☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware |
77-0664171 | |
State or Other Jurisdiction of Incorporation or Organization |
I.R.S. Employer Identification No. | |
6500 Mineral Drive, Suite 200 Coeur d’Alene, Idaho |
83815-9408 | |
Address of Principal Executive Offices |
Zip Code |
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 |
Large accelerated filer | ☒ | Accelerated filer | ☐ | |||
Non-accelerated filer |
☐ | Smaller reporting company | ☐ | |||
Emerging growth company | ☐ |
Class |
Shares Outstanding November 4, 2022 | |
Common stock, par value $0.25 per share |
606,270,618 |
Page | ||||
4 | ||||
5 | ||||
6 | ||||
7 | ||||
9 | ||||
23 | ||||
60 | ||||
61 | ||||
61 | ||||
61 | ||||
62 | ||||
62 | ||||
64 |
* | Items 2, 3 and 5 of Part II are omitted as they are not applicable. |
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, 2022 |
September 30, 2021 |
September 30, 2022 |
September 30, 2021 |
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Sales |
$ | 146,339 | $ | 193,560 | $ | 524,080 | $ | 622,395 | ||||||||
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Cost of sales and other direct production costs |
104,900 | 112,542 | 326,579 | 318,917 | ||||||||||||
Depreciation, depletion and amortization |
32,992 | 45,790 | 106,362 | 138,918 | ||||||||||||
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Total cost of sales |
137,892 | 158,332 | 432,941 | 457,835 | ||||||||||||
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Gross profit |
8,447 | 35,228 | 91,139 | 164,560 | ||||||||||||
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Other operating expenses: |
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General and administrative |
11,003 | 8,874 | 28,989 | 27,985 | ||||||||||||
Exploration and pre-development |
15,128 | 17,108 | 39,136 | 35,039 | ||||||||||||
Care and maintenance costs |
5,092 | 6,910 | 16,539 | 17,014 | ||||||||||||
Provision for closed operations and environmental matters |
1,781 | 7,564 | 4,154 | 12,297 | ||||||||||||
Other operating expense |
902 | 3,344 | 5,310 | 10,626 | ||||||||||||
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Total other operating expenses |
33,906 | 43,800 | 94,128 | 102,961 | ||||||||||||
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(Loss) income from operations |
(25,459 | ) | (8,572 | ) | (2,989 | ) | 61,599 | |||||||||
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Other income (expense): |
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Interest expense |
(10,874 | ) | (10,469 | ) | (31,785 | ) | (31,484 | ) | ||||||||
Fair value adjustments, net |
(4,240 | ) | 9,287 | (14,703 | ) | (10,651 | ) | |||||||||
Net foreign exchange gain |
5,667 | 3,995 | 8,111 | 24 | ||||||||||||
Other income (expense) |
1,853 | 247 | 4,828 | (192 | ) | |||||||||||
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Total other (expense) income |
(7,594 | ) | 3,060 | (33,549 | ) | (42,303 | ) | |||||||||
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(Loss) income before income and mining taxes |
(33,053 | ) | (5,512 | ) | (36,538 | ) | 19,296 | |||||||||
Income and mining tax benefit |
9,527 | 4,533 | 3,642 | 3,924 | ||||||||||||
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Net (loss) income |
(23,526 | ) | (979 | ) | (32,896 | ) | 23,220 | |||||||||
Preferred stock dividends |
(138 | ) | (138 | ) | (414 | ) | (414 | ) | ||||||||
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(Loss) income applicable to common stockholders |
$ | (23,664 | ) | $ | (1,117 | ) | $ | (33,310 | ) | $ | 22,806 | |||||
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Comprehensive income (loss): |
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Net (loss) income |
$ | (23,526 | ) | $ | (979 | ) | $ | (32,896 | ) | $ | 23,220 | |||||
Change in fair value of derivative contracts designated as hedge transactions |
(12,692 | ) | (6,267 | ) | 19,491 | (2,815 | ) | |||||||||
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Comprehensive (loss) income |
$ | (36,218 | ) | $ | (7,246 | ) | $ | (13,405 | ) | $ | 20,405 | |||||
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Basic (loss) income per common share after preferred dividends |
$ | (0.04 | ) | $ | — | $ | (0.06 | ) | $ | 0.04 | ||||||
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Diluted (loss) income per common share after preferred dividends |
$ | (0.04 | ) | $ | — | $ | (0.06 | ) | $ | 0.04 | ||||||
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Weighted average number of common shares outstanding – basic |
554,531 | 536,966 | 544,000 | 535,542 | ||||||||||||
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Weighted average number of common shares outstanding – diluted |
554,531 | 536,966 | 544,000 | 541,769 | ||||||||||||
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Cash dividends declared per common share |
$ | 0.00625 | $ | 0.01 | $ | 0.0125 | $ | 0.02 | ||||||||
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Nine Months Ended | ||||||||
September 30, 2022 |
September 30, 2021 |
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Operating activities: |
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Net (loss) income |
$ | (32,896 | ) | $ | 23,220 | |||
Non-cash elements included in net (loss) income: |
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Depreciation, depletion and amortization |
106,743 | 139,800 | ||||||
Write-down of inventory |
2,159 | 6,524 | ||||||
Fair value adjustments, net |
3,486 | (7,978 | ) | |||||
Provision for reclamation and closure costs |
4,789 | 7,821 | ||||||
Stock compensation |
4,298 | 4,774 | ||||||
Deferred income taxes |
(17,828 | ) | (17,886 | ) | ||||
Foreign exchange (gain) loss |
(8,353 | ) | 615 | |||||
Other non-cash items, net |
2,454 | 1,167 | ||||||
Change in assets and liabilities: |
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Accounts receivable |
34,788 | (3,798 | ) | |||||
Inventories |
(19,472 | ) | 22,372 | |||||
Other current and non-current assets |
(3,420 | ) | 1,650 | |||||
Accounts payable, accrued and other current liabilities |
(21,708 | ) | (14,689 | ) | ||||
Accrued payroll and related benefits |
1,679 | (1,829 | ) | |||||
Accrued taxes |
(2,652 | ) | 2,730 | |||||
Accrued reclamation and closure costs and other non-current liabilities |
(297 | ) | 2,489 | |||||
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Cash provided by operating activities |
53,770 | 166,982 | ||||||
Investing activities: |
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Additions to properties, plants, equipment and mineral interests |
(93,237 | ) | (80,210 | ) | ||||
Change in restricted cash |
2,011 | — | ||||||
Proceeds from sale of investments |
9,375 | 1,811 | ||||||
Proceeds from disposition of properties, plants and equipment |
748 | 562 | ||||||
Purchases of investments |
(30,540 | ) | — | |||||
Acquisitions, net |
8,952 | — | ||||||
Pre-acquisition advance to Alexco |
(25,000 | ) | — | |||||
Purchase of carbon credits |
— | (200 | ) | |||||
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Net cash used in investing activities |
(127,691 | ) | (78,037 | ) | ||||
Financing activities: |
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Proceeds from sale of common stock, net |
4,542 | — | ||||||
Acquisition of treasury stock |
(3,677 | ) | (4,525 | ) | ||||
Dividends paid to common and preferred stockholders |
(10,549 | ) | (17,169 | ) | ||||
Credit facility fees paid |
(517 | ) | (108 | ) | ||||
Draw on revolving credit facility |
25,000 | — |
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Repayments of finance leases |
(5,222 | ) | (5,598 | ) | ||||
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Net cash provided by (used in) financing activities |
9,577 | (27,400 | ) | |||||
Effect of exchange rates on cash |
(804 | ) | (471 | ) | ||||
Net (decrease) increase in cash, cash equivalents and restricted cash |
(65,148 | ) | 61,074 | |||||
Cash, cash equivalents and restricted cash at beginning of period |
211,063 | 130,883 | ||||||
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Cash, cash equivalents and restricted cash at end of period |
$ | 145,915 | $ | 191,957 | ||||
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Supplemental disclosure of cash flow information: |
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Cash paid for interest |
$ | 37,179 | $ | 37,173 | ||||
Cash paid for income and mining taxes, net |
$ | 13,061 | $ | 10,299 | ||||
Significant non-cash investing and financing activities: |
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Addition of finance lease obligations and right-of-use |
$ | 9,692 | $ | 4,006 | ||||
Common stock issued to Alexco Resource Corp. shareholders |
$ | 68,733 | $ | — | ||||
Common stock issued to settle acquired silver stream |
$ | 135,000 | $ | — | ||||
Common stock issued to pension plans |
$ | 5,570 | $ | 22,250 |
Three Months Ended September 30, 2022 |
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Series B Preferred Stock |
Common Stock |
Capital Surplus |
Accumulated Deficit |
Accumulated Other Comprehensive Income (Loss), net |
Treasury Stock |
Total |
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Balances, July 1, 2022 |
$ | 39 | $ | 137,241 | $ | 2,043,621 | $ | (370,048 | ) | $ | 3,727 | $ | (31,698 | ) | $ | 1,782,882 | ||||||||||||
Net loss |
— | — | — | (23,526 | ) | — | — | (23,526 | ) | |||||||||||||||||||
Common stock issued to Alexco Resource Corp. shareholders (17,992,875 shares) |
— | 4,498 | 64,235 | — | — | — | 68,733 | |||||||||||||||||||||
Common stock issued to settle the acquired silver stream (34,800,990 shares) |
— | 8,700 | 126,300 | — | — | — | 135,000 | |||||||||||||||||||||
Common stock issued for 401(k) match (422,860 shares) |
— | 106 | 1,472 | — | — | — | 1,578 | |||||||||||||||||||||
Common stock issued under ATM program, net (1,176,861 shares) |
— | 294 | 4,248 | — | — | — | 4,542 | |||||||||||||||||||||
Common stock dividends declared (0.0625 cents per common share) |
— | — | — | (3,384 | ) | — | — | (3,384 | ) | |||||||||||||||||||
Series B Preferred Stock dividends declared (87.5 cents per share) |
— | — | — | (138 | ) | — | — | (138 | ) | |||||||||||||||||||
Restricted stock units granted |
— | — | 1,773 | — | — | — | 1,773 | |||||||||||||||||||||
Other comprehensive loss |
— | — | — | — | (12,692 | ) | — | (12,692 | ) | |||||||||||||||||||
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Balances, September 30, 2022 |
$ | 39 | $ | 150,839 | $ | 2,241,649 | $ | (397,096 | ) | $ | (8,965 | ) | $ | (31,698 | ) | $ | 1,954,768 | |||||||||||
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Three Months Ended September 3 0 , 2021 |
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Series B Preferred Stock |
Common Stock |
Capital Surplus |
Accumulated Deficit |
Accumulated Other Comprehensive Income (Loss), net |
Treasury Stock |
Total | ||||||||||||||||||||||
Balances, July 1, 2021 |
$ | 39 | $ | 136,065 | $ | 2,024,645 | $ | (354,866 | ) | $ | (29,437 | ) | $ | (28,021 | ) | $ | 1,748,425 | |||||||||||
Net loss |
— | — | — | (979 | ) | — | — | (979 | ) | |||||||||||||||||||
Restricted stock units granted |
— | — | 1,472 | — | — | — | 1,472 | |||||||||||||||||||||
Common stock dividends declared (1.125 cents per common share) |
— | — | — | (6,040 | ) | — | — | (6,040 | ) | |||||||||||||||||||
Series B Preferred Stock dividends declared (87.5 cents per share) |
— | — | — | (138 | ) | — | — | (138 | ) | |||||||||||||||||||
Common stock issued for 401(k) match (141,000 shares) |
— | 35 | 1,017 | — | — | — | 1,052 | |||||||||||||||||||||
Common stock issued to pension plans (1,000,000 shares) |
— | 250 | 5,200 | — | — | — | 5,450 | |||||||||||||||||||||
Other comprehensive loss |
— | — | — | — | (6,267 | ) | — | (6,267 | ) | |||||||||||||||||||
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Balances, September 30, 2021 |
$ | 39 | $ | 136,350 | $ | 2,032,334 | $ | (362,023 | ) | $ | (35,704 | ) | $ | (28,021 | ) | $ | 1,742,975 | |||||||||||
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Nine Months Ended September 30, 2022 |
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Series B Preferred Stock |
Common Stock |
Capital Surplus |
Accumulated Deficit |
Accumulated Other Comprehensive Income (Loss), net |
Treasury Stock |
Total |
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Balances, January 1, 2022 |
$ | 39 | $ | 136,391 | $ | 2,034,485 | $ | (353,651 | ) | $ | (28,456 | ) | $ | (28,021 | ) | $ | 1,760,787 | |||||||||||
Net loss |
— | — | — | (32,896 | ) | — | — | (32,896 | ) | |||||||||||||||||||
Restricted stock units granted |
— | — | 3,881 | — | — | — | 3,881 | |||||||||||||||||||||
Restricted stock units and performance stock units distributed (1,789,042 shares) |
— | 447 | (447 | ) | — | — | (3,677 | ) | (3,677 | ) | ||||||||||||||||||
Common stock issued for 401(k) match (321,110 shares) |
— | 186 | 3,283 | — | — | — | 3,469 | |||||||||||||||||||||
Common stock issued to directors (98,310 shares) |
— | 25 | 392 | — | — | — | 417 | |||||||||||||||||||||
Common stock issued to pension plans (1,190,000 shares) |
— | 298 | 5,272 | — | — | — | 5,570 | |||||||||||||||||||||
Common stock issued to Alexco Resource Corp. shareholders (17,992,875 shares) |
— | 4,498 | 64,235 | — | — | — | 68,733 | |||||||||||||||||||||
Common stock issued to settle the acquired silver stream (34,800,990) |
— | 8,700 | 126,300 | — | — | — | 135,000 | |||||||||||||||||||||
Common stock issued under ATM program, net (1,176,861 shares) |
—— — |
294 | 4,248 | — |
— |
— |
4,542 | |||||||||||||||||||||
Common stock dividends declared (1.25 cents per common share) |
— | — | — | (10,135 | ) | — | — | (10,135 | ) | |||||||||||||||||||
Series B Preferred Stock dividends declared ($2.625 per share) |
— | — | — | (414 | ) | — | — | (414 | ) | |||||||||||||||||||
Other comprehensive income |
— | — | — | — | 19,491 | — | 19,491 | |||||||||||||||||||||
Balances, September 30, 2022 |
$ | 39 | $ | 150,839 | $ | 2,241,649 | $ | (397,096 | ) | $ | (8,965 | ) | $ | (31,698 | ) | $ | 1,954,768 | |||||||||||
Nine Months Ended September 30, 2021 | ||||||||||||||||||||||||||||
Series B Preferred Stock |
Common Stock |
Capital Surplus |
Accumulated Deficit |
Accumulated Other Comprehensive Income (Loss), net |
Treasury Stock |
Total | ||||||||||||||||||||||
Balances, January 1, 2021 |
$ | 39 | $ | 134,629 | $ | 2,003,576 | $ | (368,074 | ) | $ | (32,889 | ) | $ | (23,496 | ) | $ | 1,713,785 | |||||||||||
Net income |
— | — | — | 23,220 | — | — | 23,220 | |||||||||||||||||||||
Restricted stock units granted |
— | — | 2,930 | — | — | — | 2,930 | |||||||||||||||||||||
Restricted stock units distributed (1,653,000 shares) |
— | 413 | (413 | ) | — | — | (4,525 | ) | (4,525 | ) | ||||||||||||||||||
Common stock dividends declared (3.125 cents per common share) |
— | — | — | (16,755 | ) | — | — | (16,755 | ) | |||||||||||||||||||
Series B Preferred Stock dividends declared ($2.625 per share) |
— | — | — | (414 | ) | — | — | (414 | ) | |||||||||||||||||||
Common stock issued for 401(k) match (524,000 shares) |
— | 131 | 3,324 | — | — | — | 3,455 | |||||||||||||||||||||
Common stock issued to pension plans (4,500,000 shares) |
— | 1,125 | 21,125 | — | — | — | 22,250 | |||||||||||||||||||||
Common stock issued to directors (207,000 shares) |
— | 52 | 1,792 | — | — | — | 1,844 | |||||||||||||||||||||
Other comprehensive loss |
— | — | — | — | (2,815 | ) | — | (2,815 | ) | |||||||||||||||||||
Balances, September 30, 2021 |
$ | 39 | $ | 136,350 | $ | 2,032,334 | $ | (362,023 | ) | $ | (35,704 | ) | $ | (28,021 | ) | $ | 1,742,975 | |||||||||||
Note 1. |
Basis of Preparation of Financial Statements |
Note 2. |
Business Segments and Sales of Products |
Three Months Ended September 30, |
Nine Months Ended September 30, |
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2022 | 2021 | 2022 | 2021 | |||||||||||||
Net sales to unaffiliated customers: |
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Greens Creek |
$ | 60,875 | $ | 84,806 | $ | 239,688 | $ | 296,978 | ||||||||
Lucky Friday |
28,460 | 29,783 | 102,380 | 98,550 | ||||||||||||
Casa Berardi |
56,939 | 56,065 | 181,679 | 185,098 | ||||||||||||
Nevada Operations |
— | 22,906 | 268 | 41,593 | ||||||||||||
Other |
65 | — | 65 | 176 | ||||||||||||
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$ | 146,339 | $ | 193,560 | $ | 524,080 | $ | 622,395 | |||||||||
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Income (loss) from operations: |
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Greens Creek |
$ | 1,378 | $ | 26,572 | $ | 63,768 | $ | 127,605 | ||||||||
Lucky Friday |
4,269 | 6,187 | 18,568 | 24,247 | ||||||||||||
Casa Berardi |
(5,226 | ) | (6,233 | ) | (8,497 | ) | 4,944 | |||||||||
Nevada Operations |
(8,917 | ) | (12,077 | ) | (30,879 | ) | (35,558 | ) | ||||||||
Other |
(16,963 | ) | (23,021 | ) | (45,949 | ) | (59,639 | ) | ||||||||
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$ | (25,459 | ) | $ | (8,572 | ) | $ | (2,989 | ) | $ | 61,599 | ||||||
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September 30, 2022 |
December 31, 2021 |
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Identifiable assets: |
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Greens Creek |
$ | 594,811 | $ | 589,944 | ||||
Lucky Friday |
534,114 | 516,545 | ||||||
Casa Berardi |
692,833 | 701,868 | ||||||
Nevada Operations |
467,532 | 468,985 | ||||||
Other |
645,339 | 451,466 | ||||||
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$ | 2,934,629 | $ | 2,728,808 | |||||
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Three Months Ended September 30, |
Nine Months Ended September 30, |
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2022 | 2021 | 2022 | 2021 | |||||||||||||
Silver |
$ | 45,924 | $ | 61,890 | $ | 182,306 | $ | 232,414 | ||||||||
Gold |
69,289 | 94,984 | 228,475 | 282,471 | ||||||||||||
Lead |
16,033 | 18,082 | 56,912 | 56,198 | ||||||||||||
Zinc |
28,051 | 30,273 | 94,865 | 89,501 | ||||||||||||
Less: Smelter and refining charges |
(13,023 | ) | (11,669 | ) | (38,543 | ) | (38,189 | ) | ||||||||
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$ | 146,274 | $ | 193,560 | $ | 524,015 | $ | 622,395 | |||||||||
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Note 3. |
Income and Mining Taxes |
Three Months Ended September 30, |
Nine Months Ended September 30, |
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2022 |
