SC 13G: Critical Metals Corp.

Ticker: CRTMF · Form: SC 13G · Filed: Oct 16, 2024 · CIK: 1951089

Sentiment: neutral

Topics: sc-13g

AI Summary

SC 13G filing by Critical Metals Corp..

Risk Assessment

Risk Level: low

Filing Stats: 2,298 words · 9 min read · ~8 pages · Grade level 11.7 · Accepted 2024-10-16 09:02:05

Key Financial Figures

Filing Documents

(a)

Item 1(a). NAME OF ISSUER: The name of the issuer is Critical Metals Corp. (the “ Company ”).

(b)

Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: The Company’s principal executive offices are located at 32 Harrogate Street, West Leederville Australia C3 66007.

(a)

Item 2(a). NAME OF PERSON FILING: This statement is filed by the entities and persons listed below, who are collectively referred to herein as “ Reporting Persons ,” with respect to the Ordinary Shares (as defined in Item 2(d) below) of the Company: Investment Manager (i) Empery Asset Management, LP (the “ Investment Manager ”), with respect to the Ordinary Shares held by, and underlying the Reported Warrants (as defined below) held by, funds to which the Investment Manager serves as investment manager (the “ Empery Funds ”). Reporting Individuals (ii) Mr. Ryan M. Lane (“ Mr. Lane ”), with respect to the Ordinary Shares held by, and underlying the Reported Warrants held by, the Empery Funds. (iii) Mr. Martin D. Hoe (“ Mr. Hoe ”), with respect to the Ordinary Shares held by, and underlying the Reported Warrants held by, the Empery Funds. The Investment Manager serves as the investment manager to each of the Empery Funds. Each of Mr. Lane and Mr. Hoe (the “ Reporting Individuals ”) is a Managing Member of Empery AM GP, LLC (the “ General Partner ”), the general partner of the Investment Manager.

(b)

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: The address of the business office of each of the Reporting Persons is: 1 Rockefeller Plaza, Suite 1205 New York, New York 10020

(c)

Item 2(c). CITIZENSHIP: Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. CUSIP No. G2662B103 13G Page 6 of 10 Pages

(d)

Item 2(d). TITLE OF CLASS OF SECURITIES: Ordinary Shares, $0.001 par value (the “ Ordinary Shares ”)

(e)

Item 2(e). CUSIP NUMBER: G2662B103 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) Broker or dealer registered under Section 15 of the Act, (b) Bank as defined in Section 3(a)(6) of the Act, (c) Insurance Company as defined in Section 3(a)(19) of the Act, (d) Investment Company registered under Section 8 of the Investment Company Act of 1940, (e) x Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940, (f) Employee Benefit Plan or Endowment Fund in accordance with Rule 13d1(b)(1)(ii)(F), (g) Parent Holding Company or control person in accordance with Rule 13d1(b)(1)(ii)(G), (h) Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act, (i) Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940, (j) A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:_____________________________________ CUSIP No. G2662B103 13G Page 7 of 10 Pages Item 4. The information as of the date of the event which requires filing of this is incorporated herein by reference for each such Reporting Person. The percentage set forth in Row 11 of the cover page for each Reporting Person is based on 81,640,131 Ordinary Shares issued and outstanding as of May 23, 2024, as represented in the Company’s Prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b)(3) on May 23, 2024 plus approximately 8.4 million newly issued Ordinary Shares, as represented in the Company’

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: October 16, 2024 EMPERY ASSET MANAGEMENT, LP By: EMPERY AM GP, LLC, its General Partner By: /s/ Ryan M. Lane Name: Ryan M. Lane Title: Managing Member /s/ Ryan M. Lane Ryan M. Lane /s/ Martin D. Hoe Martin D. Hoe CUSIP No. G2662B103 13G Page 10 of 10 Pages EXHIBIT 1 JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. DATED: October 16, 2024 EMPERY ASSET MANAGEMENT, LP By: EMPERY AM GP, LLC, its General Partner By: /s/ Ryan M. Lane Name: Ryan M. Lane Title: Managing Member /s/ Ryan M. Lane Ryan M. Lane /s/ Martin D. Hoe Martin D. Hoe

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