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The dates are confusing. I won't pretend to understand all the bs. The sponsors have around 5.6 million private warrants (paid $8.5mm or $1.5 each). They do not follow the same rules.
Private Warrants
The Private Warrants: (i) will be exercisable either for cash or on a cashless basis at the holder’s option and (ii) will not be redeemable by the Company, in either case as long as the Private Warrants are held by the Sponsor, its members or any of their permitted transferees (as prescribed in the NioCorp Assumed Warrant Agreement).
from the recent 10k
https://www.sec.gov/Archives/edgar/data/1512228/000153949723001700/n2574_x163-10k.htm
Each NioCorp Assumed Warrant entitles the holder to the right to purchase 1.11829212 Common Shares at an exercise price of $11.50 per 1.11829212 Common Shares (subject to adjustments for stock splits, stock dividends, reorganizations, recapitalizations and the like). No fractional shares will be issued upon exercise of any NioCorp Assumed Warrants, and fractional shares that would otherwise be due to the exercising holder will be rounded down to the nearest whole Common Share. In no event will the Company be required to net cash settle any NioCorp Assumed Warrant.
Public Warrants
The Company may elect to redeem the Public Warrants subject to certain conditions, in whole and not in part, at a price of $0.01 per Public Warrant if (i) 30 days’ prior written notice of redemption is provided to the holders, (ii) the last reported sale price of the Common Shares equals or exceeds approximately $16.10 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending on the third business day prior to the date on which the Company sends the notice of redemption to the warrant holders and (iii) there is an effective registration statement covering the Common Shares issuable upon exercise of the Public Warrants, and a current prospectus relating thereto, available through the redemption date. Upon issuance of a redemption notice by the Company, the warrant holders will have until the redemption date to exercise for cash, or, at the Company’s election, on a cashless basis. The Public Warrants are not precluded from equity classification and are accounted for as such on the date of issuance, and each balance sheet date thereafter. Because the Transactions resulted in an excess of liabilities over assets acquired, no value was ascribed to the Public Warrants.
Actually warrants not limited to around 18 but rather $16.10. So 16.10 less 11.50 gives 4.60 upside. of course Putz it has an extra month to zoom to the moon from the time they make the redemption announcement.
"if, and only if, the reported last sale price of the Common Shares equals or exceeds approximately $16.10 per share (subject to certain adjustments) for any 20 trading days within a 30-trading day period"
"Each NioCorp Assumed Warrant is exercisable on and after April 16, 2023 until its expiration for 1.11829212 Common Shares at a price of $11.50 per 1.11829212 Common Shares "
Now it is confirmed that niocorp is looking for money to finish the FS.
"to be issued as early as possible in 2024, contingent upon raising the necessary funds to complete this work."
Exim loan keeps pushing further out what was a 6 to 9 months timeline.
"It is my goal to have the EXIM process reach a conclusion in 2024"
I think they are just a paid promoter to help sell the toxic convertible debt. But there is still around $8 million to sell and I don't see how 3 can hold.
Mark Smith failed to get financing for years and years. Even today he is unable to get financing. His only known option is a government backed loan.
Why has he continually failed up to this point? The prior feasibility studies have a heavy reliance on scandium, 62 % of projected revenue is from scandium. With an unrealistic price and limited demand bankers have stayed away.
I agree with you however that the addition of REEs could make a major improvement towards a "bankable" FS.
Remember your upside is limited around 18 where warrants can be called back at a penny by the company
I don't know. It is an awareness campaign?? Capex goes from 1.1 to 1.2 billion unaware the 2022 FS is using 2019 costs. Doesn't even mention exim. Talks about dividends in 2033... I think this is trying to improve liquidity so yorkville doesn't completely crater share price.
They already have a process to raise money. They have access to Yorkville up to $65 million. The pr should be coming soon.
Sorry but that is foolish. Niocorp paid for the report and obviously disseminated it using their subscriber list.
I got the email this morning and noted the disclosure for 60,000
"This report has been commissioned by NioCorp Developments and prepared and issued by Edison, in consideration of a fee payable by NioCorp Developments. Edison Investment Research standard fees are £60,000 pa for the production and broad dissemination of a detailed note (Outlook) following by regular (typically quarterly) update notes. Fees are paid upfront in cash without recourse. Edison may seek additional fees for the provision of roadshows and related IR services for the client but does not get remunerated for any investment banking services. We never take payment in stock, options or warrants for any of our services."
They have already stated in 10k they need to raise over $1 million each month just to pay monthly expenses.
This is in addition to the $8 million we already received and spent that Yorkville is recovering by selling shares.
These are the same sweetheart deals they gave to the canadians and belgians. Cheap shares and near free warrants. So really 2 for 1.
Hey th6565, I was able to pick up many gxiiw last year at .20 to .30 but sold out a few weeks after the big runup. Hope you make a ton of dough on yours.
Putz I don't understand what you mean NB buying back founder's shares at vwap. I don't see that. The founder shares are exchangeable 1 for 1 with NB commons and can be sold after 1 yr lockup period around March 17 2024.
Mark was not looking out for shareholders interest. He did not bring up once or answer
any questions about the spac founders receiving between 20 to 25% of NB.
