Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2018 | Nov. 08, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | NIOCORP DEVELOPMENTS LTD | |
Entity Central Index Key | 1,512,228 | |
Document Type | 10-Q | |
Trading Symbol | NIOBF | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity's Reporting Status Current | Yes | |
Entity Small Business | false | |
Entity Filer Category | Accelerated Filer | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Common Stock, Shares Outstanding | 221,846,266 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,019 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Current | ||
Cash | $ 2,011 | $ 73 |
Prepaid expenses and other | 164 | 18 |
Other current assets | 543 | 474 |
Total current assets | 2,718 | 565 |
Non-current | ||
Deposits | 36 | 35 |
Available for sale securities at fair value | 13 | 12 |
Mineral interests | 10,617 | 10,617 |
Total assets | 13,384 | 11,229 |
Current | ||
Accounts payable and accrued liabilities | 1,729 | 1,686 |
Related party loans | 1,480 | 1,480 |
Convertible debt, current portion | 756 | |
Derivative liability, convertible debt | 8 | |
Total current liabilities | 3,209 | 3,930 |
Convertible debt, net of current portion | 5,174 | 4,106 |
Total liabilities | 8,383 | 8,036 |
SHAREHOLDERS' EQUITY | ||
Common stock, unlimited shares authorized; shares outstanding: 220,944,160 and 213,405,372, respectively | 78,143 | 74,683 |
Additional paid-in capital | 12,561 | 12,379 |
Accumulated deficit | (85,080) | (83,349) |
Accumulated other comprehensive loss | (623) | (520) |
Total equity | 5,001 | 3,193 |
Total liabilities and equity | $ 13,384 | $ 11,229 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - shares | 3 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Jun. 30, 2017 | |
Statement of Financial Position [Abstract] | ||
Common stock, authorized | Unlimited | Unlimited |
Common stock, outstanding | 220,944,160 | 198,776,337 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating expenses | ||
Employee related costs | $ 312 | $ 772 |
Professional fees | 51 | 275 |
Exploration expenditures | 777 | 713 |
Other operating expenses | 118 | 172 |
Total operating expenses | 1,258 | 1,932 |
Change in financial instrument fair value | 493 | 23 |
Foreign exchange loss (gain) | (118) | (237) |
Interest expense | 99 | 84 |
(Gain) loss on available for sale securities | (1) | 11 |
Loss before income taxes | 1,731 | 1,813 |
Income tax benefit | ||
Net loss | 1,731 | 1,813 |
Other comprehensive loss: | ||
Net loss | 1,731 | 1,813 |
Other comprehensive (gain) loss: | ||
Reporting currency translation | 103 | 285 |
Total comprehensive loss | $ 1,834 | $ 2,098 |
Loss per common share, basic and diluted (in dollars per share) | $ 0.01 | $ 0.01 |
Weighted average common shares outstanding (in shares) | 215,355,392 | 202,023,001 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Total loss for the period | $ (1,731) | $ (1,813) |
Non-cash elements included in net loss: | ||
Depreciation | 2 | |
Change in financial instrument fair value | 493 | 23 |
Unrealized loss on available-for-sale investments | (1) | 11 |
Accretion of convertible debt | 44 | 36 |
Foreign exchange gain loss | (105) | (227) |
Share-based compensation | 41 | 451 |
Subtotal | (1,259) | (1,517) |
Change in working capital items: | ||
Receivables | 8 | |
Prepaid expenses | (146) | 52 |
Accounts payable and accrued liabilities | 33 | (322) |
Net cash used in operating activities | (1,372) | (1,779) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Deposits | 15 | |
Net cash used in investing activities | 15 | |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from issuance of capital stock | 2,412 | 1,545 |
Share issue costs | (44) | (189) |
Issuance of convertible debt | 1,000 | 500 |
Other current assets | (69) | (289) |
Net cash provided by financing activities | 3,299 | 1,567 |
Exchange rate effect on cash and cash equivalents | 11 | 11 |
Change in cash and cash equivalents during period | 1,938 | (186) |
Cash and cash equivalents, beginning of period | 73 | 503 |
Cash and cash equivalents, end of period | 2,011 | 317 |
Supplemental cash flow information: | ||
Amounts paid for interest | 16 | 16 |
Amounts paid for income taxes | ||
Non-cash financing transactions | ||
Lind conversions | 1,077 | 1,441 |
Debt to equity conversion | $ 207 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Shareholders' Equity (unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Deficit [Member] | Accumulated Other Comprehensive Loss [Member] | Total |
Balance, beginning at Jun. 30, 2017 | $ 68,029 | $ 10,320 | $ (74,852) | $ (606) | $ 2,891 |
Balance, beginning (in shares) at Jun. 30, 2017 | 198,776,337 | 198,776,337 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of options | $ 5 | $ 5 | |||
Exercise of options (in shares) | 10,091 | ||||
Fair value of broker warrants granted | 41 | 41 | |||
Fair value of Lind Warrants granted | 724 | 724 | |||
Private placement - July 2017 | $ 1,540 | 1,540 | |||
Private placement - July 2017 (in shares) | 2,962,500 | ||||
Private placement - September 2017 | $ 207 | 207 | |||
Private placement - September 2017 (in shares) | 415,747 | ||||
Debt conversions | $ 5,130 | 5,130 | |||
Debt conversions (in shares) | 11,240,697 | ||||
Share issuance costs | $ (230) | (230) | |||
Fair value of stock options exercised | 2 | (2) | |||
Share-based payments | 1,296 | 1,296 | |||
Reporting currency presentation | (8,497) | (8,497) | |||
Balance, ending at Jun. 30, 2018 | $ 74,683 | 12,379 | (83,349) | (520) | $ 3,193 |
Balance, ending (in shares) at Jun. 30, 2018 | 213,405,372 | 213,405,372 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of options | |||||
Exercise of options (in shares) | 16,203 | 16,203 | |||
Fair value of Lind Warrants granted | 156 | $ 156 | |||
Private placement - September 2018 | $ 2,412 | 2,412 | |||
Private placement - September 2018 (in shares) | 4,975,158 | ||||
Debt conversions | $ 1,077 | 1,077 | |||
Debt conversions (in shares) | 2,547,427 | ||||
Share issuance costs | $ (44) | (44) | |||
Fair value of stock options exercised | 15 | (15) | |||
Share-based payments | 41 | 41 | |||
Reporting currency presentation | (103) | (103) | |||
Loss for the year | (1,731) | (1,731) | |||
Balance, ending at Sep. 30, 2018 | $ 78,143 | $ 12,561 | $ (85,080) | $ (623) | $ 5,001 |
Balance, ending (in shares) at Sep. 30, 2018 | 220,944,160 | 220,944,160 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 3 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | 1. DESCRIPTION OF BUSINESS NioCorp Developments Ltd. (“NioCorp” or the “Company”) was incorporated on February 27, 1987 under the laws of the Province of British Columbia and currently operates in one reportable operating segment consisting of exploration and development of mineral deposits in North America, specifically, the Elk Creek Niobium/Scandium/Titanium property (the “Elk Creek Project”) located in southeastern Nebraska. These financial statements have been prepared on a going concern basis that contemplates the realization of assets and discharge of liabilities at their carrying values in the normal course of business for the foreseeable future. These financial statements do not reflect any adjustments that may be necessary if the Company is unable to continue as a going concern. The Company currently earns no operating revenues and will require additional capital in order to advance the Elk Creek Project. The Company’s ability to continue as a going concern is uncertain and is dependent upon the generation of profits from mineral properties, obtaining additional financing, and maintaining continued support from its shareholders and creditors. |
