Critical Metals Corp merger heads to shareholder vote

A Western Australian court has cleared the way for Critical Metals Corp to put its acquisition of European Lithium to a shareholder vote on 22

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Critical Metals Corp (Nasdaq: CRML) has cleared a key procedural hurdle in its proposed acquisition of European Lithium (ASX: EUR), after the Supreme Court of Western Australia ordered on 15 September that shareholder and optionholder meetings be convened to vote on the transaction. The court simultaneously approved dispatch of the Scheme Booklet to European Lithium securityholders, and the document has been registered with the Australian Securities and Investments Commission (ASIC).

The Scheme Booklet, which includes an independent expert's report, is expected to reach securityholders on or around 22 September. The general meeting and scheme meetings are scheduled for 22 October in West Leederville, Western Australia. Subject to securityholder approval and further court sanction, the deal is expected to close in November 2026.

The deal

Under the proposed transaction, Critical Metals Corp would acquire 100% of the issued share capital of European Lithium and all of its listed options through court-approved schemes of arrangement under Australian corporations law. The consideration is structured entirely in new Critical Metals Corp ordinary shares; no cash component has been disclosed. The release does not state a deal valuation, an exchange ratio, or the implied premium to European Lithium's market price.

Mike Hanson, board director of Critical Metals Corp and chair of the Special Committee overseeing the transaction, said the court orders and booklet registration "move the transaction into its final stages." The deal's primary prize is the Wolfsberg Lithium Project in Carinthia, Austria, which Critical Metals Corp describes as the first fully permitted hard-rock lithium mine in Europe, with signed offtake and downstream supply agreements already in place.

Market context

The Wolfsberg project sits within a competitive landscape in which European governments and automakers are actively seeking to de-risk lithium supply chains from Chinese and South American concentration. The EU's Critical Raw Materials Act, which entered into force in 2024, sets a target that at least 10% of the bloc's annual lithium consumption should be extracted domestically by 2030, adding regulatory urgency to projects at or near permitting readiness. Wolfsberg's fully permitted status is commercially significant in a sector where permitting timelines routinely run to a decade or more.

Critical Minerals Corp also holds the Tanbreez rare earth deposit in southern Greenland, which it describes as one of the largest rare earth deposits in the world by resource size. Rare earths are a separate but adjacent critical-minerals category, covering elements essential to permanent magnets in wind turbines and EV motors. The company's combined positioning across lithium and rare earths reflects a broader investor thesis: that western-aligned, shovel-ready critical-mineral projects command a strategic premium as battery and defence supply chains fragment along geopolitical lines.

Policy path

Wolfsberg's offtake and downstream partnerships have not been named in the release, and no volume or pricing terms have been disclosed. Investors watching the deal will focus on three near-term signals: the outcome of the 22 October securityholder vote, any court challenge to the scheme in the confirmation hearing expected before November close, and whether Critical Metals Corp provides further detail on contracted lithium volumes and the identity of its offtake partners. The all-scrip structure means European Lithium shareholders will be taking on CRML equity risk through to and beyond completion.