Bond Hecla Minerals 7.25% ( US422704AH97 ) in USD

Hecla Minerals

100 % ▲

United States

US422704AH97 ( in USD )

7.25% per year ( payment 2 times a year)

15/02/2028

Prospectus brochure of the bond Hecla Mining US422704AH97 en USD 7.25%, maturity 15/02/2028

1 000 USD

475 000 000 USD

422704AH9

B ( Highly speculative )

B3 ( Highly speculative )

15/02/2026 ( In 5 days )

Hecla Mining is a U.S.-based silver and gold mining company with operating mines in Idaho, Alaska, and Quebec, focused on the exploration, development, and production of precious metals.

A financial instrument, specifically an obligation identified by ISIN US422704AH97 and CUSIP 422704AH9, has been issued by Hecla Mining, a prominent publicly traded silver and gold mining company headquartered in Coeur d'Alene, Idaho, with operations primarily in the United States and Canada; as North America's largest primary silver producer, Hecla Mining has a rich history dating back to 1891, focusing on the exploration, acquisition, development, and production of precious and base metal properties. This bond, issued in the United States and denominated in USD, currently trades at par with a market price of 100%, offering a fixed annual interest rate of 7.25% with payments distributed semi-annually, reflecting a frequency of two payments per year. The total size of this particular issuance is $475,000,000, with a minimum investment threshold set at $1,000 per purchase, and it is structured to mature on February 15, 2028. Regarding its credit profile, the bond has received ratings of 'B' from Standard & Poor's (S&P) and 'B3' from Moody's, placing it within the speculative grade category.

424B3
424B3 1 d881657d424b3.htm 424B3
Table of Contents
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-229803
CALCULATION OF REGISTRATION FEE

Maximum
Maximum
Title of each class of
Amount to be
offering price
aggregate
Amount of
securities offered

registered

per unit

offering price

registration fee(1)
7.250% Senior Notes due 2028

$475,000,000

100%

$475,000,000

$61,655.00

(1)
Calculated in accordance with Rule 457(o) and Rule 457(r) under the Securities Act and relates to the Registration Statement on Form S-3 (File
No. 333-229803) filed by Hecla Mining Company on February 22, 2019.
Table of Contents
Prospectus supplement
(To Prospectus dated February 22, 2019)

Hecla Mining Company
$475,000,000
7.250% Senior Notes due 2028
Interest payable February 15 and August 15
Issue price: 100.00%
We are offering $475,000,000 aggregate principal amount of our 7.250% Senior Notes due 2028 (the "notes"). The notes will mature on February 15,
2028. Interest will accrue from February 19, 2020, and the first interest payment date will be August 15, 2020.
We intend to use the net proceeds from this offering, together with cash on hand, to redeem all of our outstanding 6.875% Senior Notes due 2021 (the
"2021 Notes") and to pay fees and expenses in connection with this offering, and the redemption of the 2021 Notes. See "Use of Proceeds."
We may redeem some or all of the notes at any time on or after February 15, 2023, at the redemption prices set forth in this prospectus supplement, plus
accrued and unpaid interest to, but excluding, the redemption date. We may also redeem up to 35% of the notes using the proceeds of certain equity
offerings completed before February 15, 2023, at a redemption price equal to 107.25% of the principal amount thereof, plus accrued and unpaid interest to,
but excluding, the redemption date. In addition, at any time prior to February 15, 2023, we may redeem some or all of the notes at a price equal to 100% of
the principal amount, plus a "make-whole" premium, plus accrued and unpaid interest to, but excluding, the redemption date. If we sell certain of our
assets or experience specific kinds of changes in control, we may be required to repurchase the notes. See "Description of the Notes--Optional
Redemption" and "Description of the Notes--Repurchase at the Option of Holders."
Each of our existing and future restricted subsidiaries that guarantees our indebtedness or indebtedness of subsidiary guarantors will guarantee the notes,
subject to certain exceptions. The notes will be our senior unsecured obligations and will rank equally in right of payment to all of our existing and future
senior indebtedness and senior in right of payment to all of our future subordinated indebtedness. The notes will be effectively subordinated to all of our
existing and future secured indebtedness, including our senior credit facility, to the extent of the value of the assets securing such indebtedness. The
guarantees will rank equally in right of payment with all of the guarantors' existing and future senior indebtedness and senior in right of payment to all of
the guarantors' future subordinated indebtedness. The guarantees will be effectively subordinated to all of the guarantors' existing and future secured
indebtedness, including our senior credit facility, to the extent of the value of the assets securing such indebtedness. In addition, the notes and the
guarantees will be structurally subordinated to all other liabilities of our non-guarantor subsidiaries. See "Description of the Notes."
See "Risk Factors" beginning on page S-17 for a discussion of certain risks that you should consider in connection with an investment in the notes.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed
upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal
offense.