2021 |
2022 |
2021 |
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Current: | ||||||||||||||||
Domestic |
$ | 253 | $ | (2,176 | ) | $ | (2,296 | ) | $ | (7,489 | ) | |||||
Foreign |
(1,085 | ) | (1,578 | ) | (4,172 | ) | (4,690 | ) | ||||||||
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Total current income and mining tax provision |
(832 | ) | (3,754 | ) | (6,468 | ) | (12,179 | ) | ||||||||
Deferred: | ||||||||||||||||
Domestic |
8,156 | 3,213 | 915 | 8,226 | ||||||||||||
Foreign |
2,203 | 5,074 | 9,195 | 7,877 | ||||||||||||
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Total deferred income and mining tax benefit |
10,359 | 8,287 | 10,110 | 16,103 | ||||||||||||
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Total income and mining tax benefit (provision) |
$ | 9,527 | $ | 4,533 | $ | 3,642 | $ | 3,924 | ||||||||
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Note 4. |
Employee Benefit Plans |
Three Months Ended September 30, |
Nine Months Ended September 30, |
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2022 | 2021 | 2022 | 2021 | |||||||||||||
Service cost |
$ | 1,566 | $ | 1,455 | $ | 4,697 | $ | 4,365 | ||||||||
Interest cost |
1,369 | 1,248 | 4,107 | 3,744 | ||||||||||||
Expected return on plan assets |
(3,363 | ) | (2,313 | ) | (10,089 | ) | (6,939 | ) | ||||||||
Amortization of prior service cost |
128 | 99 | 384 | 297 | ||||||||||||
Amortization of net loss |
512 | 1,125 | 1,537 | 3,375 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net periodic pension cost |
$ | 212 | $ | 1,614 | $ | 636 | $ | 4,842 | ||||||||
|
|
|
|
|
|
|
|
Note 5. |
(Loss) Income Per Common Share |
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2022 |
2021 |
2022 |
2021 |
|||||||||||||
Numerator |
||||||||||||||||
Net (loss) income |
$ | (23,526 | ) | $ | (979 | ) | $ | (32,896 | ) | $ | 23,220 | |||||
Preferred stock dividends |
(138 | ) | (138 | ) | (414 | ) | (414 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net (loss) income applicable to common shares |
$ | (23,664 | ) | $ | (1,117 | ) | $ | (33,310 | ) | $ | 22,806 | |||||
|
|
|
|
|
|
|
|
|||||||||
Denominator |
||||||||||||||||
Basic weighted average common shares |
554,531 | 536,966 | 544,000 | 535,542 | ||||||||||||
Dilutive restricted stock units, warrants and deferred shares |
— | — | — | 6,227 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Diluted weighted average common shares |
554,531 | 536,966 | 544,000 | 541,769 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Basic (loss) income per common share |
$ |
(0.04 |
) |
$ |
— |
$ |
(0.06 |
) |
$ |
0.04 |
||||||
Diluted (loss) income per common share |
$ |
(0.04 |
) |
$ |
— |
$ |
(0.06 |
) |
$ |
0.04 |
Note 6. |
Stockholders’ Equity |
Grant date | Award type | Number granted | Grant date fair value | |||
June 21, 2022 | Restricted stock | 1,103,801 | $ 4.43 | |||
June 21, 2022 | Performance based | 322,799 | $ 3.78 | |||
June 28, 2022 | Directors retainer | 98,310 | $ 4.24 | |||
September 30, 2022 | Restricted stock | 121,826 | $ 3.94 |
Quarter | Realized Silver Price | Silver-linked component |
Minimum component | Total dividend per share | ||||
First |
$24.68 | $0.0025 | $0.00375 | $0.00625 | ||||
Second |
$20.68 | $0.0025 | $0.00375 | $0.00625 |
Note 7. |
Debt, Credit Facility and Leases |
September 30, 2022 |
||||||||||||
Senior Notes |
IQ Notes |
Total |
||||||||||
Principal |
$ | 475,000 | $ | 35,194 | $ | 510,194 | ||||||
Unamortized discount/premium and issuance costs |
(4,868 | ) | 419 | (4,449 | ) | |||||||
|
|
|
|
|
|
|||||||
Long-term debt balance |
$ | 470,132 | $ | 35,613 | $ | 505,745 | ||||||
|
|
|
|
|
|
December 31, 2021 |
||||||||||||
Senior Notes |
IQ Notes |
Total |
||||||||||
Principal |
$ | 475,000 | $ | 38,051 | $ | 513,051 | ||||||
Unamortized discount/premium and issuance costs |
(5,552 | ) | 596 | (4,956 | ) | |||||||
|
|
|
|
|
|
|||||||
Long-term debt balance |
$ | 469,448 | $ | 38,647 | $ | 508,095 | ||||||
|
|
|
|
|
|
Twelve-month period ending September 30, |
Senior Notes |
IQ Notes |
Finance Leases |
Operating Leases |
||||||||||||
2023 |
$ | 34,438 | $ | 2,293 | $ | 9,296 | $ | 3,101 | ||||||||
2024 |
34,438 | 2,293 | 7,206 | 1,565 | ||||||||||||
2025 |
34,438 | 36,964 | 3,779 | 1,065 | ||||||||||||
2026 |
34,438 | 1,980 | 1,060 | |||||||||||||
2027 |
34,438 | — | 37 |
979 | ||||||||||||
Thereafter |
487,914 | — | — | 5,878 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | 660,104 | $ | 41,550 | $ | 22,298 | $ | 13,648 | ||||||||
|
|
|
|
|
|
|
|
Note 8. |
Derivative Instruments |
September 30, |
December 31, |
|||||||
Balance sheet line item: |
2022 |
2021 |
||||||
Current derivatives assets |
$ | 0.3 | $ | 2.7 | ||||
Non-current derivatives assets |
0.3 | 2.5 | ||||||
Current derivatives liabilities |
5.8 | — | ||||||
Non-current derivatives liabilities |
5.6 | — |
• | changes in prices of silver, gold, zinc and lead contained in our concentrate shipments between the time of shipment and final settlement; and |
• | changes in prices of zinc and lead (but not silver and gold) contained in our forecasted future concentrate shipments. |
September 30, 2022 |
Ounces/pounds under contract (in 000’s) |
Average price per ounce/pound |
||||||||||||||||||||||||||||||
Silver |
Gold |
Zinc |
Lead |
Silver |
Gold |
Zinc |
Lead |
|||||||||||||||||||||||||
(ounces) |
(ounces) |
(pounds) |
(pounds) |
(ounces) |
(ounces) |
(pounds) |
(pounds) |
|||||||||||||||||||||||||
Contracts on provisional sales |
||||||||||||||||||||||||||||||||
2022 settlements |
2,235 | 1,840 | 18,739 | 14,991 | $ | 19.54 | $ | 1,760 | $ | 1.30 | $ | 0.96 | ||||||||||||||||||||
Contracts on forecasted sales |
||||||||||||||||||||||||||||||||
2022 settlements |
2,235 | 1,840 | 8,763 | 1,984 | N/A | N/A | $ | 1.32 | $ | 0.97 | ||||||||||||||||||||||
2023 settlements |
— | — | 71,209 | 75,618 | N/A | N/A | $ | 1.30 | $ | 1.00 | ||||||||||||||||||||||
2024 settlements |
— | — | 78,760 | 31,526 | N/A | N/A | $ | 1.34 | $ | 1.00 | ||||||||||||||||||||||
2025 settlements |
— | — | 2,480 | — | N/A | N/A | $ | 1.33 | N/A |
December 31, 2021 |
Ounces/pounds under contract (in 000’s) |
Average price per ounce/pound |
||||||||||||||||||||||||||||||
Silver |
Gold |
Zinc |
Lead |
Silver |
Gold |
Zinc |
Lead |
|||||||||||||||||||||||||
(ounces) |
(ounces) |
(pounds) |
(pounds) |
(ounces) |
(ounces) |
(pounds) |
(pounds) |
|||||||||||||||||||||||||
Contracts on provisional sales |
||||||||||||||||||||||||||||||||
2022 settlements |
1,814 | 6 | 13,371 | 4,575 | $ | 23.02 | $ | 1,812 | $ | 1.39 | $ | 0.96 | ||||||||||||||||||||
Contracts on forecasted sales |
||||||||||||||||||||||||||||||||
2022 settlements |
— | — | 57,706 | 59,194 | N/A | N/A | $ | 1.28 | $ | 0.98 | ||||||||||||||||||||||
2023 settlements |
— | — | 76,280 | 71,650 | N/A | N/A | $ | 1.29 | $ | 1.00 |
September 30, 2022 |
December 31, 2021 |
|||||||||||||||||||||||
Balance sheet line item: | Contracts in an asset position |
Contracts in a liability position |
Net asset (liability) |
Contracts in an asset position |
Contracts in a liability position |
Net asset (liability) |
||||||||||||||||||
Current derivatives assets |
$ | 6.9 | $ | — | $ | 6.9 | $ | — | $ | — | $ | — | ||||||||||||
Non-current derivatives assets |
$ | 20.5 | $ | — | 20.5 | $ | — | $ | — | $ | — | |||||||||||||
Current derivatives liabilities |
— | — | — | 0.7 | (20.1 | ) | (19.4 | ) | ||||||||||||||||
Non-current derivatives liabilities |
— | — | — | 0.4 | (18.9 | ) | (18.5 | ) |
Note 9. |
Fair Value Measurement |
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2022 |
2021 |
2022 |
2021 |
|||||||||||||
(Loss) gain on derivative contracts |
$ | 873 | $ | 12,148 | $ | (20) | $ | (4,692 | ) | |||||||
Unrealized loss on investments in equity securities |
(5,110 | ) | (2,861 | ) | (14,749 | ) | (7,117 | ) | ||||||||
(Loss) gain on disposition or exchange of investments |
(3 | ) | — | 66 | 1,158 | |||||||||||
Total fair value adjustments, net |
$ | (4,240 | ) | $ | 9,287 | $ | (14,703 | ) | $ | (10,651 | ) | |||||
Description |
Balance at September 30, 2022 |
Balance at December 31, 2021 |
Input Hierarchy Level |
|||||||||
Assets: |
||||||||||||
Cash and cash equivalents: |
||||||||||||
Money market funds and other bank deposits |
$ | 144,669 | $ | 210,010 | Level 1 | |||||||
Current and non-current investments |
||||||||||||
Equity securities |
13,299 | 14,470 | Level 1 | |||||||||
Trade accounts receivable: |
||||||||||||
Receivables from provisional concentrate sales |
12,477 | 36,437 | Level 2 | |||||||||
Restricted cash balances: |
||||||||||||
Certificates of deposit and other deposits |
1,246 | 1,053 | Level 1 | |||||||||
Derivative contracts – current and non-current derivatives assets: |
||||||||||||
Foreign exchange contracts |
591 | 5,207 | Level 2 | |||||||||
Metal forward and put option contracts |
27,393 | — | Level 2 | |||||||||
Total assets |
$ | 199,675 | $ | 267,177 | ||||||||
Liabilities: |
||||||||||||
Derivative contracts – current derivatives liabilities and other non-current liabilities: |
||||||||||||
Foreign exchange contracts |
$ | 11,334 | $ | 8 | Level 2 | |||||||
Metal forward and put option contracts |
— | 37,873 | Level 2 | |||||||||
Total liabilities |
$ | 11,334 | $ | 37,881 | ||||||||
Note 10. |
Commitments, Contingencies and Obligations |
Note |
11. Developments in Accounting Pronouncements |
• | Produced 3.6 million ounces of silver and 44,747 ounces of gold. See Consolidated Results of Operations by-product credits, per silver and gold ounce for the three-month periods ended September 30, 2022 and 2021. |
• | Continued mitigation of the impacts of COVID-19 through refinement of our operational plans and procedures to protect our workforce, operations and communities while maintaining liquidity. |
• | Reported sales of $146.3 million. |
• | Made capital expenditures (excluding lease additions and other non-cash items) of approximately $37.4 million, including $7.0 million at Greens Creek, $16.1 million at Lucky Friday, $10.8 million at Casa Berardi. |
• | Returned $3.5 million to our stockholders through payment of dividends. |
• | Spent $15.1 million on exploration and pre-development activities. |
• | Produced 10.5 million ounces of silver and 132,108 ounces of gold. See Consolidated Results of Operations by-product credits, per silver and gold ounce for the nine-month periods ended September 30, 2022 and 2021. |
• | Continued our trend of strong safety performance, as our All Injury Frequency Rate (“AIFR”) for the year to date was 1.3, 38% below the U.S. national average for MSHA’s “metal and nonmetal” category and 10% below our AIFR of 1.45 for the full year of 2021. |
• | Continued mitigation of the impacts of COVID-19 through refinement of our operational plans and procedures to protect our workforce, operations and communities while maintaining liquidity. |
• | Reported sales of $524.1 million. |
• | Generated $53.8 million in net cash provided by operating activities. See the Financial Liquidity and Capital Resources |
• | Made capital expenditures (excluding lease additions and other non-cash items) of approximately $93.2 million, including $24.7 million at Greens Creek, $37.3 million at Lucky Friday, $26.7 million at Casa Berardi, $3.8 million at Corporate and Other. |
• | Returned $10.5 million to our stockholders through payment of dividends. |
• | Spent $39.1 million on exploration and pre-development activities. |
• | executing value enhancing transactions, such as with the recently consummated Alexco acquisition; |
• | advancing the development of the Keno Hill mine with the anticipation of commencement of production before the end of 2023; |
• | rapidly responding to the threats from the COVID-19 pandemic to protect our workforce, operations and communities while maintaining liquidity; |
• | operating our properties safely, in an environmentally responsible and cost-effective manner; |
• | maintaining and investing in exploration and pre-development projects in the vicinities of eleven mining districts and projects we believe to be under-explored and under-invested: Greens Creek on Alaska’s Admiralty Island located near |
Juneau; North Idaho’s Silver Valley in the historic Coeur d’Alene Mining District; the silver-producing district near Durango, Mexico; in the vicinity of our Casa Berardi mine and the Heva-Hosco project in the Abitibi region of northwestern Quebec, Canada; our projects located in two districts in Nevada; our projects in northwestern Montana; the Creede district of southwestern Colorado; the Kinskuch project in British Columbia, Canada; and the Republic mining district in Washington state; |
• | improving operations at each of our mines, which includes incurring costs for new technologies and equipment; |
• | expanding our proven and probable reserves, mineral resources and production capacity at our properties; |
• | conducting our business with financial stewardship to preserve our financial position in varying metals price and operational environments; |
• | advancing permitting of our Montana assets; and |
• | continuing to seek opportunities to acquire and invest in mining and exploration properties and companies. |
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
(in thousands) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
Silver |
$ | 45,924 | $ | 61,890 | $ | 182,306 | $ | 232,414 | ||||||||
Gold |
69,289 | 94,984 | 228,475 | 282,471 | ||||||||||||
Lead |
16,033 | 18,082 | 56,912 | 56,198 | ||||||||||||
Zinc |
28,051 | 30,273 | 94,865 | 89,501 | ||||||||||||
Less: smelter charges |
(13,023 | ) | (11,669 | ) | (38,543 | ) | (38,189 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Sales of products |
$ | 146,274 | $ | 193,560 | $ | 524,015 | $ | 622,395 | ||||||||
|
|
|
|
|
|
|
|
(in thousands) | Silver |
Gold |
Base metals |
Less: smelter and refining charges |
Total sales of products |
|||||||||||||||
Three months ended September 30, 2021 |
$ | 61,890 | $ | 94,984 | $ | 48,355 | $ | (11,669 | ) | $ | 193,560 | |||||||||
Variances - 2022 versus 2021: |
||||||||||||||||||||
Price |
(13,459 | ) | (3,125 | ) | (3,637 | ) | (1,475 | ) | (21,696 | ) | ||||||||||
Volume |
(2,134 | ) | (22,570 | ) | (634 | ) | 162 | (25,176 | ) | |||||||||||
Smelter terms |
(373 | ) | — | — | (41 | ) | (414 | ) | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Three months ended September 30, 2022 |
$ | 45,924 | $ | 69,289 | $ | 44,084 | $ | (13,023 | ) | $ | 146,274 | |||||||||
|
|
|
|
|
|
|
|
|
|
(in thousands) | Silver |
Gold |
Base metals |
Less: smelter and refining charges |
Total sales of products |
|||||||||||||||
Nine months ended September 30, 2021 |
$ | 232,414 | $ | 282,471 | $ | 145,699 | $ | (38,189 | ) | $ | 622,395 | |||||||||
Variances - 2022 versus 2021: |
||||||||||||||||||||
Price |
(37,682 | ) | 2,557 | 7,748 | (3,381 | ) | (30,758 | ) | ||||||||||||
Volume |
(12,335 | ) | (56,468 | ) | (1,670 | ) | 1,567 | (68,906 | ) | |||||||||||
Smelter terms |
(91 | ) | (85 | ) | — | 1,460 | 1,284 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Nine months ended September 30, 2022 |
$ | 182,306 | $ | 228,475 | $ | 151,777 | $ | (38,543 | ) | $ | 524,015 | |||||||||
|
|
|
|
|
|
|
|
|
|
• | Lower average realized prices for all metals sold during the third quarter and first nine months of 2022, except for gold and zinc for which the average realized price was higher during the nine months ended September 30, 2022 all compared to the same periods of 2021. These price variances are illustrated in the following table: |
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||||||
Silver – | London PM Fix ($/ounce) | $ | 19.22 | $ | 24.36 | $ | 21.94 | $ | 25.78 | |||||||||||
Realized price per ounce | $ | 18.30 | $ | 23.97 | $ | 21.25 | $ | 25.75 | ||||||||||||
Gold – | London PM Fix ($/ounce) | $ | 1,728 | $ | 1,789 | $ | 1,825 | $ | 1,801 | |||||||||||
Realized price per ounce | $ | 1,713 | $ | 1,792 | $ | 1,817 | $ | 1,794 | ||||||||||||
Lead – | LME Final Cash Buyer ($/pound) | $ | 0.90 | $ | 1.06 | $ | 0.98 | $ | 0.98 | |||||||||||
Realized price per pound | $ | 0.95 | $ | 1.02 | $ | 0.98 | $ | 1.00 | ||||||||||||
Zinc – | LME Final Cash Buyer ($/pound) | $ | 1.48 | $ | 1.36 | $ | 1.65 | $ | 1.31 | |||||||||||
Realized price per pound | $ | 1.23 | $ | 1.35 | $ | 1.47 | $ | 1.34 |
• | Lower quantities of all metals sold in the third quarter and first nine months of 2022 compared to 2021 (except for lead in the nine months and zinc in the three months ended September 30, 2022, respectively, due to higher production at Lucky Friday during the first nine months of 2022), primarily due to the decision to defer a silver concentrate shipment at Greens Creek to October 2022 to ensure adequate concentrate volumes for cost-effective shipping, and the non-recurrence of Nevada refractory ore processing at a third-party facility in 2021. See The Greens Creek Segment, The Lucky Friday Segment, The Casa Berardi Segment The Nevada Operations Segment |
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||||||
Silver - |
Ounces produced | 3,549,392 | 2,676,084 | 10,525,917 | 9,660,313 | |||||||||||||||
Payable ounces sold | 2,479,724 | 2,581,690 | 8,554,894 | 9,027,180 | ||||||||||||||||
Gold - |
Ounces produced | 44,747 | 42,207 | 132,173 | 153,350 | |||||||||||||||
Payable ounces sold | 40,443 | 53,000 | 125,721 | 157,454 | ||||||||||||||||
Lead - |
Tons produced | 11,600 | 9,904 | 35,794 | 32,148 | |||||||||||||||
Payable tons sold | 8,049 | 8,835 | 28,788 | 28,166 | ||||||||||||||||
Zinc - |
Tons produced | 15,859 | 15,546 | 47,571 | 48,864 | |||||||||||||||
Payable tons sold | 11,523 | 11,174 | 32,328 | 33,344 |
Silver | Gold | |||||||||||||||||||||||||||
Greens Creek |
Lucky Friday |
Other | Total Silver (2) |
Casa Berardi |
Nevada Operations |
Total Gold |
||||||||||||||||||||||
Three Months Ended September 30, 2022: |
||||||||||||||||||||||||||||
Sales |
$ | 60,875 | $ | 28,460 | $ | — | $ | 89,335 | $ | 56,939 | $ | — | $ | 56,939 | ||||||||||||||
Total cost of sales |
(52,502 | ) | (24,164 | ) | — | (76,666 | ) | (59,532 | ) | (1,623 | ) | (61,155 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Gross profit (loss) |
$ | 8,373 | $ | 4,296 | $ | — | $ | 12,669 | $ | (2,593 | ) | $ | (1,623 | ) | $ | (4,216 | ) | |||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Cash Cost per silver or gold ounce (1) |
$ | 2.65 | $ | 5.23 | $ | — | $ | 3.43 | $ | 1,349 | $ | — | $ | 1,349 | ||||||||||||||
AISC per silver or gold ounce (1) |
