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CLASS B COMMON STOCK OF ECRC

9 Months Ended

Mar. 31, 2025

7.	CLASS B COMMON STOCK OF ECRC

The shares of Class B common stock of ECRC, an indirect, majority-owned subsidiary of NioCorp formerly known as GX Acquisition Corp. II (“GXII”), include rights under which the holders may exchange such shares into Common Shares. Certain of such shares were vested as of the Closing (as defined below) and are exchangeable at any time, from time to time, until the tenth anniversary of the Closing Date (as defined below) (the “Vested Shares”) and certain of such shares are subject to certain vesting conditions (the “Earnout Shares”).

Earnout Shares

The Earnout Shares were valued utilizing a Monte Carlo Simulation pricing model with the following primary inputs:

	March 31, 2025	June 30, 2024
Closing Common Share price	$1.97	$1.73
Term (expiry)	March 17, 2033	March 17, 2033
Implied volatility of Public Warrants	66.0%	65.0%
Risk-free rate	4.13%	4.35%

The following table sets forth a summary of the changes in the fair value of the Earnout Shares liability for the nine-month period ended March 31, 2025:

	For the Nine Months Ended March 31, 2025
Fair value as of June 30, 2024	$	3,817
Change in fair value		510
Fair value as of March 31, 2025	$	4,327

Vested Shares

On December 12, 2024, and December 20, 2024, 25,000 Vested Shares and 323,085 Vested Shares, respectively, were exchanged for an equivalent number of Common Shares. This exchange resulted in a change in the Company’s ownership interest in ECRC and was accounted for as an equity transaction in accordance with Accounting Standards Codification (“ASC”) 810-10-45-23, with no gain or loss recognized. Accordingly, the carrying amount of the noncontrolling interest was adjusted to reflect the change in the Company’s ownership interest with a corresponding offset booked to equity. As of March 31, 2025, 3,934,031 Vested Shares remained outstanding.