Critical Metals Corp. (NASDAQ: CRML), a critical minerals exploration and mining company, announced on October 22, 2026 that European Lithium Limited shareholders and optionholders voted in favor of its proposed acquisition of European Lithium (ASX: EUR). The companies structured the deal as Court-approved schemes of arrangement under Australian law, and Critical Metals will pay the consideration in new shares.

How the Vote Went

According to the company, 99.96% of the votes cast by European Lithium shareholders, and 97.22% of shareholders present and voting, favored the Share Scheme. The Option Scheme received 100% of the votes cast by optionholders and 100% of optionholders present and voting. In addition, European Lithium shareholders approved related party resolutions at a general meeting held the same day.

As a result, the schemes have now cleared every condition that required securityholder approval. However, they still need approval from the Supreme Court of Western Australia and must meet the other conditions set out in the scheme booklet.

In September, Mike Hanson, the Critical Metals board director who leads the Special Committee responsible for the transaction, said the court orders and scheme booklet registration “move the transaction into its final stages.”

The Exchange Ratio and Timeline

Earlier, in August, the companies replaced a fixed ratio of 0.035 new CRML shares per European Lithium share with a floating ratio between 0.025 and 0.045, based on a floor price of US$8.00 and a ceiling of US$16.00. Because the 20-day volume weighted average price from September 23 to October 20 was at or below the floor, the company reported on October 21 that the ratio landed at the maximum of 0.045. Since holders receive shares, the value of the consideration will change with the CRML share price and the AUD/USD exchange rate.

The company described the remaining dates as indicative and subject to the Court process. The schedule starts with a second court hearing on October 26, then moves to an effective date on October 27, a record date on October 29 and implementation on November 5, 2026. The company expects new Critical Metals shares to begin trading on NASDAQ on November 6. In addition, under a July amendment, holders of 50,000 or fewer European Lithium shares or options can participate in a sale facility and receive cash proceeds instead of shares.

The Assets Behind the Company

The company describes its flagship project, Tanbreez, as one of the world’s largest rare earth deposits. The project sits in Southern Greenland, where deep water fjords provide year-round direct shipping access to the North Atlantic. Critical Metals also holds the Wolfsberg Lithium Project in Carinthia, Austria, about 270 km south of Vienna, which the company describes as the first fully permitted mine in Europe.

In September, Critical Metals reported more than 99% dissolution of Tanbreez eudialyte concentrate into 19 ultra-high-purity rare earth products. At the same time, it released a refinery study projecting US$1.8 billion to US$2.2 billion in annual refinery revenue. Under an existing term sheet, the company expects its proposed Romanian joint venture refinery to receive 50% of all concentrate production.

Strategic Investment Summary

• Shareholder Approval: European Lithium securityholders approved the proposed acquisition by Critical Metals Corp. (NASDAQ: CRML), according to an October 22, 2026 announcement.
• Vote Results: The Share Scheme received 99.96% of votes cast, while the Option Scheme received 100%.
• Exchange Ratio: European Lithium shareholders will receive 0.045 new CRML shares per share held, the maximum under the floating ratio.
• Next Steps: The second court hearing is on October 26, and implementation should then follow on November 5, 2026.
• New Shares: The company expects new Critical Metals shares to begin trading on NASDAQ on November 6, 2026.
• Tanbreez Progress: A refinery study projects US$1.8 billion to US$2.2 billion in annual revenue for the proposed refinery, which would process Tanbreez concentrate.

Find out more about the latest corporate developments and financial reports at the Critical Metals investor portal.

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