https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3
Proceeds to us (before

Public offering price (1)

Underwriting discount

expenses)

Per note

100.00%

1.16%

98.84%
Total

$
475,000,000

$
5,500,000

$
469,500,000

(1) Plus accrued interest from February 19, 2020 if settlement occurs after that date.
The notes will not be listed on any securities exchange or automated quotation system.
We expect that delivery of the notes will be made to investors in book-entry form through The Depository Trust Company on or about February 19, 2020.

Book-running manager
J.P. Morgan
Co-managers

CIBC Capital Markets

ING
Scotiabank
B. Riley FBR

BMO Capital Markets
Credit Suisse

H.C. Wainwright & Co.
Roth Capital Partners
February 13, 2020
Table of Contents
In making your investment decision, you should rely only on the information contained or incorporated by reference in this prospectus
supplement and the accompanying prospectus. We and the underwriters have not authorized anyone to provide you with any other information. If
you receive any other information, you should not rely on it.
We and the underwriters are offering to sell the notes only in places where offers and sales are permitted.

TABLE OF CONTENTS

Prospectus Supplement

Page
About this Prospectus Supplement

S-ii
Non-GAAP Financial Measures

S-ii
Documents Incorporated by Reference

S-ii
Forward-Looking Statements

S-iii
Summary

S-1
Risk Factors

S-17
Use of Proceeds

S-24
Capitalization

S-25
Description of Certain Other Indebtedness

S-26
Description of the Notes

S-29
Book Entry, Delivery and Form

S-77
Material U.S. Federal Income Tax Considerations

S-80
Certain ERISA Considerations

S-84
Underwriting

S-86
Legal Matters

S-90
Independent Registered Public Accounting Firm

S-90
Where You Can Find Additional Information

S-90
Prospectus

Page
About this Prospectus

1
Information Regarding Forward-Looking Statements

1
Hecla Mining Company

4
Risk Factors

6
Use of Proceeds

7
Description of Capital Stock

7
Description of Warrants

10
Description of Debt Securities

12
Description of Guarantees

16
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3
Plan of Distribution

17
Where You Can Find More Information

18
Incorporation of Certain Documents by Reference

18
Legal Matters

19
Experts

19

S-i
Table of Contents
About This Prospectus Supplement
This document is in two parts. The first part is this prospectus supplement, which describes certain matters relating to us and this offering. The
second part, the accompanying prospectus dated February 22, 2019, gives more general information about securities we may offer from time to time, some
of which may not apply to the notes offered by this prospectus supplement and the accompanying prospectus. For information about the notes and the
related guarantees, see "Description of the Notes" in this prospectus supplement and "Description of Debt Securities" and "Description of Guarantees" in
the accompanying prospectus.
We are responsible for the information contained and incorporated by reference in this prospectus supplement and the accompanying
prospectus and in any related free writing prospectus we prepare or authorize. We have not authorized anyone to give you any other information, and we
take no responsibility for any other information that others may give you. We are not, and the underwriters are not, making an offer of these notes in any
jurisdiction where the offer or sale is not permitted. You should not assume that the information contained in this prospectus supplement, the
accompanying prospectus, any free writing prospectus we may use or the documents incorporated by reference in this prospectus supplement or the
accompanying prospectus is accurate as of any date other than their respective dates. Our business, financial condition, results of operations and prospects