$ | 8.61 | $ | 15.98 | $ | — | $ | 14.20 | $ | 1,738 | $ | — | $ | 1,738 | ||||||||||||||
Three Months Ended September 30, 2021: |
||||||||||||||||||||||||||||
Sales |
$ | 84,806 | $ | 29,783 | $ | — | $ | 114,589 | $ | 56,065 | $ | 22,906 | $ | 78,971 | ||||||||||||||
Total cost of sales |
(55,193 | ) | (23,591 | ) | (78,784 | ) | (58,164 | ) | (21,384 | ) | (79,548 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Gross profit (loss) |
$ | 29,613 | $ | 6,192 | $ | — | $ | 35,805 | $ | (2,099 | ) | $ | 1,522 | $ | (577 | ) | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Cash Cost per silver or gold ounce (1) |
$ | 0.74 | $ | 6.35 | $ | — | $ | 2.49 | $ | 1,175 | $ | 1,038 | $ | 1,163 | ||||||||||||||
AISC per silver or gold ounce (1) |
$ | 5.94 | $ | 16.79 | $ | — | $ | 12.82 | $ | 1,476 | $ | 1,167 | $ | 1,450 |
Silver | Gold | |||||||||||||||||||||||||||
Greens Creek |
Lucky Friday |
Other | Total Silver (2) |
Casa Berardi |
Nevada Operations |
Total Gold |
||||||||||||||||||||||
Nine Months Ended September 30, 2022: |
||||||||||||||||||||||||||||
Sales |
$ | 239,688 | $ | 102,380 | $ | — | $ | 342,068 | $ | 181,679 | $ | 268 | $ | 181,947 | ||||||||||||||
Total cost of sales |
(162,644 | ) | (83,779 | ) | — | (246,423 | ) | (183,570 | ) | (2,878 | ) | (186,448 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Gross profit |
$ | 77,044 | $ | 18,601 | $ | — | $ | 95,645 | $ | (1,891 | ) | $ | (2,610 | ) | $ | (4,501 | ) | |||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Cash Cost per silver or gold ounce (1) |
$ | (0.49 | ) | $ | 4.77 | $ | — | $ | 1.11 | $ | 1,409 | $ | — | $ | 1,409 | |||||||||||||
AISC per silver or gold ounce (1) |
$ | 4.69 | $ | 12.86 | $ | — | $ | 10.17 | $ | 1,729 | $ | — | $ | 1,729 | ||||||||||||||
Nine Months Ended September 30, 2021: |
||||||||||||||||||||||||||||
Sales |
$ | 296,978 | $ | 98,550 | $ | 176 | $ | 395,704 | $ | 185,098 | $ | 41,593 | $ | 226,691 | ||||||||||||||
Total cost of sales |
(163,861 | ) | (74,287 | ) | (95 | ) | (238,243 | ) | (172,760 | ) | (46,832 | ) | (219,592 | ) | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Gross profit |
$ | 133,117 | $ | 24,263 | $ | 81 | $ | 157,461 | $ | 12,338 | $ | (5,239 | ) | $ | 7,099 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Cash Cost per silver or gold ounce (1) |
$ | (1.03 | ) | $ | 7.37 | $ | — | $ | 1.26 | $ | 1,127 | $ | 1,124 | $ | 1,127 | |||||||||||||
AISC per silver or gold ounce (1) |
$ | 2.40 | $ | 15.00 | $ | — | $ | 8.88 | $ | 1,387 | $ | 1,167 | $ | 1,349 |
(1) | A reconciliation of these non-GAAP measures to total cost of sales, the most comparable GAAP measure, can be found below in Reconciliation of Total Cost of Sales (GAAP) to Cash Cost, Before By-product Credits and Cash Cost, After By-product Credits (non-GAAP) and All-In Sustaining Cost, Before By-product Credits and All-In Sustaining Cost, After By-product Credits (non-GAAP) |
(2) | The calculation of AISC, After By-product Credits, Per Ounce for our consolidated silver properties includes corporate costs for general and administrative expense and sustaining exploration and capital costs. |
• | silver has historically accounted for a higher proportion of revenue than any other metal and is expected to do so in the future; |
• | we have historically presented these units as a primary silver producer, based on the original analysis that justified putting the project into production, and believe that consistency in disclosure is important to our investors regardless of the relationships of metals prices and production from year to year; |
• | metallurgical treatment maximizes silver recovery; |
• | the Greens Creek and Lucky Friday deposits are massive sulfide deposits containing an unusually high proportion of silver; and |
• | in most of their working areas, Greens Creek and Lucky Friday utilize selective mining methods in which silver is the metal targeted for highest recovery. |
• | General and administrative costs increased by $2.1 million primarily due to the impact of the Alexco acquisition closed on September 7, 2022 and compensation adjustments effective July 1, 2022. |
• | Fair value adjustments, net were losses of $4.2 million versus a gain of $9.3 million in 2021 primarily due to the accounting for our base metals contracts as accounting hedges effective November 1, 2021, which resulted in unrealized gains/losses on these contracts being deferred on the balance sheet, versus them being recognized in the statement of operations in the 2021 comparable quarter (see Notes 8 and 9 Notes to Condensed Consolidated Financial Statements (Unaudited) |
• | Exploration and pre-development decreased by $2.0 million primarily due to lower expenditures at the Hatter Graben project in Nevada. |
• | Provision for closed operations and environmental matters decreased by $5.8 million primarily due to the settlement in 2021 of a lawsuit for $6.5 million related to a 1989 agreement entered into by our subsidiary, CoCa Mines, Inc. and its subsidiary, Creede Resources, Inc. |
• | Other operating expense decreased by $2.4 million primarily due to the receipt of $2.5 million in insurance proceeds related to a coverage lawsuit received during September 2022 and the completion of projects to identify and implement potential operational improvements at our operating sites. |
• | Net foreign exchange gains increased by $1.7 million reflecting the continued depreciation of the CAD against the USD in 2022. The change is primarily related to the impact of changes in the CAD-to-USD |
• | Exploration and pre-development expense increased by $4.1 million reflecting increased exploration spending across the Company’s exploration portfolio primarily at San Sebastian, Casa Berardi, Greens Creek and the Nevada Operations. Pre-development expense was for the development of a decline to the Hatter Graben area at the Hollister mine in Nevada. |
• | Fair value adjustments, net losses increased by $4.1 million due to unrealized losses on our equity securities portfolio increasing by $7.6 million offset by a lower loss of $4.7 million on our derivative contracts primarily due to the accounting for our base metals contracts as accounting hedges effective November 1, 2021, which resulted in unrealized gains/losses on these contracts being deferred on the balance sheet, versus them being recognized in the income statement in 2021 the comparable quarter (see Notes 8 and 9 Notes to Condensed Consolidated Financial Statements (Unaudited) |
• | Net foreign exchange gains increased by $8.1 million reflecting the continued depreciation of the CAD against the USD in 2022. The change is primarily related to the impact of changes in the CAD-to-USD |
• | Provision for closed operations and environmental matters decreased by $8.1 million primarily due to the settlement in 2021 of a lawsuit for $6.5 million related to a 1989 agreement entered into by our subsidiary, CoCa Mines, Inc. and its subsidiary, Creede Resources, Inc and an increase in the estimated costs accrual for the Johnny M. site in New Mexico of $2.9 million in 2021(see Note 10 Notes to Condensed Consolidated Financial Statements (Unaudited) |
• | Other operating expense decreased by $5.3 million primarily due to the receipt of $4.2 million in insurance proceeds related to a coverage lawsuit received during June and September 2022 and the completion of projects to identify and implement potential operation improvements at our operating sites. |
Dollars are in thousands (except per ounce and per ton amounts) |
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
Sales |
$ | 60,875 | $ | 84,806 | $ | 239,688 | $ | 296,978 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of sales and other direct production costs |
(42,197 | ) | (42,096 | ) | (127,290 | ) | (121,451 | ) | ||||||||
Depreciation, depletion and amortization |
(10,305 | ) | (13,097 | ) | (35,354 | ) | (42,410 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total cost of sales |
(52,502 | ) | (55,193 | ) | (162,644 | ) | (163,861 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit |
$ | 8,373 | $ | 29,613 | $ | 77,044 | $ | 133,117 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Tons of ore milled |
229,975 | 211,142 | 651,220 | 620,153 | ||||||||||||
Production: |
||||||||||||||||
Silver (ounces) |
2,468,280 | 1,837,270 | 7,308,660 | 6,980,587 | ||||||||||||
Gold (ounces) |
11,412 | 9,734 | 35,227 | 35,859 | ||||||||||||
Zinc (tons) |
12,580 | 13,227 | 38,470 | 41,191 | ||||||||||||
Lead (tons) |
4,428 | 4,591 | 14,495 | 15,142 | ||||||||||||
Payable metal quantities sold: |
||||||||||||||||
Silver (ounces) |
1,663,909 | 1,774,421 | 5,702,301 | 6,493,528 | ||||||||||||
Gold (ounces) |
7,478 | 9,232 | 25,952 | 31,599 | ||||||||||||
Zinc (tons) |
9,138 | 9,472 | 25,725 | 27,783 | ||||||||||||
Lead (tons) |
2,755 | 3,834 | 10,069 | 12,098 | ||||||||||||
Ore grades: |
||||||||||||||||
Silver ounces per ton |
13.63 | 11.14 | 13.83 | 13.84 | ||||||||||||
Gold ounces per ton |
0.07 | 0.07 | 0.07 | 0.08 | ||||||||||||
Zinc percent |
6.3 | % | 7.1 | % | 6.7 | % | 7.4 | % | ||||||||
Lead percent |
2.4 | % | 2.7 | % | 2.7 | % | 3.0 | % | ||||||||
Total production cost per ton |
$ | 185.34 | $ | 181.60 | $ | 191.58 | $ | 178.29 | ||||||||
Cash Cost, After By-product Credits, Per Silver Ounce (1) |
$ | 2.65 | $ | 0.74 | $ | (0.49 | ) | $ | (1.03 | ) | ||||||
AISC, After By-Product Credits, per Silver Ounce (1) |
$ | 8.61 | $ | 5.94 | $ | 4.69 | $ | 2.40 | ||||||||
Capital additions |
$ | 6,988 | $ | 6,228 | $ | 24,748 | $ | 14,339 |
(1) | A reconciliation of these non-GAAP measures to total cost of sales, the most comparable GAAP measure, can be found below in Reconciliation of Total Cost of Sales (GAAP) to Cash Cost, Before By-product Credits and Cash Cost, After By-product Credits (non-GAAP) and All-In Sustaining Cost, Before By-product Credits and All-In Sustaining Cost, After By-product Credits (non-GAAP) |
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
Cash Cost, Before By-product Credits, per Silver Ounce |
$ | 22.69 | $ | 26.76 | $ | 22.24 | $ | 21.05 | ||||||||
By-product credits |
(20.04 | ) | (26.02 | ) | (22.73 | ) | (22.08 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, After By-product Credits, per Silver Ounce |
$ | 2.65 | $ | 0.74 | $ | (0.49 | ) | $ | (1.03 | ) | ||||||
|
|
|
|
|
|
|
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
AISC, Before By-product Credits, per Silver Ounce |
$ | 28.65 | $ | 31.96 | $ | 27.42 | $ | 24.48 | ||||||||
By-product credits |
(20.04 | ) | (26.02 | ) | (22.73 | ) | (22.08 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, After By-product Credits, per Silver Ounce |
$ | 8.61 | $ | 5.94 | $ | 4.69 | $ | 2.40 | ||||||||
|
|
|
|
|
|
|
|
Dollars are in thousands (except per ounce and per ton amounts) |
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
Sales |
$ | 28,460 | $ | 29,783 | $ | 102,380 | $ | 98,550 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of sales and other direct production costs |
(16,903 | ) | (17,001 | ) | (59,624 | ) | (53,959 | ) | ||||||||
Depreciation, depletion and amortization |
(7,261 | ) | (6,590 | ) | (24,155 | ) | (20,328 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total cost of sales |
(24,164 | ) | (23,591 | ) | (83,779 | ) | (74,287 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit |
$ | 4,296 | $ | 6,192 | $ | 18,601 | $ | 24,263 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Tons of ore milled |
90,749 | 78,227 | 265,971 | 241,740 | ||||||||||||
Production: |
||||||||||||||||
Silver (ounces) |
1,074,230 | 831,532 | 3,188,565 | 2,608,727 | ||||||||||||
Lead (tons) |
7,172 | 5,313 | 21,299 | 17,006 | ||||||||||||
Zinc (tons) |
3,279 | 2,319 | 9,101 | 7,673 | ||||||||||||
Payable metal quantities sold: |
||||||||||||||||
Silver (ounces) |
801,115 | 783,672 | 2,822,281 | 2,481,753 | ||||||||||||
Lead (tons) |
5,295 | 5,001 | 18,720 | 16,068 | ||||||||||||
Zinc (tons) |
2,385 | 1,702 | 6,602 | 5,561 | ||||||||||||
Ore grades: |
||||||||||||||||
Silver ounces per ton |
12.50 | 11.21 | 12.67 | 11.34 | ||||||||||||
Lead percent |
8.5 | % | 7.2 | % | 8.5 | % | 7.4 | % | ||||||||
Zinc percent |
4.2 | % | 3.3 | % | 3.9 | % | 3.5 | % | ||||||||
Total production cost per ton |
$ | 207.1 | $ | 190.66 | $ | 220.41 | $ | 189.06 | ||||||||
Cash Cost, After By-product Credits, per Silver Ounce (1) |
$ | 5.23 | $ | 6.35 | $ | 4.77 | $ | 7.37 | ||||||||
AISC, After By-product Credits, per Silver Ounce (1) |
$ | 15.98 | $ | 16.79 | $ | 12.86 | $ | 15.00 | ||||||||
Capital additions |
$ | 16,125 | $ | 9,133 | $ | 37,278 | $ | 20,776 |
(1) | A reconciliation of these non-GAAP measures to total cost of sales, the most comparable GAAP measure, can be found below in Reconciliation of Total Cost of Sales (GAAP) to Cash Cost, Before By-product Credits and Cash Cost, After By-product Credits (non-GAAP) and All-In Sustaining Cost, Before By-product Credits and All-In Sustaining Cost, After By-product Credits (non-GAAP) |
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
Cash Cost, Before By-product Credits, per Silver Ounce |
$ | 22.87 | $ | 24.14 | $ | 23.44 | $ | 24.70 | ||||||||
By-product credits |
(17.64 | ) | (17.79 | ) | (18.67 | ) | (17.33 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, After By-product Credits, per Silver Ounce |
$ | 5.23 | $ | 6.35 | $ | 4.77 | $ | 7.37 | ||||||||
|
|
|
|
|
|
|
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
AISC, Before By-product Credits, per Silver Ounce |
$ | 33.62 | $ | 34.58 | $ | 31.53 | $ | 32.33 | ||||||||
By-product credits |
(17.64 | ) | (17.79 | ) | (18.67 | ) | (17.33 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, After By-product Credits, per Silver Ounce |
$ | 15.98 | $ | 16.79 | 12.86 | $ | 15.00 | |||||||||
|
|
|
|
|
|
|
|
Dollars are in thousands (except per ounce and per ton amounts) |
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
Sales |
$ | 56,939 | $ | 56,065 | $ | 181,679 | $ | 185,098 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of sales and other direct production costs |
(44,443 | ) | (38,196 | ) | (137,176 | ) | (111,601 | ) | ||||||||
Depreciation, depletion and amortization |
(15,089 | ) | (19,968 | ) | (46,394 | ) | (61,159 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total cost of sales |
(59,532 | ) | (58,164 | ) | (183,570 | ) | (172,760 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit |
$ | (2,593 | ) | $ | (2,099 | ) | $ | (1,891 | ) | $ | 12,338 | |||||
|
|
|
|
|
|
|
|
|||||||||
Tons of ore milled |
389,941 | 398,143 | 1,177,709 | 1,141,229 | ||||||||||||
Production: |
||||||||||||||||
Gold (ounces) |
33,335 | 29,722 | 96,881 | 97,245 | ||||||||||||
Silver (ounces) |
6,882 | 7,012 | 22,329 | 25,604 | ||||||||||||
Payable metal quantities sold: |
||||||||||||||||
Gold (ounces) |
32,965 | 31,227 | 99,703 | 102,711 | ||||||||||||
Silver (ounces) |
14,700 | 7,764 | 23,950 | 24,538 | ||||||||||||
Ore grades: |
||||||||||||||||
Gold ounces per ton |
0.10 | 0.09 | 0.09 | 0.10 | ||||||||||||
Silver ounces per ton |
0.02 | 0.02 | 0.02 | 0.02 | ||||||||||||
Total production cost per ton |
$ | 114.52 | $ | 86.95 | $ | 115.15 | $ | 95.13 | ||||||||
Cash Cost, After By-product Credits, per Gold Ounce (1) |
$ | 1,349 | $ | 1,175 | $ | 1,409 | $ | 1,127 | ||||||||
AISC, After By-product Credits, per Gold Ounce (1) |
$ | 1,738 | $ | 1,476 | $ | 1,729 | $ | 1,387 | ||||||||
Capital additions |
$ | 10,771 | $ | 11,488 | $ | 26,672 | $ | 37,488 |
(1) | A reconciliation of these non-GAAP measures to total cost of sales, the most comparable GAAP measure, can be found below in Reconciliation of Total Cost of Sales (GAAP) to Cash Cost, Before By-product Credits and Cash Cost, After By-product Credits (non-GAAP) and All-In Sustaining Cost, Before By-product Credits and All-In Sustaining Cost, After By-product Credits (non-GAAP) |
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
Cash Cost, Before By-product Credits, per Gold Ounce |
$ | 1,353 | $ | 1,181 | $ | 1,415 | $ | 1,134 | ||||||||
By-product credits |
(4) | (6) | (6) | (7) | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, After By-product Credits, per Gold Ounce |
$ | 1,349 | $ | 1,175 | $ | 1,409 | $ | 1,127 | ||||||||
|
|
|
|
|
|
|
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
AISC, Before By-product Credits, per Gold Ounce |
$ | 1,742 | $ | 1,482 | $ | 1,735 | $ | 1,394 | ||||||||
By-product credits |
(4) | (6) | (6) | (7) | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, After By-product Credits, per Gold Ounce |
$ | 1,738 | $ | 1,476 | $ | 1,729 | $ | 1,387 | ||||||||
|
|
|
|
|
|
|
|
Dollars are in thousands (except per ounce and per ton amounts) |
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
Sales |
$ | — | $ | 22,906 | $ | 268 | $ | 41,593 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of sales and other direct production costs |
(1,285 | ) | (15,249 | ) | (2,418 | ) | (31,811 | ) | ||||||||
Depreciation, depletion and amortization |
(338 | ) | (6,135 | ) | (460 | ) | (15,021 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total cost of sales |
(1,623 | ) | (21,384 | ) | (2,878 | ) | (46,832 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross (loss) profit |
$ | (1,623 | ) | $ | 1,522 | $ | (2,610 | ) | $ | (5,239 | ) | |||||
|
|
|
|
|
|
|
|
|||||||||
Payable metal quantities sold: |
||||||||||||||||
Gold (ounces) |
— | 12,542 | 65 | 23,097 | ||||||||||||
Silver (ounces) |
— | 15,833 | 6,363 | 23,868 |
In thousands (except per ounce amounts) |
Three Months Ended September 30, 2022 | |||||||||||||||
Greens Creek |
Lucky Friday |
Corporate (2) |
Total Silver |
|||||||||||||
Total cost of sales |
$ | 52,502 | $ | 24,164 | $ | — | $ | 76,666 | ||||||||
Depreciation, depletion and amortization |
(10,305 | ) | (7,261 | ) | — | (17,566 | ) | |||||||||
Treatment costs |
9,477 | 4,791 | — | 14,268 | ||||||||||||
Change in product inventory |
4,464 | 3,022 | — | 7,486 | ||||||||||||
Reclamation and other costs |
(118 | ) | (152 | ) | — | (270 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, Before By-product Credits (1) |
56,020 | 24,564 | 80,584 | |||||||||||||
Reclamation and other costs |
705 | 282 | — | 987 | ||||||||||||
Sustaining exploration |
3,776 | — | 722 | 4,498 | ||||||||||||
Sustaining capital |
10,219 | 11,264 | 187 | 21,670 | ||||||||||||
General and administrative |
— | — | 11,003 | 11,003 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, Before By-product Credits (1) |
70,720 | 36,110 | 11,912 | 118,742 | ||||||||||||