BASIS OF PREPARATION
BASIS OF PREPARATION | 3 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PREPARATION | 2. BASIS OF PREPARATION a) Basis of Preparation and Consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles of the United States of America (“US GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). The interim condensed consolidated financial statements include the consolidated accounts of the Company and its wholly-owned subsidiaries with all significant intercompany transactions eliminated. The accounting policies followed in preparing these interim condensed consolidated financial statements are those used by the Company as set out in the audited consolidated financial statements for the year ended June 30, 2018. In the opinion of management, all adjustments considered necessary (including reclassifications and normal recurring adjustments) to present fairly the financial position, results of operations, and cash flows at September 30, 2018, and for all periods presented, have been included in these interim condensed consolidated financial statements. Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to appropriate SEC rules and regulations. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2018. The interim results are not necessarily indicative of results for the full year ending June 30, 2019, or future operating periods. b) Recent Accounting Standards Issued and Not Effective From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) that are adopted by the Company as of the specified effective date. Unless otherwise discussed, management believes that the impact of recently issued standards did not or will not have a material impact on the Company’s consolidated financial statements upon adoption. In February 2016, Accounting Standards Update (“ASU”) 2016-02 was issued related to leases, which was further amended in September 2017 by ASU 2017-13, in January 2018 by ASU 2018-01 and in July 2018 by ASU 2018-10 and 2018-11. The new guidance modifies the classification criteria and requires lessees to recognize the assets and liabilities arising from most leases on the balance sheet. The new guidance is effective for the Company’s fiscal year beginning December 1, 2019 and early adoption is permitted. The Company anticipates adopting the new guidance effective with our fiscal year beginning July 1, 2020. Adoption of this guidance is not expected to materially increase the Company’s assets and liabilities. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company will apply the provisions of the update to potential future acquisitions occurring after the effective date. In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation — Improvements to Nonemployee Share-Based Payment Accounting. This update aims to simplify the accounting for share-based payments awarded to non-employees for goods or services acquired. The update specifies that the measurement date is the grant date and that awards are required to be measured at fair value. The amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the potential impact of adopting this guidance on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13 - Fair Value Measurements (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. This update modifies the disclosure requirements on fair value measurements in Topic 820 and eliminates ‘at a minimum’ from the phrase ‘an entity shall disclose at a minimum’ to promote the appropriate exercise of discretion by entities when considering fair value disclosures and to clarify that materiality is an appropriate consideration. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the impacts that adoption of this guidance will have on its consolidated financial statements. c) Use of Estimates The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the deferred income tax asset valuations, convertible debt valuations, and share-based compensation. The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between estimates and the actual results, future results of operations will be affected. |
GOING CONCERN ISSUES
GOING CONCERN ISSUES | 3 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN ISSUES | 3. GOING CONCERN ISSUES The Company incurred a loss of $1,731 for the three months ended September 30, 2018 (2017 - $1,813) and had a working capital deficit and an accumulated deficit of $491 and $85,080, respectively, as of September 30, 2018. These factors indicate the existence of a material uncertainty that raises substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue operations and fund its expenditures is dependent on management’s ability to secure additional financing. Management is actively pursuing such additional sources of financing, and while it has been successful in doing so in the past, there can be no assurance it will be able to do so in the future. These consolidated financial statements do not give effect to any adjustments required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the accompanying financial statements. |
OTHER CURRENT ASSETS
OTHER CURRENT ASSETS | 3 Months Ended |
Sep. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER CURRENT ASSETS | 4. OTHER CURRENT ASSETS Other current assets include legal and other professional fees associated with obtaining project debt financing for the Elk Creek Project. Amounts will be deferred until funding is completed, at which time the balance will become a direct deduction from the related debt liability. |
CONVERTIBLE DEBT
CONVERTIBLE DEBT | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE DEBT | 5. CONVERTIBLE DEBT As of September 30, 2018 June 30, 2018 Convertible notes, current portion $ — $ 756 Convertible notes, net of current portion $ 800 $ — Convertible security, noncurrent 4,374 4,106 Convertible debt, net of current portion $ 5,174 $ 4,106 Convertible Security Funding Changes in the Lind Asset Management IV, LLC (“Lind”) convertible securities balance are comprised of the following: Convertible Security Balance, June 30, 2018 $ 4,106 Additional debt drawdown 1,000 Conversions, at fair value (1,077 ) Change in fair market value 345 Balance, September 30, 2018 $ 4,374 On June 27, 2018, the Company signed a definitive convertible security funding agreement (the “Subsequent Lind Agreement”) with Lind. Pursuant to the issuance of a convertible security (the “Subsequent Convertible Security” and, together with the previous Lind convertible security (the “Original Lind Security), the “Convertible Securities”), a total of $1,000 was funded on July 9, 2018. The Subsequent Lind Agreement replaces the Convertible Security Funding Agreement, dated December 14, 2015, between the Company and Lind (the “Original Lind Agreement”) in respect of the remaining $1,000 funding amount available under the Original Lind Agreement and accordingly, no further funding will be provided by Lind to the Company under the Original Lind Agreement. The terms of the Subsequent Convertible Security are substantially similar to the terms governing like securities under the Original Lind Agreement. As a result, upon payment of the $1,000 in funding by Lind to the Company, the Subsequent Convertible Security was issued in the amount of $1,200 ($1,000 in funding plus implied interest), and the Company issued warrants (“Warrants”) to Lind, as follows: Black Scholes Pricing Model Inputs Funding Date Face 1 Warrants 2 Issue 3 Warrant Expiry Date Risk-free Yield Volatility Expected July 9, 2018 $ 1,200 1,035,319 C$0.77 July 9, 2021 2.0% 0 % 58.3 % 3 years 1 Includes implied interest. 