You would think with a shareholder vote we would deserve to know all the facts
without having to decipher all the legalese of a 8k or slipped in a presentation.
Proof: Even Prudent Capitalist claims to be unaware that the spac founders
received 4,565,808 Class B shares (16%) or another 3,391,596 earnout shares.
LCP77 you are exactly right. The lockup period is for one year from closing or Mar 17 2024
"beginning on the Closing Date and ending on the earliest of (i) one year after the Closing"
4,565,808 class b shares are vested and able to be exchanged on Mar 17 2024
3,391,596 class b shares are earnout shares where the stock price must reach a certain price to be exchangeable.
Half of these earnourt shares are exchangeable if NB hits $12 for 20 days and the other half if NB hits $15.
Exhibit 10-2 shows those funds who did not redeem in exchange for founders shares.
AJA PARTNERS LLC,
CORBIN ERISA OPPORTUNITY FUND, LTD,
ACM ALAMEDA SPECIAL PURPOSE INVESTMENT FUND II L
CORBIN OPPORTUNITY FUND, L.P
ATALAYA SPECIAL PURPOSE INVESTMENT FUND II L.P.
exhibit 10-1
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
exhibit 10-2
REGISTRATION RIGHTS AGREEMENT JOINDER
Mark's silence about the spac founder shares last year was flat out dishonest.
From the 10k below you can clearly see that 4,565,808 Class B shares are exchangeable at any time for commons on a one-for-one basis.
10. CLASS B COMMON STOCK OF ECRC
Pursuant to the Business Combination Agreement, the Sponsor Support Agreement, and the Exchange Agreement, after the Closing, the GXII founders have the right to
exchange shares of Class B common stock of ECRC for Common Shares on a one-for-one basis, subject to certain equitable adjustments, under certain conditions. All
7,957,404 shares of Class B common stock of ECRC that were issued in connection with the Closing were issued and outstanding as of June 30, 2023. Of the issued and
outstanding shares of Class B common stock of ECRC, 4,565,808 shares (the “Vested Shares”) were vested as of the Closing Date and are exchangeable at any time, and
from time to time, until the tenth anniversary of the Closing Date (the “Ten-Year Anniversary”) and 3,391,596 shares (the “Earnout Shares”) are exchangeable until the
Ten-Year Anniversary, subject to certain vesting conditions. Under certain circumstances, and subject to certain exceptions, NioCorp may instead settle all or a portion
of any exchange pursuant to the terms of the Exchange Agreement in cash, in lieu of Common Shares, based on a volume-weighted average price of Common Shares.
All of the shares of Class B common stock of ECRC are subject to the Amended and Restated Registration Rights Agreement, dated as of March 17, 2023 (the
“Registration Rights and Lock-up Agreement”), among NioCorp, GXII, the Sponsor, the pre-Closing directors and officers of NioCorp and the other parties thereto,
including the members of the Sponsor. Pursuant to Registration Rights and Lock-up Agreement, all shares of Class B common Stock of ECRC (including the Vested
Shares and the Released Earnout Shares) are subject to certain “lock-up” restrictions on transfer beginning upon the Closing and ending upon the earlier of (i) one year
after the Closing and (ii) the date on which the trading price of Common Shares exceeds certain thresholds or the date on which NioCorp completes a transaction that
results in all of NioCorp’s shareholders having the right to exchange their Common Shares for cash, securities or other property. Both Vested Shares and Released
Earnout Shares may be exchanged by the holders into Common Shares at any time. Under the Exchange Agreement, all Vested Shares and Earnout Shares must be
exchanged for Common Shares by the Ten-Year Anniversary except for Released Earnout Shares that have been vested for a period of fewer than twenty-four months as
of the Ten-Year Anniversary. Such Released Earnout Shares will be forfeited if not exchanged for Common Shares by the date that is twenty-four months after the
vesting date.
Yes the floor price will get amended just like celu did twice (gx1)
Also, total ECRC is 7,957,404
4,565,808 are vested shrs
3,391,596 unvested earnout shrs
Actually this toxic death spiral does have a floor at 2.14
From 10k
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001512228/000153949723001700/n2574_x163-10k.htm
Subject to certain limitations contained within the Yorkville Convertible Debt Financing Agreement and the Convertible Debentures, including those as described below, holders of the Convertible Debentures will be entitled to convert the principal amount of, and accrued and unpaid interest, if any, on each Convertible
Debenture, in whole or in part, from time to time over their term, into a number of Common Shares equal to the quotient of the principal amount and accrued and unpaid interest, if any, being converted divided by the Conversion Price. The “Conversion Price” means, as of any Conversion Date (as defined below) or other date of determination, the greater of (i) 90% of the average of the daily U.S. dollar volume-weighted average price of the Common Shares on the principal U.S. market for the Common Shares as reported by Bloomberg Financial Markets during the five consecutive trading days immediately preceding the date on which the holder exercises its conversion right in accordance with the requirements of the Yorkville Convertible Debt Financing Agreement (the “Conversion Date”) or other date of determination, but not lower than the Floor Price (as defined below), and (ii) the five-day volume-weighted average price of the Common Shares on the TSX (or on the principal U.S. market if the majority of the trading volume and value of the Common Shares occurred on Nasdaq during the relevant period) for the five consecutive trading days immediately prior to the Conversion Date or other date of determination less the maximum applicable discount allowed by the TSX. The “Floor Price” means a price of $2.1435 per share, which is equal to the lesser of (a) 30% of the average of the daily volume-weighted average price of the Common Shares on the principal U.S. market for the Common Shares as reported by Bloomberg Financial Markets during the five consecutive trading days immediately preceding the Debenture Closing and (b) 30% of the average of the volume-weighted average price of the Common Shares on the principal U.S. market for the Common Shares as reported by Bloomberg Financial Markets during the five consecutive trading days immediately following the Debenture Closing, subject to certain adjustments to give effect to any stock dividend, stock split, reverse stock split, recapitalization or similar event.
