UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report
(Date of earliest event reported): August 3, 2005
Hecla Mining Company
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-8491 82-0126240
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(Commission File Number) (IRS Employer Identification No.)
6500 North Mineral Drive, Suite 200
Coeur d'Alene, Idaho 83815-9408
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(Address of Principal Executive Offices) (Zip Code)
(208) 769-4100
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(Registrant's Telephone Number, Including Area Code
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14-d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On August 1, 2005, Mr. Thomas F. Fudge, Jr. resigned from the Company as
Vice President of Operations. In connection with the departure of Mr. Fudge, the
Company has agreed to compensate him as follows:
(a) Continued base salary for 12 months in the amount of $175,000;
(b) Continued medical, dental and vision coverage for 12 months;
(c) Continued life insurance coverage for 12 months;
(d) Based on the Company's Long-Term Incentive Plan for the three-year
period 2003-2005, Mr. Fudge was credited with 1,320 performance units.
Mr. Fudge will be credited with 32 months, which payout will not be
determined until the end of 2005. The value of performance units can
range between $0 and $200, depending upon performance as determined by
the Board of Directors;
(e) Based on the Company's Long-Term Incentive Plan for the three-year
period 2004-2006, Mr. Fudge was credited with 1,320 performance units.
Mr. Fudge will be credited with 20 months, which payout will not be
determined until the end of 2006. The value of performance units can
range between $0 and $200, depending upon performance as determined by
the Board of Directors;
(f) 13,000 restricted stock units awarded to Mr. Fudge in 2004 under the
Company's Key Employee Deferred Compensation Plan;
(g) Mr. Fudge holds a total of 150,500 vested stock options under the
Company's 1995 Stock Incentive Plan. Mr. Fudge shall be granted the
right to exercise those stock options through March 31, 2006, at which
time all remaining stock options will be terminated.
Item 1.02 Termination of a Material Definitive Agreement
In conjunction with the resignation of Mr. Thomas F. Fudge, Jr. as Vice
President of Operations, the Employment Agreement between the Company and Mr.
Fudge terminated effective August 1, 2005.
Item 2.02 Results of Operations and Financial Condition
On August 3, 2005, Hecla Mining Company (the "Company") issued a news
release announcing the Company's Second Quarter 2005 and six months ended June
30, 2005 financial results, among other things. The Company's News Release is
attached hereto as Exhibit 99.1 to this Form 8-K and is incorporated herein by
reference.
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Item 3.02 Unregistered Sales of Equity Securities
On July 25, 2005, Hecla executed a definitive share purchase agreement
("Agreement"), dated as of July 19, 2005, with Triumph Gold Corporation
("Triumph") that requires Hecla to issue 1,500,000 shares of Hecla common stock
and 1,500,000 Warrant units to Triumph. Closing of the agreement is anticipated
during August 2005. Each warrant unit entitles the holder to acquire one share
of Hecla common stock at an exercise price per share of $4.856 for a period of
four years following the closing date.
The common stock and warrants will be issued in exchange for the shares of
Triumph's subsidiary corporations that control mineral concessions in the
Guariche Mining District, Bolivar State of Venezuela, known as the Guariche Gold
Project.
The sales and issuances of the securities under the Agreement are exempt
from registration under the Securities Act of 1933 in reliance on Section 4(2)
of that act, as transactions by an issuer not involving a public offering. Hecla
relies upon the representations made by Triumph in the Agreement in determining
that such exemption is available.
Item 5.02 Departure, Election, or Appointment of Directors or Officers
On August 1, 2005, Mr. Thomas F. Fudge, Jr. resigned from the Company as
Vice President of Operations. A description of the terms of Mr. Fudge's
resignation is included under Item 1.01. A copy of the Company's News Release
announcing the resignation of Mr. Fudge, among other things, is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
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SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HECLA MINING COMPANY
By: /s/ Michael B. White
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Name: Michael B. White
Title: Corporate Secretary
Dated: August 3, 2005
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EXHIBIT INDEX
Exhibit No. Title
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Exhibit 99.1 - Hecla Mining Company News Release dated August 3, 2005
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