2 The value of Warrants issued totaled $156, which was expensed to Change in Financial Instrument Fair Value. 3 The price to convert one Warrant into one common share of the Company (“Common Share”). The Convertible Securities are convertible into Common Shares at a conversion price equal to 85% of the volume weighted average trading price of the Common Shares (in Canadian dollars) on the Toronto Stock Exchange for the five consecutive trading days immediately prior to the date on which Lind provides the Company with notice of its intention to convert an amount of the applicable Convertible Security from time to time. During the three-month period ended September 30, 2018, $1,000 principal amount of the Original Convertible Security was converted into 2,547,427 Common Shares. The Convertible Securities contains financial and non-financial covenants customary for a facility of its size and nature, and includes a financial covenant defining an event of default as all present and future liabilities of the Company or any of its subsidiaries, exclusive of related party loans, for an amount or amounts exceeding $2,000 and which have not been satisfied on time or within 90 days of invoice, or have become prematurely payable as a result of its default or breach. The Company was in compliance with these covenants as of September 30, 2018. Convertible Notes Changes in the Company’s outstanding convertible promissory notes (the “Convertible Notes”) balance are comprised of the following: Convertible Notes Balance, June 30, 2018 $ 756 Accreted interest, net of interest paid 44 Balance, September 30, 2018 $ 800 The changes in the derivative liability related to the conversion feature of the Convertible Notes are as follows: Derivative Liability Balance, June 30, 2018 $ 8 Change in fair value of derivative liability (8 ) Balance, September 30, 2018 $ — Effective October 10, 2018, the due date for the Convertible Notes was extended for one year to October 14, 2019. All other terms and conditions remained unchanged. |
COMMON STOCK
COMMON STOCK | 3 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
COMMON STOCK | 6. COMMON STOCK a) Issuances On September 14, 2018, the Company completed the first tranche closing (the “First Tranche Closing”) of a non-brokered private placement (the “September 2018 Offering”) of units (each a “Unit”). The First Tranche Closing consisted of the issuance of 2,917,587 Units, at a price of C$0.63 per Unit, for gross proceeds of C$1,838. Each Unit issued in connection with the First Tranche Closing consists of one Common Share and one-half of one Warrant. Each Warrant entitles the holder thereof to purchase one additional Common Share at a price of C$0.75 until September 14, 2020. On September 28, 2018, the Company completed the second and final tranche closing (the “Second Tranche Closing”) of the September 2018 Offering. The Second Tranche Closing consisted of the issuance of 2,057,571 Units, at a price of C$0.63 per Unit, for gross proceeds of C$1,296. Each Unit issued in connection with the Second Tranche Closing consists of one Common Share and one-half of one Warrant. Each Warrant entitles the holder thereof to purchase one additional Common Share at a price of C$0.75 until September 28, 2020. Net proceeds from the September 2018 Offering will be used by the Company for continued development of NioCorp’s Elk Creek Project and for general corporate purposes. The Company paid cash commissions of C$18 in connection with the September 2018 Offering to brokers outside of the United States. b) Stock Options Number of Options Weighted Average Balance, June 30, 2018 15,587,409 $ 0.65 Issued — — Exercised (16,203 ) 0.47 Cancelled/expired (466,297 ) 0.76 Balance, September 30, 2018 15,104,909 $ 0.65 The following table summarizes information about options to purchase Common Shares (“Options”) outstanding at September 30, 2018: Exercise Price (C$) Expiry Date Number Aggregate Number Aggregate $ 0.47 November 9, 2022 3,800,000 $ 380 3,800,000 $ 380 $ 0.62 January 19, 2021 5,264,909 — 5,264,909 — $ 0.76 March 6, 2022 5,400,000 — 5,400,000 — $ 0.94 April 28, 2019 100,000 — 100,000 — $ 0.94 July 21, 2021 540,000 — 540,000 — 15,104,909 $ 380 15,104,909 $ 380 The aggregate intrinsic value in the preceding table represents the total intrinsic value, based on the Company’s closing Common Share price of C$0.57 as of September 30, 2018, that would have been received by the Option holders had all Option holders exercised their Options as of that date. The total number of in-the-money Options vested and exercisable as of September 30, 2018, was 3,800,000. The total intrinsic value of Options exercised during the three months ended September 30, 2018, was C$8. As of September 30, 2018, there was no unrecognized compensation cost related to unvested share-based compensation arrangements granted under the Option plans. c) Warrants Warrants Weighted Average Exercise Price (C$) Balance June 30, 2018 28,648,610 $ 0.77 Granted 3,522,896 0. 76 Balance, September 30, 2018 32,171,506 $ 0. 77 As discussed above under Note 5, the Company granted 1,035,319 Warrants to Lind in connection with the Convertible Security funding increases. As discussed above under Note 6a, the Company granted 2,487,577 Warrants in conjunction with the September 2018 Offering. At September 30, 2018, the Company has outstanding exercisable Warrants, as follows: Number Exercise Expiry Date 355,132 0.54 December 6, 2020 308,901 0.62 October 31, 2020 283,413 0.66 September 28, 2020 541,435 0.69 February 7, 2021 529,344 0.70 February 5, 2021 3,125,000 0.72 December 22, 2018 1,546,882 0.72 January 30, 2021 1,058,872 0.72 April 5, 2021 260,483 0.73 August 15, 2020 9,150,285 0.75 January 19, 2019 1,458,792 0.75 September 14, 2020 1,028,785 0.75 September 28, 2020 1,035,319 0.77 July 9, 2021 3,155,062 0.79 July 26, 2021 3,860,800 0.85 February 14, 2020 3,043,024 0.85 February 21, 2020 539,307 0.85 February 28, 2020 890,670 0.90 March 31, 2020 32,171,506 |
RELATED PARTY TRANSACTIONS AND
RELATED PARTY TRANSACTIONS AND BALANCES | 3 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS AND BALANCES | 7. RELATED PARTY TRANSACTIONS AND BALANCES The Company has a loan with Mark Smith, President, Chief Executive Officer (“CEO”) and Executive Chairman of NioCorp (the “Original Smith Loan”), that bears an interest rate of 10%, is secured by the Company’s assets pursuant to a concurrently executed general security agreement (the “General Security Agreement”), and is subject to both a 2.5% establishment fee and 2.5% prepayment fee. The principal amount outstanding under the Original Smith Loan is $1,000. The Company also has a non-revolving credit facility agreement (the “Credit Facility”) in the amount of $2,000 with Mr. Smith. The Credit Facility bears an interest rate of 10% and drawdowns from the Credit Facility are subject to a 2.5% establishment fee. Amounts outstanding under the Credit Facility are secured by all of the Company’s assets pursuant to the General Security Agreement. The Credit Facility contains financial and non-financial covenants customary for a facility of its size and nature. As of September 30, 2018, the principal amount outstanding under the Credit Facility was $480 and accounts payable and accrued liabilities included interest payable and loan establishment fees payable to Mr. Smith of $109. |
