 794 935(callers within Australia and toll free within Australia) or [phone](callers outside Australia).

This Booklet does not provide financial advice and has been prepared without taking into account your particular objectives, financial situation or needs.

Not for release to US wire services or distribution in the United States

These materials do not constitute an offer of securities in any place outside Australia or New Zealand. In particular, these materials do not constitute an offer to sell, or a solicitation of an offer to buy, any SPP Shares (as defined below) in the United States or in any jurisdiction in which such an offer would be illegal. SPP Shares have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended or replaced from time to time (Securities Act) or the securities laws of any state or other jurisdiction of the United States. Accordingly, the SPP Shares may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the Securities Act and any applicable US state securities laws.

You must not send copies of this document or any other material relating to the SPP to any person in the United States, or acting for the account or benefit of a person in the United States, or elsewhere outside Australia and New Zealand.

LETTER FROM THE CHAIRMAN

13 April 2022

Dear fellow Shareholder,

On behalf of the Directors of Navigator Global Investments Limited (ASX: NGI) (Company, or Navigator), I am pleased to offer you the opportunity to participate in the share purchase plan (SPP) which was announced on 7 April 2022. The SPP allows Eligible Shareholders (as defined below) the opportunity to each subscribe for up to $30,000 worth of new, fully paid ordinary shares in the Company (subject to discretionary scale-back) (SPP Shares), without incurring brokerage or other transaction costs, on the terms set out in this Booklet (SPP Offer).

The SPP is part of a wider capital raising being undertaken by Navigator. The Company received strong support from both existing and new institutional investors, to raise $47 million (before costs) in a placement to eligible institutional, sophisticated and professional investors (Placement). The Placement completed on 8 April 2022.

Proceeds of the Placement and the SPP will be used to fund the proposed acquisition by Navigator of a 19.8% ownership interest in Marble Capital, L.P. ('Marble Capital'), as announced on 7 April 2022. Further information in relation to Marble Capital and the acquisition is set out in an investor presentation released to ASX on 7 April 2022 (and as may by updated by any further announcements released to ASX).

SPP Offer Details

The SPP provides you with the opportunity to increase your holding of fully paid ordinary shares in the Company at the lower of:

•  the issue price paid by investors under the Placement, of $1.55 per share; and

•  the 2% discount to the 5-day VWAP of Navigator shares up to and including the closing date of the SPP (currently scheduled for 11 May 2022), rounded to the nearest cent,

(Issue Price).

You may apply for a parcel of SPP Shares valued at $2,500, $5,000, $7,500, $10,000 and thereafter in $5,000 increments up to maximum of $30,000 (in aggregate) (subject to discretionary scale-back by the Company). Participation in the SPP is optional and open to Eligible Shareholders, being holders of fully paid ordinary shares in the Company at 7:00pm (AEST) on Wednesday, 6 April 2022 (Record Date) and whose address on the Register is in Australia or New Zealand. The SPP is also being extended to Eligible Shareholders who are Custodians to participate in the SPP on behalf of certain Eligible Beneficiaries on the terms and conditions set out in this Booklet. Your right to participate in the SPP is not transferable. All SPP Shares will rank equally with existing Shares in the Company.

The terms and conditions of the SPP and your personalised Application Form are provided in this Booklet.

The SPP is not underwritten and aims to raise approximately $10 million.

If applications for more than this amount are received, the Company may in its discretion accept oversubscriptions above this amount, subject to compliance with the ASX Listing Rules and ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547. The Company may also in its discretion undertake a scale-back of applications for SPP Shares. Therefore, you may receive less than the parcel of SPP Shares for which you have applied. Should this happen, the balance of any application money that is not applied to acquire SPP Shares will be refunded to you, without interest.

I urge you to read these materials in their entirety and seek your own financial, taxation and other professional advice in relation to the SPP, before you decide whether to participate.

The SPP opens on 19 April 2022 and is expected to close at 5:00pm (AEST) on 11 May 2022.

To apply for SPP Shares, make a payment directly via BPAY. By paying with BPAY, you do not need to return an Application Form to participate in the SPP.

If you have any questions in relation to how to participate in the SPP, please contact the Registry on 1300 794 935 (callers within Australia and toll-free within Australia) or [phone] (callers outside Australia) or consult your financial or other professional adviser.

On behalf of the Board of the Navigator, thank you for your ongoing support.

Yours sincerely

Mr Michael Shepherd Chairman

Navigator Global Investments Limited