By-product credits: |
||||||||||||||||
Zinc |
(26,244 | ) | (7,155 | ) | — | (33,399 | ) | |||||||||
Gold |
(17,019 | ) | — | — | (17,019 | ) | ||||||||||
Lead |
(6,212 | ) | (11,796 | ) | — | (18,008 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Total By-product credits |
(49,475 | ) | (18,951 | ) | — | (68,426 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, After By-product Credits |
$ | 6,545 | $ | 5,613 | $ | — | $ | 12,158 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, After By-product Credits |
$ | 21,245 | $ | 17,159 | 11,912 | $ | 50,316 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Divided by ounces produced |
2,469 | 1,075 | 3,544 | |||||||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 22.69 | $ | 22.87 | $ | 22.74 | ||||||||||
By-product credits per ounce |
(20.04 | ) | (17.64 | ) | (19.31 | ) | ||||||||||
|
|
|
|
|
|
|||||||||||
Cash Cost, After By-product Credits, per Ounce |
$ | 2.65 | $ | 5.23 | $ | 3.43 | ||||||||||
|
|
|
|
|
|
|||||||||||
AISC, Before By-product Credits, per Ounce |
$ | 28.65 | $ | 33.62 | $ | 33.51 | ||||||||||
By-product credits per ounce |
(20.04 | ) | (17.64 | ) | (19.31 | ) | ||||||||||
|
|
|
|
|
|
|||||||||||
AISC, After By-product Credits, per Ounce |
$ | 8.61 | $ | 15.98 | $ | 14.20 | ||||||||||
|
|
|
|
|
|
In thousands (except per ounce amounts) |
Three Months ended September 30, 2022 |
|||||||
Casa Berardi |
Total Gold | |||||||
Total cost of sales |
$ | 59,532 | $ | 59,532 | ||||
Depreciation, depletion and amortization |
(15,089 | ) | (15,089 | ) | ||||
Treatment costs |
429 | 429 | ||||||
Change in product inventory |
420 | 420 | ||||||
Reclamation and other costs |
(203 | ) | (203 | ) | ||||
|
|
|
|
|||||
Cash Cost, Before By-product Credits (1) |
45,089 | 45,089 | ||||||
Reclamation and other costs |
204 | 204 | ||||||
Sustaining exploration |
2,314 | 2,314 | ||||||
Sustaining capital |
10,457 | 10,457 | ||||||
|
|
|
|
|||||
AISC, Before By-product Credits (1) |
58,064 | 58,064 | ||||||
By-product credits: |
||||||||
Silver |
(131 | ) | (131 | ) | ||||
|
|
|
|
|||||
Total By-product credits |
(131 | ) | (131 | ) | ||||
|
|
|
|
|||||
Cash Cost, After By-product Credits |
$ | 44,958 | $ | 44,958 | ||||
|
|
|
|
|||||
AISC, After By-product Credits |
$ | 57,933 | $ | 57,933 | ||||
|
|
|
|
|||||
Divided by ounces produced |
33 | 33 | ||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 1,353 | $ | 1,353 | ||||
By-product credits per ounce |
(4 | ) | (4 | ) | ||||
|
|
|
|
|||||
Cash Cost, After By-product Credits, per Ounce |
$ | 1,349 | $ | 1,349 | ||||
|
|
|
|
|||||
AISC, Before By-product Credits, per Ounce |
$ | 1,742 | $ | 1,742 | ||||
By-product credits per ounce |
(4 | ) | (4 | ) | ||||
|
|
|
|
|||||
AISC, After By-product Credits, per Ounce |
$ | 1,738 | $ | 1,738 | ||||
|
|
|
|
In thousands (except per ounce amounts) |
Three Months ended September 30, 2022 |
|||||||||||
Total Silver | Total Gold | Total | ||||||||||
Total cost of sales |
$ | 76,666 | $ | 59,532 | $ | 136,198 | ||||||
Depreciation, depletion and amortization |
(17,566 | ) | (15,089 | ) | (32,655 | ) | ||||||
Treatment costs |
14,268 | 429 | 14,697 | |||||||||
Change in product inventory |
7,486 | 420 | 7,906 | |||||||||
Reclamation and other costs |
(270 | ) | (203 | ) | (473 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, Before By-product Credits (1) |
80,584 | 45,089 | 125,673 | |||||||||
Reclamation and other costs |
987 | 204 | 1,191 | |||||||||
Sustaining exploration |
4,498 | 2,314 | 6,812 | |||||||||
Sustaining capital |
21,670 | 10,457 | 32,127 | |||||||||
General and administrative |
11,003 | — | 11,003 | |||||||||
|
|
|
|
|
|
|||||||
AISC, Before By-product Credits (1) |
118,742 | 58,064 | 176,806 | |||||||||
By-product credits: |
||||||||||||
Zinc |
(33,399 | ) | — | (33,399 | ) | |||||||
Gold |
(17,019 | ) | — | (17,019 | ) | |||||||
Lead |
(18,008 | ) | — | (18,008 | ) | |||||||
Silver |
— | (131 | ) | (131 | ) | |||||||
|
|
|
|
|
|
|||||||
Total By-product credits |
(68,426 | ) | (131 | ) | (68,557 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, After By-product Credits |
$ | 12,158 | $ | 44,958 | $ | 57,116 | ||||||
|
|
|
|
|
|
|||||||
AISC, After By-product Credits |
$ | 50,316 | $ | 57,933 | $ | 108,249 | ||||||
|
|
|
|
|
|
|||||||
Divided by ounces produced |
3,544 | 33 | ||||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 22.74 | $ | 1,353 | ||||||||
By-product credits per ounce |
(19.31 | ) | (4 | ) | ||||||||
|
|
|
|
|||||||||
Cash Cost, After By-product Credits, per Ounce |
$ | 3.43 | $ | 1,349 | ||||||||
|
|
|
|
|||||||||
AISC, Before By-product Credits, per Ounce |
$ | 33.51 | $ | 1,742 | ||||||||
By-product credits per ounce |
(19.31 | ) | (4 | ) | ||||||||
|
|
|
|
|||||||||
AISC, After By-product Credits, per Ounce |
$ | 14.20 | $ | 1,738 | ||||||||
|
|
|
|
In thousands (except per ounce amounts) |
Three Months Ended September 30, 2021 | |||||||||||||||
Greens Creek |
Lucky Friday |
Corporate and other (2) |
Total Silver |
|||||||||||||
Total cost of sales |
$ | 55,193 | $ | 23,591 | $ | — | $ | 78,784 | ||||||||
Depreciation, depletion and amortization |
(13,097 | ) | (6,590 | ) | — | (19,687 | ) | |||||||||
Treatment costs |
7,979 | 3,427 | — | 11,406 | ||||||||||||
Change in product inventory |
(122 | ) | (68 | ) | — | (190 | ) | |||||||||
Reclamation and other costs |
(786 | ) | (281 | ) | — | (1,067 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, Before By-product Credits (1) |
49,167 | 20,079 | — | 69,246 | ||||||||||||
Reclamation and other costs |
848 | 264 | — | 1,112 | ||||||||||||
Sustaining exploration |
2,472 | — | 474 | 2,946 | ||||||||||||
Sustaining capital |
6,228 | 8,406 | — | 14,634 | ||||||||||||
General and administrative |
— | — | 8,874 | 8,874 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, Before By-product Credits (1) |
58,715 | 28,749 | 9,348 | 96,812 | ||||||||||||
By-product credits: |
||||||||||||||||
Zinc |
(25,295 | ) | (4,611 | ) | — | (29,906 | ) | |||||||||
Gold |
(14,864 | ) | — | — | (14,864 | ) | ||||||||||
Lead |
(7,640 | ) | (10,188 | ) | — | (17,828 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Total By-product credits |
(47,799 | ) | (14,799 | ) | — | (62,598 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, After By-product Credits |
$ | 1,368 | $ | 5,280 | — | $ | 6,648 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, After By-product Credits |
$ | 10,916 | $ | 13,950 | 9,348 | $ | 34,214 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Divided by ounces produced |
1,837 | 832 | 2,669 | |||||||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 26.76 | $ | 24.14 | $ | 25.93 | ||||||||||
By-product credits per ounce |
(26.02 | ) | (17.79 | ) | (23.44 | ) | ||||||||||
|
|
|
|
|
|
|||||||||||
Cash Cost, After By-product Credits, per Ounce |
$ | 0.74 | $ | 6.35 | $ | 2.49 | ||||||||||
|
|
|
|
|
|
|||||||||||
AISC, Before By-product Credits, per Ounce |
$ | 31.96 | $ | 34.58 | $ | 36.26 | ||||||||||
By-product credits per ounce |
(26.02 | ) | (17.79 | ) | (23.44 | ) | ||||||||||
|
|
|
|
|
|
|||||||||||
AISC, After By-product Credits, per Ounce |
$ | 5.94 | $ | 16.79 | $ | 12.82 | ||||||||||
|
|
|
|
|
|
In thousands (except per ounce amounts) |
Three Months Ended September 30, 2021 | |||||||||||
Casa Berardi |
Nevada Operations |
Total Gold | ||||||||||
Total cost of sales |
$ | 58,164 | $ | 21,384 | $ | 79,548 | ||||||
Depreciation, depletion and amortization |
(19,968 | ) | (6,135 | ) | (26,103 | ) | ||||||
Treatment costs |
475 | 1 | 476 | |||||||||
Change in product inventory |
(3,369 | ) | (12,389 | ) | (15,758 | ) | ||||||
Reclamation and other costs |
(210 | ) | — | (210 | ) | |||||||
Exclusion of Nevada Operations costs |
— | — | — | |||||||||
|
|
|
|
|
|
|||||||
Cash Cost, Before By-product Credits (1) |
35,092 | 2,861 | 37,953 | |||||||||
Reclamation and other costs |
209 | 327 | 536 | |||||||||
Sustaining exploration |
1,541 | — | 1,541 | |||||||||
Sustaining capital |
7,208 | 29 | 7,237 | |||||||||
|
|
|
|
|
|
|||||||
AISC, Before By-product Credits (1) |
44,050 | 3,217 | 47,267 | |||||||||
By-product credits: |
||||||||||||
Silver |
(169 | ) | (6 | ) | (175 | ) | ||||||
|
|
|
|
|
|
|||||||
Total By-product credits |
(169 | ) | (6 | ) | (175 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, After By-product Credits |
$ | 34,923 | $ | 2,855 | $ | 37,778 | ||||||
|
|
|
|
|
|
|||||||
AISC, After By-product Credits |
$ | 43,881 | $ | 3,211 | $ | 47,092 | ||||||
|
|
|
|
|
|
|||||||
Divided by ounces produced |
30 | 3 | 33 | |||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 1,181 | $ | 1,040 | $ | 1,168 | ||||||
By-product credits per ounce |
(6 | ) | (2 | ) | (5 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, After By-product Credits, per Ounce |
$ | 1,175 | $ | 1,038 | $ | 1,163 | ||||||
|
|
|
|
|
|
|||||||
AISC, Before By-product Credits, per Ounce |
$ | 1,482 | $ | 1,169 | $ | 1,455 | ||||||
By-product credits per ounce |
(6 | ) | (2 | ) | (5 | ) | ||||||
|
|
|
|
|
|
|||||||
AISC, After By-product Credits, per Ounce |
$ | 1,476 | $ | 1,167 | $ | 1,450 | ||||||
|
|
|
|
|
|
In thousands (except per ounce amounts) |
Three Months Ended September 30, 2021 | |||||||||||
Total Silver |
Total Gold | Total | ||||||||||
Total cost of sales |
$ | 78,784 | $ | 79,548 | $ | 158,332 | ||||||
Depreciation, depletion and amortization |
(19,687 | ) | (26,103 | ) | (45,790 | ) | ||||||
Treatment costs |
11,406 | 476 | 11,882 | |||||||||
Change in product inventory |
(190 | ) | (15,758 | ) | (15,948 | ) | ||||||
Reclamation and other costs |
(1,067 | ) | (210 | ) | (1,277 | ) | ||||||
Exclusion of Nevada Operations costs |
— | |||||||||||
|
|
|
|
|
|
|||||||
Cash Cost, Before By-product Credits (1) |
69,246 | 37,953 | 107,199 | |||||||||
Reclamation and other costs |
1,112 | 536 | 1,648 | |||||||||
Sustaining exploration |
2,946 | 1,541 | 4,487 | |||||||||
Sustaining capital |
14,634 | 7,237 | 21,871 | |||||||||
General and administrative |
8,874 | — | 8,874 | |||||||||
|
|
|
|
|
|
|||||||
AISC, Before By-product Credits (1) |
96,812 | 47,267 | 144,079 | |||||||||
By-product credits: |
||||||||||||
Zinc |
(29,906 | ) | — | (29,906 | ) | |||||||
Gold |
(14,864 | ) | — | (14,864 | ) | |||||||
Lead |
(17,828 | ) | — | (17,828 | ) | |||||||
Silver |
— | (175 | ) | (175 | ) | |||||||
|
|
|
|
|
|
|||||||
Total By-product credits |
(62,598 | ) | (175 | ) | (62,773 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, After By-product Credits |
$ | 6,648 | $ | 37,778 | $ | 44,426 | ||||||
|
|
|
|
|
|
|||||||
AISC, After By-product Credits |
$ | 34,214 | $ | 47,092 | $ | 81,306 | ||||||
|
|
|
|
|
|
|||||||
Divided by ounces produced |
2,669 | 33 | ||||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 25.93 | $ | 1,168 | ||||||||
By-product credits per ounce |
(23.44 | ) | (5 | ) | ||||||||
|
|
|
|
|||||||||
Cash Cost, After By-product Credits, per Ounce |
$ | 2.49 | $ | 1,163 | ||||||||
|
|
|
|
|||||||||
AISC, Before By-product Credits, per Ounce |
$ | 36.26 | $ | 1,455 | ||||||||
By-product credits per ounce |
(23.44 | ) | (5 | ) | ||||||||
|
|
|
|
|||||||||
AISC, After By-product Credits, per Ounce |
$ | 12.82 | $ | 1,450 | ||||||||
|
|
|
|
In thousands (except per ounce amounts) |
Nine Months Ended September 30, 2022 | |||||||||||||||
Greens Creek |
Lucky Friday |
Corporate (1) |
Total Silver | |||||||||||||
Total cost of sales |
$ | 162,644 | $ | 83,779 | $ | — | $ | 246,423 | ||||||||
Depreciation, depletion and amortization |
(35,354 | ) | (24,155 | ) | — | (59,509 | ) | |||||||||
Treatment costs |
27,369 | 13,271 | — | 40,640 | ||||||||||||
Change in product inventory |
9,899 | 2,620 | — | 12,519 | ||||||||||||
Reclamation and other costs |
(1,988 | ) | (769 | ) | — | (2,757 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, Before By-product Credits (1) |
162,570 | 74,746 | — | 237,316 | ||||||||||||
Reclamation and other costs |
2,115 | 846 | — | 2,961 | ||||||||||||
Sustaining exploration |
4,870 | — | 2,207 | 7,077 | ||||||||||||
Sustaining capital |
30,843 | 24,937 | 334 | 56,114 | ||||||||||||
General and administrative |
— | — | 28,989 | 28,989 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, Before By-product Credits (1) |
200,398 | 100,529 | 31,530 | 332,457 | ||||||||||||
By-product credits: |
||||||||||||||||
Zinc |
(87,723 | ) | (21,358 | ) | — | (109,081 | ) | |||||||||
Gold |
(55,966 | ) | — | — | (55,966 | ) | ||||||||||
Lead |
(22,449 | ) | (38,175 | ) | — | (60,624 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Total By-product credits |
(166,138 | ) | (59,533 | ) | — | (225,671 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, After By-product Credits |
$ | (3,568 | ) | $ | 15,213 | — | $ | 11,645 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, After By-product Credits |
$ | 34,260 | $ | 40,996 | $ | 31,530 | $ | 106,786 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Divided by ounces produced |
7,309 | 3,189 | 10,498 | |||||||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 22.24 | $ | 23.44 | $ | 22.61 | ||||||||||
By-product credits per ounce |
(22.73 | ) | (18.67 | ) | (21.50 | ) | ||||||||||
|
|
|
|
|
|
|||||||||||
Cash Cost, After By-product Credits, per Ounce |
$ | (0.49 | ) | $ | 4.77 | $ | 1.11 | |||||||||
|
|
|
|
|
|
|||||||||||
AISC, Before By-product Credits, per Ounce |
$ | 27.42 | $ | 31.53 | $ | 31.67 | ||||||||||
By-product credits per ounce |
(22.73 | ) | (18.67 | ) | (21.50 | ) | ||||||||||
|
|
|
|
|
|
|||||||||||
AISC, After By-product Credits, per Ounce |
$ | 4.69 | $ | 12.86 | $ | 10.17 | ||||||||||
|
|
|
|
|
|
In thousands (except per ounce amounts) |
Nine Months Ended September 30, 2022 |
|||||||
Casa Berardi |
Total Gold |
|||||||
Total cost of sales |
$ | 183,570 | $ | 183,570 | ||||
Depreciation, depletion and amortization |
(46,394 | ) | (46,394 | ) | ||||
Treatment costs |
1,345 | 1,345 | ||||||
Change in product inventory |
(936 | ) | (936 | ) | ||||
Reclamation and other costs |
(623 | ) | (623 | ) | ||||
|
|
|
|
|||||
Cash Cost, Before By-product Credits (1) |
136,962 | 136,962 | ||||||
Reclamation and other costs |
623 | 623 | ||||||
Sustaining exploration |
4,886 | 4,886 | ||||||
Sustaining capital |
25,587 | 25,587 | ||||||
|
|
|
|
|||||
AISC, Before By-product Credits (1) |
168,058 | 168,058 | ||||||
By-product credits: |
||||||||
Silver |
(485 | ) | (485 | ) | ||||
|
|
|
|
|||||
Total By-product credits |
(485 | ) | (485 | ) | ||||
|
|
|
|
|||||
Cash Cost, After By-product Credits |
$ | 136,477 | $ | 136,477 | ||||
|
|
|
|
|||||
AISC, After By-product Credits |
$ | 167,573 | $ | 167,573 | ||||
|
|
|
|
|||||
Divided by ounces produced |
97 | 97 | ||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 1,415 | $ | 1,415 | ||||
By-product credits per ounce |
(6 | ) | (6 | ) | ||||
|
|
|
|
|||||
Cash Cost, After By-product Credits, per Ounce |
$ | 1,409 | $ | 1,409 | ||||
|
|
|
|
|||||
AISC, Before By-product Credits, per Ounce |
$ | 1,735 | $ | 1,735 | ||||
By-product credits per ounce |
(6 | ) | (6 | ) | ||||
|
|
|
|
|||||
AISC, After By-product Credits, per Ounce |
$ | 1,729 | $ | 1,729 | ||||
|
|
|
|
In thousands (except per ounce amounts) |
Nine Months Ended September 30, 2022 | |||||||||||
Total Silver | Total Gold | Total | ||||||||||
Total cost of sales |
$ | 246,423 | $ | 183,570 | $ | 429,993 | ||||||
Depreciation, depletion and amortization |
(59,509 | ) | (46,394 | ) | (105,903 | ) | ||||||
Treatment costs |
40,640 | 1,345 | 41,985 | |||||||||
Change in product inventory |
12,519 | (936 | ) | 11,583 | ||||||||
Reclamation and other costs |
(2,757 | ) | (623 | ) | (3,380 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, Before By-product Credits (1) |
237,316 | 136,962 | 374,278 | |||||||||
Reclamation and other costs |
2,961 | 623 | 3,584 | |||||||||
Sustaining exploration |
7,077 | 4,886 | 11,963 | |||||||||
Sustaining capital |
56,114 | 25,587 | 81,701 | |||||||||
General and administrative |
28,989 | — | 28,989 | |||||||||
|
|
|
|
|
|
|||||||
AISC, Before By-product Credits (1) |
332,457 | 168,058 | 500,515 | |||||||||
By-product credits: |
||||||||||||
Zinc |
(109,081 | ) | — | (109,081 | ) | |||||||
Gold |
(55,966 | ) | — | (55,966 | ) | |||||||
Lead |
(60,624 | ) | — | (60,624 | ) | |||||||
Silver |
(485 | ) | (485 | ) | ||||||||
|
|
|
|
|
|
|||||||
Total By-product credits |
(225,671 | ) | (485 | ) | (226,156 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, After By-product Credits |
$ | 11,645 | $ | 136,477 | $ | 148,122 | ||||||
|
|
|
|
|
|
|||||||
AISC, After By-product Credits |
$ | 106,786 | $ | 167,573 | $ | 274,359 | ||||||
|
|
|
|
|
|
|||||||
Divided by ounces produced |
10,498 | 97 | ||||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 22.61 | $ | 1,415 | ||||||||
By-product credits per ounce |
(21.50 | ) | (6 | ) | ||||||||
|
|
|
|
|||||||||
Cash Cost, After By-product Credits, per Ounce |
$ | 1.11 | $ | 1,409 | ||||||||
|
|
|
|
|||||||||
AISC, Before By-product Credits, per Ounce |
$ | 31.67 | $ | 1,735 | ||||||||
By-product credits per ounce |
(21.50 | ) | (6 | ) | ||||||||
|
|
|
|
|||||||||
AISC, After By-product Credits, per Ounce |
$ | 10.17 | $ | 1,729 | ||||||||
|
|
|
|
In thousands (except per ounce amounts) |
Nine Months Ended September 30, 2021 | |||||||||||||||
Greens Creek |
Lucky Friday |
Corporate and other (2) |
Total Silver | |||||||||||||
Total cost of sales |
$ | 163,861 | $ | 74,287 | $ | 95 | $ | 238,243 | ||||||||
Depreciation, depletion and amortization |
(42,410 | ) | (20,328 | ) | — | (62,738 | ) | |||||||||
Treatment costs |
27,444 | 13,087 | — | 40,531 | ||||||||||||
Change in product inventory |
(156 | ) | (1,757 | ) | — | (1,913 | ) | |||||||||
Reclamation and other costs |
(1,777 | ) | (840 | ) | (95 | ) | (2,712 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, Before By-product Credits (1) |
146,962 | 64,449 | 211,411 | |||||||||||||
Reclamation and other costs |
2,543 | 792 | 3,335 | |||||||||||||
Sustaining exploration |
3,895 | — | 1,359 | 5,254 | ||||||||||||
Sustaining capital |
17,459 | 19,104 | — | 36,563 | ||||||||||||
General and administrative |
— | — | 27,985 | 27,985 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, Before By-product Credits (1) |
170,859 | 84,345 | 29,344 | 284,548 | ||||||||||||
By-product credits: |
||||||||||||||||
Zinc |
(74,571 | ) | (14,457 | ) | — | (89,028 | ) | |||||||||
Gold |
(56,299 | ) | — | (56,299 | ) | |||||||||||
Lead |
(23,265 | ) | (30,762 | ) | — | (54,027 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Total By-product credits |
