May. 8 at 5:22 PM
$NAMM This prospectus relates to the offer and sale by selling securityholders of up to 87,548,686 ordinary shares of Namib Minerals (the "Company") and up to 7,212,394 warrants to purchase ordinary shares. The Company will not receive any proceeds from these sales. The prospectus also covers the issuance by the Company of up to 18,576,712 ordinary shares issuable upon the exercise of warrants (Sponsor Warrants and Public Warrants) at an exercise price of
$11.50 per share. The Company will receive proceeds from the exercise of these warrants for cash, potentially up to approximately
$213.6 million if all warrants are exercised. The selling securityholders include the SPAC Sponsor, Former Red Rock Directors, Former Greenstone Shareholders, and Polar Multi-Strategy Master Fund. The ordinary shares being offered for resale represent approximately 83.6% of outstanding ordinary shares, and the warrants represent approximately 38.8% of outstanding warrants.