EXPLORATION EXPENDITURES
EXPLORATION EXPENDITURES | 3 Months Ended |
Sep. 30, 2018 | |
Oil and Gas Exploration and Production Industries Disclosures [Abstract] | |
EXPLORATION EXPENDITURES | 8. Exploration Expenditures For the Three Months Ended September 30, 2018 2017 Technical studies and engineering $ 609 $ 395 Field management and other 129 210 Metallurgical development 39 83 Geologists and field staff — 25 Total $ 777 $ 713 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 9. Fair Value Measurements The Company measures the fair value of financial assets and liabilities based on US GAAP guidance which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The Company classifies financial assets and liabilities as held-for-trading, available-for-sale, held-to-maturity, loans and receivables or other financial liabilities depending on their nature. Financial assets and financial liabilities are recognized at fair value on their initial recognition. Financial assets and liabilities classified as held-for-trading are measured at fair value, with gains and losses recognized in net income. Financial assets classified as held-to-maturity, loans and receivables, and financial liabilities other than those classified as held-for-trading are measured at amortized cost, using the effective interest method of amortization. Financial assets classified as available-for-sale are measured at fair value, with unrealized gains and losses being recognized in income. Financial instruments, including receivables, accounts payable and accrued liabilities, and related party loans are carried at amortized cost, which management believes approximates fair value due to the short-term nature of these instruments. The following table presents information about the assets and liabilities that are measured at fair value on a recurring basis as at June 30, 2018 and 2017 and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical instruments. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates, and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the financial instrument, and included situations where there is little, if any, market activity for the instrument: As of June 30, 2018 Total Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 73 $ 73 $ — $ — Available for sale securities 12 12 — — Total $ 85 $ 85 $ — $ — Liabilities: Convertible debt $ 4,106 $ — $ — $ 4,106 Derivative liability, convertible debt 8 — — 8 Total $ 4,114 $ — $ — $ 4,114 As of June 30, 2017 Total Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 238 $ 238 $ — $ — Restricted cash $ 265 265 — — Available for sale securities 23 23 — — Total $ 526 $ 526 $ — $ — Liabilities: Convertible debt $ 3,465 $ — $ — $ 3,465 Derivative liability, convertible debt 82 — — 82 Total $ 3,547 $ — $ — $ 3,547 The Company measures the fair market value of the Level 3 components using the Black-Scholes model and discounted cash flows, as appropriate. These models were initially prepared by a third party and take into account management’s best estimate of the conversion price of the stock, an estimate of the expected time to conversion, an estimate of the stock’s volatility, and the risk-free rate of return expected for an instrument with a term equal to the duration of the convertible debt. The significant unobservable valuation inputs for the Convertible Debt includes an expected return of 51.06%. A 15% decrease (increase) in the expected return would result in an increase (decrease) to fair value of $94, or approximately 2%. The derivative liability was valued using a Black-Scholes pricing model with the following inputs: 2018 2017 Risk-free interest rate 1.25 % 1.25 % Expected dividend yield 0 % 0 % Expected stock price volatility 73.97 % 51.14 % Expected option life in years 0.25 1.25 The following table sets forth a reconciliation of changes in the fair value of the Company’s convertible debt components classified as Level 3 in the fair value hierarchy: As of June 30, 2018 2017 Beginning balance $ 3,547 $ 6,321 Convertible securities closings 4,500 1,000 Conversions to equity (5,130 ) (4,103 ) Realized and unrealized losses 1,197 329 Ending balance $ 4,114 $ 3,547 |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 3 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | 10. SUBSEQUENT EVENTS See Note 5 for disclosure regarding the extension of the due date for the Convertible Notes. On October 8, 2018, the Company and IBC Advanced Alloys (“IBC”) announced the successful production of aluminum-scandium master alloy. The master alloy was produced at the Ames Laboratory, a U.S. government-owned, contractor-operated national laboratory of the U.S. Department of Energy, located in Ames Iowa. NioCorp and IBC intend to utilize the master alloy from this program to further the companies’ ongoing efforts to develop specialty scandium-containing alloys and/or prototype products for potential commercial use. The two companies are operating under a joint development agreement to investigate and develop applications for scandium-containing materials for a range of downstream markets. On October 10, 2018, the Company announced that it signed a commercial sales agreement with Traxys North America LLC (“Traxys”) for up to 120 tonnes of scandium trioxide over the first 10 years of operation of the Elk Creek Project. The contract presupposes the Company securing project financing, obtaining all necessary approvals, and constructing a mine and processing facility at Elk Creek. Under the sales agreement, Traxys is obligated to purchase 12 tonnes per year of scandium trioxide for the first 10 years of the Elk Creek Project’s production, subject to satisfaction of certain conditions. That annual amount represents approximately 10 percent of NioCorp’s planned annual production of Scandium. Traxys can purchase more than 12 tonnes per year from NioCorp, and the agreement can be extended beyond the 10-year term, by mutual agreement. Pursuant to the commercial sales agreement, Traxys will focus its scandium sales and marketing efforts on customers in the aerospace and sporting goods sectors, and it retains the exclusive right to sell NioCorp scandium to those sectors. In return, pursuant to the commercial sales agreement, Traxys has agreed to purchase its entire needs of scandium trioxide, scandium alloys, scandium master alloy and other scandium-based products exclusively from NioCorp, including for scandium sales to other sectors, subject to availability of adequate supplies by NioCorp and other conditions. Pursuant to the commercial sales agreement, NioCorp will work with Traxys to promote and market scandium to the aerospace, sporting goods and other industry sectors. NioCorp retains the right to make direct sales of scandium to markets outside of aerospace and sporting goods, as well as direct sales to the U.S. Government. |
