NioCorp Developments Ltd. Files 8-K with Material Agreements and Acquisitions

Ticker: NIOBW · Form: 8-K · Filed: Dec 4, 2025 · CIK: 1512228

Sentiment: neutral

Topics: material-agreement, acquisition, disposition, regulation-fd

TL;DR

NioCorp filed an 8-K on 12/4/25 covering major deals and asset changes.

AI Summary

On December 4, 2025, NioCorp Developments Ltd. filed an 8-K report detailing several material events. These include entering into a material definitive agreement, the completion of an acquisition or disposition of assets, and a Regulation FD disclosure. The filing also includes financial statements and exhibits.

Why It Matters

This 8-K filing indicates significant corporate actions by NioCorp Developments Ltd., potentially impacting its operational status, financial structure, and future business prospects.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and asset acquisitions/dispositions, which inherently carry business and financial risks.

Key Players & Entities

FAQ

What specific material definitive agreement did NioCorp Developments Ltd. enter into?

The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the provided text.

What was the nature of the acquisition or disposition of assets?

The filing confirms the completion of an acquisition or disposition of assets, but the specifics of the transaction are not detailed in the provided text.

What is the purpose of the Regulation FD Disclosure mentioned in the filing?

A Regulation FD Disclosure is typically made to ensure that material information is broadly disseminated to the public, preventing selective disclosure.

When did NioCorp Developments Ltd. change its name from Quantum Rare Earth Developments Corp.?

NioCorp Developments Ltd. changed its name from Quantum Rare Earth Developments Corp. on February 4, 2011.

What are the key items reported in this 8-K filing?

The key items reported are the entry into a material definitive agreement, completion of an acquisition or disposition of assets, Regulation FD Disclosure, and Financial Statements and Exhibits.

Filing Stats: 880 words · 4 min read · ~3 pages · Grade level 12.2 · Accepted 2025-12-04 17:00:46

Key Financial Figures

Filing Documents

01

Item 1.01. Entry into a Material Definitive Agreement. On December 4, 2025, NioCorp Advanced Metals and Alloys, LLC (the "Buyer"), an indirect subsidiary of NioCorp Developments Ltd. (the "Company"), entered into an Asset Purchase Agreement (the "Purchase Agreement") with FEA Materials LLC ("FEA"), a producer of aluminum-scandium ("Al-Sc") master alloy and Al-Sc alloy, and each member of FEA party thereto. Pursuant to the Purchase Agreement, on December 4, 2025, the Buyer acquired substantially all the assets, except for certain excluded assets, and assumed certain specified liabilities, of FEA, for an aggregate purchase price of $8.4 million, subject to adjustments for certain indemnification obligations that may arise, if any. The Purchase Agreement includes customary representations, warranties and covenants, including non-competition and non-solicitation, and indemnification provisions. The assertions embodied in the representations and warranties included in the Purchase Agreement were made solely for purposes of the contract between the parties to the Purchase Agreement and may be subject to important qualifications and limitations agreed to by the parties in connection with negotiating its terms. Moreover, certain representations and warranties are subject to a contractual standard of materiality that may be different from what may be viewed as material to shareholders of the Company, and the representations and warranties may have been used to allocate risk between the parties to the Purchase Agreement rather than establishing matters as facts. The foregoing description of the Purchase Agreement is qualified in its entirety by the full text of the Purchase Agreement, a copy of which is filed as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by reference.

01

Item 2.01. Completion of Acquisition or Disposition of Assets. The information set forth in Item 1.01 is incorporated herein by reference.

01

Item 7.01. Regulation FD Disclosure. On December 4, 2025, the Company issued a press release announcing the entry into the Purchase Agreement and consummation of the transactions contemplated thereby. A copy of the press release is attached 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 of 1933, as amended, or the Exchange Act.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit Description 2.1* Asset Purchase Agreement, dated as of December 4, 2025, by and among NioCorp Advanced Metals and Alloys, LLC, FEA Materials LLC and each member of FEA Materials LLC party thereto 99.1 Press Release, dated December 4, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Certain schedules and exhibits to this agreement have been omitted pursuant to Instruction 4 to Item 1.01 of Form 8-K. A copy of any omitted schedule or exhibit will be furnished to the Securities and Exchange Commission upon request.

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: December 4, 2025 By: /s/ Neal S. Shah Neal S. Shah Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR

View on Read The Filing