VANCOUVER, BRITISH COLUMBIA--(Marketwired - Sept. 26, 2013) -
NOT FOR DISSEMINATION IN THE UNITED STATES
NioCorp Developments Ltd. ("NioCorp" or the "Company") (TSX VENTURE:NB)(OTCQX:NIOBF)(FRANKFURT:BR3) wishes to provide the following update and clarification to the news release issued September 23, 2013.
On September 23, 2013, the Company announced the appointment of Mr. Mark A. Smith as Chief Executive Officer and a director of the Company.
Mr. Smith is well recognized in the mining community, having recently served as Chief Executive Officer and director of Molycorp, Inc., where he was instrumentally involved in taking it from a private company to a publicly traded company with a producing mine. Prior to that, he held numerous engineering, environmental and legal positions within Unocal Corporation ("Unocal") and later acted as the President and Chief Executive Officer of Chevron Mining Inc. ("Chevron"), a wholly-owned subsidiary of Chevron Corporation. Mr. Smith also served for over five years as a Shareholder Representative of Companhia Brasileira de Metalurgia e Mineração (CBMM), part of the Moreira Salles Group, a private company that currently produces approximately 85% of the world supply of Niobium.
During his tenure with Chevron Mr. Smith was responsible for Chevron's three coal mines: one molybdenum mine, a petroleum coke calcining operation and the Mountain Pass mine. Mr. Smith has been a Director of Avanti Mining Inc. since 2009, and has been a Member of the Advisory Board at NioCorp since February 2013.
Mr. Smith is a Registered Professional Engineer and serves as an active member of the State Bars of California and Colorado. He received his Bachelor of Science degree in Agricultural Engineering from Colorado State University in 1981 and his Juris Doctor, cum laude, from Western State University, College of Law, in 1990.
Mr. Peter Dickie will remain on the Board of Directors and President and Secretary of the Company.
The Company is pleased to announce that Northland Securities, Inc. (the "Agent") has been engaged to act as agent in connection with the previously announced (see the Company's News Release of September 23, 2013) brokered private placement (the "Private Placement") of up to 66,666,666 common shares (the "Shares") at a price of USD$0.15 per Share to raise gross proceeds of up to USD$10,000,000. The proceeds will be used to conduct further exploration and development of its Elk Creek Carbonatite property and for general working capital.
The Agent will receive cash commission equal to 7% of the gross proceeds raised in the Private Placement. The Company intends to accept subscriptions from US residents in accordance with exemptions from registration under applicable U.S. securities laws, and in Canada pursuant to applicable exemptions.
The Private Placement is subject to acceptance by the TSX Venture Exchange. All the securities issued under the Private Placement are subject to resale restrictions under applicable securities legislation.
Furthermore, with the appointment of Mr. Smith as Chief Executive Officer and a director, he has advised the Company of his intention to subscribe for at least 1,666,667 common shares of the Company (for minimum proceeds of $250,000) under the Private Placement, in addition to his current holdings of 1,600,000 common shares acquired through the public markets over the previous six months.
Northland Securities, Inc. is a full service securities brokerage firm headquartered in Minneapolis, Minnesota. Further information on Northland is available at http://www.northlandsecurities.com.
ON BEHALF OF THE BOARD
Peter Dickie, President
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This press release has been issued in reliance on Rule 135e of the U.S. Securities Act of 1933 (the "Securities Act"), is not for distribution or dissemination in the United States and accordingly, shall not constitute an offer or sale of securities in the United States. The securities that may be issued pursuant to this press release may not be offered or sold in the United States, or to, or for the account or benefit of United States persons (as defined in Regulation S under the Securities Act) or persons in the United States absent registration or an applicable exemption from the registration requirements. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the issuer or selling security holder and will contain detailed information about the company and management, as well as financial statements. The issuer does not intend to register any part of the present or proposed offering of securities in the United States. The securities are subject to resale restrictions under applicable securities laws.
Certain statements contained in this press release may constitute forward-looking statements. Such forward-looking statements are based upon NioCorp's reasonable expectations and business plan at the date hereof, which are subject to change depending on economic, political and competitive circumstances and contingencies. Readers are cautioned that such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause a change in such assumptions and the actual outcomes and estimates to be materially different from those estimated or anticipated future results, achievements or position expressed or implied by those forward-looking statements. Risks, uncertainties and other factors that could cause NioCorp's plans or prospects to change include changes in demand for and price of commodities (such as fuel and electricity) and currencies; changes or disruptions in the securities markets; legislative, political or economic developments; the need to obtain permits and comply with laws and regulations and other regulatory requirements; the possibility that actual results of work may differ from projections/expectations or may not realize the perceived potential of NioCorp's projects; risks of accidents, equipment breakdowns and labour disputes or other unanticipated difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in development programs; operating or technical difficulties in connection with exploration, mining or development activities; the speculative nature of mineral exploration and development, including the risks of diminishing quantities of grades of reserves and resources; the possibility that individuals who have expressed their intention to subscribe under the Private Placement may not ultimately do so; and the risks involved in the exploration, development and mining business. NioCorp disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
This press release is not for distribution or dissemination in the United States and accordingly, shall not constitute an offer of securities in the United States. The securities that may be issued pursuant to this press release are not currently qualified by prospectus or registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the laws of any state, and may not be offered or sold in the United States, or to, or for the account or benefit of United States persons (as defined in Regulation S under the Securities Act) or persons in the United States absent registration or an applicable exemption from the registration requirements. The securities are subject to resale restrictions under applicable securities laws.