10:02:21 EDT Wed 02 Jul 2025
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Bunker Hill Mining Corp (2)
Symbol BNKR
Shares Issued 359,438,769
Close 2025-03-24 C$ 0.16
Market Cap C$ 57,510,203
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Bunker Hill Mining makes changes to financings

2025-03-25 15:47 ET - News Release

Mr. Sam Ash reports

BUNKER HILL MINING ANNOUNCES ENHANCEMENTS TO PRIVATE PLACEMENTS AND MAJOR CAPITAL RESTRUCTURING

Bunker Hill Mining Corp. has made significant progress and enhancements to capital restructuring and equity financing initiative, previously announced on March 6, 2025. This is designed to ensure the Bunker Hill zinc-silver-lead mine in the Silver Valley, Idaho, remains on track for commissioning and operations in the second half of 2025, with nameplate 1,800-tonne-per-day production expected in the first half of 2026.

Highlights of the enhanced restructuring and financing:

  • Teck Resources Ltd. to provide a lead commitment of $10-million (U.S.) in financing to Bunker Hill by means of a lead order and promissory note, and additional equity thereafter alongside the brokered private placement offering, matching total funds raised on a two-to-one basis;
  • Company targeting $10-million (U.S.) to $15-million (U.S.) of new equity in the brokered private placement offering led by BMO Capital Markets, CIBC Capital Markets and Red Cloud Securities Inc. and including National Bank; the order book is set to close on Thursday, March 27, 2025;
  • Warrant offering improved -- the term of the warrants issuable in connection with the private placements will be increased from a period of 12 months to a period of three years following the date of issuance;
  • Additional debt restructuring achieved -- Sprott Streaming and Royalty Corp. agrees to convert an additional $6-million (U.S.) of outstanding debt into equity for a total of $21-million (U.S.); this is in addition to the $6,105,000 (U.S.) (a principal amount of $6-million (U.S.) plus all accrued and unpaid interest thereon) to be settled with Sprott Streaming, as announced in the company's news release of March 6, 2025; this represents a total of approximately $27-million (U.S.) of debt conversion, significantly improving the project's debt-to-equity ratio;
  • In response to the presidential executive order issued on March 20, 2025, designed to strengthen American mineral production, Bunker Hill has been invited to accelerate the process designed to unlock a $150-million (U.S.) of U.S. Export-Import Bank (U.S. EXIM) finance package for its Bunker 2.0 (2,500-tonne-per-day) expansion project, as described in the existing letter of intent issued in October, 2024.

Sam Ash, president and chief executive officer, commented, "Working with our strategic investors, Teck, Sprott Streaming and Monetary Metals, and the syndicate of brokers led by BMO Capital Markets, CIBC and Red Cloud, we are pleased to announce these enhancements to the previously announced private placements and our intention to close the book on Thursday, March 27, 2025."

Equity financings: The brokered private placement offering led by BMO Capital Markets, CIBC Capital Markets and Red Cloud Securities, including National Bank, is set to close the order book on Thursday, March 27, 2025, for minimum aggregate gross proceeds of $10-million (U.S.) ($14.37-million) and up to maximum aggregate gross proceeds of $15-million (U.S.) ($21,555,000). Teck has agreed to contribute, through a non-brokered private placement, $2 for every $1 raised through the brokered offering in aggregate, with a minimum lead order of $6.6-million (U.S.) and total gross proceeds of up to $30-million (U.S.) ($43.11-million), subject to shareholder approval, closing of the debt restructuring transactions and other customary closing conditions. Proceeds will be used to support the construction, start-up and ramp-up of the project. In connection with the non-brokered offering, the company and Teck have amended the subscription agreement dated March 5, 2025, to, among other things, amend the closing condition thereunder requiring the company to raise aggregate gross proceeds of at least $20-million (U.S.) under the brokered offering to a minimum of at least $10-million (U.S.).

The closing of the private placements remains subject to approval from the TSX Venture Exchange.

Short-term bridge financing and promissory note: Teck has provided an unsecured promissory note for an aggregate principal amount of up to $3.4-million (U.S.) to ensure sufficient short-term financing to keep the project on track while the private placements close. The note will bear interest at 12 per cent per annum, with such interest being capitalized and added to the principal amount outstanding under the note monthly. The note will be available in multiple advances, at the discretion of Teck, and is payable on demand from Teck.

Debt restructuring and strengthened balance sheet: With challenging market conditions triggered by the tariff war rhetoric, the company has reduced the scope of the previously announced transactions with a focus on advancing the project to production. Concurrent with the closing of the private placements and subject to the company obtaining the requisite shareholder consent and TSX-V approval, the company will close on the previously announced debt restructurings, which are expected to significantly strengthen the company's balance sheet, reduce financing costs, lower all-in costs and increase life-of-mine free cash flow.