(154,135 | ) | (45,219 | ) | — | (199,354 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash Cost, After By-product Credits |
$ | (7,173 | ) | $ | 19,230 | $ | — | $ | 12,057 | |||||||
|
|
|
|
|
|
|
|
|||||||||
AISC, After By-product Credits |
$ | 16,724 | $ | 39,126 | $ | 29,344 | $ | 85,194 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Divided by ounces produced |
6,981 | 2,609 | 9,590 | |||||||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 21.05 | $ | 24.70 | $ | 22.05 | ||||||||||
By-product credits per ounce |
(22.08 | ) | (17.33 | ) | (20.79 | ) | ||||||||||
|
|
|
|
|
|
|||||||||||
Cash Cost, After By-product Credits, per Ounce |
$ | (1.03 | ) | $ | 7.37 | $ | 1.26 | |||||||||
|
|
|
|
|
|
|||||||||||
AISC, Before By-product Credits, per Ounce |
$ | 24.48 | $ | 32.33 | $ | 29.67 | ||||||||||
By-product credits per ounce |
(22.08 | ) | (17.33 | ) | (20.79 | ) | ||||||||||
|
|
|
|
|
|
|||||||||||
AISC, After By-product Credits, per Ounce |
$ | 2.40 | $ | 15.00 | $ | 8.88 | ||||||||||
|
|
|
|
|
|
In thousands (except per ounce amounts) |
Nine Months Ended September 30, 2021 | |||||||||||
Casa Berardi |
Nevada Operations |
Total Gold |
||||||||||
Total cost of sales |
$ | 172,760 | $ | 46,832 | $ | 219,592 | ||||||
Depreciation, depletion and amortization |
(61,159 | ) | (15,021 | ) | (76,180 | ) | ||||||
Treatment costs |
1,723 | 1,731 | 3,454 | |||||||||
Change in product inventory |
(2,401 | ) | (9,951 | ) | (12,352 | ) | ||||||
Reclamation and other costs |
(632 | ) | 299 | (333 | ) | |||||||
|
|
|
|
|
|
|||||||
Cash Cost, Before By-product Credits (1) |
110,291 | 23,890 | 134,181 | |||||||||
Reclamation and other costs |
632 | 681 | 1,313 | |||||||||
Sustaining exploration |
3,551 | — | 3,551 | |||||||||
Sustaining capital |
21,030 | 195 | 21,225 | |||||||||
|
|
|
|
|
|
|||||||
AISC, Before By-product Credits (1) |
135,504 | 24,766 | 160,270 | |||||||||
By-product credits: |
||||||||||||
Silver |
(656 | ) | (1,131 | ) | (1,787 | ) | ||||||
|
|
|
|
|
|
|||||||
Total By-product credits |
(656 | ) | (1,131 | ) | (1,787 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, After By-product Credits |
$ | 109,635 | $ | 22,759 | $ | 132,394 | ||||||
|
|
|
|
|
|
|||||||
AISC, After By-product Credits |
$ | 134,848 | $ | 23,635 | $ | 158,483 | ||||||
|
|
|
|
|
|
|||||||
Divided by ounces produced |
97 | 20 | 117 | |||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 1,134 | $ | 1,180 | $ | 1,142 | ||||||
By-product credits per ounce |
(7 | ) | (56 | ) | (15 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, After By-product Credits, per Ounce |
$ | 1,127 | $ | 1,124 | $ | 1,127 | ||||||
|
|
|
|
|
|
|||||||
AISC, Before By-product Credits, per Ounce |
$ | 1,394 | $ | 1,223 | $ | 1,364 | ||||||
By-product credits per ounce |
(7 | ) | (56 | ) | (15 | ) | ||||||
|
|
|
|
|
|
|||||||
AISC, After By-product Credits, per Ounce |
$ | 1,387 | $ | 1,167 | $ | 1,349 | ||||||
|
|
|
|
|
|
In thousands (except per ounce amounts) |
Nine Months Ended September 30, 2021 | |||||||||||
Total Silver | Total Gold | Total | ||||||||||
Total cost of sales |
$ | 238,243 | $ | 219,592 | 457,835 | |||||||
Depreciation, depletion and amortization |
(62,738 | ) | (76,180 | ) | (138,918 | ) | ||||||
Treatment costs |
40,531 | 3,454 | 43,985 | |||||||||
Change in product inventory |
(1,913 | ) | (12,352 | ) | (14,265 | ) | ||||||
Reclamation and other costs |
(2,712 | ) | (333 | ) | (3,045 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, Before By-product Credits (1) |
211,411 | 134,181 | 345,592 | |||||||||
Reclamation and other costs |
3,335 | 1,313 | 4,648 | |||||||||
Sustaining exploration |
5,254 | 3,551 | 8,805 | |||||||||
Sustaining capital |
36,563 | 21,225 | 57,788 | |||||||||
General and administrative |
27,985 | — | 27,985 | |||||||||
|
|
|
|
|
|
|||||||
AISC, Before By-product Credits (1) |
284,548 | 160,270 | 444,818 | |||||||||
By-product credits: |
||||||||||||
Zinc |
(89,028 | ) | — | (89,028 | ) | |||||||
Gold |
(56,299 | ) | — | (56,299 | ) | |||||||
Lead |
(54,027 | ) | — | (54,027 | ) | |||||||
Silver |
— | (1,787 | ) | (1,787 | ) | |||||||
|
|
|
|
|
|
|||||||
Total By-product credits |
(199,354 | ) | (1,787 | ) | (201,141 | ) | ||||||
|
|
|
|
|
|
|||||||
Cash Cost, After By-product Credits |
$ | 12,057 | $ | 132,394 | $ | 144,451 | ||||||
|
|
|
|
|
|
|||||||
AISC, After By-product Credits |
$ | 85,194 | $ | 158,483 | $ | 243,677 | ||||||
|
|
|
|
|
|
|||||||
Divided by ounces produced |
9,590 | 117 | ||||||||||
Cash Cost, Before By-product Credits, per Ounce |
$ | 22.05 | $ | 1,142 | ||||||||
By-product credits per ounce |
(20.79 | ) | (15 | ) | ||||||||
|
|
|
|
|||||||||
Cash Cost, After By-product Credits, per Ounce |
$ | 1.26 | $ | 1,127 | ||||||||
|
|
|
|
|||||||||
AISC, Before By-product Credits, per Ounce |
$ | 29.67 | $ | 1,364 | ||||||||
By-product credits per ounce |
(20.79 | ) | (15 | ) | ||||||||
|
|
|
|
|||||||||
AISC, After By-product Credits, per Ounce |
$ | 8.88 | $ | 1,349 | ||||||||
|
|
|
|
(1) | Includes all direct and indirect operating costs related to the physical activities of producing metals, including mining, processing and other plant costs, third-party refining and marketing expense, on-site general and administrative costs and royalties, before by-product revenues earned from all metals other than the primary metal produced at each operation. AISC, Before By-product Credits also includes on-site exploration, reclamation, and sustaining capital costs. |
(2) | AISC, Before By-product Credits for our consolidated silver properties includes corporate costs for general and administrative expense, exploration and sustaining capital. |
Quarterly Average Realized Silver Price ($ per ounce) |
Quarterly Silver- Linked Dividend ($ per share) |
Annualized Silver-Linked Dividend ($ per share) |
Annualized Minimum Dividend ($ per share) |
Annualized Dividends per Share: Silver- Linked and Minimum ($ per share) | |||||||||||||||||||
Less than $20 | $— | $— | $0.015 | $0.015 | |||||||||||||||||||
$20 | $0.0025 | $0.01 | $0.015 | $0.025 | |||||||||||||||||||
$25 | $0.0100 | $0.04 | $0.015 | $0.055 | |||||||||||||||||||
$30 | $0.0150 | $0.06 | $0.015 | $0.075 | |||||||||||||||||||
$35 | $0.0250 | $0.10 | $0.015 | $0.115 | |||||||||||||||||||
$40 | $0.0350 | $0.14 | $0.015 | $0.155 | |||||||||||||||||||
$45 | $0.0450 | $0.18 | $0.015 | $0.195 | |||||||||||||||||||
$50 | $0.0550 | $0.22 | $0.015 | $0.235 |
September 30, 2022 |
December 31, 2021 |
|||||||
Cash and cash equivalents held in U.S. dollars |
$ | 113.9 | $ | 196.2 | ||||
Cash and cash equivalents held in foreign currency |
30.8 | 13.8 | ||||||
|
|
|
|
|||||
Total cash and cash equivalents |
144.7 | 210.0 | ||||||
Marketable equity securities – non-current |
13.3 | 14.4 | ||||||
|
|
|
|
|||||
Total cash, cash equivalents and investments |
$ | 158.0 | $ | 224.4 | ||||
|
|
|
|
Nine Months Ended |
||||||||
September 30, 2022 |
September 30, 2021 |
|||||||
Cash provided by operating activities (in millions) |
$ |
53.8 |
$ |
167.0 |
Nine Months Ended |
||||||||
September 30, 2022 |
September 30, 2021 |
|||||||
Cash used in investing activities (in millions) |
$ |
(127.7 |
) |
$ |
(78.0 |
) |
Nine Months Ended | ||||||||
September 30, 2022 |
September 30, 2021 |
|||||||
Cash provided by (used in) financing activities (in millions) |
$ |
9.5 |
$ |
(27.4 |
) |
Payments Due By Period | ||||||||||||||||||||
Less than 1 year |
1-3 years |
4-5 years |
More than 5 years |
Total | ||||||||||||||||
Purchase obligations (1) |
$ | 33,514 | $ | — | $ | — | $ | — | $ | 33,514 | ||||||||||
Credit facility (2) |
25,722 | 1,447 | 583 | — | 27,752 | |||||||||||||||
Finance lease commitments (3) |
9,296 | 10,985 | 2,017 | — | 22,298 | |||||||||||||||
Operating lease commitments (4) |
3,101 | 2,630 | 2,039 | 5,878 | 13,648 | |||||||||||||||
Senior Notes (5) |
34,438 | 68,876 | 68,876 | 487,914 | 660,104 | |||||||||||||||
IQ Notes (6) |
2,293 | 39,257 | — | — | 41,550 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total contractual cash obligations |
$ | 108,364 | $ | 123,195 | $ | 73,515 | $ | 493,792 | $ | 798,866 | ||||||||||
|
|
|
|
|
|
|
|
|
|
(1) | Consists of open purchase orders and commitments of approximately $9.0 million at Greens Creek, $1.2 million at Casa Berardi, $20.4 million at Lucky Friday, $2.6 million at the Nevada Operations and $0.3 at Keno Hill. |
(2) | The New Credit Agreement provides for a $150 million revolving credit facility, under which $25 million was drawn as of September 30, 2022 and repaid October 4, 2022. We had $7.8 million in letters of credit outstanding as of September 30, 2022. The amounts in the table above assume no additional amounts will be drawn in future periods, and include only the standby fee on the current undrawn balance. For more information on our credit facility, see Note 7 Notes to Condensed Consolidated Financial Statements (Unaudited) |
(3) | Includes scheduled finance lease payments of $14.2 million, $3.4 million, $1.4 million, $0.049 million (including interest) and $3.3 million, respectively, for equipment at our Greens Creek, Lucky Friday, Casa Berardi, Nevada Operations and Keno Hill. |
(4) | We enter into operating leases in the normal course of business. Substantially all lease agreements have fixed payment terms based on the passage of time. Some lease agreements provide us with the option to renew the lease or purchase the leased property. Our future operating lease obligations would change if we exercised these renewal options and if we entered into additional operating lease arrangements. |
(5) | On February 19, 2020, we completed an offering of $475 million in aggregate principal amount of our Senior Notes due February 15, 2028. The Senior Notes bear interest at a rate of 7.25% per year, with interest payable on February 15 and August 15 of each year. See Note 7 Notes to Condensed Consolidated Financial Statements (Unaudited) |
(6) | On July 9, 2020, we entered into a note purchase agreement pursuant to which we issued our IQ Notes for CAD$50 million (approximately USD$36.8 million at the time of the transaction) in aggregate principal amount. The IQ Notes bear interest on amounts outstanding at a rate of 6.515% per year, payable on January 9 and July 9 of each year. See Note 7 Notes to Condensed Consolidated Financial Statements (Unaudited) |
• | Investments in subsidiaries |
• | Capital contributions paid-in capital. In consolidation, investments in subsidiaries and related additional paid-in capital are eliminated. |
• | Debt. |
• | Dividends. |
• | Deferred taxes Non-current deferred tax asset balances are included in other non-current assets on the consolidating balance sheets and make up a large portion of that item, particularly for the guarantor balances. |
As of September 30, 2022 |
||||||||||||||||||||
Parent |
Guarantors |
Non- Guarantors |
Eliminations |
Consolidated |
||||||||||||||||
(in thousands) |
||||||||||||||||||||
Assets |
||||||||||||||||||||
Cash and cash equivalents |
$ | 100,333 | $ | 24,486 | $ | 19,850 | $ | — | $ | 144,669 | ||||||||||
Other current assets |
11,939 | 118,657 | 8,655 | — | 139,251 | |||||||||||||||
Properties, plants, equipment and mineral interests, net |
1,913 | 2,288,145 | 263,916 | 2,553,974 | ||||||||||||||||
Intercompany receivable (payable) |
(195,180 | ) | (188,353 | ) | 321,214 | 62,319 | — | |||||||||||||
Investments in subsidiaries |
2,110,836 | — | — | (2,110,836 | ) | — | ||||||||||||||
Other non-current assets |
378,230 | 29,860 | 32,545 | (343,900 | ) | 96,735 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total assets |
$ | 2,408,071 | $ | 2,272,795 | $ | 646,180 | $ | (2,392,417 | ) | $ | 2,934,629 | |||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Liabilities and Stockholders’ Equity |
||||||||||||||||||||
Current liabilities |
$ | (105,320 | ) | $ | 246,660 | $ | 12,561 | $ | 7,484 | $ | 161,385 | |||||||||
Long-term debt |
530,745 | 20,242 | — | — | 550,987 | |||||||||||||||
Non-current portion of accrued reclamation |
— | 99,888 | 5,829 | — | 105,717 | |||||||||||||||
Non-current deferred tax liability |
22,098 | 408,148 | 13,043 | (289,064 | ) | 154,225 | ||||||||||||||
Other non-current liabilities |
5,780 | 1,076 | 691 | — | 7,547 | |||||||||||||||
Stockholders’ equity |
1,954,768 | 1,496,781 | 614,056 | (2,110,837 | ) | 1,954,768 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total liabilities and stockholders’ equity |
$ | 2,408,071 | $ | 2,272,795 | $ | 646,180 | $ | (2,392,417 | ) | $ | 2,934,629 | |||||||||
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30, 2022 |
||||||||||||||||||||
Parent |
Guarantors |
Non- Guarantors |
Eliminations |
Consolidated |
||||||||||||||||
(in thousands) |
||||||||||||||||||||
Revenues |
$ | 1,640 | $ | 144,634 | $ | 65 | $ | — | $ | 146,339 | ||||||||||
Cost of sales |
204 | (105,031 | ) | (73 | ) | — | (104,900 | ) | ||||||||||||
Depreciation, depletion, amortization |
— | (32,992 | ) | — | — | (32,992 | ) | |||||||||||||
General and administrative |
(3,792 | ) | (5,664 | ) | (1,547 | ) | — | (11,003 | ) | |||||||||||
Exploration and pre-development |
(292 | ) | (13,143 | ) | (1,693 | ) | — | (15,128 | ) | |||||||||||
Equity in earnings of subsidiaries |
2,871 | — | — | (2,871 | ) | — | ||||||||||||||
Other (expense) income |
(32,300 | ) | 12,289 | (4,398 | ) | 9,040 | (15,369 | ) | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Income (loss) before income taxes |
(31,669 | ) | 93 | (7,646 | ) | 6,169 | (33,053 | ) | ||||||||||||
(Provision) benefit from income taxes |
8,142 | 10,424 | — | (9,039 | ) | 9,527 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income (loss) |
(23,527 | ) | 10,517 | (7,646 | ) | (2,870 | ) | (23,526 | ) | |||||||||||
Preferred stock dividends |
(138 | ) | — | — | — | (138 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Income (loss) applicable to common stockholders |
$ | (23,665 | ) | $ | 10,517 | $ | (7,646 | ) | $ | (2,870 | ) | $ | (23,664 | ) | ||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income (loss) |
(23,527 | ) | 10,517 | (7,646 | ) | (2,870 | ) | (23,526 | ) | |||||||||||
Changes in comprehensive income (loss) |
(12,692 | ) | — | — | — | (12,692 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Comprehensive income (loss) |
$ | (36,219 | ) | $ | 10,517 | $ | (7,646 | ) | $ | (2,870 | ) | $ | (36,218 | ) | ||||||
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2022 |
||||||||||||||||||||
Parent |
Guarantors |
Non- Guarantors |
Eliminations |
Consolidated |
||||||||||||||||
(in thousands) |
||||||||||||||||||||
Revenues |
$ | 8,193 | $ | 515,822 | $ | 65 | $ | — | $ | 524,080 | ||||||||||
Cost of sales |
2,000 | (328,506 | ) | (73 | ) | — | (326,579 | ) | ||||||||||||
Depreciation, depletion, amortization |
— | (106,362 | ) | — | — | (106,362 | ) | |||||||||||||
General and administrative |
(12,682 | ) | (14,464 | ) | (1,843 | ) | — | (28,989 | ) | |||||||||||
Exploration and pre-development |
(586 | ) | (32,489 | ) | (6,061 | ) | — | (39,136 | ) | |||||||||||
Equity in earnings of subsidiaries |
(5,476 | ) | — | — | 5,476 | — | ||||||||||||||
Other expense |
(25,483 | ) | (13,577 | ) | (11,653 | ) | (8,839 | ) | (59,552 | ) | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Income (loss) before income taxes |
(34,034 | ) | 20,424 | (19,565 | ) | (3,363 | ) | (36,538 | ) | |||||||||||
(Provision) benefit from income taxes |
1,137 | (6,345 | ) | 11 | 8,839 | 3,642 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income (loss) |
(32,897 | ) | 14,079 | (19,554 | ) | 5,476 | (32,896 | ) | ||||||||||||
Preferred stock dividends |
(414 | ) | — | — | — | (414 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Income (loss) applicable to common stockholders |
$ | (33,311 | ) | $ | 14,079 | $ | (19,554 | ) | $ | 5,476 | $ | (33,310 | ) | |||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income (loss) |
(32,897 | ) | 14,079 | (19,554 | ) | 5,476 | (32,896 | ) | ||||||||||||
Changes in comprehensive income (loss) |
19,491 | — | — | — | 19,491 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Comprehensive income (loss) |
$ | (13,406 | ) | $ | 14,079 | $ | (19,554 | ) | $ | 5,476 | $ | (13,405 | ) | |||||||
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2022 |
||||||||||||||||||||
Parent |
Guarantors |
Non- Guarantors |
Eliminations |
Consolidated |
||||||||||||||||
(in thousands) |
||||||||||||||||||||
Cash flows from operating activities |
$ | 287,919 | $ | 145,834 | $ | (153,190 | ) | $ | (226,793 | ) | $ | 53,770 | ||||||||
Cash flows from investing activities: |
||||||||||||||||||||
Additions to properties, plants, and equipment |
— | (90,138 | ) | (3,099 | ) | — | (93,237 | ) | ||||||||||||
Acquisition, net |
8,952 | |
— |
|
|
8,952 |
| |||||||||||||
Other investing activities, net |
(573,131 | ) | (1,880 | ) | (16,525 | ) | 548,130 | (43,406 | ) | |||||||||||
Cash flows from financing activities: |
||||||||||||||||||||
Dividends paid to stockholders |
(10,549 | ) | — | — | — | (10,549 | ) | |||||||||||||
Issuance of debt |
25,000 | — | — | 25,000 | ||||||||||||||||
Payments on debt |
— | (5,222 | ) | — | — | (5,222 | ) | |||||||||||||
Other financing activity |
187,036 | (37,653 | ) | 172,302 | (321,337 | ) | 348 | |||||||||||||
Effect of exchange rate changes on cash |
— | 548 | (256 | ) | — | (804 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Changes in cash, cash equivalents and restricted cash |
(74,773 | ) | 10,393 | (768 | ) | (65,148 | ) | |||||||||||||
Beginning cash, cash equivalents and restricted cash |
175,108 | 15,135 | 20,820 | — | 211,063 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending cash, cash equivalents and restricted cash |
$ | 100,335 | $ | 25,528 | $ | 20,052 | $ | — | $ | 145,915 | ||||||||||
|
|
|
|
|
|
|
|
|
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Item 3. |
Quantitative and Qualitative Disclosures About Market Risk |
Item 4. |
Controls and Procedures |
Item 1. |
Legal Proceedings |
Item 1A. |
Risk Factors |
Item 4. |
Mine Safety Disclosures |
* | Filed herewith. |
HECLA MINING COMPANY (Registrant) | ||||||
Date: | November 9, 2022 | By: |
/s/ Phillips S. Baker, Jr. |
Phillips S. Baker, Jr., President, | ||||||
Chief Executive Officer and Director | ||||||
Date: | November 9, 2022 | By: |
/s/ Russell D. Lawlar |
Russell D. Lawlar, Senior Vice President, | ||||||
Chief Financial Officer |
Exhibit 10.3
Execution Version
STREAM TERMINATION AGREEMENT
HECLA MINING COMPANY
and
WHEATON PRECIOUS METALS CORP.
