UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM
Current Report
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 1.02 – Termination of a Material Definitive Agreement
On December 18, 2019, Hecla Mining Company (the “Company”) entered into an Exchange Agreement (“Agreement”) pursuant to which it has issued 10,654,856 shares of Company common stock, par value $0.25 per share (the “Shares”) as prepayment of Canadian $40 million (approximately $30.5 million U.S. Dollars (“USD”) as of December 18, 2019) in aggregate principal amount of its Series 2018-A Senior Notes due May 1, 2021 (the “Notes”) previously held by Ressources Québec (“RQ”), a subsidiary of Investissment Québec, a financing arm of the Québec government. Using the closing price of a share of Hecla common stock as reported by the New York Stock Exchange on December 18, 2019, the Shares had a total value of approximately Canadian $43.8 million (approximately USD $33.5 million). The Notes were originally issued on March 5, 2018 pursuant to a Note Purchase Agreement. Under the terms of the Agreement, the Company’s obligations under the Notes are fully discharged, the Note Purchase Agreement is terminated, and the Company has no remaining liability to RQ under the Notes or the Note Purchase Agreement. In the Agreement, the Company agreed to grant RQ the right to participate, in an amount up to USD $35 million (or such other amount as the Company and RQ may jointly agree) in any future offering of debt securities as part of any refinancing of the Company’s outstanding 6.875% Senior Notes due 2021. The Shares were issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), based on the exemption from registration afforded by Section 3(a)(9) of the Securities Act.
Item 3.02 – Unregistered Sale of Equity Securities
The information set forth in Item 1.02 of this Report is hereby incorporated by reference into this Item 3.02 in its entirety.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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HECLA MINING COMPANY |
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By: |
/s/ David C. Sienko |
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David C. Sienko |
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Vice President and General Counsel |
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Dated: December 23, 2019