ex_162633.htm


Exhibit 4.2(f)


 


SUPPLEMENTAL INDENTURE


 


SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 16, 2019 among Hecla Quebec Inc., a company organized under the laws of British Columbia (the “Guaranteeing Subsidiary”), which is a direct subsidiary of Hecla Mining Company (or its permitted successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and The Bank of New York Mellon Trust Company, N.A., as trustee under the Indenture referred to below (the “Trustee”).


 


W I T N E S S E T H


 


WHEREAS, the Company has heretofore executed and delivered to the Trustee an indenture, dated as of April 12, 2013 (the “Indenture”), providing for the issuance of the Company’s 6.875% Senior Notes due 2021 (the “Notes”);


 


WHEREAS, the Indenture provides that under certain circumstances each Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which such Guaranteeing Subsidiary shall unconditionally guarantee all of the Company’s Obligations under the Notes and the Indenture on the terms and conditions set forth herein (the “Note Guarantee”); and


 


WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.


 


NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guaranteeing Subsidiary and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows:


 


1.     CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.


 


2.     AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiary hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 10 thereof.


 


3.     NO RECOURSE AGAINST OTHERS. No director, officer, employee, incorporator or stockholder of the Company or any Guarantor, as such, will have any liability for any obligations of the Company or the Guarantors under the Notes, this Indenture, the Note Guarantees or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder of Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. The waiver may not be effective to waive liabilities under the federal securities laws.


 


4.     NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS SUPPLEMENTAL INDENTURE WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY.


 



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5.     COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.


 


6.     EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not affect the construction hereof.


 


7.     THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiary and the Company.


 



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IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed and attested, all as of the date first above written.


 


Dated: September 16, 2019


 


	 	GUARANTEEING SUBSIDIARY:	 
	 	 	 	 
	 	HECLA QUEBEC Inc.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    President	 
	 	 	 	 
	 	 	 	 
	 	COMPANY:	 
	 	 	 	 
	 	 	 	 
	 	HECLA MINING COMPANY	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  David C. Sienko	 
	 	 	Title:    Vice President	 



 


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	 	GUARANTORS:	 
	 	 	 	 
	 	 	 	 
	 	HECLA LIMITED	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    Vice President	 
	 	 	 	 
	 	 	 	 
	 	HECLA ADMIRALTY COMPANY	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    Vice President	 
	 	 	 	 
	 	 	 	 
	 	HECLA SILVER VALLEY, INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lawrence P. Radford	 
	 	 	Title:    Vice President	 
	 	 	 	 
	 	 	 	 
	 	HECLA MC SUBSIDIARY, LLC	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Daniel A. Nelson	 
	 	 	Title:    President	 
	 	 	 	 
	 	 	 	 
	 	RIO GRANDE SILVER, INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lawrence P. Radford	 
	 	 	Title:    Vice President	 
	 	 	 	 
	 	 	 	 
	 	SILVER HUNTER MINING COMPANY	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lawrence P. Radford	 
	 	 	Title:    Vice President	 



 


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	 	HECLA ALASKA LLC	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    Senior Vice President - Operations	 
	 	 	             of Hecla Mining Company,	 
	 	 	             It’s Member	 
	 	 	 	 
	 	 	 	 
	 	HECLA GREENS CREEK MINING COMPANY	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    Vice President	 
	 	 	 	 
	 	 	 	 
	 	HECLA JUNEAU MINING COMPANY	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    Vice President	 
	 	 	 	 
	 	 	 	 
	 	BURKE TRADING INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lawrence P. Radford	 
	 	 	Title:    Vice President	 
	 	 	 	 
	 	 	 	 
	 	HECLA MONTANA, INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Luther J. Russell	 
	 	 	Title:    President	 
	 	 	 	 
	 	 	 	 
	 	REVETT SILVER COMPANY	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Luther J. Russell	 
	 	 	Title:    President & CEO	 



 


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	 	TROY MINE INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name: Luther J. Russell	 
	 	 	Title: President	 
	 	 	 	 
	 	 	 	 
	 	RC RESOURCES, INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name: Luther J. Russell	 
	 	 	Title: President	 
	 	 	 	 
	 	 	 	 
	 	REVETT EXPLORATION, INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name: Luther J. Russell	 
	 	 	Title: President	 
	 	 	 	 
	 	 	 	 
	 	REVETT HOLDINGS, INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name: Luther J. Russell	 
	 	 	Title: President	 
	 	 	 	 
	 	 	 	 
	 	MINES MANAGEMENT, INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name: Douglas A. Stiles	 
	 	 	Title: Vice President	 
	 	 	 	 
	 	 	 	 
	 	NEWHI, INC.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name: Douglas A. Stiles	 
	 	 	Title: Vice President	 



 


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	 	MONTANORE MINERALS CORP.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Douglas A. Stiles	 
	 	 	Title:    Vice President	 
	 	 	 	 
	 	 	 	 
	 	klondex gold & silver mining coMPANY	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    President	 
	 	 	 	 
	 	 	 	 
	 	klondex midas holdings limited	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    President	 
	 	 	 	 
	 	 	 	 
	 	klondex midas operations inc.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    President	 
	 	 	 	 
	 	 	 	 
	 	klondex aurora mine inc.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    President	 
	 	 	 	 
	 	 	 	 
	 	klondex hollister mine inc.	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:  Lauren M. Roberts	 
	 	 	Title:    President	 



 


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	 	THE BANK OF NEW YORK MELLON	 
	 	TRUST COMPANY, N.A.,	 
	 	as Trustee	 
	 	 	 	 
	 	 	 	 
	 	By:	 	 
	 	 	Name:	 
	 	 	Title:	 



 


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