July 4, 2022
STREAM TERMINATION AGREEMENT
THIS AGREEMENT made as of July 4, 2022
B E T W E E N:
HECLA MINING COMPANY, a corporation incorporated under the laws of the State of Delaware (Hecla)
- and -
WHEATON PRECIOUS METALS CORP., a corporation existing under the laws of the Province of Ontario (Wheaton)
WHEREAS:
A. | Wheaton is a party to that amended and restated silver purchase agreement dated August 5, 2020 (the Stream Agreement) among Wheaton, Elsa Reclamation & Development Company (ERDC), Alexco Keno Hill Mining Corp. (AKHM) and Alexco Resource Corp. (Alexco); |
B. | Hecla and Alexco have entered into an arrangement agreement dated the date hereof (the Arrangement Agreement) pursuant to which Hecla will acquire all of the outstanding equity securities of Alexco in accordance with a plan of arrangement (the Arrangement) under the Business Corporations Act (British Columbia); |
C. | Concurrently with the execution of the Arrangement Agreement, Hecla and Alexco entered into a secured loan agreement providing for a US$30 million aggregate principal amount secured loan made by Hecla to Alexco (the Hecla Secured Loan); |
D. | Wheaton and Hecla have executed a voting support agreement in respect of the Arrangement (the Voting Support Agreement); and |
E. | Wheaton and Hecla wish to terminate the Stream Agreement effective immediately following the consummation of the Arrangement on the terms and conditions as are more particularly set forth herein. |
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual covenants and agreements contained in this Agreement, the parties agree as follows:
ARTICLE 1
INTERPRETATION
1.1 | Definitions |
In this Agreement, unless something in the subject matter or context is inconsistent therewith:
Accession Agreement means the accession agreement dated October 2, 2017, among Wheaton, ERDC, AKHM, Alexco and Banyan Gold Corp., as amended;
Accession Agreement Termination Agreement means a termination agreement, to be signed at Closing by Wheaton, ERDC, AKHM, Alexco and Banyan Gold Corp., pursuant to which the Accession Agreement shall be terminated;
Act has the meaning set forth in Section 3.1.1(k);
Affiliate means, with respect to a specified Person, another Person that directly or indirectly controls or is controlled by or is under common control with that specified Person;
Agreement means this stream termination agreement and the Schedules attached to this Agreement and all amendments, restatements or replacements to this Agreement made by written agreement between the Parties;
AKHM has the meaning set out in the recitals, above;
Alexco has the meaning set out in the recitals, above;
Applicable Laws or Law(s) means in respect of any Person, property, transaction or event, all laws, statutes, treaties, regulations, judgments, notices, approvals, orders and decrees applicable to that Person, property, transaction or event, and, in each case to the extent legally enforceable by or on behalf of a Governmental Body or purporting to have authority over that Person, property, transaction or event;
Arrangement has the meaning set out in the recitals, above;
Arrangement Agreement has the meaning set out in the recitals, above;
Business Day means a day that is not a Saturday, Sunday or any other day which is a statutory holiday or a bank holiday in Vancouver, British Columbia or Coeur dAlene, Idaho;
Claim means any claim of any nature whatsoever, including any demand, liability, obligation, debt, cause of action, suit, proceeding, judgment, award, assessment, reassessment or notice of determination of loss;
Closing means the completion of the Transaction in accordance with Section 2.2;
Closing Date means the date upon which Closing occurs, being the date upon which the Arrangement becomes effective, or such other date as may be agreed upon in writing by the Parties;
Closing Document means any document delivered at or subsequent to Closing as provided in or pursuant to this Agreement;
Common Shares means common shares in the capital of Hecla;
Consideration Shares has the meaning set forth in Section 2.1.1;
Contract means any written agreement, arrangement or commitment;
ERDC has the meaning set out in the recitals, above;
Governmental Body means any national, state, regional, provincial, municipal or local government, governmental department, commission, board, bureau, agency, authority or
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instrumentality, or any Person exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to any of the foregoing entities, including all tribunals, commissions, boards, bureaus, arbitrators and arbitration panels, and any authority or other Person controlled by any of the foregoing;
Hecla has the meaning set out in the recitals, above;
Hecla Limited Security has the meaning ascribed to that term in Section 2.3.1;
Hecla Preferred Stock has the meaning ascribed to that term in Section 4.1.1(f);
Hecla Secured Loan has the meaning set out in the recitals, above;
HSR Act means the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976;
Indemnified Party or Indemnifying Party has the meaning ascribed to that term in Section 5.3.1;
knowledge means with respect to Wheaton, the knowledge of its Chief Executive Officer and Chief Financial Officer, and with respect to Hecla, the knowledge of its Chief Executive Officer and Chief Financial Officer, after due inquiry (and each such individual will be deemed to have knowledge of a particular fact or other matter if: (i) that individual is actually aware of that fact or matter; (ii) that fact or matter has been received or comes to the attention of that individual under circumstances in which a reasonable person would take cognizance of it; or (iii) that fact or matter would have been received or come to the attention of that individual had he or she made due inquiry, and for greater certainty, where a representation or warranty refers to the knowledge of more than one Party, each such Party is giving such representation and warranty to its own knowledge only and knowledge of one such Party shall not be imputed to any other such Party;
Lien means with respect to any property or asset, any security interest, mortgage, pledge, prohibition, injunction, restriction, lien, charge, assignment, option, claim, royalty, stream, offtake or similar right, promise to contract, compromise or other encumbrance or interest of any kind, upon any such property or asset, or upon the income revenue or profits therefrom, including any acquisition of or option to acquire any interest in any property or asset (whether real, personal, tangible or intangible) upon conditional sale or other title retention agreement, device or arrangement (including any capital lease);
Loss or Losses means any loss, liability, damage, cost or expense suffered or incurred, including the costs and expenses of any assessment, judgment, settlement or compromise relating thereto, but excluding lost profits or consequential damages;
Mining Properties has the meaning ascribed to that term in the Stream Agreement;
Order means any order, judgment, injunction, decree, stipulation, determination, award, decision or writ of any court, tribunal, arbitrator or Governmental Body or other Person;
Outside Date means November 4, 2022, or such later date as may be agreed to in writing by the Parties.
Parties means the parties to this Agreement and Party means any one of them;
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Person means an individual, a partnership, a corporation, a Governmental Body, a trustee, any unincorporated organization and the heirs, executors, administrators or other legal representatives of an individual and words importing Person have similar meaning;
Securities Laws means all applicable U.S. and Canadian securities laws, rules and regulations and published policies thereunder as now in effect and as they may be promulgated or amended from time to time;
Stream Agreement has the meaning set out in the recitals, above;
Termination, Release and Discharge Letter means the termination, release and discharge letter agreement to be signed at Closing by Hecla, Wheaton, ERDC, AKHM and Alexco, in the form appended as Schedule A hereto;
Third Party means any Person other than a Party or an Affiliate of a Party;
Third Party Claim means any Claim asserted by a Third Party against an Indemnified Party;
Time of Closing means the time on the Closing Date immediately following the time at which the Arrangement becomes effective, or such earlier or later time that may be agreed to by the Parties;
Transaction means the termination of the Stream Agreement pursuant to the terms of this Agreement;
TSX means the Toronto Stock Exchange;
Voting Support Agreement has the meaning set out in the recitals, above;
Wheaton has the meaning set out in the recitals, above; and
Wheaton Security Agreements has the meaning ascribed to that term in the Stream Agreement.
1.2 | Headings |
The division of this Agreement into Articles and Sections and the insertion headings are for convenience of reference only and shall not affect the construction or interpretation of this Agreement. The terms hereof, hereunder and similar expressions refer to this Agreement and not to any particular Article, Section or other portion hereof and include any agreement supplemental hereto. Unless something in the subject matter or context is inconsistent therewith, references herein to Articles, Sections and Schedules are to Articles and Sections of and Schedules to this Agreement.
1.3 | Extended Meanings |
In this Agreement, words importing the singular number only include the plural and vice versa, words importing any gender include all genders. The term includes or including means including, but not limited to. A reference to any entity includes any successor to that entity.
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1.4 | Statutory References |
In this Agreement, unless something in the subject matter or context is inconsistent therewith or unless otherwise herein provided, a reference to any statute is to that statute as now enacted or as the same may from time to time be amended, re-enacted or replaced and includes any regulations made thereunder.
1.5 | Currency |
Unless otherwise indicated, all references to currency herein are to the lawful money of the United States of America.
1.6 | Consent |
Whenever a provision of this Agreement requires an approval or consent and such approval or consent is not delivered within the applicable time limit, then, unless otherwise specified, the Party whose consent or approval is required shall be conclusively deemed to have withheld its approval or consent.
1.7 | Performance on Holidays |
If any action is required to be taken pursuant to this Agreement on or by a specified date which is not a Business Day, then such action will be valid if taken on or by the next Business Day.
1.8 | Calculation of Time |
In this Agreement, a period of days will be deemed to begin on the first day after the event which began the period and to end at 5:00 p.m. (Vancouver time) on the last day of the period. If, however, the last day of the period does not fall on a Business Day, the period will terminate at 5:00 p.m. (Vancouver time) on the next Business Day.
1.9 | Schedules |
The following are the Schedules annexed hereto and incorporated by reference and deemed to be part hereof:
Schedule A Form of Termination, Release and Discharge Letter
Capitalized terms used but not otherwise defined in the Schedules have the meanings given to them in this Agreement.
ARTICLE 2
STREAM TERMINATION
2.1 | Consideration for Stream Termination |
2.1.1 | Wheaton hereby agrees to terminate the Stream Agreement at Closing in accordance with section 23(n) of the Stream Agreement in consideration for such number of Common Shares (the Consideration Shares) as is determined by dividing US$135 million by the five-day volume weighted average trading price of the Common Shares on the NYSE for the period ended on the first Business Day prior to the Closing Date. |
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2.1.2 | Wheaton acknowledges and agrees that the Consideration Shares will be restricted from resale under the Act for a period of six months from the Closing Date. |
2.1.3 | Wheaton agrees to surrender for cancellation the 2,000,000 Alexco common share purchase warrants represented by warrant certificate W-2020-08-001 (the Warrant Certificate) at Closing. |
2.2 | Closing Deliveries and Procedures |
2.2.1 The Closing will be an electronic virtual closing unless otherwise agreed upon by the Parties.
2.2.2 | At the Closing, Wheaton shall deliver to Hecla the following Closing Documents, each in form and substance satisfactory to Hecla, acting reasonably: |
(a) | the Termination, Release and Discharge Letter, duly executed by Wheaton; |
(b) | discharges of the Liens contemplated by the Wheaton Security Agreements as contemplated by the Termination, Release and Discharge Letter; |
(c) | the Accession Agreement Termination Agreement, duly executed by Wheaton; |
(d) | the Warrant Certificate; and |
(e) | a certificate signed by an executive officer of Wheaton dated as of the Closing Date, in form and substance satisfactory to Hecla, acting reasonably, confirming that: (a) Wheaton has performed and complied in all material respects with all covenants and obligations in this Agreement to be complied with and performed by Wheaton at or before Closing; and (b) all representations and warranties of Wheaton in this Agreement are true and correct in all material respects as of the Closing Date with the same force and effect as if such representations and warranties had been made on and as of that date (provided that if there is a change in respect of any such representations or warranties but the change reflects an act or circumstance permitted by this Agreement then such certificate may disclose such change(s) and such certificate will satisfy this delivery requirement). |
2.2.3 | At the Closing, Hecla shall deliver to Wheaton the following Closing Documents, each in form and substance satisfactory to Wheaton, acting reasonably: |
(a) | a share certificate or DRS advice representing the Consideration Shares registered as directed in writing by Wheaton not less than three (3) Business Days prior to the Closing Date; |
(b) | the Termination, Release and Discharge Letter, duly executed by Hecla, Alexco, ERDC and AKHM; |
(c) | the Accession Agreement Termination Agreement, duly executed by Alexco, ERDC, AKHM and Banyan Gold Corp.; and |
(d) | a certificate signed by an executive officer of Hecla dated as of the Closing Date, in form and substance satisfactory to Wheaton, acting reasonably, confirming that: (a) Hecla has performed and complied in all material respects with all covenants |
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and obligations in this Agreement to be complied with and performed by Hecla at or before Closing; and (b) all representations and warranties of Hecla in this Agreement are true and correct in all material respects as of the Closing Date with the same force and effect as if such representations and warranties had been made on and as of that date.
