Core Viewpoint - NioCorp Developments Ltd. has successfully closed its registered direct offering in the United States, indicating a strategic move to raise capital for its operations [1] Group 1: Company Actions - The company announced the closing of its previously announced registered direct offering [1]

Core Viewpoint - NioCorp Developments Ltd. has announced the pricing of a registered direct offering in the United States [1] Group 1 - The offering is part of the company's strategy to raise capital [1] - NioCorp is listed on NASDAQ under the ticker symbol NB [1]

Group 1 - NioCorp Developments Ltd. is a leading U.S. critical minerals developer [1] - The company will participate in a live investor webcast on September 24, 2025, at 4:15 PM Eastern [1]

Business Strategy and Project Development - The primary business strategy is to advance the Elk Creek Project to commercial production, focusing on securing project financing for detailed design and construction[41] - The company has made significant progress in the Elk Creek Project, including obtaining funding for land and mineral rights and refining mineral resource estimates[46] - A drilling program initiated in fiscal year 2025 aims to convert indicated resources into measured resources and probable mineral reserves into proven reserves[50] - The company received a Letter of Interest from the Export-Import Bank of the United States for potential debt financing under the "Make More in America" initiative[51] - The estimated total upfront capital expenditure for the Elk Creek Project is a key focus for the company[81] - The company plans to produce niobium, scandium, and titanium, with potential for rare earth elements at the Elk Creek Project[81] - The company is evaluating the impact of inflation, supply chain issues, and geopolitical unrest on the Elk Creek Project's economic model[81] Financing and Revenue - The company closed a public offering in April 2025, issuing 6,628,846 Common Shares at $2.60 per share, raising approximately $18.7 million[54] - In July 2025, the company closed another public offering, selling 13,850,000 Common Shares at $3.25 per share, netting approximately $41.2 million[55] - The company has not yet generated revenue from the Elk Creek Project, making it dependent on financing availability for ongoing exploration[63] - ECRC is entitled to receive up to $10.0 million in reimbursement payments from the Department of Defense upon achieving certain project milestones[57] - The company expects to receive a full $10 million reimbursement under the DoD Agreement[81] Market Conditions and Competition - The company is subject to significant competition in the minerals industry, which may affect its ability to secure financing and resources for the Elk Creek Project[58] - Commodity prices for ferroniobium, scandium trioxide, and titanium dioxide have fluctuated, with 2024 prices projected at $46/kg, $1,200/kg, and $1.31/kg respectively[61] - The company is exposed to commodity price risk related to elements associated with the Elk Creek Project, which is not currently in production[360] Regulatory and Environmental Considerations - The Elk Creek Project is subject to various federal, state, and local laws, which may require additional capital expenditures and increase operating costs[68] - Compliance with environmental regulations may impose significant costs and affect project economics[68] - The company operates under various permits for mineral exploration, reclamation, and environmental considerations[67] Human Resources and Corporate Governance - As of June 30, 2025, the company had seven full-time employees and one contract employee, supplemented by consultants for specialized skills[76] - The company maintains a culture of ethical performance, reflected in its Code of Business Conduct and Ethics[78] - The company’s compensation programs are designed to align employee incentives with company performance[77] Financial Management - The Company maintains a balance between liquidity of cash assets and interest rate return, with maximum exposure to credit risk represented by the carrying amount of financial assets[358] - The Company incurs expenditures in both U.S. and Canadian dollars, with Canadian dollar expenses primarily related to engineering and metallurgical costs[359]

Industry Overview - The global precious metals market was valued at $306.44 billion in 2023 and is projected to exceed $501 billion by 2032, reflecting a compound annual growth rate (CAGR) of 5.6% [3] - Demand for gold remains strong as a safe-haven asset, with global central banks increasing purchases for the 13th consecutive year in 2024 [3] - Silver is experiencing growing industrial use, particularly in solar and electronics manufacturing, while platinum and palladium are expected to benefit from the transition towards electrification and green technology [3] PRISM Precious Metals Index - PRISM MarketView launched the PRISM Precious Metals Index to track emerging and established companies in the gold, silver, platinum, and palladium sectors, highlighting firms that drive innovation in mining, refining, recycling, and technology applications [1][4] - The index has returned approximately 83% since January 2, 2024, providing investors with insights into this strategically important sector [4] Company Highlights Vista Gold Corp. - Vista Gold Corp. is advancing its flagship Mt Todd Gold Project in Australia, focusing on disciplined, value-driven development with a streamlined feasibility plan [5] - The company reported $13.2 million in cash and no debt at the end of Q2 2025, with a feasibility study indicating strong economics and stable long-term production [5] Caledonia Mining Corporation - Caledonia Mining Corporation operates primarily in Zimbabwe, with its Blanket Mine showing record production and growth potential [6] - The company reported a 30% increase in revenue to $65 million and a net profit attributable to shareholders of $20.5 million, more than doubling from the previous year [6][7] NioCorp Developments Ltd. - NioCorp Developments Ltd. is advancing the Elk Creek Critical Minerals Project in Nebraska, targeting production of niobium, scandium, and titanium [8] - The company completed Phase I of its drilling campaign ahead of schedule and under budget, which will support its application for up to $800 million in debt financing from the U.S. Export-Import Bank [8]

