Critical Metals Corp and European Lithium Amend Acquisition Agreement: Key Updates and Implications

Critical Metals Corp and European Lithium Amend Acquisition Agreement

New York, July 3, 2026 – In a significant development for the mining sector, Critical Metals Corp (Nasdaq: CRML) has announced an amendment to its Scheme Implementation Deed regarding the proposed acquisition of European Lithium Limited (ASX: EUR). This strategic move aims to streamline the acquisition process while maintaining the core financial terms of the deal.

The revised agreement introduces several key changes to the implementation mechanics. Notably, it establishes a sale facility for small shareholders, allowing those holding 50,000 shares or fewer to receive cash proceeds instead of shares in the combined entity. Additionally, the previously planned CHESS Depositary Interest (CDI) structure has been replaced, with common shares now to be issued directly to eligible European Lithium securityholders.

Despite these adjustments, the overall consideration and strategic rationale for the acquisition remain unchanged. The completion of the transaction is currently targeted for September 2026, pending necessary approvals from shareholders, optionholders, and the Australian courts. Upon completion, European Lithium shareholders are expected to own approximately 41% of the newly formed company.

Key Highlights of the Amendment:

• Sale Facility for Small Holders: Shareholders with 50,000 or fewer shares can opt for cash proceeds from the sale of their shares.
• Direct Share Issuance: Common shares will be issued directly to eligible shareholders, simplifying the process.
• Unchanged Financial Terms: The core financial terms and strategic rationale for the acquisition remain intact.
• Targeted Completion Date: The transaction is expected to close in September 2026, subject to necessary approvals.

Looking Ahead

As both companies work towards fulfilling the remaining conditions for the acquisition, European Lithium plans to distribute a Scheme Booklet, which will include an Independent Expert’s Report, in late July or early August 2026. This document will provide shareholders with essential details about the transaction, including its implications and voting instructions.

Critical Metals Corp, a leader in critical minerals mining, is focused on producing strategic products vital for electrification and next-generation technologies. Its flagship project, Tanbreez, is one of the largest rare earth deposits globally, located in Southern Greenland, while the Wolfsberg Lithium Project in Austria is poised to become a major lithium producer for the European market.

As the mining industry continues to evolve, this acquisition represents a crucial step for both companies in enhancing their market positions and expanding their portfolios in the critical metals sector. Investors and stakeholders will be closely monitoring the developments leading up to the anticipated completion date.