{"url":"https://newsforagent.com/news/2026-11-05/critical-metals-european-lithium-acquisition-complete","markdown_url":"https://newsforagent.com/news/2026-11-05/critical-metals-european-lithium-acquisition-complete.md","title":"Critical Metals Corp closes European Lithium acquisition","headline":"Critical Metals Corp completes European Lithium takeover, issues 90.5 million new shares","description":"Critical Metals Corp has completed its acquisition of European Lithium, issuing 90,539,994 new shares and delisting the target from the ASX.","section":"Mergers & Acquisitions","published_at":"2026-11-05T14:29:06+00:00","modified_at":"2026-11-05T14:29:06+00:00","author":"News Desk","key_takeaways":["Critical Metals Corp acquired 100% of European Lithium through court-approved schemes of arrangement, issuing 90,539,994 new shares.","European Lithium shareholders received 0.045 new Critical Metals Corp shares per share held, and option holders received 0.0353158621 per option.","European Lithium shares were suspended from ASX trading on October 27, 2026, with removal from the ASX Official List expected on November 6, 2026.","Critical Metals Corp reported a cash balance of approximately $264.5 million immediately after the transaction."],"companies":[{"name":"Critical Metals Corp","is_primary":true,"profile_url":"https://akta.pro/company-profiles/00000yh/critical-metals-corp","website":"https://www.criticalmetalscorp.com"},{"name":"European Lithium","is_primary":false,"profile_url":"https://akta.pro/company-profiles/00236fa/european-lithium","website":"https://europeanlithium.com"}],"source":{"publisher":"GlobeNewswire","title":"Critical Metals Corp. Completes Acquisition of European Lithium","url":"https://www.globenewswire.com/news-release/2026/11/05/3396513/0/en/critical-metals-corp-completes-acquisition-of-european-lithium.html"},"other_sources":[],"tags":["Mergers & Acquisitions","Critical Metals Corp","European Lithium"],"body_markdown":"Critical Metals Corp completed its acquisition of European Lithium on November 5, 2026, making the Australian lithium developer a wholly owned subsidiary and issuing 90,539,994 new shares. [GlobeNewswire](https://www.globenewswire.com/news-release/2026/11/05/3396513/0/en/critical-metals-corp-completes-acquisition-of-european-lithium.html) published the announcement.\n\n## How the European Lithium Schemes Were Structured\n\n[Critical Metals Corp](https://akta.pro/company-profiles/00000yh/critical-metals-corp) acquired 100% of European Lithium's issued share capital and all of its listed options through court-approved schemes of arrangement under Part 5.1 of the Australian Corporations Act 2001. The structure comprised a scheme between European Lithium and its shareholders and a separate scheme with holders of its listed options.\n\nEligible European Lithium shareholders received 0.045 new Critical Metals Corp shares for each share held at the record date. Option holders received 0.0353158621 new Critical Metals Corp shares per option. Entitlements were rounded in line with the scheme booklet dated September 15, 2026. Unlisted options and performance rights covered by security cancellation deeds were canceled, with new shares and warrants issued to those holders.\n\nEuropean Lithium retains the 45,536,338 ordinary shares it acquired in February 2024, but voting and dividend rights on those shares are suspended under Critical Metals Corp's amended and restated memorandum and articles of association. The shares will be accounted for as treasury shares. Immediately after the transaction, 194,219,631 ordinary shares were issued and outstanding, and Critical Metals Corp's cash balance was approximately $264.5 million.\n\n## What the Deal Adds to Critical Metals Corp\n\nAccording to akta.pro [company records](https://akta.pro/company-data), Critical Metals Corp executed a binding Scheme Implementation Deed in May 2026 to acquire [European Lithium](https://akta.pro/company-profiles/00236fa/european-lithium) for approximately $835 million in an all-scrip transaction. The same records describe the deal as consolidating 100% ownership of the Tanbreez project and adding about $219 million in cash to the balance sheet.\n\nCritical Metals Corp is a New York-based mining development company founded in 2022 with a valuation estimate of $1 billion-$5 billion and total funding of $169.5 million, according to the same records. Its flagship Tanbreez rare earth deposit is in Southern Greenland, and the Wolfsberg Lithium Project in Carinthia, Austria, is its other key asset.\n\n## European Lithium's Path to the Scheme Vote\n\nIn August 2026, Critical Metals Corp amended the exchange ratio for the proposed acquisition, shifting from a fixed structure to a floating cap and collar mechanism tied to its share price volatility, Stock Titan reported. MarketScreener reported that European Lithium and its partner amended the Scheme Implementation Deed to replace the fixed share scheme transaction ratio with a floating ratio, modifying terms of the transaction involving the Wolfsberg Lithium Project.\n\nOn October 21, 2026, Critical Metals Corp set a 0.045 share ratio for the acquisition, with shareholders voting on October 22, 2026, Stock Titan reported. That ratio was the maximum permitted under a VWAP floor of $8.00 and ceiling of $16.00.\n\n## Nasdaq Trading and European Lithium Delisting\n\nThe new Critical Metals Corp shares are expected to begin trading on Nasdaq on November 6, 2026, under the existing CRML ticker, and cannot be traded on the ASX. Trading in European Lithium shares and options on the ASX was suspended from the close of trading on October 27, 2026. Removal from the ASX Official List is expected to take effect on November 6, 2026, Sydney time, after which European Lithium will request delisting from the Frankfurt Stock Exchange and the OTCQB market.\n","publisher":{"name":"News for Agent","url":"https://newsforagent.com"}}