NioCorp Developments Ltd. Files 8-K with Key Agreements

TL;DR

NioCorp filed an 8-K on 9/26/25 covering material agreements and other key events.

AI Summary

On September 26, 2025, NioCorp Developments Ltd. filed an 8-K report detailing several key events. The company entered into a material definitive agreement, made a Regulation FD disclosure, and reported other events, including the filing of financial statements and exhibits. The filing also confirms the company's incorporation in British Columbia, Canada, and its fiscal year end of June 30.

Why It Matters

This 8-K filing signals significant corporate actions and disclosures by NioCorp Developments Ltd., potentially impacting investor understanding of the company's current status and future plans.

Risk Assessment

Risk Level: medium — 8-K filings can contain a wide range of information, from routine disclosures to significant material events, requiring careful analysis to assess the associated risks.

Key Numbers

• 0630 — Fiscal Year End (Indicates the end of the company's financial reporting year.)

Key Players & Entities

• NioCorp Developments Ltd. (company) — Registrant
• September 26, 2025 (date) — Date of earliest event reported
• British Columbia, Canada (location) — Jurisdiction of incorporation
• 001-41655 (other) — Commission File Number

FAQ

Key Financial Figures

• $6.15 — on Shares at a public offering price of $6.15 per Common Share, less the Placement Ag
• $0.4305 — hare, less the Placement Agent's fee of $0.4305 per Common Share, and (b) 2,755,260 Pre
• $6.1499 — Warrants at a public offering price of $6.1499 per Pre-Funded Warrant, less the Placem
• $0.0001 — on Share at a price per Common Share of $0.0001. The Pre-Funded Warrants may be exercis
• $55.3 m — ds from the Offering were approximately $55.3 million, after deducting the Placement Ag

Filing Documents

• n2574_x289-8k.htm (8-K) — 52KB
• exh_1-1.htm (EX-1.1) — 382KB
• exh_5-1.htm (EX-5.1) — 27KB
• exh_5-2.htm (EX-5.2) — 15KB
• exh_99-1.htm (EX-99.1) — 17KB
• n2574_blakes.jpg (GRAPHIC) — 4KB
• 0001539497-25-002527.txt ( ) — 828KB
• nb-20250926.xsd (EX-101.SCH) — 4KB
• nb-20250926_def.xml (EX-101.DEF) — 26KB
• nb-20250926_lab.xml (EX-101.LAB) — 36KB
• nb-20250926_pre.xml (EX-101.PRE) — 25KB
• n2574_x289-8k_htm.xml (XML) — 14KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Placement Agency Agreement On September 26, 2025, NioCorp Developments Ltd. (the "Company") entered into a placement agency agreement (the "Placement Agency Agreement") with Maxim Group LLC to act as the Company's exclusive placement agent (the "Placement Agent") to solicit offers to purchase common shares, without par value, of the Company (the "Common Shares") (or pre-funded warrants (the "Pre-Funded Warrants") to purchase Common Shares in lieu thereof) in a public offering registered under the Securities Act (as defined below) (the "Offering"). Pursuant to the Placement Agency Agreement, the Company issued and sold (a) 7,004,740 Common Shares at a public offering price of $6.15 per Common Share, less the Placement Agent's fee of $0.4305 per Common Share, and (b) 2,755,260 Pre-Funded Warrants at a public offering price of $6.1499 per Pre-Funded Warrant, less the Placement Agent's fee of $0.4305 per Pre-Funded Warrant. The Offering was conducted on a reasonable "best efforts" basis and closed on September 29, 2025. Each Pre-Funded Warrant is exercisable for one Common Share at a price per Common Share of $0.0001. The Pre-Funded Warrants may be exercised at any time on or after the date of issuance and do not have an expiration date. The Pre-Funded Warrants contain provisions that prohibit exercise if the holder, together with its affiliates, would beneficially own more than 4.99%, or 9.99% upon notice by the holder, of the number of Common Shares outstanding immediately after giving effect to such exercise. A holder of Pre-Funded Warrants may increase or decrease this percentage to a percentage not in excess of 9.99% by providing notice to the Company, which increase will not be effective until at least 61 days following such notice. Pre-Funded Warrant holders will not have the rights or privileges of a holder of Common Shares with respect to the Common Shares underlying such Pre-Funded Warrants, including

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On September 29, 2025, the Company issued a press release announcing the closing of the Offering. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Such exhibit and the information set forth therein shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act or the Exchange Act.

01 Other Events

Item 8.01 Other Events. The Company is filing herewith the following exhibits to the Registration Statement: 1. Placement Agency Agreement, dated as of September 26, 2025, by and between NioCorp Developments Ltd. and Maxim Group LLC; 2. Form of Pre-Funded Warrant; 3. Opinion and Consent of Blake, Cassels & Graydon LLP; and 4. Opinion and Consent of Jones Day.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 1.1 Placement Agency Agreement, dated as of September 26, 2025, by and between NioCorp Developments Ltd. and Maxim Group LLC 4.1 Form of Pre-Funded Warrant (included in Exhibit 1.1) 5.1 Opinion of Blake, Cassels & Graydon LLP 5.2 Opinion of Jones Day 23.1 Consent of Blake, Cassels & Graydon LLP (included in Exhibit 5.1) 23.2 Consent of Jones Day (included in Exhibit 5.2) 99.1 Press Release, dated September 29, 2025 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. Dated: September 29, 2025 By: /s/ Neal S. Shah Name: Neal S. Shah Title: Chief Financial Officer

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View this 8-K filing on SEC EDGAR