Navigator Global Acquires US$195M Alternative Asset Portfolio From Stable

By John Zadeh -

Navigator Global Investments (ASX: NGI) has announced the acquisition of a diversified portfolio of Net Revenue Share interests in 17 alternative asset managers for US$195 million purchase consideration. The transaction will be funded through A$145 million in cash from a fully underwritten Entitlement Offer and A$136 million in scrip consideration to Stable vendors.

The acquisition establishes a strategic partnership with Stable Asset Management, with founder Erik Serrano Berntsen joining the NGI Board as Observer. Stable will continue to manage the portfolio under a perpetual Relationship Agreement, providing continuity of management expertise and reducing execution risk. The transaction is expected to be low double digit EPS accretive in the first full year of ownership.

The Target Portfolio generated US$27.1 million in CY25 distributions, implying a 7.6x valuation multiple on CY25 distributions. Portfolio-level AUM stood at US$15 billion as at March 2026, with Ownership-adjusted AUM of US$1.8 billion. Following completion, Stable’s LPs and Management will own 9.6% of NGI, with management shareholders subject to a 2-year escrow and LPs subject to a 1-year escrow.

What are Net Revenue Share interests?

Net Revenue Share interests represent economic interests in the topline revenues from management fee and performance fee earnings of alternative asset managers, after deducting limited, defined expenses comprising a base operating budget.

The structure provides several benefits for investors compared to traditional equity stakes. Net Revenue Share interests deliver more frequent distributions, as cash flows are derived directly from fee revenues rather than requiring full profit distributions. The structure protects earnings while allowing participation in Partner Firms’ growth, as NGI receives distributions without bearing the operating costs of the underlying managers.

For earlier-stage managers where full equity stakes may not be available or practical, Net Revenue Share interests provide an attractive alternative entry point. This positioning enables NGI to extend its reach into high-growth managers at an earlier stage of their lifecycle while maintaining structural downside protection through the revenue-share mechanism.

Portfolio delivers 52% AUM growth and 92% EBITDA margin

The Target Portfolio has demonstrated strong growth characteristics relative to NGI’s existing business, with AUM expanding 52% between CY24 and CY25 compared to 7% growth for Navigator standalone. Revenue growth over the same period reached 60% for the NGI Stable Growth Portfolio versus 14% for Navigator’s existing operations.

Metric Navigator Standalone NGI Stable Growth Portfolio Navigator Pro Forma
AUM Growth (CY24-CY25) 7% 52% 9%
Revenue Growth (CY24-CY25) 14% 60% 18%
NPAT Growth (CY24-CY25) 33% 69% 38%
EBITDA Margin (CY25) 55% 92% 59%

The 92% EBITDA margin on the Target Portfolio reflects the nature of Net Revenue Share interests, under which NGI receives distributions without bearing the operating costs of the underlying managers. This compares to a 55% margin for Navigator’s existing business and implies a 59% pro forma margin for the combined group.

Approximately 95% of AUM in the portfolio is performance fee eligible, with an average management fee rate of 1.4% and average performance fee rate of 17%. Management fee-driven distributions represented 44% of CY25 total distributions, providing a stable earnings base balanced with performance fee upside.

Diversification across 17 specialist managers

The portfolio provides exposure across multiple alternative investment strategies:

  • L/S Equity: 26% of portfolio-level AUM
  • Royalties: 25%
  • Private Credit: 14%
  • Relative Value: 9%
  • Quantitative: 8%
  • Other: 19%

The investor base is predominantly North American (74%), with Europe representing 20% and Asia & Oceania 4%. LP types include pension plans, endowments, sovereign wealth funds, and family offices, reflecting the institutional quality of the underlying managers.

CY25 distributions were concentrated among the larger managers in the portfolio. Managers 1-5 contributed the majority of distributions, while Managers 6-15 provided additional diversification. Two managers in the portfolio are yet to commence paying distributions, representing potential upside as they scale their operations.

The portfolio comprises 12 liquid alternatives managers and 5 private markets/other managers, with the liquid alternatives segment generating more frequent distribution flows given the open-ended nature of the underlying strategies.

Strategic partnership extends NGI’s ecosystem into high-growth managers

The acquisition positions NGI Strategic to partner with alternative asset managers across different lifecycle stages. NGI Strategic’s existing focus remains on established, scaled managers, while the Stable partnership extends capability into high-growth, earlier-stage managers that may not yet have the scale or maturity for traditional minority equity investments.

Under the terms of the partnership, Stable will manage and monitor the NGI Stable Growth Portfolio under a perpetual Relationship Agreement. NGI will pay Stable a flat fee of US$1.56 million for an initial 6-year term. After that period, the fee will be calculated based on the number of managers in the NGI Stable Growth Portfolio.

Stable management shareholders will be escrowed for 2 years, while Stable’s LPs will be escrowed for 1 year, aligning long-term interests between NGI and the vendors.

