NioCorp Developments Ltd. Files 8-K with Key Agreements

TL;DR

NioCorp filed an 8-K on 6/24/24 covering material agreements and equity sales.

AI Summary

On June 24, 2024, NioCorp Developments Ltd. filed an 8-K report detailing several significant events. These include entering into a material definitive agreement, unregistered sales of equity securities, and other events. The filing also includes financial statements and exhibits, indicating ongoing corporate activities and potential financing or operational developments.

Why It Matters

This filing signals potential new agreements or financing for NioCorp, which could impact its operational progress and future stock performance.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered equity sales, which can introduce financial and operational risks.

Key Players & Entities

• NioCorp Developments Ltd. (company) — Registrant
• June 24, 2024 (date) — Date of Report
• 0001539497-24-001294 (other) — Accession Number

FAQ

Key Financial Figures

• $2.20 — le for one Common Share at a price of US$2.20 until June 24, 2026. The above summar
• $1.91 — ny issued 315,000 Units at a price of US$1.91 per Unit, for aggregate gross proceeds
• $0.6 million — Unit, for aggregate gross proceeds of US$0.6 million for the Closing. The Units were issued

Filing Documents

• n2574_x214-8k.htm (8-K) — 79KB
• exh4-1.htm (EX-4.1) — 53KB
• exh4-2.htm (EX-4.2) — 263KB
• exh99-1.htm (EX-99.1) — 16KB
• image_001.jpg (GRAPHIC) — 41KB
• 0001539497-24-001294.txt ( ) — 780KB
• nb-20240624.xsd (EX-101.SCH) — 4KB
• nb-20240624_def.xml (EX-101.DEF) — 26KB
• nb-20240624_lab.xml (EX-101.LAB) — 36KB
• nb-20240624_pre.xml (EX-101.PRE) — 25KB
• n2574_x214-8k_htm.xml (XML) — 27KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On June 24, 2024, NioCorp Developments Ltd. (the "Company") closed (the "Closing") a non-brokered private placement (the "Private Placement") with a single investor of units of the Company (the "Units"), each of which consists of one of the Company's common shares, without par value (the "Common Shares"), and one of the Company's Common Share purchase warrants (the "Warrants"). Each Warrant is exercisable for one Common Share at a price of US$2.20 until June 24, 2026. The above summary of the material terms of the Warrants is qualified in its entirety by the actual terms and conditions of the Warrants, a form of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is hereby incorporated by reference into this Item 1.01. Subscription Agreement In connection with the Private Placement, the Company entered into a subscription agreement (the "Subscription Agreement") by and between the Company and the investor. The Subscription Agreement contains the terms of the Private Placement and typical representations and warranties from the investor to the Company and from the Company to the investor. The above summary of the material terms of the Subscription Agreement is qualified in its entirety by the actual terms and conditions of the Subscription Agreement, a form of which is filed as Exhibit 4.2 to this Current Report on Form 8-K and is hereby incorporated by reference into this Item 1.01.

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. On June 24, 2024, in connection with the Closing, the Company issued 315,000 Units at a price of US$1.91 per Unit, for aggregate gross proceeds of US$0.6 million for the Closing. The Units were issued on a private offering basis to the investor with whom the Company had a pre-existing relationship pursuant to the exemption from the registration requirements of the Securities Act of 1933 (the "Securities Act") provided by Rule 506(b) of Regulation D thereunder and Section 4(a)(2) thereof, in each case, pursuant to the representations and covenants the investor made to the Company in connection with their purchase of the Units. The disclosure contained in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02.

01 Other Events

Item 8.01 Other Events. On June 24, 2024, the Company issued a press release announcing the closing of the Private Placement. A copy of the June 24, 2024 press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. This Current Report on Form 8-K does not constitute an offer to purchase, nor a solicitation of an offer to sell, the Units or any other securities. The Units and the underlying securities have not been, and will not be, registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Description 4.1 Form of Warrants 4.2 Form of Subscription Agreement 99.1 Press Release, dated June 24, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NIOCORP DEVELOPMENTS LTD. DATE: June 24, 2024 By: /s/ Neal S. Shah Neal S. Shah Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR