Mkango Rare Earths Limited, a subsidiary of Mkango Resources Ltd., filed an amended registration statement on Form F-4 with the U.S. Securities and Exchange Commission on Wednesday for its proposed business combination with Crown PropTech Acquisitions (CPTK).
The filing follows an amended and restated business combination agreement signed on September 2, 2026, which consolidates prior amendments from February 13 and May 20 of this year. The material economic terms of the transaction remain unchanged, according to the companies.
Under the updated terms, CPTK and its sponsor entered into eight non-redemption agreements with funds and accounts managed by BlackRock, Inc. subsidiaries. These agreements cover 400,000 CPTK public shares and provide for an anticipated per-share liquidation price of approximately $12.01, based on the amount held in CPTK’s trust account as of July 31, 2026. The trust account is expected to retain at least $4.8 million.
In exchange for the non-redemption commitments, transfer restrictions on at least 1,754,161 founder shares held by investors will be shortened from one year to 180 days. The filing has not yet been declared effective by the SEC, and completion of the transaction remains subject to regulatory review, closing conditions, and shareholder approval.
Mkango Resources, listed on the AIM and TSX Venture exchanges under the symbols MKA, is pursuing the merger through its unit Mkango Rare Earths. The company holds a 79.4% stake in Maginito Limited and is advancing rare earths projects in Malawi and Poland, including the Songwe Hill and Pulawy projects.
