European Lithium Ltd (ASX:EUR, OTCQB:EULIF) has extended its exclusivity period with Nasdaq-listed Critical Metals Corp (NASDAQ:CRML) as the two companies work towards finalising documentation for a proposed scheme of arrangement that would see CRML acquire 100% of European Lithium’s issued share capital and listed options.
The companies said mutual due diligence had now been completed, with additional time required to finalise a binding scheme implementation deed (SID) for the proposed transaction.
Under the proposed deal structure, European Lithium shareholders would receive 0.035 new CRML shares for each EUR share held through a court-approved scheme of arrangement. Holders of listed European Lithium options (ASX:EUROC) would also receive CRML shares under a parallel option scheme reflecting the in-the-money value of their options on a cashless exercise basis.
The parties said the proposed transaction terms remain unchanged from those outlined in European Lithium’s April 28 announcement regarding the non-binding indicative offer.
Nasdaq pathway takes shape
The update follows European Lithium’s earlier announcement that it had entered exclusive negotiations with CRML on a potential scrip-based transaction that would effectively consolidate the group’s key critical minerals interests under the Nasdaq-listed vehicle.
The proposed scheme would strengthen the connection between European Lithium and CRML, which already holds interests in several of European Lithium’s flagship assets, including the Wolfsberg lithium project in Austria and the Tanbreez rare earth project in Greenland.
Focus sharpens on Tanbreez
Momentum around the deal has also coincided with recent developments at Tanbreez, where CRML recently moved to take full ownership of the rare earth project following its acquisition of the remaining interest from Rimbal Pty Ltd., in what CRML chairman Tony Sage at the time called a “game-changing moment” for the company as well as for “Western rare earth supply security”.
The Greenland project is regarded as one of the world’s largest rare earth deposits and has attracted increasing market attention amid growing Western efforts to secure alternative supply chains for critical minerals outside China.
European Lithium has been repositioning itself more broadly around critical minerals exposure in recent years, expanding beyond its original lithium focus through stakes in rare earths and other strategic mineral projects linked to the energy transition and advanced manufacturing sectors.
The company said it would continue to keep the market informed in line with its continuous disclosure obligations as discussions with CRML progress.