Critical Metals Corp. filed a Form 6-K on October 28, 2026, disclosing the confirmed Option Scheme consideration and key remaining dates for its acquisition of European Lithium Ltd. by way of schemes of arrangement under Australian law.

Key Highlights

  • Option Scheme consideration confirmed: Eligible holders of European Lithium options will receive 0.0353158621 new Critical Metals Corp shares per option held at the record date, or approximately 35.32 shares per 1,000 options, subject to rounding.
  • Schemes became effective: According to the filing, both the Share Scheme and the Option Scheme became effective on October 27, 2026.
  • Calculation inputs: The consideration ratio was calculated using the Share Scheme transaction ratio of 0.045, an A$0.10 option exercise price, an AUD/USD exchange rate of 0.7021, and a Scheme VWAP of US$7.25.
  • Small Optionholders treatment: Holders of 991 or fewer European Lithium options at the record date will not receive new Critical Metals Corp shares and will instead receive their pro rata share of net cash proceeds from the sale of shares to which they would otherwise be entitled.
  • Record date: October 29, 2026 at 4:00pm AWST / 7:00pm AEDT is the stated record date for entitlements to scheme consideration.
  • New shares expected to begin trading: New Critical Metals Corp shares are expected to begin trading on Nasdaq on November 6, 2026, with European Lithium to be removed from the ASX Official List on the same date.

Critical Metals Corp. Discloses European Lithium Option Scheme Consideration and Implementation Timeline

In a Form 6-K filed with the U.S. Securities and Exchange Commission on October 28, 2026, Critical Metals Corp. (NASDAQ:CRML) disclosed the confirmed consideration payable under the Option Scheme connected to its acquisition of European Lithium Ltd. The filing reproduces the relevant language from a press release issued the same day. According to the filing, the Schemes, consisting of the Share Scheme and the Option Scheme, became effective on October 27, 2026.

The filing states that eligible holders of European Lithium options will receive 0.0353158621 new Critical Metals Corp shares for each European Lithium option held at the record date. The filing describes the figure as calculated using the cashless exercise formula set out in the scheme booklet dated September 15, 2026, and based on three inputs: a Share Scheme transaction ratio of 0.045, the A$0.10 option exercise price converted at the AUD/USD exchange rate of 0.7021 as published by the Reserve Bank of Australia, and a Scheme VWAP of US$7.25. The filing notes that Ineligible Optionholders, Small Optionholders, and Electing Optionholders, each as defined in the scheme booklet, are treated separately.

The filing specifies that holders of 991 or fewer European Lithium options at the record date qualify as Small Optionholders and will not receive new Critical Metals Corp shares. Instead, they will receive their pro rata share of net cash proceeds from the sale of shares to which they would otherwise be entitled. Regarding registration, the filing states that Critical Metals Corp intends to rely on the approval of the Supreme Court of Western Australia of the Schemes to qualify for the exemption from registration under Section 3(a)(10) of the U.S. Securities Act of 1933, as amended. The filing notes that all dates and times are indicative only and subject to change.

What Was Disclosed

Critical Metals Corp. reported in this Form 6-K the confirmed Option Scheme consideration ratio of 0.0353158621 shares per European Lithium option, the treatment of Small Optionholders, and the expected remaining implementation dates for the European Lithium acquisition.