European Lithium Limited (EUR) is progressing with a proposed merger with Critical Metals Corp (CRML), which will see CRML acquire 100% of EUR's share capital. This is to be achieved through court-approved schemes of arrangement under the Corporations Act. Significant changes include the introduction of a revised Share Scheme Transaction Ratio, adjusting between 0.045 and 0.025 based on CRML's share price on NASDAQ, aimed at stabilizing the transaction's economic impacts. The merger will result in EUR Shareholders owning approximately 38% of the combined entity post-implementation, expected by October 2026. The process includes dispatching a Scheme Booklet with an Independent Expert’s Report, and obtaining necessary shareholder and court approvals.
Key Points
Revised Share Scheme Transaction Ratio introduced with a floating mechanism.
Share Scheme Transaction Ratio varies based on CRML's NASDAQ share price, with a cap and collar.
The maximum ratio of 0.045 applies if CRML's share price is at or below US$8.00, and the minimum ratio of 0.025 applies if at or above US$16.00.
Scheme Booklet with an Independent Expert’s Report expected to be dispatched in early September 2026.
The Schemes are anticipated to be implemented in October 2026, subject to necessary approvals.
EUR Shareholders expected to own approximately 38% of the combined CRML group after the Schemes.
The merger involves a court-approved scheme of arrangement under the Corporations Act.
Critical Metals Corp (CRML) to acquire 100% of European Lithium Limited (EUR).
Material terms of the Schemes remain unchanged except as amended.
The merger aims to form a strategic alignment in lithium and rare earth sectors.
IMPORTANT NOTE: This information is autogenerated and has not been reviewed for accuracy or completeness. You should refer to the full announcement here for further information.