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NEgoodlife

09/26/22 2:59 PM

#83424 RE: Ringrock #83405

This isn't a true merger with another operating company. This is just the easiest way to perform the equity financing transaction. Niocorp acquires the SPAC by issuing new Niocorp shares (probably through tapping the shelf) for the cash received. At what price will the new shares be issued is a huge "to be detrrmined" item that will basically value the company at that point in time. Thus the SPAC shareholders who currently own the cash become Niocorp shareholders. This is the dilution that was expected with financing. Then, the SPAC is gone and the next move is getting Niocorp listed on the Nasdaq. Today's PR also basically disclosed that a reverse split will be utilized if necessary to get the share price high enough to qualify for the uplist. In this whole scenario, I'm absolutely okay with that. Great news that we have a plan in place for the equity portion of funding.