Niocorp Developm SEC Filings

Niocorp Developments Ltd. reported an insider share transaction by its Chief Financial Officer, Neal S. Shah. On 12/15/2025, he exercised common share purchase warrants with an exercise price of $3.54 to acquire 9,361 common shares. After this transaction, he directly owned 75,032 common shares. The warrants, which were exercisable since 12/22/2023 and scheduled to expire on 12/22/2025, were fully exercised, leaving no derivative securities beneficially owned.

NioCorp Developments Ltd. reported an insider transaction by a director involving the exercise of warrants for common shares. On 12/15/2025, the director exercised a Common Share Purchase Warrant78,003 common shares at an exercise price of $3.54 per share, coded as an exercise transaction. Following this transaction, the director beneficially owned 212,583 common shares, held directly. The exercised warrant had been exercisable since 12/22/2023 and was scheduled to expire on 12/22/2025, and the derivative position was reduced to zero after the exercise.

NioCorp Developments Ltd. reported that its board approved a limited-duration shareholder rights plan effective November 21, 2025. The plan is designed to ensure equal treatment of shareholders in the event of an unsolicited take-over bid and is not being adopted in response to any specific proposal. It will expire on May 21, 2026 unless earlier redeemed or waived.

As of the December 4, 2025 record time, one right will attach to each common share, with future shares carrying a right until the plan expires or separates. The rights become exercisable if a person acquires 20% or more of voting shares outside a permitted bid, triggering a flip‑in event. In that case, other shareholders can buy additional shares at an effective 50% discount; for example, assuming a $10 market price, a holder could acquire six shares for $30. The company also outlines permitted bids, lock‑up agreements, and the board’s ability to waive, amend, or redeem the rights.

NioCorp Developments Ltd. (NB) filed its quarterly report for the period ended September 30, 2025. The company reported a net loss of $43.5 million, or $0.53 per share, driven mainly by non‑cash losses from changes in fair value of earnout shares ($14.5 million) and warrant liabilities ($17.6 million). Operating expenses were $12.0 million, reflecting higher exploration spending tied to the Elk Creek Project.

Liquidity strengthened materially. Cash and cash equivalents were $162.8 million as of September 30, 2025, supported by recent equity financings: $41.2 million net in July, $45.9 million net from a registered direct on September 19, and $55.3 million net from a public offering on September 29. After quarter‑end, the October 15 offering added $139.1 million net. Shareholders’ equity rose to $151.5 million, with total assets of $194.7 million and total liabilities of $43.2 million.

The company advanced its Elk Creek Project, completing a 2025 drilling program and purchasing additional land parcels. A DoD agreement provides up to $10.0 million in milestone reimbursements. As of November 13, 2025, 119,360,725 common shares were outstanding; 21,634,958 warrants remained outstanding with varying exercise prices and maturities.

NioCorp Developments (NB) completed a registered direct offering led by Maxim Group. The Company sold 10,152,175 Common Shares at $9.34 per share and 5,925,000 pre-funded warrants at $9.3399 each, both less a $0.6538 per security placement fee. The transaction, conducted on a reasonable “best efforts” basis, closed on October 15, 2025 and generated approximately $139.1 million in net proceeds.

Each pre-funded warrant is exercisable for one Common Share at $0.0001, is exercisable immediately with no expiration, and includes beneficial ownership limits of 4.99% or 9.99% (adjustable with 61 days’ notice). Officers and directors agreed to a 30-day lock-up, and the Company agreed, subject to exceptions, not to issue equity or price-reset securities until November 28, 2025. Maxim received a right of first refusal for certain capital markets roles until November 14, 2025. The offering was made off the Company’s effective Form S-3 and a dated prospectus supplement.

NioCorp Developments Ltd. (NB) launched a preliminary prospectus supplement for a primary offering of common shares and, in lieu of shares for certain investors, pre-funded warrants. The deal is on a “reasonable best efforts” basis via Maxim Group LLC, and the company—not the placement agent—will receive the proceeds, after commissions and expenses.

Each pre-funded warrant is immediately exercisable, carries no expiration, and has a $0.0001 per-share exercise price. The supplement also covers the common shares issuable upon warrant exercise. NioCorp plans to use net proceeds for working capital and to advance construction and commercialization efforts at its Elk Creek Project.

The company highlights risks typical of such offerings, including potential share price volatility, dilution, PFIC considerations, and the absence of an offering minimum or escrow under a best-efforts placement. Common shares trade on Nasdaq under “NB”; the pre-funded warrants will not be listed. As of October 10, 2025, shares outstanding were 101,993,495, and the last reported sale price was $10.39.

NioCorp Developments Ltd. (NB) furnished an update with certain preliminary financial results for the three-month period ended September 30, 2025, via a press release attached as Exhibit 99.1.

The company stated this information is furnished under Item 2.02, is not deemed filed under the Exchange Act, is not subject to Section 18 liabilities, and is not incorporated by reference into Securities Act or Exchange Act filings.

Its securities trade on Nasdaq: Common Shares (NB) and Warrants (NIOBW), with each warrant exercisable for 1.11829212 Common Shares.

NioCorp Developments Ltd. files a registration statement describing potential offerings of Common Shares, Warrants, debt securities and units and incorporates prior SEC filings and a Form 8-A description of its Common Shares. The filing enumerates detailed terms that may apply to Warrants (exercise mechanics, transferability, adjustments, tax consequences) and a specific redemption feature for assumed NioCorp Warrants that can be redeemed in whole at $0.01 per assumed Warrant after a 30-day notice if the reported last sale price of Common Shares equals or exceeds $16.10 for any 20 trading days within a 30-trading day period and an effective registration and prospectus are available during the 30-day redemption period. The document also lists extensive debt security provisions (interest rates, maturity, subordination, redemption, defaults and remedies), global security mechanics and circumstances for exchange into certificated securities, amendment and trustee powers, and indemnification and advancement standards for directors and officers under applicable corporate law.