European Lithium's Final Act: October Vote, ASX Exit, and a 28.6% Bump in Critical Metals Paper

European Lithium investors would get up to 0.045 CRML shares each in an October 22 vote; the expert calls it "not fair, but reasonable."

European Lithium shareholders are being asked to sign off on a takeover that would hand roughly 41% of a Nasdaq-listed combined group back to them — but only if they accept a share exchange that an independent expert has already labeled "not fair, but reasonable."

That split verdict sits at the heart of the paperwork now circulating ahead of a pair of October 22, 2026 meetings in West Leederville, Western Australia, where shareholders and option holders will vote separately on the scheme of arrangement with Critical Metals Corp.

The Exchange Ratio That Moved

The terms themselves have shifted since the deal was first struck. European Lithium investors stand to receive up to 0.045 new CRML shares for each share they hold, an increase of 28.6% over the previously fixed ratio. The trigger was mechanical: Critical Metals' volume-weighted average price traded below the US$8.00 threshold across a multi-week window, activating the adjustment clause built into the agreement. For European Lithium holders, that mechanism acts as a hedge against pre-closing weakness in the acquirer's stock.

The two companies are hardly strangers. European Lithium already owns 45,536,338 Critical Metals shares — about 31% of the company — a stake valued at roughly US$303.3 million in mid-August based on the price at the time. Completing the merger would collapse that existing separation and place the entire resource portfolio under one roof.

A Calendar With Two Deadlines

If the votes pass and the court grants its approval, the scheme is slated to complete in early November 2026. The Australian chapter closes first: trading in European Lithium securities on the ASX is expected to halt on October 27, 2026, according to media reports, contingent on the transaction proceeding as planned. The Nasdaq debut of the new Critical Metals shares is then targeted for November 6, 2026, replacing the old listings and finishing the reorganization.

The independent expert's assessment, included in the voting materials, draws a distinction between the two classes of security holders. Shareholders are told the offer is "not fair, but reasonable," while option holders receive a cleaner endorsement — "fair and reasonable." European Lithium's independent board committee is backing the plan and urging voters to approve it, provided no superior rival bid emerges.

What's Riding on the Ballot

Market momentum has tracked the process closely. The stock closed Friday at EUR 0.2465, a 1.8% daily decline that still leaves it up 172% since the start of the year. Whether that run carries through to a Nasdaq listing in November now rests on the October votes — and on a court's final sign-off.