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Navigator Enters Merger Agreement With English Subsidiary On Oct 8, 2026; Navigator Gas To List Ordinary Shares On NYSE Under 'NVGS'; Does Not Expect Merger To Have Material Impact On Its Employees, Its Day-to-day Business & Operations, Or To Services To Its Customers

Benzinga·10/16/2026 21:22:05

Navigator Holdings Ltd. (described herein as "Navigator Gas" or the "Company") (NYSE:NVGS) announced today that, on October 8, 2026, it entered into an Agreement and Plan of Merger (the "Merger Agreement") with its wholly owned English subsidiary, Navigator Gas plc (the "New Parent"), and Navigator Gas Merger Co Inc., a wholly owned subsidiary of the New Parent (the "Merger Sub").

Under the Merger Agreement, the Company will merge into the Merger Sub (the "Merger"), with Merger Sub continuing to exist as a wholly owned subsidiary of the New Parent, and each share of common stock of the Company ("Common Shares") will be converted into one ordinary share of New Parent. As a result, the New Parent will become the publicly traded parent company of the Navigator group of companies and intends to list its ordinary shares on the NYSE under the existing "NVGS" ticker symbol.

The Merger Agreement was entered into in connection with the previously announced intention of the Company to change its corporate domicile from the Marshall Islands to England and Wales.

The change of corporate domicile is expected to bring Navigator’s corporate structure closer in line with its operating structure, with its executive office, senior management and many of its employees in the United Kingdom, along with lenders and insurers. The move is expected to give the Company the benefit of a well-developed legal and governance framework, a competitive and stable tax regime with an extensive double tax treaty network, as well as a mature and predictable tonnage tax regime for maritime businesses such as ours.

The closing of the Merger is subject to the conditions set forth in the Merger Agreement, including the approval of the Merger by the affirmative vote of holders of at least a majority of the issued and outstanding Common Shares entitled to vote thereon. The Company does not expect the Merger to have a material impact on its employees, its day-to-day business and operations, or to services to its customers.