may have changed since those dates.
Before you invest in the notes, you should carefully read this prospectus supplement and the accompanying prospectus. You should also read
the documents we have referred you to under "Where You Can Find More Information" for information about us. The shelf registration statement
described in the accompanying prospectus, including the exhibits thereto, can be read at the web site of the Securities and Exchange Commission (the
"SEC") as described under "Where You Can Find More Information."
If the information set forth in this prospectus supplement varies in any way from the information set forth in the accompanying prospectus, you
should rely on the information contained in this prospectus supplement. If the information set forth in this prospectus supplement varies in any way from
the information set forth in a document we have incorporated by reference, you should rely on the information in the more recent document.
Unless indicated otherwise, or the context otherwise requires, references in this document to "Hecla," the "Company," "we," "us" and "our"
are to Hecla Mining Company and its consolidated subsidiaries, and references to "dollars" and "$" are to United States dollars.
Non-GAAP Financial Measures
In this prospectus supplement and the documents incorporated by reference in this prospectus supplement and the accompanying prospectus,
we disclose certain financial measures that are not presentations made in accordance with accounting principles generally accepted in the United States
("GAAP"), including "Adjusted EBITDA," "Cash costs, before by-product credits," "Cash costs, after by-product credits" and related per ounce measures.
These measures have important limitations as analytical tools. You should not consider these measures in isolation or as a substitute for analysis of our
results as reported under GAAP. In addition, these measures are defined differently by different companies in our industry, and, accordingly, such measures
as used in this prospectus supplement and the documents incorporated by reference in this prospectus supplement and the accompanying prospectus may
not be comparable to similarly titled measures of other companies. Accordingly, we have provided reconciliations of the non-GAAP measures used in this
prospectus supplement to the most directly comparable GAAP measures under "Summary -- Summary Historical Consolidated Financial Information."
Documents Incorporated by Reference
We file annual, quarterly and current reports and other information with the SEC. In this prospectus supplement and the accompanying
prospectus, we "incorporate by reference" the information that we file with the SEC, which means that we can disclose important information to you by
referring you to those documents.

S-ii
Table of Contents
The information incorporated by reference is considered to be a part of this prospectus supplement and the accompanying prospectus. We incorporate by
reference in this prospectus supplement the documents listed below and any future filings we make with the SEC under Section 13(a), 13(c), 14 or 15(d) of
the Securities Exchange Act of 1934, as amended (the "Exchange Act"), including any filings after the date of this prospectus supplement, until the
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3
completion of the offering of the notes:

·
our Annual Report on Form 10-K for the year ended December 31, 2019, filed on February 10, 2020, and Amendment No. 1 to our

Annual Report on Form 10-K for the year ended December 31, 2019, filed on February 13, 2020;

·
our Current Reports on Form 8-K filed on January 7, 2020 (Item 8.01 only), February 10, 2020 and February 10, 2020; and

·
the portions of our Definitive Proxy Statement on Schedule 14A, filed on April 9, 2019, that are deemed "filed" with the SEC under the

