Critical Metals Corp announces execution of binding lithium offtake agreement with BMW.
European Lithium Ltd (ASX: EUR) (“European Lithium”), a mineral exploration company in a proposed business combination (the “Proposed Business Combination”) with Sizzle Acquisition Corp (Nasdaq: SZZL) (“Sizzle”) to form Critical Metals Corp. (“Critical Metals” or the “Company”), announced that it has signed a binding long term lithium offtake agreement (the “Offtake Agreement”) via its wholly-owned Austrian subsidiary ECM Lithium AT GmbH (“ECM Lithium”) with auto manufacturer Bayerische Motoren Werkte Aktiengesellschaft (“BMW”).
Upon closing of the Proposed Business Combination, ECM Lithium will become a wholly-owned subsidiary of the Company. The Offtake Agreement secures the Company’s first offtake of battery-grade lithium hydroxide to be sourced from the Wolfsberg Lithium Project (the “Project”) in Austria.
Critical Metal’s Executive Chairman, Tony Sage, commented: “With the signing of the binding offtake agreement with BMW, our first offtake is secured, and we look forward to partnering with BMW in the future.”
Securing its first offtake is a key milestone which will allow the Company to focus on the final steps of development and construction of the Project. As part of the Offtake Agreement, BMW has been granted the first right to purchase 100% of the lithium hydroxide produced from the identified resources at the Project.
The material terms of the Offtake Agreement include:
- Prepayment: BMW to make an advance payment of US$15 million to ECM Lithium to be repaid through equal set offs against LiOH delivered to BMW.
- Conditions: Successful start of commercial production at the Project and full product qualification and certification.
Other terms:
- Commencement: supply of lithium hydroxide product expected to begin in 2026 and continue for 6 years until 2031, at which time the Offtake Agreement can be extended for 3 years.
- Pricing: will be based on fast market spot prices for lithium hydroxide with a discount applied.
- Quantity: approximately 50,000 metric tonnes of battery grade lithium hydroxide, commencing in the first year with 5,000 metric tonnes and 9,000 metric tonnes each year thereafter.
Proposed Business Combination to Form Critical Metals
Upon closing of the Proposed Business Combination, which is expected to occur in the first half of 2023, Critical Metals is expected to be a leading lithium mining company and intends to list its shares on Nasdaq under the symbol “CRML.”
As agreed in the Proposed Business Combination, Critical Metals will own the Project, which is currently owned by European Lithium’s wholly owned subsidiary, European Lithium AT (Investments) Limited (“EUR BVI”), as well as a 20% interest in additional Austrian projects currently held by European Lithium.
European Lithium will be the largest shareholder of Critical Metals and is expected to continue to trade on the Australian Securities Exchange.
About Critical Metals Corp.
At the closing of the Proposed Business Combination, announced on October 24, 2022, between EUR BVI, a wholly owned subsidiary of European Lithium, and Sizzle, Critical Metals is expected to be a leading lithium mining company. Critical Metals is expected to own the Wolfsberg Lithium Project, as well as a 20% interest in additional Austrian projects currently held by European Lithium Ltd. For more information, please visit https://criticalmetalscorp.com/.
About European Lithium Ltd
European Lithium is a mineral exploration and development company, which owns the Project located in Carinthia, 270 km south of Vienna, Austria, via its wholly owned subsidiary, EUR BVI. European Lithium’s primary listing is on the Australian Securities Exchange (ASX: EUR) and it is also listed in Frankfurt (FRA: PF8) and USA (OTC-QB: EULIF).
The Project is strategically located in Central Europe with access to established road and rail infrastructure to distribute lithium products to the major lithium consuming countries of Europe. For more information, please visit https://europeanlithium.com/.
Additional Information and Where to Find It
This press release is provided for informational purposes only and contains information with respect to the Proposed Business Combination among Sizzle, European Lithium, EUR BVI, a company formed in the British Virgin Islands which is wholly owned by European Lithium, and certain other parties formed in connection with the transactions contemplated by the merger agreement (the “Merger Agreement”), including Critical Metals and Project Wolf Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Critical Metals.
Subject to its terms and conditions, the Merger Agreement provides that Sizzle and EUR BVI will become wholly owned subsidiaries of Critical Metals.
In connection with the Proposed Business Combination, Critical Metals intends to file a registration statement on Form F-4 with the Securities and Exchange Commission (“SEC”), which will include a proxy statement to be sent to Sizzle shareholders and a prospectus for the registration of Critical Metals securities in connection with the Proposed Business Combination (as amended from time to time, the “Registration Statement”).
If and when the Registration Statement is declared effective by the SEC, the definitive proxy statement/prospectus and other relevant documents will be mailed to the shareholders of Sizzle as of the record date to be established for voting on the Proposed Business Combination and will contain important information about the Proposed Business Combination and related matters.
Shareholders of Sizzle and other interested persons are advised to read, when available, these materials (including any amendments or supplements thereto) and any other relevant documents, because they will contain important information about Sizzle, Critical Metals, European Lithium and EUR BVI and the Proposed Business Combination.
Shareholders and other interested persons will also be able to obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, and other relevant materials in connection with the Proposed Business Combination, without charge, once available, at the SEC’s website at www.sec.gov or by directing a request to: Sizzle Acquisition Corp., 4201 Georgia Avenue, NW, Washington, D.C. 20011, Attn: Steve Salis, Chief Executive Officer.
The information contained on, or that may be accessed through, the websites referenced in this press release in each case is not incorporated by reference into, and is not a part of, this press release.
Critical Metals Corp. Announces Execution of Binding Lithium Offtake Agreement with BMW, PERTH, Australia, December 20, 2022