A US Fund Builds a 5% Stake as European Lithium's Merger Clock Winds Toward September

Weiss Asset Management acquires 5.06% stake in European Lithium as Critical Metals takeover nears completion, with shares surging.

The final stretch of a cross-border lithium merger is rarely quiet, and for European Lithium, the noise is coming from multiple directions at once. A Boston-based investment firm has quietly accumulated a position just as the company's takeover by Critical Metals Corp moves into its decisive phase, while the target's share price has responded with its strongest weekly gain in months.

Weiss Asset Management LP disclosed on Tuesday that it now holds 87,349,781 European Lithium shares, representing 5.06 percent of voting rights. The purchases, detailed in a filing with the Australian exchange, were executed between May 1 and July 31, 2026, at prices ranging from A$0.3864 to A$0.4806 per share. The timing is notable: the accumulation window overlaps almost exactly with the period in which the two companies were finalizing the legal architecture of their proposed combination.

A Deal Reshaped, Not Redrawn

The transaction itself took a significant step forward on May 18, when both parties signed a binding Scheme Implementation Deed. Under its terms, Critical Metals will acquire all of European Lithium's shares through two interlocking schemes of arrangement. Shareholders will receive 0.035 Critical Metals shares for each European Lithium share they hold, while traded options convert into Critical Metals paper without any cash payment. The treatment of the company's ZEPO instruments is more layered: 90 million will be cancelled and replaced at the same exchange ratio, while a further 180 million will be swapped for economically equivalent securities carrying adjusted vesting terms.

When the deal was first unveiled on April 27, Critical Metals valued the transaction at roughly US$835 million, based on market prices from April 22. At that point, European Lithium's cash position stood at A$306 million.

An amendment signed on July 3 refined the implementation mechanics without touching the commercial heart of the agreement. Small shareholders holding up to 50,000 shares or options will now have access to a separate sell-down facility, and Critical Metals shares will be issued directly rather than through the previously planned CDI structure. The scheme booklet, including an independent expert's report, was slated for release in late July or early August, with shareholder votes scheduled for the end of August and completion targeted for September. Upon closing, existing European Lithium shareholders will hold approximately 41 percent of the combined entity.

The Conditions Stack Up

Completion remains conditional on several hurdles. European Lithium must demonstrate minimum net assets, including liquid funds, of A$330 million. Shareholder and option-holder approvals are required, as are court sanctions and regulatory clearances. None of these are formalities, but the market's attention has increasingly shifted to a different variable: the trajectory of Critical Metals' own share price, which directly determines the value of the scrip consideration.

That concern has been sharpened by developments at the acquirer. Critical Metals has engaged investment bank Clear Street to explore options for focusing its portfolio, with White & Case acting as legal counsel. The review centers on accelerating the Tanbreez rare earths project in Greenland while monetizing older, non-core assets. For European Lithium investors, the relevance is indirect but material: the company retains roughly a 31 percent stake in Critical Metals, which in turn provides indirect exposure to the Wolfsberg lithium project in Carinthia. How the portfolio review will affect that project remains an open question.

The market has already registered its unease. Critical Metals shares came under notable pressure in July, with observers pointing to concerns over dilution and the extended timeline before revenue generation. Since the ultimate value of the deal for European Lithium shareholders is tied directly to Critical Metals' market value, that weakness represents a persistent risk to the transaction's economics.

A Market Vote of Confidence

The share price reaction tells its own story. European Lithium closed Friday at EUR 0.1916, up 9.11 percent on the day and 20.96 percent higher over the week. The stock has more than doubled since the start of the year, though it remains well below its 52-week high set in early summer. The current market capitalization stands at roughly EUR 310.75 million.

The Weiss Asset Management disclosure adds a layer of institutional validation at a moment when retail investors are weighing the probability of completion against the risks still embedded in the process. Whether the remaining approvals and conditions can be satisfied by the September target date is the question that will define the coming weeks — and the scheme booklet, when it lands, will provide the first hard evidence of whether the timeline holds.