Exchange Act.
Nothing in this prospectus supplement or the accompanying prospectus shall be deemed to incorporate information furnished, but not filed,
with the SEC, including pursuant to Item 2.02 or Item 7.01 of Form 8-K and corresponding information furnished under Item 9.01 of Form 8-K or
included as an exhibit. Any statement contained in a document incorporated or deemed to be incorporated by reference in this prospectus supplement or the
accompanying prospectus, or contained in this prospectus supplement or the accompanying prospectus, shall be deemed to be modified or superseded for
purposes of this prospectus supplement and the accompanying prospectus to the extent that a statement contained herein or in any other subsequently dated
or filed document that also is or is deemed to be incorporated by reference in this prospectus supplement or the accompanying prospectus modifies or
supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of
this prospectus supplement or the accompanying prospectus.
You can obtain any of the filings incorporated by reference in this prospectus supplement or the accompanying prospectus from the SEC
through the SEC's website or at the SEC's address provided under the heading "Where You Can Find Additional Information." We will provide, upon
request, to anyone to whom this prospectus supplement and the accompanying prospectus is delivered a copy of any or all of the information that we have
incorporated by reference in this prospectus supplement or the accompanying prospectus but not delivered with this prospectus supplement and the
accompanying prospectus. To receive a free copy of any of the documents incorporated by reference in this prospectus supplement or the accompanying
prospectus, other than exhibits, unless they are specifically incorporated by reference into those documents, call or write to our Corporate Secretary, Hecla
Mining Company, 6500 N. Mineral Drive, Suite 200, Coeur d'Alene, Idaho 83815, 1-208-769-4100. The information contained in this prospectus
supplement and the accompanying prospectus does not purport to be comprehensive and should be read together with the information contained in the
documents incorporated or deemed to be incorporated by reference in this prospectus supplement or the accompanying prospectus. You should rely only
upon the information provided in this prospectus supplement, the accompanying prospectus or any free writing prospectus that we may use or incorporated
in this prospectus supplement or the accompanying prospectus by reference. We have not authorized anyone to provide you with any additional or different
information. You should not assume that the information in this prospectus supplement, the accompanying prospectus or any free writing prospectus that
we may use, including any information incorporated by reference, is accurate as of any date other than their respective dates.
Forward-Looking Statements
Certain statements contained in this prospectus supplement or the accompanying prospectus (including information incorporated by reference)
are "forward-looking statements" and are intended to be covered by the safe harbor provided for under Section 27A of the Securities Act of 1933, as
amended (the "Securities Act") and Section 21E of the Exchange Act. Our forward-looking statements include our current expectations and projections
about future production, results, performance, prospects and opportunities, including reserves, resources and other mineralization. We have tried to identify
these forward-looking statements by using words

S-iii
Table of Contents
such as "may," "might," "will," "expect," "anticipate," "believe," "could," "intend," "plan," "estimate" and similar expressions. These forward-looking
statements are based on information currently available to us and are expressed in good faith and believed to have a reasonable basis. However, our
forward-looking statements are subject to a number of risks, uncertainties and other factors that could cause our actual production, results, performance,
prospects or opportunities, including reserves, resources and other mineralization, to differ materially from those expressed in, or implied by, these
forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, those set forth in our Annual Report on Form 10-K
for the year ended December 31, 2019 and in other SEC reports and in this prospectus supplement and the accompanying prospectus, including the
following:

·
our level of debt that could impair our financial health and prevent us from fulfilling our obligations under our existing and future

indebtedness, including the notes;

·
there is no assurance that our internal and external sources of liquidity will at all times be sufficient for our cash requirements;

·
a substantial or extended decline in metals prices would have a material adverse effect on us;

·
we have had losses that could reoccur in the future;

·
an extended decline in metals prices, an increase in operating or capital costs, mine accidents or closures, increasing environmental
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3

obligations, or our inability to convert exploration potential to reserves may cause us to record write-downs, which could negatively
impact our results of operations;

·
global financial events or developments impacting major industrial or developing countries may have an impact on our business and

financial condition in ways that we currently cannot predict;

·
recently enacted tariffs, other potential changes to tariff and import/export regulations, and ongoing trade disputes between the United

States and other jurisdictions may have a negative effect on global economic conditions and our business, financial results and financial
condition;

·
commodity and currency risk management activities could prevent us from realizing possible revenues or lower costs or expose us to

losses;

·
our profitability could be affected by the prices of other commodities;

·
our accounting and other estimates may be imprecise;

