SCHEDULE: European Lithium Reduces Stake in Critical Metals Corp. to 60.9% Following $5 Million Share Sale

European Lithium Limited has reduced its beneficial ownership in Critical Metals Corp. to 60.9% after selling 2 million Ordinary Shares for $5 million to a third party.

Summary

• European Lithium Limited, the reporting person, filed Amendment No. 2 to its Schedule 13D regarding its holdings in Critical Metals Corp.
• The amendment reflects the sale of 2,000,000 Ordinary Shares of Critical Metals Corp. to a third party.
• The sale was executed via a Stock Purchase Agreement on June 25, 2025, for an aggregate purchase price of $5,000,000.
• Following this transaction, European Lithium Limited beneficially owns 63,916,641 Ordinary Shares of Critical Metals Corp.
• This represents 60.9% of the 104,912,853 Ordinary Shares issued and outstanding as of June 27, 2025.
• The initial acquisition of 66,416,641 Ordinary Shares occurred on February 27, 2024, as part of the Business Combination contemplated by the Merger Agreement.

Sentiment

Score: 5

Explanation: Neutral. The document reports a factual transaction (a sale of shares by a major holder). It's not inherently positive or negative for the issuer without further context, though a reduction in a major holder's stake could be viewed with slight caution by some investors, while the monetization could be positive for the seller.

Positives

• European Lithium Limited monetized a portion of its investment in Critical Metals Corp., selling 2,000,000 shares for $5,000,000.

Negatives

• European Lithium Limited's ownership stake in Critical Metals Corp. decreased from an implied higher percentage (63.3% based on initial acquisition) to 60.9%, indicating a reduction in control or influence.

Future Outlook

No specific forward-looking statements or guidance are provided in this Schedule 13D amendment, which primarily reports a past transaction.

Management Comments

• "After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct."

Industry Context

This filing indicates a partial divestment by a major shareholder (European Lithium Limited) in Critical Metals Corp. This could be interpreted as a strategic move by European Lithium to monetize part of its investment, potentially to fund other operations or return capital, or it could signal a slight shift in its long-term commitment to Critical Metals Corp. without losing majority control. The transaction value of $2.50 per share provides a recent market-based valuation point for a significant block of shares.

Stakeholder Impact

• Shareholders of Critical Metals Corp.: The reduction in European Lithium's stake might slightly dilute its control, but European Lithium remains the majority shareholder (60.9%). The sale price of $2.50 per share provides a recent valuation point for a large block of shares.
• European Lithium Limited: Monetized $5,000,000 from its investment, which could be used for its own operational needs or strategic investments.

Key Dates

Keywords

Critical Metals Corp., European Lithium Limited, Schedule 13D, Share Sale, Beneficial Ownership, Stock Purchase Agreement, SEC Filing, Equity Stake, Merger Agreement, Business Combination