Hennessy Capital Investment Corp VI (HCVI), a United States-based outfit, this week postponed a crucial shareholder meeting called to consider merging its business with Namib Minerals, a firm that holds significant interests in key Zimbabwean gold assets.
The merger was expected to form a US$609 million entity, which would trade its stock on Nasdaq — the second-largest American stock exchange.
As previously reported by businessdigest, a listing on Nasdaq would grant Namib access to multiple capital raising opportunities on a bourse that was valued at US$30 trillion at the end of January.
Namib owns three gold mines in Zimbabwe: Mazowe Mine, Redwing Mine, and How Mine. In southern Africa, its footprint extends to mineral rich Democratic Republic of Congo.
“On April 3, 2025, the company announced that it has indefinitely postponed its special meeting of stockholders, previously scheduled for April 7, 2025, regarding the business combination,” HCVI said in a filing to the US Securities and Exchange Commission.
“The company will publicly announce the new date for the special meeting once determined by its board of directors.”
This publication understands that on October 1, 2024, HCVI received a written notice from Nasdaq’s listing qualifications department, stating that the company had failed to comply with one of the bourse’s listing rules.
This rule mandates that a special purpose acquisition company must complete one or more business combinations within 36-months of its initial public offering registration statement taking effect.
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“The company requested a hearing to appeal this determination before the Nasdaq hearings panel, which was held on November 19, 2024,” HCVI said.
“On December 19, 2024, the company received written notification from Nasdaq informing it of the panel’s decision to grant an extension for continued listing until March 31, 2025, subject to compliance with the conditions outlined in the letter.”
On April 2, 2025, HCVI received a delisting notice from the panel stating that it had decided to delist the company’s securities from Nasdaq, with trading suspended at the opening of business on April 4.
“Nasdaq’s decision was based on Nasdaq listing rule IM-5101-2, as the company did not complete a business combination within the 36 month timeframe,” HCVI said.
“Following the suspension of trading on Nasdaq, the company’s units, Class A common stock shares, and warrants will be eligible to trade on the OTC (over the counter) markets under the tickers ‘HCVIU,’ ‘HCVI,’ and ‘HCVIW,’ respectively. However, trading volume may be extremely limited, and the price of the company’s securities could be adversely affected.”
Consequently, HCVI cannot guarantee that its securities will continue trading on this market, whether broker dealers will maintain public quotes, or whether liquidity will be sufficient.
“Under the delisting notice, the company has 15 days to submit a written request for a review of the panel’s decision to the Nasdaq listing and hearing review council,” HCVI said.
“Unless HCVI requests a review, a Form 25 will be filed with the SEC, resulting in the removal of its securities from Nasdaq’s listing and registration. The company has yet to decide whether it will seek a review.”
HCVI added that even if it requests a review, this would only delay the Form 25 filing pending the council’s decision — not the trading suspension.
“Furthermore, there is no assurance that the council would approve HCVI’s request to maintain its Nasdaq listing,” the company said.
