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Section 1: 8-K (FORM 8-K)

hl20200213_8k.htm
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

 


 

FORM 8-K

 

Current Report

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): February 13, 2020

 

HECLA MINING COMPANY
(Exact name of registrant as specified in its charter)

 

Delaware 1-8491 77-0664171
(State or other jurisdiction (Commission File Number) (IRS Employer Identification No.)
of incorporation)    

 

6500 North Mineral Drive, Suite 200

Coeur d'Alene, Idaho 83815-9408

(Address of principal executive offices) (Zip Code)

 

(208) 769-4100

Registrant's telephone number, including area code

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading

Symbol(s)

Name of each exchange on

which registered

Common Stock, par value $0.25 per share

HL

New York Stock Exchange

Series B Cumulative Convertible Preferred Stock, par value $0.25 per share

HL-PB

New York Stock Exchange

 

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).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

Item 8.01 Other Events.

 

Pricing of Senior Notes

 

On February 13, 2020, Hecla Mining Company issued a news release announcing the pricing of its offering of 7.250% Senior Notes due 2028. A copy of the news release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits
     

Exhibit

Number

 

Description

     

99.1

 

News Release, dated February 13, 2020.*

     
104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
     
    * Filed herewith

 

2

 

 

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.

 

HECLA MINING COMPANY

       

By:

/s/ David C. Sienko

    David C. Sienko  

Vice President and General Counsel

 

 

 

Dated: February 14, 2020

 

3

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Section 2: EX-99.1 (EXHIBIT 99.1)

ex_172670.htm

 

NEWS RELEASE

Exhibit 99.1

 

HECLA ANNOUNCES PRICING OF SENIOR NOTES OFFERING

 

FOR IMMEDIATE RELEASE

February 13, 2020

 

COEUR D’ALENE, IDAHO -- Hecla Mining Company (NYSE:HL) today announced that it has priced its previously announced public offering of senior notes (the “Offering”). The Company has agreed to sell $475.0 million aggregate principal amount of 7.250% Senior Notes due 2028 (the “Notes”). The Offering is expected to close on February 19, 2020, subject to customary closing conditions.

 

The Notes will pay interest semi-annually in arrears at a rate of 7.250% per year and will mature on February 15, 2028, unless earlier redeemed or repurchased. The Notes will be fully and unconditionally guaranteed by certain of the Company’s subsidiaries. The Company intends to use the net proceeds from the Offering, together with cash on hand, to redeem all of its outstanding 6.875% Senior Notes due 2021 (the “2021 Notes”) and to pay fees and expenses in connection with the Offering and the redemption of the 2021 Notes.

 

J.P. Morgan Securities LLC is acting as the book-running manager for the offering. The offering of the Notes is being made pursuant to an effective shelf registration statement filed with the U.S. Securities and Exchange Commission. The offering will be made only by means of a prospectus supplement and the accompanying prospectus. Copies of the prospectus supplement and the accompanying prospectus may be obtained by calling J.P. Morgan Securities LLC collect at (866)-803-9204 or writing to J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717.

 

This news release does not constitute an offer to sell or a solicitation of an offer to purchase the Notes, the 2021 Notes, or any other securities, and does not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. In addition, this news release does not constitute a notice of redemption for purposes of the 2021 Notes.

 

ABOUT HECLA

 

Founded in 1891, Hecla Mining Company (NYSE:HL) is a leading low-cost U.S. silver producer with operating mines in Alaska, Idaho and Mexico, and is a growing gold producer with operating mines in Nevada and Quebec, Canada. The Company also has exploration and pre-development properties in eight world-class silver and gold mining districts in the U.S., Canada and Mexico, and an exploration office and investments in early-stage silver exploration projects in Canada.

 

 

Hecla Mining Company ● 1-800-432-5291 ● [email protected] 1
 

 

 

Cautionary Statements Regarding Forward Looking Statements

 

This news release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbor created by such sections and other applicable laws, including Canadian securities laws. Such forward-looking statements or forward-looking information include without limitation, statements regarding the Company’s intentions, expectations or beliefs regarding (i) the Company’s intention to consummate the offer and sale of the Notes and (ii) the Company’s intention to use the proceeds of the Offering, together with cash on hand, to redeem the 2021 Notes, to pay the redemption price to redeem the 2021 Notes, and to pay related fees and expenses in connection with the offering and the redemption of the 2021 Notes. Forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those projected, anticipated, expected or implied. These risks and uncertainties include, but are not limited to, adverse conditions in the United States or global capital markets, other adverse conditions in the United States or global economy, metals price volatility, volatility of metals production and costs, litigation, regulatory and environmental risks, operating risks, project development risks, political risks, labor issues, ability to raise financing and exploration risks and results; including that mineral resources are not mineral reserves, they do not have demonstrated economic viability and there is no certainty that they can be upgraded to mineral reserves through continued exploration, and with respect to Hecla’s non-operating and exploration properties, that few properties that are explored are ultimately developed into producing mines. Refer to the Company’s Form 10-K and 10-Q reports for a more detailed discussion of factors that may impact expected future results. The Company undertakes no obligation and has no intention of updating forward-looking statements other than as may be required by law.

 

For further information, please contact:

 

Mike Westerlund

Vice President, Investor Relations

800-HECLA91 (800-432-5291)

Email: [email protected]

Website: www.hecla-mining.com

 

 

Hecla Mining Company ● 1-800-432-5291 ● [email protected] 2

 

 

 

 

 

 

 

 

 

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