2.3 | Consent and Subordination of Security |
2.3.1 | By executing this Agreement, Wheaton hereby irrevocably (a) consents to Heclas registration of security registrations over all present and after-acquired personal property comprising the Project Assets (as defined in the Stream Agreement) to secure the Hecla Secured Loan (the Hecla Limited Security), (b) consents to the grant of the Hecla Limited Security by Alexco and (c) waives ERDC and AKHMs obligations under Section 16 of the Stream Agreement to obtain and preserve the first priority ranking of security interests granted in favour of Wheaton on the Project Assets in relation to the grant of the Hecla Limited Security. Wheaton will provide notice of such consents and waiver to Alexco, AKHM and ERDC following the execution of this Agreement. |
2.3.2 | Wheaton hereby agrees with Hecla and declares that notwithstanding any prior execution, delivery or registration of Wheatons security interest in all present and after-acquired personal property comprising the Project Assets created by the Wheaton Security Agreements, such security constituted by the Wheaton Security Agreements secured thereby shall be and is hereby postponed to, and shall rank subsequent and subordinate to, the Hecla Limited Security and the Hecla Secured Loan secured thereby. |
2.3.3 | The priority of Hecla set out in Section 2.3.2 and all other rights established, altered or specified herein shall: |
(a) | be applicable irrespective of the time or order of creation, execution, delivery, attachment or perfection thereof, the method of perfecting, the time or order of registration of filing financing statements or taking possession, records of mortgages or other instruments, assignments or agreements, the giving of or failure to give notice of the acquiring of any Lien or security interest or the date or dates of any loan or advance or advances by Wheaton, the date or dates of any default by Alexco, AKHM or ERDC under the Stream Agreement or the Wheaton Security Agreements or the taking of any enforcement proceedings including possession with respect to such security; and |
(b) | extend to all proceeds in any form derived, arising or resulting from any realization of Wheatons security interest in all present and after-acquired personal property comprising the Project Assets, including all proceeds of insurance policies covering assets of the Alexco, AKHM or ERDC subject to such security interests. |
2.3.4 | Hecla undertakes that: |
(a) | it will not support or vote in favour of any plan, arrangement, liquidation, reorganization, proposal, compromise or similar arrangement pursuant to or relating to any proceeding arising from an Insolvency Event (as such term is defined in the Stream Agreement) directly or indirectly that involves the Project Assets (an Insolvency Plan) that involves: (x) a disposition or transfer of all or any material part of the Project Assets or the shares or other securities of the direct or indirect owners of the Project Assets (the Project Entities) to a transferee |
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and/or (y) a restricting or rearrangement of some or all of the obligations of the Project Entities where all or any material part of the Project Assets continue to be the property of the Project Entities, unless such Insolvency Plan: |
(i) | requires that any such transferee agrees in writing in favour of Wheaton to be bound by and subject to the terms of the Stream Agreement, to the extent that it takes possession of all or any material part of the Project Assets or the shares or other securities of any of the Project Entities; or |
(ii) | where all or any material part of the Project Assets continue to be the property of any of the Project Entities, preserves the material rights of Wheaton under the Stream Agreement, including by way of the survival of the Stream Agreement, |
provided that if Hecla proposes to acquire any of the Project Entities or the Project Assets as part of such Insolvency Plan, Wheaton will agree to terminate the Stream Agreement upon the effective date of such Insolvency Plan in consideration for US$135 million worth of Common Shares (based on a five-day volume weighted average trading price of the Common Shares on the NYSE for the period ended on the first Business Day prior to such effective date); and
(b) | it will use its rights as a creditor to create, support and vote in favour of any Insolvency Plan that meets (or exceeds from the perspective of Wheaton, acting reasonably) the conditions set out in (a) above. |
2.4 | Conditions to Closing |
2.4.1 | Hecla shall complete the Closing only if each of the following conditions precedent has been satisfied in full or waived in writing by Hecla at or before the Time of Closing: |
(a) | subject to the exception contemplated in Section 2.2.2(e), the representations and warranties of Wheaton contained in this Agreement are true and correct in all material respects as at Closing with the same effect as though such representations and warranties had been made as of the Closing; |
(b) | all of the covenants and obligations of Wheaton to be performed or observed on or before the Closing pursuant to this Agreement have been duly performed or observed in all material respects; |
(c) | there shall not be ongoing any litigation or proceeding against Wheaton, brought by any Governmental Body or any other Person that seeks to restrain, materially modify or invalidate the Transaction and no Order that would prohibit, materially modify or restrain the Transaction shall be in effect; |
(d) | all necessary filings pursuant to the HSR Act shall have been made and all applicable waiting periods thereunder shall have expired or been terminated; |
(e) | Hecla shall have received Wheatons Closing Documents described herein, in form and substance satisfactory to Hecla, acting reasonably; |
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(f) | Hecla shall have received the conditional approval of the NYSE for the listing of the Consideration Shares; and |
(g) | the Arrangement shall have been consummated in accordance with the terms of the Arrangement Agreement. |
2.4.2 | Each of the foregoing conditions precedent is for the exclusive benefit of Hecla, and Hecla may waive any of them in whole or in part in writing. |
2.4.3 | Wheaton shall complete the Closing only if each of the following conditions precedent has been satisfied in full or waived in writing by Wheaton at or before the Time of Closing: |
(a) | the representations and warranties of Hecla contained in this Agreement and given for the benefit of Wheaton are true and correct in all material respects as at Closing with the same effect as though such representations and warranties had been made as of the Closing; |
(b) | all of the covenants and obligations of Hecla to be performed or observed on or before the Closing for the benefit of Wheaton pursuant to this Agreement have been duly performed or observed in all material respects; |
(c) | there shall not be ongoing any litigation or proceeding against Hecla, brought by any Governmental Body or any other Person that seeks to restrain, materially modify or invalidate the Transaction and no Order that would prohibit, materially modify or restrain the Transaction shall be in effect; |
(d) | all necessary filings pursuant to the HSR Act shall have been made and all applicable waiting periods thereunder shall have expired or been terminated; and |
(e) | Wheaton shall have received Heclas Closing Documents described herein, in form and substance satisfactory to Wheaton, acting reasonably. |
2.4.4 | Each of the foregoing conditions precedent is for the exclusive benefit of Wheaton, and only Wheaton may waive any of them in whole or in part in writing. |
ARTICLE 3
REPRESENTATIONS AND WARRANTIES OF WHEATON
3.1 | Representations and Warranties of Wheaton |
3.1.1 | Wheaton hereby represents and warrants to Hecla as follows and acknowledges that Hecla is relying upon such representations and warranties in connection with the matters contemplated by this Agreement: |
(a) | Wheaton validly exists as a company in good standing under the laws of the Province of Ontario, and is duly qualified, authorized or licensed in all jurisdictions where the nature or character of the Stream Agreement requires it to be so qualified, authorized or licensed in accordance with Applicable Laws. |
(b) | Wheaton has all necessary corporate power and capacity to execute and deliver, and to observe and perform its covenants and obligations under, this Agreement |
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and the Closing Documents to which it will be or is a party. Wheaton has taken all corporate action necessary to authorize the execution and delivery, and the observance and performance of its covenants and obligations under, this Agreement and the Closing Documents to which it will be a party. |
(c) | The Stream Agreement and this Agreement have been, and each Closing Document to which Wheaton will be or is a party, when executed and delivered, will be duly executed and delivered by Wheaton, and the Stream Agreement and this Agreement constitute, and each Closing Document to which Wheaton will be a party, when executed and delivered, will constitute, a legal, valid and binding obligation of Wheaton enforceable against Wheaton in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization and other laws of general application limiting the enforcement of creditors rights generally and to the fact that specific performance is an equitable remedy available only in the discretion of the court. |
(d) | The execution and delivery of, or the observance and performance by Wheaton of, any covenant, condition or obligation under this Agreement or any Closing Document to which it will be a party does not and will not contravene or result in a material violation of or a breach or default under (with or without the giving of notice or lapse of time, or both), or in the acceleration of any obligation under: |
(i) | the articles, by-laws, directors or shareholders resolutions of Wheaton; or |
(ii) | the provisions of any material Contract, mortgage, security document, obligation, licence, permit or instrument to which Wheaton is a party, or by which Wheaton is bound or affected, and which could reasonably be expected to adversely impact the performance of Wheatons obligations under this Agreement or any Closing Document. |
(e) | No Person other than Hecla has any oral or written agreement, option, right, privilege or any other right capable of becoming any of the foregoing (whether legal, equitable, contractual or otherwise) in respect of Wheatons interest in the Stream Agreement. |
(f) | There is no outstanding, pending, or, to the knowledge of Wheaton, threatened, court, administrative, regulatory or similar proceeding (whether civil, quasi-criminal or criminal), arbitration or other dispute settlement procedure, investigation, audit, assessment, inquiry, request for information, warrant, charge, suit or claim by any party to the Stream Agreement or the Wheaton Security Agreements, or any similar matter or proceeding by any such party (collectively, Proceedings), in respect of the Stream Agreement. |
(g) | There are no Liens or other restrictions encumbering Wheatons interest in the Stream Agreement. |
(h) | The Wheaton Security Agreements represent all of Wheatons and its Affiliates Liens in respect of the Mining Properties, Alexco, AKHM and ERDC. |
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(i) | Wheaton is an accredited investor, as such term is defined in National Instrument 45-106 Prospectus Exemptions. |
(j) | Wheaton acknowledges that the certificates representing the Consideration Shares will bear legends reflecting the resale restrictions contemplated by this Agreement. |
(k) | The Consideration Shares are being acquired for investment for Wheatons account, not by Wheaton as a nominee or agent, and not by Wheaton with a view to the public resale or distribution within the meaning of the U.S. Securities Act of 1933, as amended (the Act). |
(l) | Wheaton has made its investment decision with respect to the acquisition of the Consideration Shares solely based upon its review of the Hecla Information Record (as defined in Section 4.1.1(h) of this Agreement). |
(m) | Wheaton understands that the acquisition of the Consideration Shares involves substantial risk. Wheaton acknowledges that it can bear the economic risk of Wheatons investment in the Consideration Shares for an indefinite period of time, and has such knowledge and experience in financial and business matters that Wheaton is capable of evaluating the merits and risks of its investment in the Consideration Shares. |
(n) | Wheaton is an accredited investor within the meaning of Regulation D promulgated under the Act. |
(o) | Wheaton understands that the Consideration Shares have not been registered under the Act or registered or qualified under the securities laws of any state, and are issued in reliance upon specific exemptions therefrom, which exemptions depend upon, among other things, the bona fide nature of Wheatons investment intent as expressed herein. Wheaton understands that Hecla is under no obligation to so register or qualify the Consideration Shares. Wheaton understands that the Consideration Shares are restricted securities under applicable federal and state securities laws and are subject to the resale restrictions contemplated by this Agreement. |
3.2 | Survival of the Representations, Warranties and Covenants |
3.2.1 | The representations and warranties of Wheaton set forth in this Agreement shall survive the Closing and shall continue for the benefit of Hecla for one year from the Closing Date notwithstanding the occurrence of the Closing and any inspections or inquiries made by or on behalf of Hecla. |
3.2.2 | For greater certainty, the expiry of the survival period applicable to a representation or warranty shall be without prejudice to any Claim for indemnification based on any inaccuracy or misrepresentation in such representation or warranty made prior to such expiry pursuant to this Agreement. |
3.2.3 | The covenants of Wheaton set out in this Agreement that have not been fully performed at or prior to the Time of Closing shall survive the Closing and, notwithstanding the occurrence of the Closing, shall continue in full force and effect for the benefit of Hecla in accordance with the terms thereof. |
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ARTICLE 4
REPRESENTATIONS AND WARRANTIES OF HECLA
4.1 | Representations and Warranties of Hecla |
4.1.1 | Hecla hereby represents and warrants to Wheaton as follows and acknowledges that Wheaton is relying upon such representations and warranties in connection with the matters contemplated by this Agreement: |
(a) | Hecla validly exists as a company in good standing under the laws of Delaware, and is duly qualified, authorized or licensed in all jurisdictions where its business requires it to be so qualified, authorized or licensed in accordance with Applicable Laws. |
(b) | Hecla has all necessary corporate power and capacity to execute and deliver, and to observe and perform its covenants and obligations under, this Agreement and the Closing Documents to which it will be or is a party. Hecla has taken all action, including corporate action, necessary to authorize the execution and delivery, and the observance and performance of its covenants and obligations under, this Agreement and the Closing Documents to which it will be a party. |
(c) | The Arrangement Agreement and this Agreement have been, and each Closing Document to which Hecla will be or is a party, when executed and delivered, will be duly executed and delivered by Hecla, and the Arrangement Agreement and this Agreement constitute, and each Closing Document to which Hecla will be a party, when executed and delivered, will constitute, a legal, valid and binding obligation of Hecla enforceable against Hecla in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization and other laws of general application limiting the enforcement of creditors rights generally and to the fact that specific performance is an equitable remedy available only in the discretion of the court. |
(d) | The execution and delivery of, or the observance and performance by Hecla of, any covenant, condition or obligation under this Agreement or any Closing Document to which it will be a party does not and will not contravene or result in a material violation of or a breach or default under (with or without the giving of notice or lapse of time, or both), or in the acceleration of any obligation under: |
(i) | the constating documents, directors or shareholders resolutions of Hecla; or |
(ii) | the provisions of any material Contract, mortgage, security document, obligation, licence, permit or instrument to which Hecla or any of its Affiliates is a party, or by which Hecla or any of its Affiliates is bound or affected. |
(e) | There are no suits, claims, actions or Proceedings pending or, to the knowledge of Hecla threatened, against Hecla seeking to prevent the transactions contemplated by the Arrangement Agreement or this Agreement. |
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(f) | The authorized share capital of Hecla consists of 750,000,000 Common Shares, par value of $0.25 per Common Share and 5,000,000 shares of Preferred Stock, par value of $0.25 per share (the Hecla Preferred Stock). As of the close of business on the Business Day prior to the date of this Agreement, there are issued and outstanding 541,307,978 Common Shares and 157,816 shares of Series B Cumulative Convertible Hecla Preferred Stock which are convertible into Common Shares in accordance with their terms. |
(g) | The Consideration Shares to be issued and delivered by Hecla will, when delivered to Wheaton, by Hecla, be duly authorized and validly issued as fully paid and non-assessable Common Shares. |
(h) | Hecla has publicly filed on EDGAR true and complete copies of all forms, reports, schedules, statements and other documents required to be filed by it under applicable Securities Laws (each such form, report, schedule, statement, managements discussion and analysis, annual information form and other document, including any financial statements or other document, including any schedules included therein, is referred to collectively as the Hecla Information Record). Each document in the Hecla Information Record, at the time filed, (i) did not contain any Misrepresentation, and (ii) complied in all material respects with the requirements of applicable Securities Laws. Hecla has not filed any confidential material change report with applicable securities regulators that at the date hereof remains confidential. As used above, Misrepresentation means (i) an untrue statement of a material fact or (ii) an omission to state a material fact that is required to be stated or that is necessary to make a statement not misleading in the light of the circumstances in which it was made. |
(i) | The financial statements contained in the Hecla Information Record (i) were, in all material respects, prepared in accordance with U.S. GAAP applied on a consistent basis throughout the period indicated and on a basis consistent with prior periods; and (ii) fairly and accurately presented, in all materials respects, the consolidated financial position, assets and liabilities of Hecla as at the date specified therein, and fairly and accurately presented, in all material respects, the results of operations for the period covered by the statements of income, comprehensive income (loss), shareholders equity and cash flows for the year then ended. |
(j) | No securities commission or other similar regulatory authority has issued an order preventing or suspending trading in any securities of Hecla and there is currently no reasonable basis for such order. |
(k) | The Consideration Shares will be freely tradable and not subject to any statutory hold period or other restriction on transfer, other than a six-month hold period from the Closing Date. |
4.2 | Survival of the Representations and Warranties |
4.2.1 | The representations and warranties of Hecla set forth in this Agreement shall survive the Closing and shall continue for a period of one year from the Closing Date for the benefit of Wheaton, as applicable, notwithstanding the occurrence of the Closing and any inspections or inquiries made by or on behalf of Wheaton. |
13
4.2.2 | For greater certainty, the expiry of the survival period applicable to a representation or warranty shall be without prejudice to any Claim for indemnification based on any inaccuracy or misrepresentation in such representation or warranty made prior to such expiry pursuant to this Agreement. |
4.2.3 | The covenants of Wheaton set out in this Agreement that have not been fully performed at or prior to the Time of Closing shall survive the Closing and, notwithstanding the occurrence of the Closing, shall continue in full force and effect for the benefit of Hecla in accordance with the terms thereof. |
ARTICLE 5
INDEMNIFICATION
5.1 | Indemnity by Wheaton |
Wheaton shall indemnify and save harmless Hecla from and against all Losses directly or indirectly suffered by it (but, for greater certainty, not lost profits or consequential damages) resulting from: (i) any breach of any covenant of Wheaton contained in this Agreement; and (ii) any inaccuracy or misrepresentation in any representation or warranty set forth herein.
5.2 | Indemnity by Hecla |
5.2.1 | Hecla shall indemnify and save harmless Wheaton from and against all Losses directly or indirectly suffered by it (but, for greater certainty, not lost profits or consequential damages) resulting from: (i) any breach of any covenant of Hecla contained in this Agreement; and (ii) any inaccuracy or misrepresentation in any representation or warranty set forth herein. |
5.3 | Notice of and Defence of Third Party Claims |
5.3.1 | Any Person providing indemnification pursuant to the provisions of this Article 5 is referred to herein as an Indemnifying Party, and any Person entitled to be indemnified pursuant to the provisions of this Article 5 is referred to herein as an Indemnified Party. |
5.3.2 | If an Indemnified Party receives written notice of the commencement or assertion of any Third Party Claim in respect of which the Indemnified Party believes the Indemnifying Party has liability under this Agreement, the Indemnified Party shall give the Indemnifying Party reasonably prompt written notice thereof. To the extent reasonable and practical given the information readily available to the Indemnified Party, such notice to the Indemnifying Party shall describe the Third Party Claim in reasonable detail and shall indicate (without prejudice to the Indemnified Partys rights) the estimated amount of the Loss that has been or may be sustained by the Indemnified Party in respect thereof, provided that the failure to give such notice within such time period shall not reduce the Indemnified Partys rights hereunder, except to the extent of any actual prejudice suffered as a result of such failure due to the loss of substantive defences. |
5.3.3 | The Indemnifying Party shall have the right, by giving notice to that effect to the Indemnified Party not later than thirty (30) days after receipt of such notice of such Third Party Claim and subject to the rights of any insurer or other Third Party having potential liability therefor, to elect to assume the defence of any Third Party Claim at the Indemnifying Partys own expense and by the Indemnifying Partys own counsel, provided that the Indemnifying Party shall not be entitled to assume the defence of any Third Party Claim: (i) alleging any criminal or quasi-criminal wrongdoing (including fraud), (ii) which impugns the reputation of the Indemnified Party or (iii) where the Third Party making the Third Party Claim is a Governmental Body. |
14
5.3.4 | Prior to settling or compromising any Third Party Claim in respect of which the Indemnifying Party has the right to assume the defence, the Indemnifying Party shall obtain the consent of the Indemnified Party regarding such settlement or compromise, such consent not to be unreasonably withheld or delayed. In addition, the Indemnified Party shall be entitled to participate in (but not control) the defence of any Third Party Claim (and in so doing may retain its own counsel) at its own expense. |
5.3.5 | With respect to any Third Party Claim in respect of which the Indemnified Party has given notice to the Indemnifying Party pursuant to this Section 5.3.5 and in respect of which the Indemnifying Party is not entitled to assume the defence or has not elected to do so, the Indemnifying Party may participate in (but not control) such defence assisted by counsel of its own choosing at the Indemnifying Partys sole cost and expense. |
5.3.6 | At their own cost and expense, the Indemnifying Party and Indemnified Party shall use all reasonable efforts to make available to the Party which is undertaking and controlling the defence of any Third Party Claim: |
(a) | those employees whose assistance, testimony or presence is necessary to assist such Party in evaluating and in defending any Third Party Claim; and |
(b) | all documents, records and other materials in the possession of such Party reasonably required by such Party for its use in defending any Third Party Claim, |
and shall otherwise co-operate with the Party defending such Third Party Claim.
5.3.7 | If the Indemnifying Party elects to assume the defence of any Third Party Claim as provided in Section 5.3.3 and fails to take reasonable steps necessary to defend diligently such Third Party Claim within 30 days after receiving notice from the Indemnified Party that the Indemnified Party believes on reasonable grounds that the Indemnifying Party has failed to take such steps, the Indemnified Party may, at its option, elect to assume the defence of and to compromise or settle the Third Party Claim assisted by counsel of its own choosing and the Indemnifying Party shall be liable for all reasonable costs and expenses paid or incurred in connection therewith. |
5.3.8 | Upon making a payment in full of any Loss, the Indemnifying Party shall, subject to the rights of any insurers and to the extent of such Loss, be subrogated to all rights of the Indemnified Party against any third party in respect of the Loss to which the Loss relates. |
5.4 | No Duplication; Indemnification Limit |
Notwithstanding anything in this Agreement:
(a) | any amounts payable pursuant to the indemnification obligations under this Article 5 shall be paid without duplication, and in no event shall any Party be indemnified under different provisions of this Agreement for the same Losses; and |
(b) | the aggregate amount of Losses payable by an Indemnifying Party shall be limited to US$135 million. |
15
ARTICLE 6
COVENANTS
6.1 | Notice of Breach |
6.1.1 | Each Party agrees to give prompt notice to the other of the occurrence, or failure to occur, at any time from the date of this Agreement, until the earlier to occur of the termination of this Agreement and the Closing of any event or state of facts which occurrence or failure would, or would be likely to: |
(a) | cause any of the representations or warranties of such Party contained herein to be untrue or inaccurate in any respect on the date of this Agreement, or at the Closing; |
(b) | result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder prior to the Closing; or |
(c) | result in the failure to satisfy any of the conditions precedent in favour of the other Party contained in Section 2.4, as the case may be. |
6.2 | Competing Transaction |
6.2.1 | Nothing in this Agreement will prevent or restrict Wheaton or any of its Affiliates from responding to any offer made by a Third Party after the date of this Agreement for the acquisition of Wheatons interests related to the Stream Agreement or for the termination of the Stream Agreement or, in the event such offer is one that Wheaton may be prepared to accept, to engage in discussions or negotiations with such Third Party on a potential Contract, provided that Wheaton shall not enter into a Contract with such Third Party prior to the termination of this Agreement in accordance with its terms or unless permitted by Section 6.4.3. |
6.3 | Stream Agreement |
6.3.1 | Unless permitted by Section 6.4.3, Wheaton agrees that until the earlier of the Closing or the termination of this Agreement in accordance with Article 7, it shall not modify or amend, in any material respect, transfer or terminate the Stream Agreement. |
6.4 | Actions to Complete Transaction |
6.4.1 | Each Party agrees to take all such reasonable action as is within its power to control, and shall use reasonable commercial efforts to cause other actions to be taken which are not within its power to control, with a view to achieving compliance with all conditions set forth in Section 2.4 which are for the benefit of the other Party (Hecla hereby acknowledging that Wheaton shall have no obligations under this section in respect of the condition in Section 2.4.1(g), except as provided in the Voting Support Agreement). The Parties will cooperate in providing such assistance as may be reasonably required in connection with the foregoing. |
6.4.2 | The Parties agree to use reasonable commercial efforts to prepare and make, as promptly as practicable but in no event later than ten (10) Business Days after the date hereof, all necessary filings and notifications with respect to the transaction contemplated by this Agreement pursuant to the HSR Act, supply all information requested by Governmental Bodies in connection with the HSR Act notification and will consider in good faith the views of the other Party in responding to any such request. Hecla and Wheaton shall each pay 50% of all filing and other similar fees payable in connection with any filings or submissions under the HSR Act. |
16
6.4.3 | Notwithstanding any other provisions of this Agreement, Hecla acknowledges and agrees that Wheaton is permitted to take any steps it deems advisable to protect its legal and financial interests if there occurs an Insolvency Event (as such term is defined in the Stream Agreement) of the direct or indirect owner of the Project Assets. |
ARTICLE 7
TERMINATION
7.1 | Termination Events. |
7.1.1 | This Agreement may be terminated and the transactions contemplated hereby may be abandoned: |
(a) | at any time, by the mutual written agreement of Hecla and Wheaton; |
(b) | by either Hecla or Wheaton at any time prior to Closing, if the other is in material breach or default of its respective covenants, agreements, or other obligations in this Agreement or if any of its representations or warranties in this Agreement are not true and accurate in all material respects when made or when otherwise required by this Agreement to be true and accurate, and such breach, default or inaccuracy has not been cured within ten (10) Business Days following written notice thereof given by the terminating party; |
(c) | by either Hecla or Wheaton upon written notice to the other, if the Closing has not occurred on or before the Outside Date; or |
(d) | by either Hecla or Wheaton if the Arrangement Agreement is terminated in accordance with its terms. |
7.2 | Effect of Termination. |
7.2.1 | If this Agreement shall be terminated pursuant to Section 7.1, all obligations of the Parties hereunder shall terminate, except for the obligations in Article 8. |
ARTICLE 8
GENERAL
8.1 | Further Assurances |
Each of the Parties shall, from time to time, execute and deliver all such further documents and instruments and do all acts and things as any other Party may, either before or after the Closing Date, reasonably require to effectively carry out or better evidence or perfect the full intent and meaning of this Agreement.
