SCHEDULE: European Lithium Sells Critical Metals Stake

European Lithium Limited reduced its stake in Critical Metals Corp. by selling 3,030,303 ordinary shares for $50 million.

Summary

• European Lithium Limited (the "Reporting Person") filed Amendment No. 5 to its Schedule 13D regarding its holdings in Critical Metals Corp. (the "Issuer").
• On October 15, 2025, the Reporting Person entered into a Securities Purchase Agreement to sell 3,030,303 Ordinary Shares of Critical Metals Corp. to a third party.
• The aggregate purchase price for these shares was $50,000,000.
• The transaction closed on October 16, 2025.
• Following this sale, European Lithium Limited beneficially owns 53,036,338 Ordinary Shares of Critical Metals Corp.
• This represents 45.1% of the 117,704,394 Ordinary Shares issued and outstanding as of October 16, 2025.
• The shares were originally acquired on February 27, 2024, as part of a Business Combination, with 66,416,641 shares initially received.

Sentiment

Score: 6

Explanation: The filing reports a significant shareholder, European Lithium Limited, selling a portion of its stake in Critical Metals Corp. for $50 million. This is a capital inflow for European Lithium, which is positive for them, but represents a reduction in ownership and potential influence in Critical Metals. The transaction itself is a factual disclosure without explicit positive or negative operational implications for Critical Metals in this document.

Positives

• European Lithium Limited received $50,000,000 from the sale of 3,030,303 Ordinary Shares, potentially improving its liquidity or capital position.

Negatives

• European Lithium Limited's ownership stake in Critical Metals Corp. decreased from an implied higher percentage (based on 66,416,641 shares before this sale) to 45.1%, indicating a reduction in control or influence.

Future Outlook

NA

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 details a significant shareholder, European Lithium Limited, reducing its stake in Critical Metals Corp. Such a move could reflect a strategic reallocation of capital by European Lithium or a response to specific market conditions related to critical metals, though the filing does not provide the underlying rationale.

Stakeholder Impact

• Shareholders of European Lithium Limited: The company received $50 million from the sale, which could be used for other investments, debt reduction, or operational funding. Their stake in Critical Metals Corp. is reduced.
• Shareholders of Critical Metals Corp.: A major shareholder, European Lithium Limited, reduced its stake, which could be interpreted in various ways by the market, potentially impacting investor sentiment. The float of shares available to other investors has increased.

Key Dates

Recommendation

The filing details a significant shareholder, European Lithium Limited, reducing its stake in Critical Metals Corp. by selling 3,030,303 shares for $50 million. While this provides capital to European Lithium, it also signifies a reduction in their ownership and potential influence in Critical Metals. Without further information on the strategic rationale behind European Lithium's divestment or Critical Metals' operational performance, a 'hold' recommendation is appropriate as this filing primarily reports a change in beneficial ownership rather than fundamental operational news that would warrant a stronger buy or sell signal.

Keywords

Critical Metals Corp., European Lithium Limited, Schedule 13D, Share Sale, Beneficial Ownership, Equity Stake, SEC Filing, Mining, Lithium