Erik Serrano Berntsen

Founder and CEO of Stable Asset Management with over 20 years leading the firm. Has established one of the largest and most tenured GP stake building platforms globally, deploying US$5.2 billion across growth and acceleration capital. The platform has built 45 GPs since inception, demonstrating expertise in how capital, talent and business platforms evolve across market cycles.

The partnership creates an additional, proprietary channel for NGI to access new Partner Firms and Net Revenue Share interests, either through the existing relationship with Blue Owl GP Strategic Capital or directly with Stable. This strengthens NGI’s proven process for achieving inorganic growth.

The structure also enables NGI to capitalise on potential “hybrid” deals, combining NGI minority stakes with Stable growth capital where attractive opportunities arise. This capability provides a differentiated value proposition when approaching new Partner Firms, offering both permanent capital (NGI minority stake) and growth capital (Stable acceleration funding).

Pro forma scale positions NGI Strategic at 45% of group revenue

Following completion, NGI will have pro forma Ownership-adjusted AUM of US$33.4 billion as at March 2026 across 29 Partner Firms. The NGI Strategic segment will contribute:

  • 44.0% of pro forma Ownership-adjusted AUM
  • 45.8% of pro forma Revenue
  • 72.9% of pro forma EBITDA (excluding Corporate Costs)

Lighthouse will represent 56% of AUM, 54.1% of Revenue, and 29.2% of EBITDA. The shift in segment mix reflects the high-margin nature of the Net Revenue Share interests, which generate distribution income without the operating cost base of a traditional asset management business.

The acquisition materially increases NGI’s debt capacity from the additional scale and earnings contribution, while diversifying across investment strategy, growth profile, and investor base. Pro forma firm-level AUM reaches approximately US$94 billion.

Entitlement Offer details

The acquisition will be funded through a fully underwritten 1 for 8.13 pro rata accelerated non-renounceable entitlement offer of approximately 60.4 million New Shares, representing 12.3% of existing shares on issue.

The Offer Price of A$2.40 per New Share represents:

  • 2.9% discount to TERP of A$2.47
  • 3.2% discount to the last close of A$2.48 on 1 May 2026

All NGI directors who are eligible have confirmed their intention to participate in the Entitlement Offer.

Key dates:

  • Trading halt and announcement of the Acquisition and Entitlement Offer, Institutional Entitlement Offer opens: Monday, 4 May 2026
  • Institutional Entitlement Offer closes: Tuesday, 5 May 2026
  • Announce results of Institutional Entitlement Offer: Tuesday, 5 May 2026
  • Trading halt lifted – shares recommence trading on ASX on an “ex-entitlement” basis: Tuesday, 5 May 2026
  • Record Date for the Entitlement Offer: 7.00pm (Sydney time) on Wednesday, 6 May 2026
  • Settlement of New Shares under the Institutional Entitlement Offer: Monday, 11 May 2026
  • Retail Entitlement Offer Booklet despatched and Retail Entitlement Offer opens: Monday, 11 May 2026
  • Allotment and normal trading of New Shares issued under the Institutional Entitlement Offer: Tuesday, 12 May 2026
  • Retail Entitlement Offer closes: Tuesday, 26 May 2026
  • Announce results of Retail Entitlement Offer: Friday, 29 May 2026
  • Settlement of Retail Entitlement Offer: Monday, 1 June 2026
  • Allotment of New Shares under the Retail Entitlement Offer: Tuesday, 2 June 2026
  • Trading of New Shares on a normal settlement basis under the Retail Entitlement Offer: Wednesday, 3 June 2026
  • Despatch of holding statements for New Shares to retail shareholders: Thursday, 4 June 2026

FY26 guidance and completion outlook

NGI expects FY26 Adjusted EBITDA of US$100 million to US$104 million, subject to market conditions. As indicated at the February 1H earnings and 3Q update, FY26 Adjusted EBITDA is expected to be impacted by lower distributions from the NGI Strategic Portfolio compared to a very strong FY25, partially offset by strong ongoing results from Lighthouse.

Completion of the acquisition is expected to occur in early FY27, subject to FIRB approval and other customary conditions. This timing means the first full year of ownership, and the expected low double digit EPS accretion, would be reflected in FY28 results.

NGI is amending its existing debt facility to increase the size and extend the term, with completion expected prior to 30 June 2026. Total Ownership-adjusted AUM stood at US$31.6 billion as at 31 March 2026, up 16.2% year-on-year, with Lighthouse continuing to deliver strong AUM and investment performance momentum through April.

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John Zadeh
By John Zadeh
Founder & CEO
John Zadeh is a seasoned small-cap investor and digital media entrepreneur with over 10 years of experience in Australian equity markets. As Founder and CEO of StockWire X, he leads the platform's mission to level the playing field by delivering real-time ASX announcement analysis and comprehensive investor education to retail and professional investors globally.
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