Last year Mark touted the deal with Yorkville as if it was real financing. What an accomplishment.
Yorkville doesn't care what the price is. They just keep selling, always getting shares cheaper than the market.
I want to start a new poll:
How do you prefer Niocorp protect us from the short sellers?
A. Use the phrase "coming weeks" to keep shorts confused.
B. Use the phrase" 6-9 months" to baffle the shorts.
C. Not use $16 million convertible debt to pay for a meaningless spac.
I thought demo testing was done months ago and we were waiting for top line results to drop. Now they continue to carefully word the pr with "potential" blah blah in the "coming weeks".
Great find! Thank you.
Today's 10q confirms dd by Prudent Capitalist.
"NioCorp submitted a formal application to EXIM for a loan under EXIM’s “Make More in America” initiative on June 6, 2023. The Company was informed that its application received approval by the first of three reviews by the EXIM Transaction Review Committee on October 2, 2023. EXIM has indicated that they will now devote additional resources to the processing of the Company’s application and will require the Company to execute indemnity fee agreements with external consultants who will be tasked with conducting detailed reviews of the financial and technical (including environmental) aspects of the Company’s application."
And adopted
https://www.govinfo.gov/app/details/FR-2023-11-09/2023-24777
88 FR 77313 - Adoption of Department of Energy Categorical Exclusion Under the National Environmental Policy Act
Summary
The Export-Import Bank of the United States (EXIM) has identified a categorical exclusion (CE) established by the Department of Energy (DOE) that covers categories of actions that EXIM proposes to take. This notice identifies the DOE CE and EXIM's categories of proposed actions for which it intends to use DOE's CE and describes the consultation between the agencies.
Seems EXIM just added a rule to facilitate faster approval for Niocorp.
https://www.govinfo.gov/content/pkg/FR-2023-11-09/html/2023-24777.htm
[Federal Register Volume 88, Number 216 (Thursday, November 9, 2023)]
[Notices]
[Pages 77313-77315]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-24777]
=======================================================================
-----------------------------------------------------------------------
EXPORT-IMPORT BANK OF THE UNITED STATES
Adoption of Department of Energy Categorical Exclusion Under the
National Environmental Policy Act
AGENCY: Export-Import Bank of the United States
ACTION: Notice.
-----------------------------------------------------------------------
SUMMARY: The Export-Import Bank of the United States (EXIM) has
identified a categorical exclusion (CE) established by the Department
of Energy (DOE) that covers categories of actions that EXIM proposes to
take. This notice identifies the DOE CE and EXIM's categories of
proposed actions for which it intends to use DOE's CE and describes the
consultation between the agencies.
DATES: The CE identified below is available for EXIM to use for its
proposed actions effective November 9, 2023.
FOR FURTHER INFORMATION CONTACT: Scott Condren (VP Policy Analysis),
Scott.Condren @; Tiffin Caverly (VP Engineering &
Environment), Tiffin.Caverly@exim.gov.
SUPPLEMENTARY INFORMATION:
I. Background
NEPA and CEs
The National Environmental Policy Act, 42 U.S.C. 4321-4347, (NEPA)
requires Federal agencies to interpret and administer Federal policies,
regulations, and laws in accordance with NEPA's policies and to
consider environmental values in their decision making.
Federal agencies are required to provide a detailed statement on
proposals for major Federal actions significantly affecting the quality
of the human environment.\1\ NEPA also created the Council of
Environmental Quality (CEQ) as the body responsible for implementing
NEPA.
---------------------------------------------------------------------------
\1\ 40 CFR 1500.1.
---------------------------------------------------------------------------
Categorical exclusions (CEs) can be used when there is a
determination the proposed type of action would not have a significant
effect on the human environment; this option eliminates the need for an
environmental assessment (EA) or more detailed environmental impact
statement (EIS).\2\
---------------------------------------------------------------------------
\2\ 40 CFR 1501.4.
---------------------------------------------------------------------------
CEQ considers CEs ``an important mechanism to promote efficiency in
the NEPA process'' and recognizes an agency's ability to ``identify and
substantiate categories of actions that normally do not have a
significant effect on the human environment.'' \3\
---------------------------------------------------------------------------
\3\ 88 FR 49924.
---------------------------------------------------------------------------
Section 109 of NEPA, enacted as part of the Fiscal Responsibility
Act of 2023, allows a Federal agency to ``adopt'' or use another
agency's CEs for a category of proposed agency actions.\4\ To use
another agency's CEs under section 109, an agency must identify the
relevant CEs listed in another agency's (``establishing agency'') NEPA
procedures that cover its category of proposed actions or related
actions; consult with the establishing agency to ensure that the
proposed adoption of the CE to a category of actions is appropriate;
identify to the public the CE that the agency plans to use for its
proposed actions; and document adoption of the CE. EXIM has prepared
this notice to meet these statutory requirements.
