NioCorp Developments Ltd. (TSE:NB) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a RegistrantItem 2.03
Lind Convertible Security Increase
As previously disclosed, on December 14, 2015, NioCorp Developments Ltd. (the “Company”) entered into a definitive convertible security funding agreement (the “Lind Agreement”) with an entity managed by The Lind Partners, a New York-based asset management firm (collectively with The Lind Partners, “Lind”) and issued to Lind an initial convertible security (the “Initial Convertible Security”).
On August 10, 2017, Lind provided notice to the Company of its election to advance an additional $1.0 million in funding under the Initial Convertible Security to its right under the Lind Agreement (the “Convertible Security Increase”). As a result, upon payment of the additional $1.0 million in funding by Lind to the Company, the face amount of the Initial Convertible Security will be increased by $1.2 million ($1.0 million in additional funding and $200,000 in implied interest amount).
The foregoing summary of the Lind Agreement is not complete and is qualified in its entirety by reference to the text of the Lind Agreement, a copy of which is filed hereto as Exhibits 10.1 and is incorporated herein by reference.
| Item 3.02 | Unregistered Sales of Equity Securities. |
On August 4, 2017, the Company issued 1,102,709 common shares of the Company to Lind upon conversion of US$500,000 in principal amount of the Initial Convertible Security at a conversion price of C$0.57609 per share. The common shares were issued, among other exemptions, to Section 3(a)(9) of the Securities Act of 1933 (the“Securities Act”), in connection with the voluntary conversion of a portion of the amount outstanding under the Initial Convertible Security and based upon representations and warranties of Lind in connection therewith.
The disclosure regarding the Lind Agreement and the Convertible Security Increase contained in Item 2.03 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02.
On August 15, 2017, in connection with the Convertible Security Increase, the Company issued 260,483 common share purchase warrants of the Company (the “Warrants”) to Lind, with each Warrant entitling the holder to acquire one common share at a price of C$0.73 per share until August 15, 2020. The Warrants were issued to the exemption from the registration requirements of the Securities Act provided by Section 4(a)(2) thereof based upon representations and warranties of Lind in connection therewith.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) Exhibits. | ||
| Exhibit | Description | |
| 10.1 | Convertible Security Funding Agreement between the Company and Lind Asset Management IV, LLC, dated December 14, 2015 (including Form of Warrant)(previously filed as an exhibit to the Company’s Draft Registration Statement on Form S-1 (Registration No. 377-01354) submitted to the Commission on July 26, 2016 and incorporated herein by reference). |
About NioCorp Developments Ltd. (TSE:NB)
NioCorp Developments Ltd. is an exploration-stage company. The Company is a mineral exploration/development company engaged in the acquisition, exploration and development of mineral properties. The Company operates through a segment consisting of exploration and development of mineral deposits in North America, specifically, the Elk Creek Niobium/Scandium/Titanium property (the Elk Creek Project) located in Southeastern Nebraska. The Company also holds an interest in a mineral exploration property located in Canada. The Company’s Elk Creek Project is a niobium and scandium exploration project that also contains titanium. The Elk Creek Project is located approximately 75 kilometers southeast of Lincoln, Nebraska, the state capital of Nebraska. The Company has not generated any revenues. Its subsidiaries include 0896800 BC Ltd., Elk Creek Resources Corp. and Silver Mountain Mines Corp.