BASIS OF PREPARATION (Policies)
BASIS OF PREPARATION (Policies) | 3 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Preparation and Consolidation | a) Basis of Preparation and Consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles of the United States of America (“US GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). The interim condensed consolidated financial statements include the consolidated accounts of the Company and its wholly-owned subsidiaries with all significant intercompany transactions eliminated. The accounting policies followed in preparing these interim condensed consolidated financial statements are those used by the Company as set out in the audited consolidated financial statements for the year ended June 30, 2018. In the opinion of management, all adjustments considered necessary (including reclassifications and normal recurring adjustments) to present fairly the financial position, results of operations, and cash flows at September 30, 2018, and for all periods presented, have been included in these interim condensed consolidated financial statements. Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to appropriate SEC rules and regulations. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2018. The interim results are not necessarily indicative of results for the full year ending June 30, 2019, or future operating periods. |
Recent Accounting Standards | b) Recent Accounting Standards Issued and Not Effective From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) that are adopted by the Company as of the specified effective date. Unless otherwise discussed, management believes that the impact of recently issued standards did not or will not have a material impact on the Company’s consolidated financial statements upon adoption. In February 2016, Accounting Standards Update (“ASU”) 2016-02 was issued related to leases, which was further amended in September 2017 by ASU 2017-13, in January 2018 by ASU 2018-01 and in July 2018 by ASU 2018-10 and 2018-11. The new guidance modifies the classification criteria and requires lessees to recognize the assets and liabilities arising from most leases on the balance sheet. The new guidance is effective for the Company’s fiscal year beginning December 1, 2019 and early adoption is permitted. The Company anticipates adopting the new guidance effective with our fiscal year beginning July 1, 2020. Adoption of this guidance is not expected to materially increase the Company’s assets and liabilities. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company will apply the provisions of the update to potential future acquisitions occurring after the effective date. In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation — Improvements to Nonemployee Share-Based Payment Accounting. This update aims to simplify the accounting for share-based payments awarded to non-employees for goods or services acquired. The update specifies that the measurement date is the grant date and that awards are required to be measured at fair value. The amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the potential impact of adopting this guidance on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13 - Fair Value Measurements (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. This update modifies the disclosure requirements on fair value measurements in Topic 820 and eliminates ‘at a minimum’ from the phrase ‘an entity shall disclose at a minimum’ to promote the appropriate exercise of discretion by entities when considering fair value disclosures and to clarify that materiality is an appropriate consideration. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the impacts that adoption of this guidance will have on its consolidated financial statements. |
Use of Estimates | c) Use of Estimates The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the deferred income tax asset valuations, convertible debt valuations, and share-based compensation. The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between estimates and the actual results, future results of operations will be affected. |
CONVERTIBLE DEBT (Tables)
CONVERTIBLE DEBT (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of convertible debt | As of September 30, 2018 June 30, 2018 Convertible notes, current portion $ — $ 756 Convertible notes, net of current portion $ 800 $ — Convertible security, noncurrent 4,374 4,106 Convertible debt, net of current portion $ 5,174 $ 4,106 |
Schedule of change in convertible security balance | Changes in the Lind Asset Management IV, LLC (“Lind”) convertible securities balance are comprised of the following: Convertible Security Balance, June 30, 2018 $ 4,106 Additional debt drawdown 1,000 Conversions, at fair value (1,077 ) Change in fair market value 345 Balance, September 30, 2018 $ 4,374 |
Schedule of warrant issued | As a result, upon payment of the $1,000 in funding by Lind to the Company, the Subsequent Convertible Security was issued in the amount of $1,200 ($1,000 in funding plus implied interest), and the Company issued warrants (“Warrants”) to Lind, as follows: Black Scholes Pricing Model Inputs Funding Date Face 1 Warrants 2 Issue 3 Warrant Expiry Date Risk-free Yield Volatility Expected July 9, 2018 $ 1,200 1,035,319 C$0.77 July 9, 2021 2.0% 0 % 58.3 % 3 years 1 Includes implied interest. 2 The value of Warrants issued totaled $156, which was expensed to Change in Financial Instrument Fair Value. 3 The price to convert one Warrant into one common share of the Company (“Common Share”). |
Schedule of changes in the notes balance | Changes in the Company’s outstanding convertible promissory notes (the “Convertible Notes”) balance are comprised of the following: Convertible Notes Balance, June 30, 2018 $ 756 Accreted interest, net of interest paid 44 Balance, September 30, 2018 $ 800 |
Schedule of derivative liability related to the conversion feature | The changes in the derivative liability related to the conversion feature of the Convertible Notes are as follows: Derivative Liability Balance, June 30, 2018 $ 8 Change in fair value of derivative liability (8 ) Balance, September 30, 2018 $ — |
COMMON STOCK (Tables)
COMMON STOCK (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Schedule of stock option | Number of Options Weighted Average Balance, June 30, 2018 15,587,409 $ 0.65 Issued — — Exercised (16,203 ) 0.47 Cancelled/expired (466,297 ) 0.76 Balance, September 30, 2018 15,104,909 $ 0.65 |
Schedule of information about stock options outstanding | The following table summarizes information about options to purchase Common Shares (“Options”) outstanding at September 30, 2018: Exercise Price (C$) Expiry Date Number Aggregate Number Aggregate $ 0.47 November 9, 2022 3,800,000 $ 380 3,800,000 $ 380 $ 0.62 January 19, 2021 5,264,909 — 5,264,909 — $ 0.76 March 6, 2022 5,400,000 — 5,400,000 — $ 0.94 April 28, 2019 100,000 — 100,000 — $ 0.94 July 21, 2021 540,000 — 540,000 — 15,104,909 $ 380 15,104,909 $ 380 |
Schedule of warrant transactions | Warrants Weighted Average Exercise Price (C$) Balance June 30, 2018 28,648,610 $ 0.77 Granted 3,522,896 0. 76 Balance, September 30, 2018 32,171,506 $ 0. 77 |
