NioDevelopments .(NB) - 2026 Q2 - Quarterly Report

Financial Performance - NioCorp reported net proceeds of approximately $139.1 million from the October 2025 Offering, which included the sale of 10,152,175 Common Shares at $9.34 each and 5,925,000 pre-funded Warrants[83]. - Total operating expenses for the three months ended December 31, 2025, were $9.5 million, compared to $2.9 million for the same period in 2024[98]. - Exploration expenditures increased to $4.6 million for the three months ended December 31, 2025, compared to $261,000 for the same period in 2024[98]. - Adjusted net loss for the six months ended December 31, 2025, was $13.8 million, compared to $3.3 million for the same period in 2024[110]. - Operating activities consumed $7.6 million of cash during the six months ended December 31, 2025, reflecting losses of $44.7 million primarily due to increased fair value related to Earnout Shares and Warrant liabilities[124]. - Investing activities consumed $23.0 million of cash during the same period, reflecting the acquisition of additional land and mineral rights for the Elk Creek Project[125]. - Financing inflows were $311.3 million during the six months ended December 31, 2025, primarily from equity offerings totaling $305.2 million[126]. - The Company had cash of $306.4 million and working capital of $297.9 million as of December 31, 2025, compared to $25.6 million and $24.8 million on June 30, 2025[113]. - Planned cash outflows for the next twelve months are expected to be approximately $70.0 million to $85.0 million[114]. - The Company has no current funding commitments beyond potential advances under the Yorkville Equity Facility Financing Agreement and the exercise of Options and Warrants[121]. - The Company has incurred losses since inception and requires additional capital to meet long-term operating requirements[122]. - The Company is actively pursuing additional sources of debt and equity financing to meet its long-term funding requirements[121]. - The Company has limited financial resources compared to its proposed expenditures and no source of operating income[128]. - The ability to arrange additional financing will depend on prevailing capital market conditions and the success in developing the Elk Creek Project[129]. Project Development - The Elk Creek Project is expected to produce niobium, scandium, and titanium, with potential for rare earth elements, contributing to the electrification and decarbonization initiatives[82]. - NioCorp's primary strategy is to advance the Elk Creek Project to commercial production, focusing on securing project financing for mine development[82]. - The Company plans to use proceeds from the October 2025 Offering for working capital and to advance construction efforts for the Elk Creek Project[83]. - The Elk Creek Project's development includes ongoing technical and economic studies to assess the viability of extracting rare earth elements[82]. - NioCorp is evaluating the impact of inflation, supply chain issues, and geopolitical unrest on the economic model of the Elk Creek Project[75]. - The Company aims to secure a final commitment of financing from the Export-Import Bank of the United States to support the Elk Creek Project[75]. - The estimated capital cost for the Portal Project is approximately $44.6 million, with work expected to begin in Q1 2026[94]. - Estimated total upfront capital expenditure for the Elk Creek Project is approximately $1,141.0 million, with two-thirds expected to be funded through debt financing[119]. Land Acquisitions - Elk Creek Resources Corp. acquired approximately 80 acres of land and two additional parcels totaling 1.66 acres for approximately $2.7 million[88]. - The Company closed on two additional parcels of land totaling approximately 325.77 acres for approximately $11.3 million[90]. - ECRC completed the acquisition of a 40-acre parcel of land for a cash consideration of $500 and a 2% net smelter return royalty[91]. - The 2025 Drilling Program included 11 HQ diamond drill holes totaling approximately 7,339 meters and four additional drill holes totaling approximately 2,235 meters[89]. Shareholder Rights and Corporate Structure - A limited-duration shareholder rights plan was adopted to protect shareholders in the event of a takeover bid, expiring on May 21, 2026[84][86]. - The company has 125,321,172 outstanding Common Shares on a fully diluted basis, along with 3,516,140 vested shares of ECRC Class B common stock, 4,852,500 options, and 19,108,037 warrants[136]. Risk Factors - The company's exposure to interest rate risk primarily relates to earned interest income on cash deposits and short-term investments, balancing liquidity and interest rate returns[137]. - NioCorp incurs expenditures in both U.S. dollars and Canadian dollars, with currency exchange fluctuations potentially impacting operating costs[138]. - The company is exposed to commodity price risk related to the Elk Creek Project, which is not currently in production, and a significant decrease in global demand for related elements may adversely affect the business[139]. - NioCorp believes it was classified as a PFIC for the taxable years ended June 30, 2025 and 2024, and may continue to be classified as such in future years[134].