Current Report Filing (8-k)
June 05 2019 - 6:09AM
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): May 31, 2019
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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:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☒
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Item
1.01
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Entry
into a Material Definitive Agreement.
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Smith
Extensions
As
previously disclosed, NioCorp Developments Ltd. (the “Company”) received a loan of $1.5 million from Mark A. Smith,
the Company’s Chief Executive Officer, President, Executive Chairman and Director, pursuant to a loan agreement, dated June
17, 2015 (as amended on July 13, 2016, March 20, 2017 and April 6, 2018, the “Smith Loan”), by and between the Company
and Mr. Smith. Also as previously disclosed, the Company entered into a $2.0 million non-revolving credit facility agreement,
dated January 16, 2017 (as amended on March 20, 2017 and April 6, 2018, the “Smith Credit Facility”), by and between
the Company and Mr. Smith.
On
May 31, 2019, the Company and Mr. Smith entered into amending agreements to each of the Smith Loan (the “Smith Loan
Extension Agreement”) and the Smith Credit Facility (the “Smith Credit Facility Extension Agreement”),
extending the maturity dates of the Smith Loan and the Smith Credit Facility to June 17, 2020 and June 16, 2020, respectively.
The
above description of the Smith Loan Extension Agreement and the Smith Credit Facility Extension Agreement is qualified in its
entirety by reference to the Smith Loan Extension Agreement and the Smith Credit Facility Extension Agreement, copies of which
are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are hereby incorporated by reference
into this Item 1.01.
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Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
of a Registrant.
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The
disclosure regarding the Smith Loan Extension Agreement and the Smith Credit Facility Extension Agreement contained in Item 1.01
of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
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Item
9.01
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Financial
Statements and Exhibits.
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(d)
Exhibits
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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: June 5, 2019
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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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