[FORM 8-K General Information](index=1&type=section&id=FORM%208-K%20General%20Information) This section provides foundational details about the registrant and its registered securities [Registrant Information](index=1&type=section&id=Registrant%20Information) This section provides the essential identification details for NioCorp Developments Ltd., including its jurisdiction of incorporation, principal executive offices, and contact information - Registrant: **NioCorp Developments Ltd.**, incorporated in British Columbia, Canada, with principal offices at 7000 South Yosemite Street, Suite 115, Centennial, Colorado 80112[1](index=1&type=chunk)[2](index=2&type=chunk) [Securities Information](index=1&type=section&id=Securities%20Information) This section outlines the classes of securities registered by NioCorp Developments Ltd. under Section 12(b) of the Act, their respective trading symbols, and the exchanges where they are listed, along with the company's status regarding emerging growth company classification Registered Securities | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :------------------ | :---------------- | :-------------------------------------- | | Common Shares, without par value | NB | The Nasdaq Stock Market LLC | | Warrants, each exercisable for 1.11829212 | NIOBW | The Nasdaq Stock Market LLC | | Common Shares | | | - **NioCorp Developments Ltd.** is not an emerging growth company[3](index=3&type=chunk) [Current Report Items](index=2&type=section&id=Current%20Report%20Items) This section details the specific events and disclosures reported in the Form 8-K, including financial results and exhibits [Item 2.02. Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02.%20Results%20of%20Operations%20and%20Financial%20Condition) NioCorp Developments Ltd. announced preliminary financial results for the fiscal year ended June 30, 2025, through a press release dated July 11, 2025. This press release is attached as Exhibit 99.1 but is explicitly not deemed 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934 - **NioCorp Developments Ltd.** announced preliminary financial results for the fiscal year ended June 30, 2025, on July 11, 2025[4](index=4&type=chunk) - The announcement was made via a press release (Exhibit 99.1), which is not considered 'filed' for Section 18 of the Exchange Act[4](index=4&type=chunk) [Item 7.01. Regulation FD Disclosure](index=2&type=section&id=Item%207.01.%20Regulation%20FD%20Disclosure) This section formally incorporates by reference the information disclosed under Item 2.02 of this Current Report, ensuring that the preliminary financial results are publicly disseminated in compliance with Regulation FD - Information from Item 2.02 of this Current Report is incorporated herein by reference[5](index=5&type=chunk) [Item 9.01 Financial Statements and Exhibits](index=2&type=section&id=Item%209.01%20Financial%20Statements%20and%20Exhibits) This item lists the exhibits accompanying the Form 8-K filing, which include the press release detailing the preliminary financial results and the interactive data file for the cover page Exhibits Filed | Exhibit | Description | | :------ | :---------- | | 99.1 | Press Release, dated July 11, 2025 | | 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | [SIGNATURES](index=3&type=section&id=SIGNATURES) This section formally attests to the authenticity and authorization of the Form 8-K filing [Authorization and Execution](index=3&type=section&id=Authorization%20and%20Execution) This section confirms the official signing of the Form 8-K report by an authorized officer of NioCorp Developments Ltd., fulfilling the requirements of the Securities Exchange Act of 1934 - The report was duly signed on behalf of **NioCorp Developments Ltd.** by **Neal S. Shah**, Chief Financial Officer, on July 15, 2025[8](index=8&type=chunk)[9](index=9&type=chunk)

Core Viewpoint - The rare earth sector is gaining attention due to the global demand for critical minerals essential for clean energy, defense, and high-tech industries, with several companies emerging as key players in this space [1]. Company Summaries MP Materials - MP Materials Corp. has entered a public-private partnership with the U.S. Department of Defense, involving a multi-billion dollar investment package and long-term commitments [2]. - The company plans to build a second U.S. magnet manufacturing facility, named the "10X Facility," expected to be operational by 2028 [2]. - MP Materials has secured a $500 million deal with Apple to supply rare earth magnets made from 100% recycled materials, manufactured in the U.S. [3]. - As the second-largest producer of rare earths globally, MP Materials operates the Mountain Pass facility, which is crucial for supplying materials for electric vehicles (EVs), electronics, and defense [4]. - The company's stock has surged nearly 100% in the past week due to the announcements regarding the DoD and Apple deals [4]. USA Rare Earth - USA Rare Earth, Inc. is focused on mining, processing, and supplying rare earth elements and critical minerals, aiming to develop a vertically integrated domestic supply chain for rare earth magnet production [5]. - The company holds mining rights to the Round Top Mountain deposit in West Texas, which contains essential minerals like neodymium and lithium [6]. - USA Rare Earth’s stock has increased by over 50% in the past five days, reflecting market trends alongside MP Materials [6]. NioCorp - NioCorp Developments, Ltd. is developing the Elk Creek project, which is one of the largest potential sources of niobium and scandium, both important for advanced alloys and clean technologies [7]. - The company has received strong analyst support, with a recent price target increase from $4 to $5 by Maxim Group [11]. The Metals Company - The Metals Company, Inc. is engaged in deep-sea mining, targeting polymetallic nodules rich in battery metals, with operations in the Clarion Clipperton Zone [11]. - TMC has seen significant stock performance, gaining over 550% in 2025 due to its unique approach and strong technical ratings [12]. American Resources - American Resources Corp. specializes in producing high-purity rare earths from both recycled and virgin sources, with its ReElements segment supplying separated rare earths for U.S. commercial and defense needs [13]. - The stock of American Resources has also increased by more than 50% in the past five days, driven by heightened interest in the rare earth sector [13].