---------------------------------------------------------------------------
\4\ 42 U.S.C. 4336c.
---------------------------------------------------------------------------
Program Background
As the official export credit agency of the United States, ``the
mission of the Export-Import Bank of the United States is to support
the creation of American jobs by facilitating the export of U.S. goods
and services.'' The Export-Import Bank of the United States (EXIM)
steps in when the private sector does not provide financing for
American businesses. The Bank's actions have historically helped
support these firms in competing with foreign businesses overseas. The
Make More in America (MMIA) initiative applies EXIM's authorities for
medium and long-term (MLT) loans, loan guarantees, and insurance to
export-oriented domestic projects. In doing so, MMIA allows EXIM to
support American business during the whole export lifecycle. The
purpose of such loans remains unchanged: to support U.S. employment. As
EXIM usually lends to projects outside the United States, NEPA has not
often been applicable because environmental effects are located
entirely outside the jurisdiction of the United States. In the new MMIA
initiative which focuses on domestic lending, borrowing and adopting
CEs from another agency will speed up the processing time of deals and
conserve staff resources. Faster processing times in this initiative
will greatly facilitate
EXIM's support of American businesses and workers.
II. DOE Categorical Exclusion
EXIM proposes to adopt Department of Energy CE B1.31, Installation
or relocation of machinery and equipment (10 CFR part 1021, subpart D,
appendix B):
Installation or relocation and operation of machinery and
equipment (including, but not limited to, laboratory equipment,
electronic hardware, manufacturing machinery, maintenance equipment,
and health and safety equipment), provided that uses of the
installed or relocated items are consistent with the general
missions of the receiving structure. Covered actions include
modifications to an existing building, within or contiguous to a
previously disturbed or developed area \5\ that are necessary for
equipment installation and relocation. Such modifications would not
appreciably increase the footprint or height of the existing
building or have the potential to cause significant changes to the
type and magnitude of environmental impacts.
---------------------------------------------------------------------------
\5\ DOE NEPA regulations say `` `Previously disturbed or
developed' refers to land that has been changed such that its
functioning ecological processes have been and remain altered by
human activity. The phrase encompasses areas that have been
transformed from natural cover to non-native species or a managed
state, including, but not limited to, utility and electric power
transmission corridors and rights-of-way, and other areas where
active utilities and currently used roads are readily available.''
10 CFR 1021.410(g)(1).
DOE CE B1.31 also includes additional conditions referred to as
integral elements. (10 CFR part 1021 subpart D, app. B). In order to
apply the CE, the proposal must be one that would not:
(1) Threaten a violation of applicable statutory, regulatory, or
permit requirements for environment, safety, and health, or similar
requirements or Executive Orders;
(2) Require siting and construction or major expansion of waste
storage, disposal, recovery, or treatment facilities (including
incinerators), but the proposal may include categorically excluded
waste storage, disposal, recovery, or treatment actions or facilities;
(3) Disturb hazardous substances, pollutants, contaminants, or
CERCLA-excluded petroleum and natural gas products that preexist in the
environment such that there would be uncontrolled or unpermitted
releases;
(4) Have the potential to cause significant impacts on
environmentally sensitive resources. An environmentally sensitive
resource is typically a resource that has been identified as needing
protection through Executive Order, statute, or regulation by Federal,
state, or local government, or a federally recognized Indian tribe. An
action may be categorically excluded if, although sensitive resources
are present, the action would not have the potential to cause
significant impacts on those resources (such as construction of a
building with its foundation well above a sole-source aquifer or upland
surface soil removal on a site that has wetlands). Environmentally
sensitive resources include, but are not limited to:
(i) Property (such as sites, buildings, structures, and objects) of
historic, archeological, or architectural significance designated by a
Federal, state, or local government, federally recognized Indian tribe,
or Native Hawaiian organization, or property determined to be eligible
for listing on the National Register of Historic Places;
(ii) Federally listed threatened or endangered species or their
habitat (including critical habitat) or Federally-proposed or candidate
species or their habitat (Endangered Species Act); state-listed or
state-proposed endangered or threatened species or their habitat;
Federally-protected marine mammals and Essential Fish Habitat (Marine
Mammal Protection Act; Magnuson-Stevens Fishery Conservation and
Management Act); and otherwise Federally-protected species (such as the
Bald and Golden Eagle Protection Act or the Migratory Bird Treaty Act);
(iii) Floodplains and wetlands;
(iv) Areas having a special designation such as Federally- and
state-designated wilderness areas, national parks, national monuments,
national natural landmarks, wild and scenic rivers, state and Federal
wildlife refuges, scenic areas (such as National Scenic and Historic
Trails or National Scenic Areas), and marine sanctuaries;
(v) Prime or unique farmland, or other farmland of statewide or
local importance, as defined at 7 CFR 658.2(a), ``Farmland Protection
Policy Act: Definitions,'' or its successor;
(vi) Special sources of water (such as sole-source aquifers,
wellhead protection areas, and other water sources that are vital in a
region); and
(vii) Tundra, coral reefs, or rain forests; or
(5) Involve genetically engineered organisms, synthetic biology,
governmentally designated noxious weeds, or invasive species, unless
the proposed activity would be contained or confined in a manner
designed and operated to prevent unauthorized release into the
environment and conducted in accordance with applicable requirements,
such as those of the Department of Agriculture, the Environmental
Protection Agency, and the National Institutes of Health.
