NioCorp Adopts Limited‑Duration Shareholder Rights Plan to Protect Strategic Interests

NB
November 22, 2025

NioCorp Developments Ltd. announced that its board adopted a limited‑duration shareholder rights plan on November 21 2025. The plan takes effect immediately and will remain in force for six months, expiring on May 21 2026, unless terminated by a qualified majority of shareholders.

The rights plan establishes a 20 % ownership trigger: if any person acquires beneficial ownership of 20 % or more of NioCorp’s outstanding common shares without complying with the plan’s permitted bid provisions, the rights become exercisable. A permitted bid must remain open for 105 days, giving the company time to evaluate unsolicited offers and protect its strategic direction.

NioCorp’s management said the plan is intended to safeguard the company’s critical‑minerals portfolio and the development of the Elk Creek Project, North America’s only niobium, scandium, and titanium mine and processing facility. The project is deemed strategically vital to U.S. national security, and the rights plan is a defensive measure to prevent a hostile takeover that could disrupt the project’s timeline.

The company’s financial position is strong, with more cash than debt and a “GOOD” overall health score. Recent equity offerings have bolstered liquidity, allowing NioCorp to pursue the rights plan without compromising its capital structure. Management emphasized that the plan will not affect day‑to‑day operations or existing financing plans.

The record date for the issuance of rights is December 4 2025, giving shareholders time to review the plan before it takes effect. By adopting the plan, NioCorp signals its commitment to maintaining control over future capital‑raising and operational decisions while protecting shareholder value.

The move is expected to stabilize the shareholder base and support ongoing financing efforts, but it may limit liquidity for some investors during the plan’s duration. Overall, the adoption represents a moderate benefit to shareholders by reinforcing control and strategic focus.

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