8.2 | Time of the Essence |
Time shall be of the essence of this Agreement.
17
8.3 | Fees and Expenses |
Except as otherwise set out in this Agreement, any costs and expenses arising from the transactions contemplated by this Transaction shall be borne by the party who incurred such costs and expenses.
8.4 | Benefit of the Agreement |
This Agreement shall enure to the benefit of and be binding upon the respective successors and permitted assigns of the Parties.
8.5 | Entire Agreement |
This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and cancels and supersedes any prior understandings and agreements between the Parties with respect hereto. There are no representations, warranties, terms, conditions, undertakings or collateral agreements, express, implied or statutory, between the Parties other than as expressly set forth in this Agreement.
8.6 | Confidentiality and Public Disclosure |
8.6.1 | This Agreement, all of the Closing Documents, and the contents of this Agreement and all Closing Documents shall be maintained in confidence by the Parties and not disclosed to any other Person (except as may be required by Securities Laws, the TSX and NYSE rules or requirements) without the prior written approval of the other Parties, which shall not be unreasonably withheld. |
8.6.2 | Immediately upon one Party determining that they may be required to disclose this Agreement, any of the Closing documents, or the contents of this Agreement or any of the Closing Documents, such Party must provide the other Parties with notice of such required disclosure. |
8.6.3 | The content of any public disclosure (including without limitation, any SEDAR filings of this Agreement and any press release) respecting this Agreement or the Transaction shall be approved by all of the Parties prior to the making of any public disclosure, which approval shall not be unreasonably withheld, provided that, where there are certain content requirements imposed by Securities Laws, the TSX or the NYSE, such content requirements must be fulfilled. |
8.7 | Amendments and Waiver |
No modification of or amendment to this Agreement shall be valid or binding unless set forth in writing and duly executed by the Parties and no waiver of any breach of any term or provision of this Agreement shall be effective or binding unless made in writing and signed by the Party purporting to give the same and, unless otherwise provided, shall be limited to the specific breach waived.
8.8 | Assignment |
This Agreement may not be assigned by a Party without the written consent of the other Party, except to an Affiliate of the assigning Party, provided that such Affiliate enters into a written agreement with the other Party to be bound by the provisions of this Agreement in all respects and to the same extent as the assigning Party is bound and provided that the assigning Party shall continue to be bound by all the obligations hereunder as if such assignment had not occurred and perform such obligations to the extent that such Affiliate fails to do so.
18
8.9 | Severability |
Each of the provisions contained in this Agreement is distinct and severable from the remainder of the Agreement and any determination of illegality, invalidity or unenforceability of any provision or part hereof by a court of competent jurisdiction shall not affect the validity of enforceability of any other provision or part hereof, unless, as a result of such determination, this Agreement would fail in its essential purposes.
8.10 | Notices |
Any notice, demand, consent or other communication (Notice) given or made under this Agreement:
(a) | must be in writing and signed by a person duly authorised by the sender; |
(b) | must be delivered to the intended recipient by email, hand or by courier to the address below or the address last notified by the intended recipient to the sender: |
(i) | to Wheaton: |
Wheaton Precious Metals Corp.
Suite 3500 1021 West Hastings St.
Vancouver, British Columbia
V6E 0C3
Attention: Curt Bernardi
Email: curt.bernardi@wheatonpm.com
With copies, which shall not constitute notice, to:
McCarthy Tétrault LLP
2400, 745 Thurlow Street
Vancouver, British Columbia V6E 0C5
Attention: Roger Taplin
Email: rtaplin@mccarthy.ca
(ii) | to Hecla: |
Hecla Mining Company
6500 North Mineral Drive, Suite 200
Coeur dAlene, ID 8381
Attention: Phillips S. Baker
Email: pbaker@hecla-mining.com
With a copy, which shall not constitute notice to:
Osler, Hoskin & Harcourt LLP
Suite 1700, Guinness Tower
Vancouver, British Columbia V6E 2E9
19
Attention: Alan Hutchison Facsimile: (778) 785-2745 Email: ahutchison@osler.com Any notice will be deemed to have been given and received: if personally delivered, then on the day of personal service to the recipient party, provided that if such date
is a day other than a Business Day such notice will be deemed to have been given and received on the first Business Day following the date of personal service; if by pre-paid registered mail, then the first Business Day, after the
expiration of five (5) days following the date of mailing; or if sent by e-mail and successfully transmitted prior to 5:00 pm on a
Business Day where the recipient is located, then on that Business Day, and if transmitted after 5:00 pm on a Business Day where the recipient is located or on the day that is not a Business Day where the recipient is located, then on the first
Business Day following the date of transmission. A Party may at any time change its address for future Notices hereunder by Notice in accordance with this
Section. Governing Law This Agreement shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of
Canada applicable therein, other than such laws relating to conflicts of law. Dispute Resolution Any dispute, controversy or claim between the Parties arising out of or relating to this Agreement, or the execution, interpretation, breach,
termination, or invalidity thereof, shall be determined by the courts of the Province of British Columbia. Counterparts and Electronic Signatures This Agreement may be executed in two or more counterparts (including counterparts delivered by electronic mail), all of which, taken together,
shall be regarded as one and the same Agreement. Counterparts may be delivered by electronic mail and the Parties adopt any signatures received by electronic mail as original signatures of the Parties. [The balance of this page is intentionally left blank] 20
IN WITNESS WHEREOF the Parties have caused this Agreement to be executed and delivered as of the date
first set forth above. HECLA MINING COMPANY /s/ Robert D. Brown 21
IN WITNESS WHEREOF the Parties have caused this Agreement to be executed and delivered as of the date
first set forth above. By: /s/ HAYTHAM H. HODALY 22
SCHEDULE A TERMINATION, RELEASE AND DISCHARGE LETTER
Execution Version TERMINATION AND PAYOUT LETTER AGREEMENT WHEREAS:
Wheaton and Hecla have entered into a stream termination agreement dated July 4, 2022 (the Stream
Termination Agreement) pursuant to which Wheaton agreed to terminate the Stream Agreement in exchange for the Consideration Shares (as defined in the Stream Termination Agreement); and Pursuant to Section 2.2.2 of the Stream Termination Agreement, Wheaton and Hecla agreed to enter into this
Termination, Release and Discharge of Security whereby: (i) Wheaton, AKHM, Alexco and ERDC will terminate the Stream Agreement in accordance with Section 23(s) of the Stream Agreement; and (ii) Wheaton will release the Liens (as
defined in the Stream Termination Agreement) created by the Wheaton Security Agreements (as defined in the Stream Agreement and as set out in Schedule A hereto), each upon Wheatons receipt of the Consideration Shares (as defined in the Stream
Termination Agreement). NOW THEREFORE in consideration of the foregoing and in consideration of the issuance of the Consideration
Shares to Wheaton and other good and valuable consideration, the receipt and sufficiency of which are hereby conclusively acknowledged, Wheaton acknowledges and agrees as follows effective in all cases upon receipt of the Consideration Shares: Subject to Section 3, Wheaton, AKHM, Alexco and ERDC will hereby terminate: (i) the Stream Agreement
in accordance with Section 23(s) of the Stream Agreement; and (ii) the Wheaton Security Agreements in accordance with their terms, in each case effective immediately upon receipt of the Consideration Shares. Subject to Section 3, AKHM, Alexco and ERDC are hereby fully released from any and all obligations,
liabilities, agreements and covenants in respect of the Stream Agreement and the Wheaton Security Agreements. Exclusive of any liabilities described in Section 3, there is no other outstanding or contingent liability of AKHM, Alexco or ERDC for
any fees, penalties, interest, or any other amounts in connection with the Stream Agreement or the Wheaton Security Agreements and AKHM, Alexco and ERDC shall have no further obligations in respect of the Stream Agreement or the Wheaton Security
Agreements.
Each of Hecla, AKHM, Alexco and ERDC hereby acknowledges, agrees and confirms that, notwithstanding any other
provision of this Termination, Release and Discharge of Security or the Stream Termination Agreement, Alexco will remain liable to Wheaton for deliveries of any and all Payable Silver (a) which have become due and are in arrears as of the
Closing Date (as such term is defined in the Stream Termination Agreement) or (b) arising in relation to payments for Refined Silver received by an Owner from an Offtaker (as such terms are defined in the Stream Agreement) prior to the Closing
Date and which have not yet been delivered to Wheaton as of the Closing Date. Wheaton hereby confirms that it has not assigned any of the Wheaton Security Agreements and has full power and
authority to issue this Termination, Release and Discharge of Security. Wheaton hereby releases and discharges AKHM, Alexco and ERDC from all security interests created in respect of
the Stream Agreement, including but not limited to those created by the Wheaton Security Agreements. Wheaton agrees to file duly executed registrable discharges with the Yukon Land Titles Office, Mayo Mining
Recorders Office and Land Management Branch with respect to the relevant registrations shown in Schedule B hereto within fifteen (15) Business Days of the Closing Date. Wheaton hereby: (i) irrevocably and unconditionally authorizes Hecla, AKHM, Alexco and ERDC, Osler,
Hoskin & Harcourt LLP, or their respective agents to file such PPSA discharges, PPSA amendments, or any such other documents as may be necessary to discharge any registrations made with respect to the Wheaton Security Agreements from all
offices of public record, including filing releases or financing change statements in respect of the financing statements listed in Schedule B hereto; (ii) agrees to execute and deliver any such discharges or documents that may be reasonably
required in connection with the foregoing; and (iii) agrees to provide Hecla (or any designee of Hecla) with all documents and instruments evidencing pledged equity certificates and any other similar collateral previously delivered in physical
form by AKHM, Alexco, or ERDC to Wheaton. This Termination, Release and Discharge of Security may be executed by Wheaton, Hecla, AKHM, Alexco and ERDC
and transmitted by PDF, facsimile or other electronic transmission and, if so executed and transmitted, this Termination, Release and Discharge of Security shall be for all purposes as effective as if the parties had delivered an executed original.
This Termination, Release and Discharge of Security shall enure to the benefit of the Hecla, AKHM, Alexco and
ERDC and their respective successors and assigns, and shall be binding upon Wheaton and its successors and assigns. This Termination, Release and Discharge of Security shall be governed by the laws of British Columbia and the
federal laws of Canada applicable therein. [Remainder of the page intentionally left blank] - 2 -
DATED effective the day of
, 2022. - 3 -
Schedule A Wheaton Security Agreements 1. Security
agreement dated as of April 12, 2010 granted by Alexco Keno Hill Mining Corp. in favour of Silver Wheaton Corp. 2. Security agreement dated as of
December 10, 2008 granted by Elsa Reclamation & Development Company Ltd. in favour of Silver Wheaton Corp. 3. Security agreement dated as
of December 10, 2008 granted by Alexco Resources Canada Corp. in favour of Silver Wheaton Corp. 4. Share pledge agreement dated as of
December 10, 2008 between Alexco Resource Corp. and Silver Wheaton Corp., as amended by an amending agreement dated as of April 9, 2010.
Schedule B Registrations Yukon Personal Property
Security Registrations Registration Number 6044358, as amended by verification amendment number 9053944 in favour of Wheaton Precious
Metals Corp., as secured party and Alexco Keno Hill Mining Corp., as debtor. Registration Number 6444109, as amended by verification amendment number 9053962 in favour of Wheaton Precious
Metals Corp., as secured party and Alexco Keno Hill Mining Corp., as debtor. Registration Number 6044366, as amended by verification amendment number 9053953 in favour of Wheaton Precious
Metals Corp., as secured party and Alexco Resource Corp., as debtor. Registration Number 6044374, as amended by verification amendment number 9053971 in favour of Wheaton Precious
Metals Corp., as secured party and Elsa Reclamation & Development Company Ltd., as debtor. BC Personal Property Security
Registrations Base Registration Number 503151F, as amended by Registration Number 559121K and Registration Number 541609K in
favour of Wheaton Precious Metals Corp., as secured party and Alexco Keno Hill Mining Corp., as debtor. Base Registration Number 726765E, as amended by Registration Number 556517K, Registration Number 541613K,
Registration Number 511819F and Registration Number 503153F in favour of Wheaton Precious Metals Corp., as secured party and Alexco Resource Corp., as debtor. Base Registration Number 548165K, as amended by Registration Number 556493K in favour of Wheaton Precious
Metals Corp., as secured party and Elsa Reclamation & Development Company Ltd., as debtor. Yukon Land Titles Office
Registrations Registration number # 188588 as amended by registration number #228408, against the following five properties
owned by Elsa Reclamation & Development Company Ltd.: Title #2007Y1424/Lot 13 Remainder, Group 1054, Plan 15165, YT Title #2007Y1423/Lot 14, Group 1054, Plan 15165, YT Title #2007Y1425/Lot 960, Group 1054, Plan 21884, YT Title #2007Y1426/Lot 956, Group 1054, Plan 21589, YT B - 2
Title #2007Y1422/Lot 963, Group 1054, Plan 2300, Elsa, YT Mayo Mining Recorders Office Registrations Registration number RMO2364 against claims owned by Alexco Keno Hill Mining Corp. Registration number RMO2365 against claims owned by Elsa Reclamation & Development Company Ltd.
Land Management Branch Registrations Registered general security agreement for the following six Yukon Government leases held by Elsa
Reclamation & Development Company Ltd.: 105M13-0000-00001 105M13-0000-00002 105M13-0000-00009 105M14-0000-00002 105M14-0000-00010 105M14-0000-00011 B - 3
(c)
(i)
(ii)
(iii)
(d)
8.11
8.12
8.13
By:
Name:
Robert D. Brown
Title:
VP Corporate Development and Sustainability
WHEATON PRECIOUS METALS CORP.
By:
Name:
Title:
HECLA MINING COMPANY
Name:
Title:
WHEATON PRECIOUS METALS CORP.
By:
Name: HAYTHAM H. HODALY
Title: Senior Vice President Corporate Development
TO:
Wheaton Precious Metals Corp. (Wheaton)
AND TO:
Alexco Keno Hill Mining Corp. (AKHM)
AND TO:
Alexco Resource Corp. (Alexco)
AND TO:
Elsa Reclamation & Development Company (ERDC)
FROM:
Hecla Mining Company (Hecla)
RE:
Termination of that amended and restated silver purchase agreement dated August 5, 2020 (the Stream Agreement) among Wheaton, AKHM, Alexco and ERDC and release of Wheatons related security interests
(Termination, Release and Discharge of Security)
A.
B.
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
HECLA MINING COMPANY
By:
Name:
Title:
WHEATON PRECIOUS METALS CORP.
By:
Name:
Title:
ELSA RECLAMATION &
DEVELOPMENT COMPANY LTD.
By:
Name:
Title:
ALEXCO KENO HILL MINING CORP.
By:
Name:
Title:
ALEXCO RESOURCE CORP.
By:
Name:
Title:
1.
2.
3.
4.
1.
2.
3.
1.
1.
2.
1.
Exhibit 31.1
CERTIFICATIONS
I, Phillips S. Baker, Jr., certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Hecla Mining Company; |
2. | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; |
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: November 9, 2022
/s/ Phillips S. Baker, Jr. | ||
Phillips S. Baker, Jr. | ||
President, Chief Executive Officer and Director |
Exhibit 31.2
CERTIFICATIONS
I, Russell D. Lawlar, certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Hecla Mining Company; |
2. | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; |
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: November 9, 2022
/s/ Russell D. Lawlar | ||
Russell D. Lawlar | ||
Senior Vice President, Chief Financial Officer |
EXHIBIT 32.1
CERTIFICATIONS
I, Phillips S. Baker, Jr., President, Chief Executive Officer and Director of Hecla Mining Company (Hecla), certify that to my knowledge:
1. | This quarterly report of Hecla on Form 10-Q (report) fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. | The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of Hecla. |
Date: November 9, 2022
/s/ Phillips S. Baker, Jr. | ||
Phillips S. Baker, Jr. | ||
President, Chief Executive Officer and Director |
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906 has been provided to Hecla Mining Company and will be retained by Hecla and furnished to the Securities and Exchange Commission or its staff upon request.
The foregoing certification is being furnished in accordance with Securities and Exchange Commission Release No. 34-47551 and shall not be considered filed as part of the Form 10-Q.
EXHIBIT 32.2
CERTIFICATIONS
I, Russell D. Lawlar, Senior Vice President, Chief Financial Officer of Hecla Mining Company (Hecla), certify that to my knowledge:
1. | This quarterly report of Hecla on Form 10-Q (report) fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. | The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of Hecla. |
Date: November 9, 2022
/s/ Russell D. Lawlar | ||
Russell D. Lawlar | ||
Senior Vice President, Chief Financial Officer |
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906 has been provided to Hecla Mining Company and will be retained by Hecla and furnished to the Securities and Exchange Commission or its staff upon request.
The foregoing certification is being furnished in accordance with Securities and Exchange Commission Release No. 34-47551 and shall not be considered filed as part of the Form 10-Q.
Exhibit 95
Mine Safety Disclosures
Our mines are operated subject to the regulation of the Federal Mine Safety and Health Administration (MSHA), under the Federal Mine Safety and Health Act of 1977 (the Mine Act). In July 2010, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Dodd-Frank Act) was signed into law, and amended in December 2011. When MSHA believes a violation of the Mine Act has occurred, it may issue a citation for such violation, including a civil penalty or fine, and the mine operator must abate the alleged violation.
As required by the reporting requirements of the Dodd-Frank Act, as amended, the table below presents the following information for the three-month period ended September 30, 2022.
Mine |
Section 104 S&S Citations |
Section 104(b) Orders |
Section 104(d) Citations and Orders |
Section 110(b)(2) Violations |
Section 107(a) Orders |
Total Dollar Value of MSHA Assessments Proposed |
Total Number Of Mining Related Fatalities |
Received Notice of Pattern of Violations Under Section 104(e) |
Received Notice of Potential to have Patterns Under Section 104(e) |
Legal Actions Pending as of Last Day of Period |
Legal Actions Initiated During Period |
Legal Actions Resolved During Period | ||||||||||||
Greens Creek |
0 | 0 | 0 | | | $ 770 | | no | no | 0 | 0 | 0 | ||||||||||||
Lucky Friday |
0 | 0 | 0 | | | $ 665 | | no | no | 0 | 0 | 0 | ||||||||||||
Troy |
0 | 0 | 0 | | | $ 0 | | no | no | 0 | 0 | 0 | ||||||||||||
Fire Creek |
0 | 0 | 0 | | | $ 0 | | no | no | 0 | 0 | 0 | ||||||||||||
Hollister |
0 | 0 | 0 | | | $ 0 | | no | no | 0 | 0 | 0 | ||||||||||||
Midas |
0 | 0 | 0 | | | $ 0 | | no | no | 0 | 0 | 0 | ||||||||||||
Aurora |
0 | 0 | 0 | | | $ 0 | | no | no | 0 | 0 | 0 |