Current Report Filing (8-k)
29 April 2021 - 7:26AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): April 23, 2021
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NioCorp
Developments Ltd.
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(Exact
name of registrant as specified in its charter)
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British
Columbia, Canada
(State or other jurisdiction
of incorporation)
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000-55710
(Commission File Number)
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98-1262185
(IRS Employer
Identification No.)
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7000
South Yosemite Street, Suite 115
Centennial, Colorado 80112
(Address of principal executive offices) (Zip Code)
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Registrant’s
telephone number, including area code: (720) 639-4647
(Former
name or former address, if changed since last report)
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which
registered
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Not
Applicable
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Not
Applicable
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Not
Applicable
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Item
1.01 Entry into a Material Definitive Agreement.
The
information set forth in Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.
Item
2.01 Completion of Acquisition or Disposition of Assets.
On
April 23, 2021, pursuant to the terms of the Amended and Restated Option to Purchase (the “Option Agreement”), dated
as of April 29, 2020, by and between Beverly J. Beethe (the “Owner”) and Elk Creek Resources Corp. (“ECRC”),
a Nebraska corporation and wholly-owned subsidiary of NioCorp Developments Ltd., an entity formed under the laws of the Province
of British Columbia (the “Company”), ECRC formally exercised and closed on its option to purchase two parcels of land
and associated rights in Johnson County, Nebraska. Pursuant to the terms of the Option Agreement, the Owner sold, transferred,
conveyed and assigned all of her rights, privileges, title and interest in and to the real property to ECRC, including any associated
mineral rights.
The
Option Agreement provides for a purchase price calculated based on the appraised value per acre of the parcels of land, the mineral
rights and the structures erected on the land. The purchase price was approximately $6.2 million. The above summary of the material
terms of the Option Agreement is qualified in its entirety by the actual terms and conditions of the Option Agreement, a copy
of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is hereby incorporated by reference.
Item
9.01 Financial Statements.
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(b)
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Pro
forma financial information.
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The
Company will provide the pro forma financial information required to be filed under Item 9.01 of Form 8-K by amendment to this
Current Report on Form 8-K no later than the 71st day after the required filing date for this Current Report on Form 8-K.
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.
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NIOCORP DEVELOPMENTS LTD.
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DATE: April 29, 2021
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By:
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/s/ Neal S. Shah
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Neal
S. Shah
Chief
Financial Officer
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