·
our ability to recognize the benefits of deferred tax assets related to net operating loss carryforwards and other items is dependent on

future cash flows and taxable income;

·
returns for investments in pension plans and pension plan funding requirements are uncertain;

·
mining accidents or other adverse events at an operation could decrease our anticipated production or otherwise adversely affect our

operations;

·
our operations may be adversely affected by risks and hazards associated with the mining industry that may not be fully covered by

insurance;

·
our costs of development of new orebodies and other capital costs may be higher and provide less return than we estimated;

·
our ore reserve estimates may be imprecise;

·
efforts to expand the finite lives of our mines may not be successful or could result in significant demands on our liquidity, which could

hinder our growth;

S-iv
Table of Contents
·
our ability to market our metals production depends on the availability of smelters and/or refining facilities, and our operations and

financial results may be affected by disruptions or closures or the unavailability of smelters and/or refining facilities for other reasons;

·
we derive a significant amount of revenue from a relatively small number of customers and occasionally enter into concentrate spot

market sales with metal traders;

·
our business depends on availability of skilled miners and good relations with employees;

·
shortages of critical parts and equipment may adversely affect our operations and development projects;

·
our information technology systems may be vulnerable to disruption which could place our systems at risk from data loss, operational

failure, or compromise of confidential information;

·
our foreign activities are subject to additional inherent risks;

·
our operations and properties in Canada expose us to additional political risks;

·
certain of our mines and exploration properties are located on land that is or may become subject to traditional territory, title claims

and/or claims of cultural significance by certain Indigenous tribes, and such claims and the attendant obligations of the federal
government to those tribal communities and stakeholders may affect our current and future operations;

·
we may be subject to a number of unanticipated risks related to inadequate infrastructure;

·
competition from other mining companies may harm our business;
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3

·
we face inherent risks in acquisitions of other mining companies or properties that may adversely impact our growth strategy;

·
we may be unable to successfully integrate the operations of the properties we acquire, including our Nevada Operations unit;

·
the issues we have faced and continue to face at our Nevada Operations unit could require us to write-down the associated long-lived

assets. We could face similar issues at our other operations. Such write-downs may adversely affect our results of operations and
financial condition;

·
we may not realize all of the anticipated benefits from our acquisitions, including our acquisition of Klondex Mines Ltd. ("Klondex");

·
the properties we may acquire may not produce as expected, and we may be unable to determine reserve potential, identify liabilities

associated with the acquired properties or obtain protection from sellers against such liabilities;

·
our joint development and operating arrangements may not be successful;

·
we are currently involved in ongoing legal disputes that may materially adversely affect us;

·
we are required to obtain governmental permits and other approvals in order to conduct mining operations;

·
we face substantial governmental regulation, including the Mine Safety and Health Act, various environmental laws and regulations and

the General Mining Law of 1872;

·
our operations are subject to complex, evolving and increasingly stringent environmental laws and regulations. Compliance with

environmental regulations, and litigation based on such regulations, involves significant costs and can threaten existing operations or
constrain expansion opportunities;

S-v
Table of Contents
·
mine closure and reclamation regulations impose substantial costs on our operations and include requirements that we provide financial

assurance supporting those obligations. These costs could significantly increase, and we might not be able to provide financial assurance;

·
our environmental and asset retirement obligations may exceed the provisions we have made;

·
state ballot initiatives could impact our operations;

·
legal challenges could prevent the Rock Creek or Montanore projects from ever being developed;

·
we face risks relating to transporting our products, as well as transporting employees and materials at Greens Creek;

·
the titles to some of our properties may be defective or challenged;

·
if we cannot meet the New York Stock Exchange ("NYSE") continued listing requirements, the NYSE may delist our common stock;

·
the notes and the guarantees will be effectively subordinated to any of our and our guarantors' secured indebtedness to the extent of the

value of the collateral securing that indebtedness;

·
our subsidiaries that provide, or will provide, guarantees of the notes will be automatically released from those guarantees upon the

occurrence of certain events;