Schedule of outstanding exercisable warrants | At September 30, 2018, the Company has outstanding exercisable Warrants, as follows: Number Exercise Expiry Date 355,132 0.54 December 6, 2020 308,901 0.62 October 31, 2020 283,413 0.66 September 28, 2020 541,435 0.69 February 7, 2021 529,344 0.70 February 5, 2021 3,125,000 0.72 December 22, 2018 1,546,882 0.72 January 30, 2021 1,058,872 0.72 April 5, 2021 260,483 0.73 August 15, 2020 9,150,285 0.75 January 19, 2019 1,458,792 0.75 September 14, 2020 1,028,785 0.75 September 28, 2020 1,035,319 0.77 July 9, 2021 3,155,062 0.79 July 26, 2021 3,860,800 0.85 February 14, 2020 3,043,024 0.85 February 21, 2020 539,307 0.85 February 28, 2020 890,670 0.90 March 31, 2020 32,171,506 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of lease commitments | NioCorp has the following land, office, facility and equipment lease commitments in place as of June 30, 2018: Payments due by period Total Less than 1 year 1-3 years 4-5 years After 5 years Debt $ 6,382 $ 2,532 $ 3,850 $ — $ — Operating leases 96 30 66 — — Total contractual obligations $ 6,478 $ 2,562 $ 3,916 $ — $ — |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair values determined by Level 3 inputs are unobservable data | Fair values determined by Level 3 inputs are unobservable data points for the financial instrument and include situations where there is little, if any, market activity for the instrument. As of September 30, 2018 Total Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 2,011 $ 2,011 $ — $ — Available-for-sale securities 13 13 — — Total $ 2,024 $ 2,024 $ — $ — Liabilities: Convertible debt $ 4,374 $ — $ — $ 4,374 Derivative liability, convertible debt — — — — Total $ 4,374 $ — $ — $ 4,374 As of June 30, 2018 Total Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 73 $ 73 $ — $ — Available-for-sale securities 12 12 — — Total $ 85 $ 85 $ — $ — Liabilities: Convertible debt $ 4,106 $ — $ — $ 4,106 Derivative liability, convertible debt 8 — — 8 Total $ 4,114 $ — $ — $ 4,114 |
Schedule of reconciliation of changes in the fair value | The following table sets forth a reconciliation of changes in the fair value of the Company’s convertible debt components classified as Level 3 in the fair value hierarchy: Balance, June 30, 2018 $ 4,114 Additional debt drawdown 1,000 Conversions to equity (1,077 ) Realized and unrealized losses 337 Balance, September 30, 2018 $ 4,374 |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Details Narrative) | 3 Months Ended |
Sep. 30, 2018Segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segments | 1 |
GOING CONCERN ISSUES (Details N
GOING CONCERN ISSUES (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net loss | $ 1,731 | $ 1,813 | |
Working capital deficit | 491 | ||
Accumulated deficit | $ (85,080) | $ (83,349) |
CONVERTIBLE DEBT (Details)
CONVERTIBLE DEBT (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Short-term Debt [Line Items] | ||
Convertible notes, current portion | $ 756 | |
Total convertible debt, net of current portion | 5,174 | 4,106 |
Unsecured Convertible Promissory Notes [Member] | ||
Short-term Debt [Line Items] | ||
Total convertible debt, net of current portion | 800 | 756 |
Secured Convertible Security [Member] | ||
Short-term Debt [Line Items] | ||
Total convertible debt, net of current portion | $ 4,374 | $ 4,106 |
CONVERTIBLE DEBT (Details 1)
CONVERTIBLE DEBT (Details 1) - Lind Asset Management IV, LLC [Member] - Secured Convertible Security [Member] $ in Thousands | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Change Convertible Security Balance [Roll Forward] | |
Balance at beginning | $ 4,106 |
Additional debt drawdown | 1,000 |
Conversions, at fair value | (1,077) |
Change in fair market value | 345 |
Balance at ending | $ 4,374 |
CONVERTIBLE DEBT (Details 2)
CONVERTIBLE DEBT (Details 2) - 3 months ended Sep. 30, 2018 - Warrant [Member] - Tranche One [Member] - Lind Asset Management IV, LLC [Member] $ / shares in Units, $ in Thousands | USD ($)$ / sharesshares | $ / shares | |
Funding Date | Jul. 9, 2018 | ||
Face Value | $ | [1] | $ 1,200 | |
Warrants issued | shares | [2] | 1,035,319 | |
Warrant expiry date | Jul. 9, 2021 | ||
Risk Free Interest Rate [Member] | |||
Fair value measurements | $ 0.020 | ||
Yield [Member] | |||
Fair value measurements | 0 | ||
Volatility [Member] | |||
Fair value measurements | $ 0.583 | ||
Expected Term [Member] | |||
Fair value assumption of expected option life | 3 years | ||
CAD | |||
Issue price (in dollars per share) | [3] | $ 0.77 | |
[1] | Includes implied interest | ||
[2] | The value of Warrants issued totaled $156, which was expensed to Change in Financial Instrument Fair Value. | ||
[3] | The price to convert one Warrant into one common share of the Company ("Common Share"). |
CONVERTIBLE DEBT (Details 4)
CONVERTIBLE DEBT (Details 4) $ in Thousands | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Convertible Notes [Roll Forward] | |
Balance at beginning | $ 4,106 |
Balance at ending | 5,174 |
Unsecured Convertible Promissory Notes [Member] | |
Convertible Notes [Roll Forward] | |
Balance at beginning | 756 |
Accreted interest, net of interest paid | 44 |
Balance at ending | 800 |
Secured Convertible Security [Member] | |
Convertible Notes [Roll Forward] | |
Balance at beginning | 4,106 |
Balance at ending | $ 4,374 |
CONVERTIBLE DEBT (Details 5)
CONVERTIBLE DEBT (Details 5) - Unsecured Convertible Promissory Notes [Member] $ in Thousands | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Derivative Instruments and Hedges, Liabilities, Noncurrent [Roll Forward] | |
Balance at beginning | $ 8 |
Change in fair value of derivative liability | (8) |
Balance at ending |
CONVERTIBLE DEBT (Details Narra
CONVERTIBLE DEBT (Details Narrative) - USD ($) $ in Thousands | Jun. 27, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Jul. 09, 2018 |
Fair value of Lind Warrants granted | $ 156 | $ 724 | ||
Tranche One [Member] | ||||
Fair value of Lind Warrants granted | 156 | |||
Additional Paid-In Capital [Member] | ||||
Fair value of Lind Warrants granted | $ 156 | $ 724 | ||
Secured Convertible Security [Member] | ||||
Description of convenent | <font style="font: 10pt Times New Roman, Times, Serif">The Convertible Securities contains financial and non-financial covenants customary for a facility of its size and nature, and includes a financial covenant defining an event of default as all present and future liabilities of the Company or any of its subsidiaries, exclusive of related party loans, for an amount or amounts exceeding $2,000 and which have not been satisfied on time or within 90 days of invoice, or have become prematurely payable as a result of its default or breach. The Company was in compliance with these covenants as of September 30, 2018. </font></p>" id="sjs-C8"><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><font style="font: 10pt Times New Roman, Times, Serif">The Convertible Securities contains financial and non-financial covenants customary for a facility of its size and nature, and includes a financial covenant defining an event of default as all present and future liabilities of the Company or any of its subsidiaries, exclusive of related party loans, for an amount or amounts exceeding $2,000 and which have not been satisfied on time or within 90 days of invoice, or have become prematurely payable as a result of its default or breach. The Company was in compliance with these covenants as of September 30, 2018. </font></p> | |||
