Mkango Resources Limited Announces Filing of an Amended Registration Statement - F-4

Executive Summary

• Mkango Resources Ltd.'s wholly-owned subsidiary, Mkango Rare Earths Limited (MKAR), filed an amended registration statement on Form F-4 with the U.S. SEC regarding its previously announced proposed business combination with Crown PropTech Acquisitions (CPTK).
• The filing includes a preliminary proxy statement for CPTK shareholders and a preliminary prospectus for MKAR's common shares and warrants, representing a critical milestone toward transaction completion.
• MKAR has applied for a Nasdaq listing, with common shares and warrants expected to trade under the symbols "MKAR" and "MKARW" upon closing, subject to SEC review and shareholder approval.

Key Details

• Filing Details: Amended Registration Statement on Form F-4 filed with the U.S. Securities and Exchange Commission (SEC) on June 8, 2026.
• Transaction Structure: Proposed business combination between Mkango Rare Earths Limited (MKAR) and Crown PropTech Acquisitions (CPTK, OTC: CPTKW), governed by a Business Combination Agreement dated July 2, 2025 (as amended).
• Transaction Timeline: Initially announced on July 3, 2025; the Form F-4 filing marks a key regulatory step toward closing.
• Filing Contents: Includes a preliminary proxy statement for the CPTK shareholder meeting and a preliminary prospectus covering MKAR's common shares and warrants.
• Listing Application: Application submitted to the Nasdaq Stock Market; expected trading symbols are "MKAR" for common shares and "MKARW" for warrants.
• Closing Conditions: Contingent upon completion of the SEC review process, satisfaction of customary closing conditions, and approval by CPTK shareholders.
• Regulatory & Technical Disclosures: The Form F-4 contains technical/scientific information compliant with U.S. Regulation S-K Subpart 1300; Canadian readers are directed to the NI 43-101 Updated Technical Report for the Songwe Hill Rare Earth Element Project filed on April 30, 2026.
• Corporate Context: Mkango's strategy centers on rare earth magnet recycling through its 79.4% stake in Maginito Limited (and its subsidiaries HyProMag and Mkango UK) and the development of the advanced-stage Songwe Hill project in Malawi and the Pulawy separation project in Poland, both designated as Strategic Projects under the EU Critical Raw Materials Act.