III. Proposed EXIM Category of Actions
EXIM intends to apply this categorical exclusion to loans, loan
guarantees, and insurance transactions. The scope of projects would be
akin to projects from the Department of Energy's Loans Program Office
to which DOE has applied the categorical exclusion. These include
purchase and installation of equipment in buildings, modifications to
buildings in or contiguous to previously disturbed areas, such as a
renovation of existing office, manufacturing, or lab space. In
principle such transactions would be similar to EXIM's export finance
transactions deemed a category C under its Environmental and Social Due
Diligence Procedures and Guidelines.\6\
---------------------------------------------------------------------------
\6\ EXIM's Environmental and Social Due Diligence Procedures and
Guidelines state that ``applications greater than $10 Million will
be classified as Category C if they are not related to a physical
project or if they relate to projects which do not require further
environmental review because they are likely to have minimal or no
adverse environmental or social risks or impacts. This category
includes transactions related to new, expansion or existing projects
of the type that have little or no potential to cause environmental
effects and do not impact sensitive locations.'' Procedures and
Guidelines, EXIM.GOV.
---------------------------------------------------------------------------
IV. Consideration of Extraordinary Circumstances and DOE's ``Integral
Elements''
In assessing whether a categorical exclusion applies, EXIM would
review whether there were extraordinary circumstances that would
indicate a categorical exclusion is not appropriate due to the
potential for a significant environmental effect. When applying this
CE, EXIM will consider whether the proposed action has the potential to
result in significant effects as described in DOE's definition of
extraordinary circumstances. DOE defines extraordinary circumstances as
unique situations presented by specific proposals, including, but not
limited to, scientific controversy about the environmental effects of
the proposal; uncertain effects or effects involving unique or unknown
risks; and unresolved conflicts concerning alternative uses of
available resources. 10 CFR 1021.410(b)(2). In addition, EXIM would
review the proposed actions to ensure they do not breach the integral
elements of classes of action in DOE's regulations as discussed above.
EXIM's engineering and environment division will have
responsibility for determining if a categorical exclusion applies.
These determinations will be posted at https://www.exim.gov/policies/exim-bank-and-environment/make-more-america-initiative-approved-transactions.
[[Page 77315]]
Consultation and Determination of Appropriateness
Consultations
EXIM identified the DOE CE that could apply to EXIM's proposed
actions and consulted with DOE in September 2023. During this
consultation, the agencies discussed whether the categories of EXIM
proposed actions would be appropriately covered by the DOE CE; the
extraordinary circumstances that EXIM should consider before applying
the CE to EXIM's proposed actions; and the requirement to evaluate the
conditions listed as integral elements in DOE's regulations (10 CFR
1021, subpart D, appendix B (1)-(5)). The agencies also discussed DOE's
past use of the CE.
At the conclusion of that process, the agencies determined that
EXIM's proposed use of the CE as described in this notice would be
appropriate because the categories of actions for which EXIM plans to
use the CE are consistent with the DOE CE.
Notice to the Public and Documentation of the Adoption
This notice serves to identify to the public and document EXIM's
adoption of DOE's CE. The notice identifies the types of actions to
which EXIM will apply the CE, as well as the considerations that EXIM
will use in determining whether an action is within the scope of the
CE.
Scott Condren,
Vice President, Policy Analysis.
[FR Doc. 2023-24777 Filed 11-8-23; 8:45 am]
BILLING CODE 6690-01-P
Thanks Chico. The Japanese learned the hard way via China embargo on rare earths in 2010.
I believe they are hunting Dy and Tb in Elk Creek!
Mark has noted in this press release China especially controls Dy and Tb:
https://www.niocorp.com/niocorps-rare-earth-demonstration-plant-showing-strong-rare-earth-recovery-results-in-line-with-expectations/
"NioCorp is currently focused on demonstrating its ability to recover three high-purity rare earth products: (1) neodymium-praseodymium oxide, which is the principal component of neodymium-iron-boron (“NdFeB“) permanent rare earth magnets; (2) dysprosium oxide, and; (3) terbium oxide. Both Dy and Tb oxide are critical to the type of powerful NdFeB magnets used in the traction motors of electric vehicles. However, very little of these high-purity separated rare earth products are made outside of Asia."
