NioCorp to acquire SPAC in first for niobium sector

News Analysis

28

Sept

2022

NioCorp to acquire SPAC in first for niobium sector

NioCorp will acquire GXII, a US-based special purpose acquisition company (SPAC) and intends to be listed on the Nasdaq Stock Exchange soon after the acquisition closes.

The acquisition is expected to close in Q1 2023.  NioCorp shares will also continue to be traded on the Toronto Stock Exchange.  The proposed transaction values the combined entity at an estimated enterprise value of US$313.5M.

Assuming no redemptions by GXII public shareholders, upon deal close the combined operating entity could have access to as much as US$285M in net cash (after paying transaction expenses) from the GXII trust account to continue advancing the Elk Creek Critical Minerals project.

Additionally, NioCorp announced the signing of non-binding letters of intent for two separate financing packages which could eventually provide the company with access to up to an additional US$81M to help advance the Elk Creek project. 

Elk Creek envisages a mine and hydrometallurgical plant to produce an average of 7,220tpy of ferroniobium, an average of 95tpy of scandium trioxide and an average of 11,642tpy of titanium dioxide.

An initial feasibility study was completed in 2017, and a new technical report feasibility study was completed in April 2019.  Compared to the 2017 study, the 2019 study set out a longer (+4 year) life of mine, increased probable reserves by 14.7%, and increased indicated resources by 101.5%.  The relative contribution of niobium to revenues was also marginally increased.  A new feasibility study was released in June 2022. This increased life of mine to 38 years, and put CAPEX at US$1,141M (for niobium, titanium, and scandium).  The financing outlined above could thus represent around one-third of total CAPEX.

NioCorp is also exploring REE production at Elk Creek. Metallurgical test work regarding the process to extract rare earth elements from ore samples sourced at Elk Creek was reported in January 2022. The 2022 FS showed that the Elk Creek Project contains an estimated 632kt of contained total rare earth oxides (TREO) in the indicated mineral resource category. 

Of the REEs shown by the 2022 FS to be contained in the Elk Creek Mineral Resource, NioCorp is presently focusing on the magnetic REE products neodymium-praseodymium oxide, dysprosium oxide, and terbium oxide at purity levels that meet current commercial requirements.


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