Description of conversion price | <font style="font: 10pt Times New Roman, Times, Serif">The Convertible Securities are convertible into Common Shares at a conversion price equal to 85% of the volume weighted average trading price of the Common Shares (in Canadian dollars) on the Toronto Stock Exchange for the five consecutive trading days immediately prior to the date on which Lind provides the Company with notice of its intention to convert an amount of the applicable Convertible Security from time to time.</font></p>" id="sjs-C9"><p style="margin-top: 0pt; margin-bottom: 0pt"><font style="font: 10pt Times New Roman, Times, Serif">The Convertible Securities are convertible into Common Shares at a conversion price equal to 85% of the volume weighted average trading price of the Common Shares (in Canadian dollars) on the Toronto Stock Exchange for the five consecutive trading days immediately prior to the date on which Lind provides the Company with notice of its intention to convert an amount of the applicable Convertible Security from time to time.</font></p> | |||
Debt conversion amount | $ 1,000 | |||
Number of shares issued upon debt conversion | 2,547,427 | |||
Lind Asset Management IV, LLC [Member] | Secured Convertible Security [Member] | ||||
Additional debt drawdown | $ 1,000 | |||
Principal amount | $ 1,000 | |||
Lind Asset Management IV, LLC [Member] | Secured Convertible Security [Member] | Tranche One [Member] | ||||
Additional debt drawdown | $ 1,000 | |||
Increase in debt drawdown | $ 1,200 |
COMMON STOCK (Details)
COMMON STOCK (Details) | 3 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Balance at beginning | shares | 15,587,409 |
Issued | shares | |
Exercised | shares | (16,203) |
Cancelled/expired | shares | (466,297) |
Balance at end | shares | 15,104,909 |
CAD | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |
Balance at beginning | $ / shares | $ 0.65 |
Issued | $ / shares | |
Exercised | $ / shares | 0.47 |
Cancelled/expired | $ / shares | 0.76 |
Balance at end | $ / shares | $ 0.65 |
COMMON STOCK (Details 1)
COMMON STOCK (Details 1) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018USD ($)shares | Sep. 30, 2018CAD ($)shares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Number of Outstanding | shares | 15,104,909 | 15,104,909 |
Number Exercisable | shares | 15,104,909 | 15,104,909 |
Aggregate Intrinsic Value | ||
CAD | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Aggregate Intrinsic Value | $ 380 | |
Aggregate Intrinsic Value | $ 380 | |
Exercise Price C$0.47 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Expiry Date | Nov. 9, 2022 | |
Number of Outstanding | shares | 3,800,000 | 3,800,000 |
Number Exercisable | shares | 3,800,000 | 3,800,000 |
Exercise Price C$0.47 [Member] | CAD | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Aggregate Intrinsic Value | $ 380 | |
Aggregate Intrinsic Value | $ 380 | |
Exercise Price C$0.62 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Expiry Date | Jan. 19, 2021 | |
Number of Outstanding | shares | 5,264,909 | 5,264,909 |
Number Exercisable | shares | 5,264,909 | 5,264,909 |
Exercise Price C$0.62 [Member] | CAD | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | ||
Exercise Price C$0.76 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Expiry Date | Mar. 6, 2022 | |
Number of Outstanding | shares | 5,400,000 | 5,400,000 |
Number Exercisable | shares | 5,400,000 | 5,400,000 |
Exercise Price C$0.76 [Member] | CAD | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | ||
Exercise Price C$0.94 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Expiry Date | Apr. 28, 2019 | |
Number of Outstanding | shares | 100,000 | 100,000 |
Number Exercisable | shares | 100,000 | 100,000 |
Exercise Price C$0.94 [Member] | CAD | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | ||
Exercise Price C$0.94 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Expiry Date | Jul. 21, 2021 | |
Number of Outstanding | shares | 540,000 | 540,000 |
Number Exercisable | shares | 540,000 | 540,000 |
Exercise Price C$0.94 [Member] | CAD | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value |
COMMON STOCK (Details 2)
COMMON STOCK (Details 2) | 3 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Balance, at beginning | shares | 28,648,610 |
Granted | shares | 3,522,896 |
Balance, at end | shares | 32,171,506 |
CAD | |
Share Based Compensation Arrangement By Share Based Payment Award Other Than Options Outstanding Weighted Average Exercise Price [Roll Forward] | |
Balance, at beginning | $ / shares | $ 0.77 |
Granted | $ / shares | 0.76 |
Balance, at end | $ / shares | $ 0.77 |
COMMON STOCK (Details 3)
COMMON STOCK (Details 3) - $ / shares | 3 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2018 | |
Class of Warrant or Right [Line Items] | ||
Number | 32,171,506 | 28,648,610 |
Exercise Price C$0.54 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 355,132 | |
Expiry Date | Dec. 6, 2020 | |
Exercise Price C$0.54 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.54 | |
Exercise Price C$0.62 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 308,901 | |
Expiry Date | Oct. 31, 2020 | |
Exercise Price C$0.62 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.62 | |
Exercise Price C$0.66 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 283,413 | |
Expiry Date | Sep. 28, 2020 | |
Exercise Price C$0.66 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.66 | |
Exercise Price C$0.69 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 541,435 | |
Expiry Date | Feb. 7, 2021 | |
Exercise Price C$0.69 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.69 | |
Exercise Price C$0.70 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 529,344 | |
Expiry Date | Feb. 5, 2021 | |
Exercise Price C$0.70 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.70 | |
Exercise Price C$0.72 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 3,125,000 | |
Expiry Date | Dec. 22, 2018 | |
Exercise Price C$0.72 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.72 | |
Exercise Price C$0.72 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 1,546,882 | |
Expiry Date | Jan. 30, 2021 | |
Exercise Price C$0.72 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.72 | |
Exercise Price C$0.72 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 1,058,872 | |
Expiry Date | Apr. 5, 2021 | |
Exercise Price C$0.72 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.72 | |
Exercise Price C$0.73 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 260,483 | |
Expiry Date | Aug. 15, 2020 | |
Exercise Price C$0.73 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.73 | |
Exercise Price C$0.75 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 9,150,285 | |
Expiry Date | Jan. 19, 2019 | |
Exercise Price C$0.75 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.75 | |
Exercise Price C$0.751[Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 1,458,792 | |
Expiry Date | Sep. 14, 2020 | |
Exercise Price C$0.751[Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.75 | |
Exercise Price C$0.752[Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 1,028,785 | |
Expiry Date | Sep. 28, 2020 | |
Exercise Price C$0.752[Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.75 | |