·
we may be unable to generate sufficient cash to service all of our indebtedness, including the notes, and meet our other ongoing liquidity

needs and may be forced to take other actions to satisfy our obligations under our indebtedness, which may be unsuccessful;

·
the terms of our debt impose restrictions on our operations;

·
the notes will be structurally subordinated to all liabilities of our non-guarantor subsidiaries;

·
our variable rate indebtedness subjects us to interest rate risk, which could cause our indebtedness service obligations to increase

significantly;

·
key terms of the notes will be suspended if the notes achieve investment grade ratings and no default or event of default has occurred and
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3

is continuing;

·
we may be unable to repurchase the notes in the event of a change of control as required by the indenture that will govern the notes;

·
holders of the notes may not be able to determine when a change of control giving rise to their right to have the notes repurchased has

occurred following a sale of "substantially all" of our assets;

·
the change of control repurchase feature of the notes may delay or prevent an otherwise beneficial attempt to take over our company;

·
an active market may not develop for the notes;

·
federal and state fraudulent transfer laws may permit a court to void the notes or any of the guarantees, and if that occurs, holders of

notes may not receive any payments on the notes; and

·
a lowering or withdrawal of the ratings assigned to our debt securities, including the notes, by rating agencies may increase our future

borrowing costs and reduce our access to capital.

S-vi
Table of Contents
Given these risks and uncertainties, readers are cautioned not to place undue reliance on our forward-looking statements. Projections and other
forward-looking statements included or incorporated by reference in this prospectus supplement or the accompanying prospectus have been prepared based
on assumptions, which we believe to be reasonable, but not in accordance with GAAP. Actual results may vary, perhaps materially. You are strongly
cautioned not to place undue reliance on such projections and other forward-looking statements. All subsequent written and oral forward-looking
statements attributable to Hecla Mining Company or to persons acting on our behalf are expressly qualified in their entirety by these cautionary statements.
Except as required by federal securities laws, we disclaim any intention or obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.
Any such forward-looking statements, whether made in this prospectus supplement, the accompanying prospectus, any free writing prospectus
that we may use or elsewhere, should be considered in the context of the various disclosures made by us about our businesses including, without limitation,
the risk factors listed above. For further discussion of these and other factors that could impact our future results, performance or transactions, please
carefully read "Risk Factors" in this prospectus supplement below and in similar titled sections of the documents incorporated by reference in this
prospectus supplement and the accompanying prospectus.

