Critical Metals Corp. Announces Letter of Intent to Acquire European Lithium, Consolidating Rare‑Earth Assets

CRML
April 27, 2026

Critical Metals Corp. (CRML) has entered into a letter of intent to acquire all outstanding shares of European Lithium Ltd. (EUR.AX). The transaction values European Lithium at approximately US$835 million, based on an exchange ratio of 0.035 CRML shares for each European Lithium share and current market prices as of April 22, 2026.

The deal eliminates European Lithium’s 34 % cross‑holding in CRML, which is valued at roughly US$540 million. By canceling those shares, CRML will reduce dilution and increase its public float, improving liquidity for existing shareholders. In addition, the transaction gives CRML full ownership of European Lithium’s 7.5 % stake in the Tanbreez rare‑earth project in Greenland, bringing the company’s ownership of the project to 100 % and simplifying governance and financing for the flagship asset.

European Lithium’s balance sheet as of March 31, 2026 shows a cash balance of AUD$306 million (US$219 million). When combined with CRML’s standalone cash of US$124 million, the pro‑forma cash position after the transaction will be approximately US$343 million, providing a stronger financial foundation for future development and capital expenditures.

Investors have responded positively to the announcement, reflecting confidence in the strategic benefits of the deal. However, CRML’s financial health remains weak, with a negative EBITDA of US$51.8 million over the last twelve months and a short‑term liquidity position that exceeds current obligations. The cash infusion from European Lithium is expected to help mitigate these weaknesses and support ongoing project development.

The transaction is subject to customary closing conditions, including shareholder approval and regulatory clearance. A shareholder meeting is anticipated in the third quarter of 2026, and the parties expect the deal to close in the second half of 2026.

The Tanbreez project is one of the world’s largest undeveloped rare‑earth deposits, containing all eight essential heavy rare‑earth elements. By consolidating ownership, CRML positions itself to capture the full value of the deposit and to accelerate development in a market where demand for rare earths is rising due to electrification and advanced technologies. European Lithium’s other assets, such as the Wolfsberg Lithium Project in Austria, also add strategic depth to the combined entity.”

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