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Financing and Capital Needs - The Company closed an underwritten public offering on April 21, 2025, issuing 6,628,846 Common Shares at $2.60 per share, raising approximately $20.8 million in gross proceeds[89]. - The gross proceeds from the April 2025 Offering were approximately $20.8 million, with underwriting discounts and offering expenses of about $2.0 million[122]. - The Company is seeking up to $800 million in potential debt financing from EXIM, necessitating an updated feasibility study for the Elk Creek Project[92]. - The Company is in the process of securing EXIM financing for the Elk Creek Project, with its application currently under review[120]. - The planned expenditures for the Elk Creek Project over the next twelve months include an updated mine plan and capital costs related to the EXIM application process[121]. - The Company expects planned cash needs of approximately $23.0 million over the next twelve months for the advancement of the Elk Creek Project and corporate overhead costs[118]. - The Company has no further funding commitments or arrangements for additional financing at this time, creating uncertainty about its ability to secure future financing[124]. - The Company has incurred losses since inception and may not have sufficient cash to fund normal operations for the next twelve months without raising additional funds[125]. - The Company has limited financial resources compared to its proposed expenditures and no source of operating income[131]. - The development of the Elk Creek Project will require substantial additional capital resources, including near-term funding[133]. Elk Creek Project Developments - The Elk Creek Project has disclosed niobium, scandium, and titanium reserves, with ongoing studies to evaluate the economic viability of extracting rare earth elements[87]. - The Company extended option periods for land parcels related to the Elk Creek Project by approximately five years, with total payments of $113,000[90][91]. - A drilling campaign was launched on April 23, 2025, aimed at converting Indicated Resources into Measured Resources and Probable Mineral Reserves into Proven Mineral Reserves[92]. - The Company is developing a new production process that may include light and heavy magnetic rare earth oxides and plans to produce titanium in the form of titanium tetrachloride[93]. - The updated mine design for the Elk Creek Project will incorporate a twin ramp for access and a Railveyor system for material movement, replacing the previously planned vertical mining shafts[93]. - The Company is focused on securing project financing necessary for the construction and development of the Elk Creek Project[88]. - The Elk Creek Project is expected to create full-time and contract construction jobs during its development phase[81]. - The Company continues to negotiate and complete offtake agreements for niobium, scandium, and titanium production from the Elk Creek Project[94]. Financial Performance - The Company reported total operating expenses of $11.47 million for the nine months ended March 31, 2025, compared to $6.89 million for the same period in 2024, reflecting a significant increase[96]. - The net loss attributable to the Company for the nine months ended March 31, 2025, was $10.56 million, compared to a net loss of $7.82 million for the same period in 2024[96]. - Employee-related costs for the nine months ended March 31, 2025, were $2.53 million, a decrease from $3.18 million in the same period in 2024[96]. - The Company had cash of $1.3 million and working capital of $0.3 million as of March 31, 2025, compared to cash of $2.0 million and a working capital deficit of $9.0 million on June 30, 2024[117]. - Operating activities consumed $5.9 million of cash during the nine months ended March 31, 2025, reflecting funding of losses of $8.0 million[128]. - Financing inflows were $5.2 million during the nine months ended March 31, 2025, compared to $3.5 million in 2024, with gross receipts of $11.0 million from equity offerings[129]. Risks and Challenges - The Company is evaluating the impact of inflation, supply chain issues, and geopolitical unrest on the Elk Creek Project's economic model[81]. - The Company is exposed to commodity price risk related to elements associated with the Elk Creek Project, which is not currently in production[140].

Financial Results - NioCorp Developments Ltd. announced preliminary financial results for the three-month and nine-month periods ended March 31, 2025[4]. - The report includes a press release dated April 11, 2025, detailing the financial update[6]. - The financial results are not deemed filed under the Securities Exchange Act of 1934, nor incorporated by reference in any filing under the Securities Act[4]. - The report does not provide specific numerical data or performance metrics in the available content[4]. Company Information - The company is listed on the Nasdaq Stock Market under the trading symbol "NB" for common shares[2]. - The company is not classified as an emerging growth company under the Securities Act[3]. - The Chief Financial Officer, Neal S. Shah, signed the report on behalf of the company[9]. - The address of the principal executive offices is located in Centennial, Colorado[2]. Product and Market Development - The company has not disclosed any new product developments or market expansion strategies in this report[4]. - There are no mentions of mergers or acquisitions in the current report[4].