S-vii
Table of Contents
SUMMARY
This summary highlights selected information appearing elsewhere, or otherwise included or incorporated by reference, in this
prospectus supplement and the accompanying prospectus. This summary is not complete and does not contain all of the information that you should
consider before making an investment decision. For a more complete understanding of our company and this offering and before making any
investment decision, you should read this entire prospectus supplement and the accompanying prospectus, including "Risk Factors" and the financial
information and the notes thereto included or incorporated by reference in this prospectus supplement and the accompanying prospectus. In this
prospectus supplement, "we," "us," "our," "Hecla" or the "Company" refers to Hecla Mining Company and its subsidiaries, except as otherwise
indicated. With respect to the discussion of the terms of the notes on the cover page, in this summary of the offering and under the caption
"Description of the Notes," the terms "we," "us," "our," "Hecla" or the "Company" refer only to Hecla Mining Company, and not to any of its
subsidiaries.
Our Company
We are one of the oldest publicly-traded precious metals mining companies operating in the United States and, we believe, the largest
primary silver producer in the United States. We discover, acquire and develop mines and other mineral interests and produce and market
concentrates, loaded carbon, and precipitates containing gold and silver, and doré containing gold and silver. In doing so, we strive to manage our
business activities in a safe, environmentally responsible and cost-effective manner. We and our subsidiaries have provided precious and base metals
to the U.S. economy and worldwide since 1891 from northern Idaho's Silver Valley. We currently have operating mines in Alaska, Idaho, Nevada,
Quebec, Canada, and Durango, Mexico, exploration properties and pre-development projects in seven world-class silver mining districts in the United
States, Canada and Mexico, a corporate office in northern Idaho and secondary corporate offices in Vancouver, British Columbia, and Val d'Or,
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3
Quebec. We are organized and managed in five segments that encompass our current operating units: the Greens Creek, Lucky Friday, Casa Berardi,
San Sebastian and Nevada Operations units. As of December 31, 2019, we had consolidated proven and probable reserves totaling approximately
212 million ounces of silver, approximately 2.7 million ounces of gold, approximately 1.0 million tons of zinc and approximately 811,000 tons of
lead.
For the year ended December 31, 2019, we produced 12,605,234 ounces of silver, 272,873 ounces of gold, 24,210 tons of lead, and
58,857 tons of zinc, and we generated sales of products of approximately $673.3 million, net loss of approximately $99.6 million and Adjusted
EBITDA of approximately $177.7 million. See Note 1 under "--Summary Historical Consolidated Financial Information" for a reconciliation of
Adjusted EBITDA to net (loss) income.
Our segments are differentiated by geographic region. We produce zinc, lead and bulk flotation concentrates at our Greens Creek unit and
lead and zinc flotation concentrates at our Lucky Friday unit, each of which we sell to custom smelters and metal traders on contract. The flotation
concentrates produced at our Greens Creek and Lucky Friday units contain payable silver, zinc and lead, and at Greens Creek they also contain
payable gold. At Greens Creek, we also produce gravity concentrate containing silver, gold and lead. Unrefined bullion (doré) is produced from the
gravity concentrate by a third-party processor, and shipped to a refiner before sale of the metals to precious metal traders. We also produce unrefined
gold and silver bullion bars (doré), loaded carbon and precipitates at our Casa Berardi, San Sebastian and Nevada Operations units, which are shipped
to refiners before sale of the metals to precious metals traders. At times, we sell loaded carbon and precipitates directly to refiners. Payable metals are
those included in our products for which we are paid by smelters, metal traders and refiners. Our segments as of December 31, 2019 included:

·
The Greens Creek unit located on Admiralty Island, near Juneau, Alaska. Greens Creek is 100% owned and has been in production

since 1989, with a temporary care and maintenance period from April 1993 through July 1996.

S-1
Table of Contents
·
The Lucky Friday unit located in northern Idaho. Lucky Friday is 100% owned and has been a producing mine for us since 1958.
Unionized employees at Lucky Friday were on strike from mid-March 2017 until early January 2020, resulting in limited production

during that time. We expect re-staffing of the mine, which has commenced, to be completed in stages, with a return to full
production by the end of 2020.

·
The Casa Berardi unit located in the Abitibi region of northwestern Quebec, Canada. Casa Berardi is 100% owned and was acquired
on June 1, 2013 with the purchase of all issued and outstanding common shares of Aurizon Mines Ltd. ("Aurizon"). Aurizon had
operated and produced from the Casa Berardi mine since late 2006 and began various mine enhancements in an effort to improve
operational efficiency, including a shaft deepening project completed in 2014 and a new paste fill facility completed in 2013. In

addition to ongoing production from the underground mine, production from the East Mine Crown Pillar surface mine commenced
in July 2016. The addition of surface production and enhancements to the processing facility resulted in increased ore throughput
and gold production. We expect to recommence underground mining in the East Mine, which was the original production area, by
the end of 2020.

·
The San Sebastian unit located in the state of Durango, Mexico. San Sebastian is 100% owned and had previously produced for us
from underground mines between 2001 and 2005. Near-surface exploration discoveries in the vicinity of the past producing area led
to the decision in the third quarter of 2015 to develop shallow open pit mines there. Production commenced from the open pits in
the fourth quarter of 2015. Continued exploration resulted in the decision to develop a new underground ramp and rehabilitate the

historical underground access. The underground development commenced in the first quarter of 2017, and underground ore
production began in January 2018. During 2019, we commenced mining and processing of a bulk sample of underground sulfide
material. Testing of the bulk sample is part of an ongoing evaluation which we believe will allow us to determine the viability of
extending underground production there. We have also continued to advance additional surface exploration targets near our current
operations.