As you point out:
https://www.mining.com/web/lynas-gets-134-million-funding-from-japan-to-boost-output/
Japan invested $134 million in Lynas this year primarily -
"the deal is important as Lynas will also supply up to 65% of the dysprosium-terbium (DyTb)"
However Lynas has very little Dy and Tb
https://dy6metals.com/wp-content/uploads/2023/05/ChinaSubsidiesStructuralAdvantages-ReleasedMay2.pdf#page=22
"Assuming the Lynas facility is successful in the separation of its Sm, Eu, Gd and tiny
amounts of Tb and Dy, it can be assumed that Lynas’s mostly Japanese investor and purchasers will not
allow GM to take all the Tb and Dy (a single GM EV model could require more than 100% of the
projected TbDy production)"
Japan strikes a deal this year with MP Materials for rare earths
https://mpmaterials.com/articles/mp-materials-and-sumitomo-corporation-strengthen-rare-earth-supply-in-japan/
MP Materials and Sumitomo Corporation Strengthen Rare Earth Supply in Japan
However MP Materials only has miniscule amount of the heavy rare earths Dy and Tb needed for the magnets, maybe 500,000 EV per year.
https://www.energy.gov/sites/default/files/2022-02/Neodymium%20Magnets%20Supply%20Chain%20Report%20-%20Final.pdf
"MP materials reported producing 38,500 tonnes/yearin 2020, [10] enough to produce about 13%
of current world Nd+Pr, but just 0.6% of the world’s Dy"
Still hunting:
Japan signs deal with Namibia to explore for rare earth minerals
https://www.reuters.com/markets/commodities/japan-signs-deal-with-namibia-explore-rare-earth-minerals-2023-08-08/
Some ideas.
Looking at Neal Shah linked in page:
https://www.linkedin.com/in/nealshah
Neal Shah
CFO at NioCorp
Neil was a Board Member
Intermetallics Japan
Dec 2011 - Sep 2013 1 year 10 months
Nagoya, Aichi, Japan
Who is Masato Sagawa
In 1988, Sagawa founded Intermetallics, a research and development company devoted to the development of neodymium magnets.
Sagawa is a Japanese scientist and entrepreneur, and the inventor of the sintered permanent neodymium magnet (NdFeB).
https://finance.yahoo.com/news/honda-prize-2023-awarded-dr-060000258.html
Honda Prize 2023 Awarded to Dr. Masato Sagawa of Japan (an advisor to Daido Steel Co)
and Dr. John J. Croat of U.S. both of whom invented the world's most powerful permanent magnet, the neodymium magnet.
An award ceremony will be held at the Imperial Hotel in Tokyo, Japan, on November 16, 2023.
Interestingly,
Intermetallics Japan Co., Ltd. merged with Daido Electronics Co., Ltd. in January 2017.
Daido Electronics is 100% owned by Daido Steel with equity stakes by Honda and Toyota.
Honda - neodymium magnet
https://global.honda/en/newsroom/news/2016/4160712eng.html
Daido Steel and Honda Adopt World's First Hybrid Vehicle Motor Magnet Free of Heavy Rare Earth Elements
Toyota - neodymium magnet
https://global.toyota/en/newsroom/corporate/21139684.html
Toyota Develops New Magnet for Electric Motors Aiming to Reduce Use of Critical Rare-Earth Element by up to 50%
Daido Steel to make neodymium magnets in US
https://asia.nikkei.com/Business/Daido-Steel-to-make-neodymium-magnets-in-US
Daido Steel to make neodymium magnets in US
August 26, 2016 04:15 JST
NAGOYA -- Daido Steel has decided to build a neodymium magnet factory in the U.S. to meet growing demand from automakers there for motors used in hybrid and electric vehicles.
The plan is to initially spend several billion yen -- the equivalent of tens of millions of dollars -- to get the plant up and running by 2019. More equipment will be added later in a stepwise fashion between then and 2026. Investment will ultimately total around 10 billion yen.
The Japanese maker of specialty steels and magnetic materials is the fourth-largest producer of high-performance neodymium magnets in Japan, after the big three of Shin-Etsu Chemical, Hitachi Metals and TDK.
Daido Steel already operates factories for neodymium magnets in Thailand and the Chinese cities of Shenzhen and Suzhou, making the American site its fourth overseas production base.
The company also plans to reorganize the group's magnetic business, merging subsidiaries Daido Electronics and Intermetallics Japan next January to unify production, development and sales activities.
Daido Steel and Daido Electronics worked with Honda Motor to develop a neodymium magnet that does not use any heavy rare-earth elements. The Japanese automaker plans to employ this magnet in hybrid systems of new models.
Intermetallics Japan specializes in high-purity, resource-saving sintered magnets and has supplied them to BMW since 2013 for hybrid vehicles.
Let me add one other note from the NYTimes article:
https://www.japantimes.co.jp/news/2023/02/03/world/nebraska-mining-patriotic-duty/
NioCorp has obtained all the necessary permits to start digging. But if it digs the rare earths, NioCorp may need to look overseas for processing. A new processing facility that is in the works in Texas could take years to become operational.
“I’d really want to see these activities done in the United States or an allied country” such as Japan or Britain, said Mr. Smith of NioCorp.
Thanks for sharing Prudent Capitalist!
That is only an estimate. If the information is outdated or incomplete, well common sense Putz. Even Jim has said he doesn't know if EXIM will require the new FS to make a decision. What does your common sense tell you?
PROJECT CRITERIA AND APPLICATION INFORMATION REQUIREMENTS
I. General Project
In most cases the project should have long-term contracts from creditworthy entities for the purchase of the project's output and the purchase of the project's major project inputs such as fuel, raw materials, and operations and maintenance. Such contracts should extend beyond the term of the requested EXIM Bank financing. In sectors such as telecommunications and petrochemicals if long-term contracts are not available, EXIM Bank will evaluate the transactions on a case-by-case basis, looking for economically compelling business rationale.
