Current Report Filing (8-k)
July 24 2018 - 4:33PM
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): July 20, 2018
____________________________
NioCorp
Developments Ltd.
(Exact name of registrant as specified in its charter)
____________________________
British
Columbia, Canada
|
000-55710
|
98-1262185
|
(State or other jurisdiction
of incorporation)
|
(Commission File
Number)
|
(IRS Employer
Identification No.)
|
7000
South Yosemite Street, Suite 115
Centennial, Colorado 80112
(Address of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code:
(720) 639-4647
(Former
name or former address, if changed since last report)
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))
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
3.02 Unregistered Sales of Equity Securities.
As
previously disclosed, on December 14, 2015, NioCorp Developments Ltd. (the “Company”) entered into a definitive convertible
security funding 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 “Convertible Security”).
On
June 12, 2018, the Company issued 860,113 common shares of the Company to Lind upon conversion of US$350,000 in principal amount
of the Convertible Security at a conversion price of C$0.52607 per share.
On
July 13, 2018, the Company issued 749,007 common shares of the Company to Lind upon conversion of US$300,000 in principal amount
of the Convertible Security at a conversion price of C$0.52904 per share.
On
July 20, 2018, the Company issued 803,001 common shares of the Company to Lind upon conversion of US$350,000 in principal amount
of the Convertible Security at a conversion price of C$0.57851 per share.
In
each case, the common shares were issued, among other exemptions, pursuant to Section 3(a)(9) of the Securities Act of 1933 in
connection with the voluntary conversion of a portion of the amount outstanding under the Convertible Security and based upon
representations and warranties of Lind in connection therewith.
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.
NIOCORP
DEVELOPMENTS LTD.
By:
/s/ Neal S. Shah
Name: Neal S. Shah
Title: Chief Financial Officer
Date:
July 24, 2018