·
The Nevada Operations unit located in northern Nevada. Nevada Operations is 100% owned and was acquired on July 20, 2018
with the purchase of all of the issued and outstanding common shares of Klondex. Nevada Operations consists of three land
packages in northern Nevada totaling approximately 110 square miles and containing operating or previously-operating mines with
a history of high-grade gold production: Fire Creek, Hollister and Midas. We believe these properties to be prospective and under-

explored. The acquisition included the Midas mill and, in the Walker Lane district, the Aurora mine and mill. Klondex had owned
Fire Creek since 1975, Midas since 2014, and Hollister and Aurora since 2016. In the second quarter of 2019, we ceased
development to access new production areas at our Nevada operations until completion of studies and test work for hydrology,
mining and milling, resulting in, among other changes, an anticipated suspension of production in mid-2020.
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3
The contributions to our consolidated sales by our operating units in 2019 were 44.5% from Greens Creek, 28.7% from Casa Berardi,
8.3% from San Sebastian, 16.0% from Nevada Operations and 2.5% from Lucky Friday.

S-2
Table of Contents
The map below shows the locations of our operating units and our exploration and pre-development projects, as well as our corporate
offices located in Coeur d'Alene, Idaho, Vancouver, British Columbia and Val d'Or, Quebec.

S-3
Table of Contents
Corporate Structure
The following chart summarizes our corporate structure and principal indebtedness, omitting certain immaterial subsidiaries). This chart is
provided for illustrative purposes only and does not represent all legal entities affiliated with, or all obligations of, us and our subsidiaries.
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

424B3
Subsidiaries are Delaware entities unless otherwise indicated.

Hecla Mining Company Information
Our principal executive offices are located at 6500 N. Mineral Drive, Suite 200, Coeur d'Alene, Idaho 83815-9408 and our telephone
number is (208) 769-4100. Our website is www.hecla-mining.com. The information contained on, or accessible through, our website is not part of
this prospectus supplement, the accompanying prospectus or any free writing prospectus that we may use and is not incorporated by reference herein
or therein.
Recent Developments
End of Strike at Lucky Friday
On January 6, 2020, the union representing hourly workers at our Lucky Friday mine in Mullan, Idaho ratified a new collective bargaining
agreement ("CBA") with the Company, and those workers are expected to return to work in stages throughout 2020. The new CBA is for a period of
four years and we believe contains many improvements over the last CBA that, after a ramp-up period to reintegrate the workforce, should lead to
increased productivity at the mine. The union had been on strike since March 13, 2017. We anticipate re-staffing of the mine to take place in stages,
with a ramp-up to full production levels expected by the end of 2020.
Senior Notes Redemption
We intend to use the net proceeds from this offering, together with cash on hand, to redeem (the "Redemption") all of our outstanding
2021 Notes and to pay related fees, expenses and accrued and unpaid interest thereon.
We intend to send a notice of redemption for the Redemption to the trustee of the 2021 Notes, which notice will be delivered to the
holders thereof. This prospectus supplement and the accompanying prospectus are

S-4
Table of Contents
not an offer to purchase or solicitation of an offer to sell the 2021 Notes. Nothing in this prospectus supplement or the accompanying prospectus
should be construed as a notice of redemption for the Redemption of the 2021 Notes. See "Use of Proceeds" and "Capitalization."
In this prospectus supplement, we use the term "Transactions" to refer to (i) this offering of notes and (ii) the application of net proceeds
from this offering to fund the Redemption.

S-5
https://www.sec.gov/Archives/edgar/data/66649/000119312520040006/d881657d424b3.htm[2/18/2020 1:41:34 PM]

Document Outline

#1">
- #1">