The project should contain an appropriate allocation of risk to the parties best suited to manage those risks. Sensitivity analysis should result in a sufficient debt service coverage ratio to ensure uninterrupted debt servicing for the term of the debt.
Total project cost should be comparable to projects of similar type and size for a particular market.
Product unit pricing and costs should reflect market based pricing.
Devaluation risk needs to be substantially mitigated through revenues denominated in hard currencies, revenue adjustment formulas based on changing currency relationships, or other structural mechanisms.
Information Required
Summary of all aspects of the project, as contained in an independently prepared feasibility study and/or a detailed information memorandum, prepared by a qualified party. The study or memorandum should include the project description, location, legal status, ownership, and background and status of key elements of the project structure, such as agreements, licenses, local partner participation and financing.
Agreements for key elements of the project. EXIM Bank considers key agreements to include all contracts necessary for the project to be built and operate. This includes contracts relating to infrastructure as well as supply and offtake agreements. These agreements should be in substantially final form. EXIM Bank will not accept summaries or outlines of these agreements.
A breakdown of anticipated project costs through commissioning, including interest during construction and working capital requirements, by major cost category and country of origin. This information should also include a breakdown of any "soft costs" such as development costs, development fees, owner's contingencies and other similar items. A breakdown of the proposed coverage for interest during construction and the method of calculation should also be included.
A summary of the anticipated project financing plan and security package, including the proposed source, amount, currency and terms of the debt and equity investments; the sources of finance in the event of project cost overruns; and description of escrow accounts. Information on the terms, security requirements, and status of financing commitments of other lenders to the project, if applicable, should be provided. All other sources approached for financing (multinational development banks, other export credit agencies, commercial banks, capital markets and private investors) must be disclosed.
Projected annual financial statements covering the period from project development through final maturity of the proposed EXIM Bank financing, to include balance sheet, profit and loss, source and application of funds statements, and debt service ratios. Projections should include a sensitivity analysis for not only the expected scenario, but pessimistic and optimistic cases as well.
This information should also be provided electronically in Lotus 123 or Excel. The structure of the financial model should be in a format that is user friendly. EXIM< Bank must be able to review and adjust the assumptions in the model.
Assumptions for the financial projections, including but not limited to the basis for sales volume and prices; operating and administrative costs; depreciation, amortization and tax rates; and local government policy on price regulation.
Market information to include ten years of historical price and volume data; present and projected capacity of industry; product demand forecast with assumptions; description of competition and projected market share of the project as compared to the shares of the competition; identity and location of customers; and marketing and distribution strategy.
A description of the principal risks and benefits of the project to the sponsors, lenders, and host government.
9. A description of the types of insurance coverage to be purchased for both the preand post-completion phases of the project.
10. Information on infrastructure required for the project to operate, specifically information pertaining to the timing, status and developmental plans.
11. A clear articulation of the need for EXIM Bank coverage.
II. Participants
Project sponsors, offtake purchasers, contractors, operators, and suppliers must be able to demonstrate the technical, managerial and financial capabilities to perform their respective obligations within the project.
Information Required
Sponsors must provide in English a brief history and description of their operations, a description of their relevant experience in similar projects, and three years of audited financial statements.
If the sponsors are part of a joint venture or consortium, information should be provided for all the participants. A shareholders agreement should also be provided. All documents pertaining to this area (joint venture agreement, management and service agreements) should be in substantially final form.
Offtake purchasers and suppliers should provide in English a history and description of operations, at least three years of audited financial statements, and a description of how the project fits in their long-term strategic plan. If the project utilizes raw materials (oil, gas, coal, ethane, etc.) copies of contracts that have been reviewed by legal counsel for appropriateness and in adherence with local law should be provided.
Contractors and operators must provide resumes of experience with similar projects and recent historical financial information.
III. Technical
Project technology must be proven and reliable, and licensing arrangements must be contractually secured for a period extending beyond the term of the EXIM Bank financing.
A technical feasibility study or sufficient detailed engineering information needs to be provided to demonstrate technical feasibility of the project.
Information Required
Technical description and a process flow diagram for each project facility.
Detailed estimate of operating costs.
Arrangement for supply of raw materials and utilities.
Draft turnkey construction contract and description of sources of possible cost increases and delays during construction, including detailed description of liquidated damage provisions and performance bond requirements.
Project implementation schedule, showing target dates for achieving essential project milestones.
A site-specific environmental assessment, highlighting concerns, requirements and solutions. These documents should demonstrate compliance with EXIM Bank's environmental guidelines. All applicants must submit a Preliminary Environmental Assessment report conducted by a third party expert prior to an application for final commitment
I don't believe they will approve anything using economic analysis from 2019. Many changes in product, pricing, as well as construction costs especially considering high interest rates and high inflation. They will not use preliminary or incomplete data and will wait.
I think once the new feasibility study is filed with sedar for all to see EXIM will then need additional time to review, possibly 6-9 months more.
The PPL was estimated for 45 days and now it has been 5 months.
