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Navigator Acquisition Corp. Announces Definitive Share Purchase Agreement for Qualifying Transaction to Acquire MGID
New York, New York--(Newsfile Corp. - March 31, 2023) - Navigator Acquisition Corp.  (TSXV:...
About this update from Navigator Acquisition Corp.
[{"type":"text","content":"Navigator Acquisition Corp. Announces Definitive Share Purchase Agreement for Qualifying Transaction to Acquire MGIDNew York, New York--(Newsfile Corp. - March 31, 2023) - Navigator Acquisition Corp. (TSXV: NAQ.P) (\"Navigator\" or the \"Company\") is pleased to announce that it has entered into a binding share purchase agreement (the \"SPA\") dated March 7, 2023, with MGID GROUP HOLDINGS LIMITED (\"MGID\"), an arm's length party that is a private company duly incorporated under the laws of Malta. The transaction contemplated by the SPA (the \"Transaction\") will result in the acquisition by Navigator of MGID. Pursuant to the SPA, Navigator shall buy 100% of the issued and outstanding securities of MGID and in doing so form the resulting issuer.The Transaction is intended to constitute Navigator's Qualifying Transaction pursuant to Policy 2.4 (Capital Pool Companies) of the TSX Venture Exchange (\"TSX-V\") Corporate Finance Manual. In connection with the Transaction, the Company intends to apply to list the common shares of the Resulting Issuer on Tier 1 of the TSX-V as an Industrial and Technology issuer providing financial services. The Transaction is subject to the approval of the TSX-V and other closing conditions customary for a transaction of this nature. Navigator, upon completion of the Transaction, is referred to in this news release as the \"resulting issuer.\"MGID is an AdTech company that has been operating globally for more than 15 years. MGID's principal assets were equal to approximately C$38,065,290 based on its unaudited accounts for the year ended December 31, 2022. MGID's total liabilities were equal to approximately C$31,666,523 based on such unaudited accounts, and primarily comprised of trade account payables, deferred revenue and other current liabilities. As of the date of the unaudited accounts, MGID had revenues of C$165,628,648 and had net profit of approximately C$4,355,481. All figures in this news release are expressed in Canadian currency and are subject to audit review and adjustment.Transaction StructureThe SPA contemplates that all owners of MGID securities, will exchange such securities for common shares in the capital of the resulting issuer, resulting in the issuance by the resulting issuer of approximately 194,695,000 common shares (the \"Purchase Consideration Shares\"). The SPA also p...