Exercise Price C$0.77[Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 1,035,319 | |
Expiry Date | Jul. 9, 2021 | |
Exercise Price C$0.77[Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.77 | |
Exercise Price C$0.79 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 3,155,062 | |
Expiry Date | Jul. 26, 2021 | |
Exercise Price C$0.79 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.79 | |
Exercise Price C$0.85 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 3,860,800 | |
Expiry Date | Feb. 14, 2020 | |
Exercise Price C$0.85 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.85 | |
Exercise Price C$0.85 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 3,043,024 | |
Expiry Date | Feb. 21, 2020 | |
Exercise Price C$0.85 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.85 | |
Exercise Price C$0.85 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 539,307 | |
Expiry Date | Feb. 28, 2020 | |
Exercise Price C$0.85 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.85 | |
Exercise Price C$0.90 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number | 890,670 | |
Expiry Date | Mar. 31, 2020 | |
Exercise Price C$0.90 [Member] | CAD | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price | $ 0.90 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - Non-Brokered Private Placement [Member] - CAD ($) $ / shares in Units, $ in Thousands | Sep. 28, 2018 | Sep. 14, 2018 |
Tranche One [Member] | ||
Number of units issued | 2,917,587 | |
Description of units | Each Unit issued in connection with the First Tranche Closing consists of one Common Share and one-half of one Warrant. Each Warrant entitles the holder thereof to purchase one additional Common Share at a price of C$0.75 until September 14, 2020.</font></p>" id="sjs-C4"><p><font style="font: 10pt Times New Roman, Times, Serif">Each Unit issued in connection with the First Tranche Closing consists of one Common Share and one-half of one Warrant. Each Warrant entitles the holder thereof to purchase one additional Common Share at a price of C$0.75 until September 14, 2020.</font></p> | |
Tranche One [Member] | CAD | ||
Unit price (in dollars per unit) | $ 0.63 | |
Gross proceeds from units issued | $ 1,838 | |
Tranche Two [Member] | ||
Number of units issued | 2,057,571 | |
Description of units | Each Unit issued in connection with the Second Tranche Closing consists of one Common Share and one-half of one Warrant. Each Warrant entitles the holder thereof to purchase one additional Common Share at a price of C$0.75 until September 28, 2020.</font></p>" id="sjs-B10"><p><font style="font: 10pt Times New Roman, Times, Serif">Each Unit issued in connection with the Second Tranche Closing consists of one Common Share and one-half of one Warrant. Each Warrant entitles the holder thereof to purchase one additional Common Share at a price of C$0.75 until September 28, 2020.</font></p> | |
Tranche Two [Member] | CAD | ||
Unit price (in dollars per unit) | $ 0.63 | |
Gross proceeds from units issued | $ 1,296 | |
Cash commissions paid | $ 18 |
COMMON STOCK (Details Narrati_2
COMMON STOCK (Details Narrative 1) - 3 months ended Sep. 30, 2018 $ / shares in Units, $ in Thousands, $ in Thousands | CAD ($)shares | USD ($)shares | $ / shares |
Number of outstanding | 15,104,909 | ||
Stock Option Plan [Member] | |||
Number of vested and exercisable options | 3,800,000 | ||
Unrecognized compensation cost | $ | $ 0 | ||
CAD | Stock Option Plan [Member] | |||
Share price (in dollars per share) | $ / shares | $ 0.57 | ||
Total intrinsic value options exercised | $ | $ 8 | ||
Mackie Research Capital Corporation [Member] | Warrant [Member] | Private Placement [Member] | |||
Number of units issued | 2,487,577 | ||
Lind Asset Management IV, LLC [Member] | Secured Convertible Security [Member] | Warrant [Member] | |||
Number of outstanding | 1,035,319 |
RELATED PARTY TRANSACTIONS AN_2
RELATED PARTY TRANSACTIONS AND BALANCES (Details Narrative) - Mark A. Smith [Member] $ in Thousands | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Smith Loans [Member] | Non-Revolving Credit Facility Agreement [Member] | |
Description of fees associated with providing collateral for the credit facility | <font style="font: 10pt Times New Roman, Times, Serif">Secured by the Company’s assets pursuant to a concurrently executed general security agreement (the “General Security Agreement”), and is subject to both a 2.5% establishment fee and 2.5% prepayment fee.</font></p>" id="sjs-B4"><p style="margin: 0pt"><font style="font: 10pt Times New Roman, Times, Serif">Secured by the Company’s assets pursuant to a concurrently executed general security agreement (the “General Security Agreement”), and is subject to both a 2.5% establishment fee and 2.5% prepayment fee.</font></p> |
Principal amount outstanding | $ 1,000 |
Non Revolving Line Of Credit [Member] | |
Credit facility interest rate (in dollars per share) | 10.00% |
10% Non-Revolving Credit Facility Due June 16, 2018 [Member] | Non-Revolving Credit Facility Agreement [Member] | |
Principal amount outstanding | $ 480 |
Credit facility maximum borrowing capacity | $ 2,000 |
Establishment fee | 2.50% |
Description of collateral | <font style="font: 10pt Times New Roman, Times, Serif">Secured by all of the Company’s assets pursuant to the General Security Agreement.</font></p>" id="sjs-B12"><p style="margin: 0pt"><font style="font: 10pt Times New Roman, Times, Serif">Secured by all of the Company’s assets pursuant to the General Security Agreement.</font></p> |
Accounts Payable and Accrued Liabilities [Member] | Smith Loans [Member] | General Security Agreement [Member] | |
Interest payable | $ 109 |
EXPLORATION EXPENDITURES (Detai
EXPLORATION EXPENDITURES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Total | $ 777 | $ 713 |
Technical Studies And Engineering [Member] | ||
Total | 609 | 395 |
Field Management And Other [Member] | ||
Total | 129 | 210 |
Metallurgical Development [Member] | ||
Total | 39 | 83 |
Geologists and Field Staff [Member] | ||
Total | $ 25 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Assets: | ||
Cash and cash equivalents | $ 2,011 | $ 73 |
Available for sale securities | 13 | 12 |
Total | 2,024 | 85 |
Liabilities: | ||
Convertible debt | 4,374 | 4,106 |
Derivative liability, convertible debt | 8 | |
Total | 4,374 | 4,114 |
Level 1 [Member] | ||
Assets: | ||
Cash and cash equivalents | 2,011 | 73 |
Available for sale securities | 13 | 12 |
Total | 2,024 | 85 |
Liabilities: | ||
Convertible debt | ||
Derivative liability, convertible debt | ||
Total | ||
Level 2 [Member] | ||
Assets: | ||
Cash and cash equivalents | ||
Available for sale securities | ||
Total | ||
Liabilities: | ||
Convertible debt | ||
Derivative liability, convertible debt | ||
Total | ||
Level 3 [Member] | ||
Assets: | ||
Cash and cash equivalents | ||
Available for sale securities | ||
Total | ||
Liabilities: | ||
Convertible debt | 4,374 | 4,106 |
Derivative liability, convertible debt | 8 | |
Total | $ 4,374 | $ 4,114 |
FAIR VALUE MEASUREMENTS (Deta_2
FAIR VALUE MEASUREMENTS (Details 1) - Level 3 [Member] $ in Thousands | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at beginning | $ 4,114 |
Additional debt drawdown | 1,000 |
Conversions to equity | (1,077) |
Realized and unrealized losses | 337 |
Balance at end | $ 4,374 |