"Preliminary Project Letter (Phase I). Upon satisfactory completion of the phase I evaluation process, the Structured Finance Division will issue a Preliminary Project Letter within 45 days from the date evaluation begins by the financial advisor. The PPL will indicate if EXIM Bank is prepared to move forward on a financing offer and the corresponding general terms and conditions based upon the information available at the time of application.
Evaluation Post-PPL (Phase II). After issuance of the PPL, EXIM Bank will work with the applicant to proceed to a Final Commitment. Please note that EXIM Bank does not issue Preliminary Commitments for project finance transactions. EXIM Bank will continue to utilize the financial advisor for Phase II of the due diligence process."
The good news is there has been no dilution since at least Oct 12. The stock moved nicely from 3.5 to 5
The bad news is what happens when Yorkville returns. Registration amendments are effective as of yesterday.
From filings
32,913,419 Common Shares outstanding on October 24, 2023.
32,913,419 Common Shares (as of October 12, 2023).
Well stated. Mark should come clean about company shortcomings and explain his strategy for success. This will gain trust better than pointing to the next shiny object
Refresher:
"announced 2022 Feasibility Study (“2022 FS”)...There is potential for NioCorp’s REEs to be mined
using 2019 costs and product pricing
once Project financing is secured
Depending upon the outcome of metallurgical testing
soon to be launched
whether necessary Project financing is secured
could produce
If our testing continues to show
and we decide to add
after project financing is obtained
Coming weeks"
“A lot of painstaking work went into the 2019 Elk Creek Feasibility Study,...All of these advances further strengthen the attractiveness of this Project to long-term, strategic investors. They also underscore my view that this is the single most de-risked critical and strategic materials Project that I have seen in my more than 38 years in this business.
Coming weeks”
"After a little more than three years of intense work and detailed independent analysis by dozens of technical experts, the 2017 Elk Creek Project feasibility study significantly de-risks this project and positions us to advance to the next stages – project financing and eventual construction start,” said NioCorp Executive Chair and CEO, Mark A. Smith, P.E., Esq.
Coming weeks"
Thank you Walter for believing the point that I and others have been making for quite a while. That is there isn't enough scandium demand for all the supply that Niocorp intends to produce.
Mark has stated that OEM manufacturers won't do offtakes without a stable scandium supply and financiers won't do financing without offtakes. Catch-22.
Overlayed the fact that scandium is 62% of intended revenue and you have a problem. Now after 2017, 2019, and 2022 we look to Rees and 2024. But prices are off 50% in the last 12 months, and inflation is sky high since 2019 estimates. Coupled with NB at a 5 year low - selling stock at these prices to raise the equity side for the mine will be disastrous.
Now that you are a believer, I want to know if you are a true believer or just a half-ass believer?
That was my point as well. Research at UK University for scandium applications is penny stock bs
All this talk is just UK BS
Aka Andrew matheson BS
mixed with a heavy dose of
Mark Smith Bravo Sierra paid for using money from retail
shareholders via Yorkville
The bull crap 2019 FS has been out for years and look at the results.
Big fat zero.
Never could get financing for years but kept lying to shareholders like it was imminent.
Then Mark spac'd everyone - and never brought up financing again, kept his piehole shut (thanks Putz) for a year and figured everyone would forget the past (right Landmark)
Now the company is worth $100 million but needs an equity raise of several hundred million. Good luck with that. Does that mean Shares will be discounted even more than the 5 year low we are at to get interest?Even Walter explained when he promoted the spac
It is like trying to find finance for house that will cost 5 million when you have no job nor one penny at the bank?
Ps BS 1
"Established NioCorp Technologies Ltd in the UK"
Ps BS 2
"Partnering with a leading UK university to undertake advanced Al-Sc research"
The 2 48,000 share cumulative trade totals reported in AH stopped on Thursday and Friday.
Looking at the numbers below, Yorkville needed 4 months to unload $8 million in shares.
Continuing at that rate they will be finished with conv debt by Feb 2024.
However Yorkville SEPA is wildcard because niocorp still needs $1-2 million per month moving forward.
Mark can only request SEPA purchases twice per month so let's see if he continues SEPA in October.
Yorkville SEPA
Date... Advance Amount... Shares Issued... Purchase Price
9-Jun-23 $488,080 100,000 $4.88
12-Sep-23 $258,986 70,000 $3.70
18-Sep-23 $272,932 75,000 $3.64
Yorkville Convertible Debt
Date... Conversion Amount... Shares Issued... Conversion Price/Share
30-May-23 $362,192 78,745 $4.60
1-Jun-23 $302,164 64,758 $4.67
12-Jun-23 $275,479 60,446 $4.56
13-Jun-23 $502,089 110,939 $4.53
20-Jun-23 $514,144 112,782 $4.56
21-Jun-23 $751,952 163,870 $4.59
30-Jun-23 $516,644 114,471 $4.51
6-Jul-23 $760,685 166,521 $4.57
12-Jul-23 $760,065 165,577 $4.59
25-Jul-23 $520,479 122,480 $4.25
7-Aug-23 $519,589 127,241 $4.08
16-Aug-23 $512,944 134,268 $3.82
29-Aug-23 $517,808 157,489 $3.29
11-Sep-23 $766,918 230,714 $3.32
22-Sep-23 $761,986 211,998 $3.59