CRML News & Events

Critical Metals files to sell 20.65M ordinary shares for holders

Critical Metals (CRML) announced the execution of a definitive 15-year binding offtake agreement with REalloys (ALOY) for rare earth element concentrate from its Tanbreez Project in Southern Greenland. This agreement follows the Government of Greenland's April 17 approval of Critical Metals' ownership increase to 92.5% of the Tanbreez Project. The agreement formalizes and expands upon the parties' October 2025 letter of intent, extending the original ten-year framework into a 15-year binding contract with two additional five-year extension options. Under the agreement, REalloys will purchase 15% of Tanbreez's annual rare earth concentrate production, with priority rights in respect of concentrate volumes containing elevated concentrations of the critical heavy rare earth elements dysprosium and terbium, together with a Right of First Refusal over additional volumes.

Critical Metals announced the execution of a binding Scheme Implementation Deed under which Critical Metals will acquire all of the issued shares and listed options of European Lithium Ltd. by way of two interdependent schemes of arrangement under Australian law. Critical Metals' Chief Executive Officer and Executive Chairman Mr. Tony Sage commented, "The market reaction to this acquisition on April 27 was very positive and we are pleased to execute the binding definitive agreement. This is a logical transaction that has a strong strategic rationale and offers clear, material benefits to Critical Metals shareholders. I am delighted to see Tanbreez's ownership consolidated under a single legal owner and for Critical Metals to be very well-funded so that Tanbreez can be rapidly advanced into a strong rare earth market for the benefit of shareholders and other stakeholders. I strongly believe that upon completion of this transaction, Critical Metals will be uniquely positioned as a leading heavy rare earths developer that benefits from owning 100% of the highly strategic Tanbreez project, as well as having peer-group leading strong balance sheet, a diversified global shareholder base and a highly liquid stock on the NASDAQ in the United States." The Transaction will be implemented by way of two interdependent Schemes of Arrangement under Australian law in relation to European Lithium's shares and listed options respectively. Pursuant to the Transaction, European Lithium shareholders will receive 0.035 shares of Critical Metals for each European Lithium share held. European Lithium's outstanding listed options will be transferred to Critical Metals in exchange for a number of Critical Metals shares equal to the Exchange Ratio minus a fraction, the numerator of which is the option's exercise price and the denominator of which is the a 20-day VWAP of Critical Metal's share price prior to the record date of the schemes. The Transaction is expected to be completed in the second half of 2026. A scheme meeting of the shareholders of European Lithium is expected to be held in the third quarter of 2026 to approve the Proposed Transaction.

Critical Metals has received formal approval from the Government of Greenland, acting through the Ministry responsible for land and infrastructure, for its previously announced acquisition of a majority interest in 60 degrees North Greenland. The Ministry has affirmatively granted permission for the Company to acquire 70% of the shares in 60 degrees North ApS, thereby indirectly acquiring title to the associated land and asset portfolio referenced in the Company's application. The approval satisfies a key closing condition of the transaction announced on March 23, 2026 and represents a significant milestone in the Company's strategy to expand its operational footprint in Greenland.