Critical Metals Corp has completed its acquisition of European Lithium through court approved schemes of arrangement in Australia, making European Lithium a wholly owned subsidiary. Eligible European Lithium shareholders received 0.045 of a new Critical Metals share for each share held, and option holders received 0.0353158621 of a share per option. In total the company issued 90,539,994 new shares, taking shares issued and outstanding to 194,219,631. The new shares are expected to begin trading on Nasdaq on November 6 under the existing CRML ticker and cannot be traded on the ASX. European Lithium has requested removal from the ASX Official List, to be followed by delisting in Frankfurt and on the OTCQB market.
The consideration is equity, not cash, and the market marked the dilution immediately. Canadian Mining Journal reported Critical Metals shares fell 15.38 percent in New York on Thursday morning following the issue of the new shares. Mining.com.au put the all share acquisition at approximately $835 million when it was proposed in April, while noting the figure was based on the original exchange ratio and the share price at that time rather than a fixed purchase price. Immediately after the transaction the company’s cash balance was about $264.5 million. The 45,536,338 Critical Metals shares European Lithium itself acquired in February 2024 are now held by a subsidiary, with voting and dividend rights suspended, and will be accounted for as treasury shares.
The strategic asset is Tanbreez, in southern Greenland. Critical Metals previously held 92.5 percent of the project and European Lithium held the remaining 7.5 percent, so the takeover consolidates 100 percent ownership in one listed vehicle. A 2025 preliminary economic assessment outlined initial production of about 85,000 tonnes of rare earth concentrate a year, with potential to expand to more than 400,000 tonnes, and an after tax net present value of $2.1 billion at a 15 percent discount rate. Those are study figures, not a construction decision.
Tanbreez received Greenland government approval for its mining and closure plans in September, but further operating permits are still required, and financial security and construction funding remain outstanding steps. Critical Metals is a developer, not a producer, and also holds the Wolfsberg lithium project in Austria. Consolidating Tanbreez simplifies the ownership the company can present to governments and financiers. It does not by itself fund the mine.