IPO - Namib Minerals

Form Type: F-1

Filing Date: 2025-06-26

Corporate Action: Ipo

Type: New

Accession Number: 000121390025057994

Filing Summary: Namib Minerals filed a registration statement for an initial public offering (IPO) of its ordinary shares on June 25, 2025. The registration states that the company is offering up to 87,548,686 ordinary shares for resale by selling securityholders, which is approximately 84.7% of ordinary shares outstanding. Furthermore, an additional 18,576,712 ordinary shares are to be issued upon the exercise of warrants, with details about the structure of this transaction being linked to a Business Combination with Red Rock Acquisition Corporation. The filing indicates the proceeds from resale will not benefit Namib Minerals but entails various risks related to market volatility, potential profits for the selling securityholders, and the performance of their shares in the market. The company is classified as an emerging growth company and foreign private issuer, thus evading certain U.S. reporting requirements. Notable stakeholders include the Southern SelliBen Trust, a substantial shareholder allowing the company to operate as a controlled entity, affecting corporate governance norms. Disclosures regarding risks associated with investing in its ordinary shares are provided, with strong emphasis on the high degree of risk involved.