Navigator Acquisition Corporation News Release

Vancouver, British Columbia--(Newsfile Corp. - May 19, 2025) - The Board of Directors of Navigator Acquisition Corporation (TSXV: NAQ.P), ("NAQ", or The "Company"), announces that on May 16^th, 2025 the Company initiated commercial litigation action notice against MGID, a private corporation based in Malta. This litigation is in connection with the contemplated transaction between NAQ and the MGID involving the exchange of securities. NAQ shall seek damages for among other things, breach of contract, breach of fiduciary duty, bad faith dealings and tortious interference by various parties. NAQ's litigation case damage calculation includes economic loss as well as expenses and losses incurred and reimbursement for legal and administration fees associated with this action with damages exceeding $10,000,000.00 USD. Pursuant to the continuous disclosure laws, rules and policies of the Canadian securities commissions and the TSX Venture Exchange, the Company provides the following litigation update.

Litigation Case Background:

NAQ's primary business in Canada is to acquire and arranging financing for target private firms for listing in accordance to standards and procedures of Capital Pool Companies ("CPC"). As such, NAQ and MGID entered into a binding letter of intent (the "LOI") in July 2022, which contemplated, inter alia, that a new holding company ("HoldCo") would be incorporated to hold one hundred percent (100%) of the share capital of MGID, and additional capital would be raised from Canadian public market investors.

Since July 2022, NAQ has performed extensive and well documented internal work to organize MGID under HoldCo in accordance with the securities exchange's requirements for public companies. NAQ also performed extensive and well documented outreach to various licensed Canadian institutions in anticipation of consummating the transaction, conducted extensive market competitive analysis, and introduced numerous other tools and practices to assist MGID's current senior management team to transition to a public company.

In March 2023, the parties executed the definitive share purchase agreement (the "SPA") which contemplated the acquisition of one hundred percent (100%) of the issued and outstanding securities of MGID by NAQ and the formation of a new entity. Following execution of the SPA, MGID and NAQ executed two (2) extensions of the agreement, the first extended the agreement to June 30 and the second extended the agreement to December 31, 2024. In March 2024, MGID signed a formal advisory agreement with Centurion One Capital (https://www.centuriononecapital.com), an exempt market dealer, for the express and explicit purpose of supporting the envisioned transaction involving NAQ.

NAQ maintains that the transaction outlined in its binding agreements and governing the entire work relationship between the parties represented the best interests of both parties and their respective shareholders and that failure to proceed on this has caused harm to NAQ shareholders. Additional, NAQ reserves the right to continue to engage with MGID's majority shareholder on a future transaction reflective of current market conditions, MGID's corporate performance, and in accordance to required Canadian public market rules and governance standards. As required, NAQ shall provide material updates on the status of ongoing litigation, as well as any commercially relevant negotiated settlements.

Neither TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

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