Debt restructuring developments: In connection with the previously announced debt restructurings, the company has elected to reduce the aggregate principal amount of the two senior secured Series 3 convertible debentures issuable to Sprott Streaming from $10-million (U.S.) to $4-million (U.S.). Instead, the company will issue up to an additional 57,142,857 shares of common stock of the company at a deemed issuance price of 10.52 U.S. cents per common share to Sprott Streaming, in addition to the proposed issuance of up to 142,857,143 common shares at the offering price (Sprott Tranche II shares), instead of the up to 142,857,142 common shares as previously announced in the company's news release of March 6, 2025, for a maximum of up to 200 million common shares issuable to Sprott Streaming for the conversion of an aggregate of $21-million (U.S.) of outstanding debt into equity. The company also intends to amend and restate the existing Series I convertible debentures in the aggregate principal amount of $6-million (U.S.) (of which the full $6-million (U.S.) principal amount remains outstanding) and Series 2 convertible debentures in the aggregate principal amount of $15-million (U.S.) (of which the full $15-million (U.S.) remains outstanding), each as more fully described in the company's news release of March 6, 2025.

By way of an update to the previously announced intention between the company and Monetary Metals Bond III LLC to enter into an amending agreement to the note purchase agreement dated Aug. 8, 2024, as previously by amended by a first amending agreement dated Nov. 11, 2024, the parties intend to, among other things: (i) reduce the interest rate payable on advances under the existing loan by Monetary Metals to Silver Valley Metals Corp., a wholly owned subsidiary of the company, in the aggregate principal amount equal to the U.S.-dollar equivalent of up to 1.2 million troy ounces of silver from 15 per cent to 13.5 per cent; (ii) clarify the calculation of the cash flow sweep; (iii) extend the availability date for advances of the silver loan from Jan. 31, 2025, to June 30, 2025; and (v) in connection with any advances of the silver loan, to provide for the issuance of bonus warrants in such number and on such terms as to be agreed upon between the parties before issuance and subject to prior approval from the TSX-V (however, in any event, the aggregate number of bonus warrants issued to Monetary Metals under the silver loan will not exceed the maximum amount of three million allowable under the MM NPA). The interest rate and maturity date of the underlying Monetary Metals bond with investors remain unchanged.

Additional debt settlement: In connection with the company's capital restructuring and equity financing initiative, the company intends to enter into agreements with certain creditors to settle outstanding receivables (including accrued and unpaid interest thereon) in the aggregate amount of up to $4-million (U.S.) in exchange for equity in the company at the offering price. The issuance of equity securities of the company in satisfaction of the outstanding debts remains subject to prior approval of the TSX-V.

Assuming the completion of: (i) the maximum offering amount under the brokered offering (excluding the exercise of the options granted to BMO Capital Markets, CIBC Capital Markets and Red Cloud Securities Inc. in connection therewith); (ii) the maximum offering amount under the non-brokered offering; and (iii) the issuance of the maximum number of securities to Sprott Streaming in connection with the above-referenced debt restructuring transactions, the company expects that Teck will beneficially own, directly or indirectly, or exercise control or direction over, 309,499,008 common shares and warrants to purchase an additional 145,808,532 common shares, representing approximately 29.6 per cent of the company's then issued and outstanding common shares on a non-diluted basis and approximately 38.2 per cent on a partially diluted basis.

Teck's purchase of equity units of the company under the non-brokered offering is being made for investment purposes. Teck may determine to increase or decrease its investment in the company depending on market conditions and any other relevant factors. This release is required to be issued under the early warning requirements of applicable securities laws. Teck's head office is located at Suite 3300, 550 Burrard St., Vancouver, B.C., V6C 0B3. In satisfaction of the requirements of the National Instrument 62-104, Take-Over Bids And Issuer Bids, and National Instrument 62-103, The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, early warning reports respecting the acquisition of common shares and warrants to purchase additional common shares by Teck or its affiliates will be filed under the company's SEDAR+. A copy of Teck's early warning report to be filed in connection with the non-brokered offering may also be obtained by contacting Dale Steeves at 236-987-7405.

About Bunker Hill Mining Corp.

Bunker Hill Mining is an American mineral exploration and development company focused on revitalizing its historic mining asset: the renowned zinc, silver and lead deposit in northern Idaho's prolific Coeur d'Alene mining district. The company's strategic initiative aims to breathe new life into a once-productive mine, leveraging modern exploration techniques and sustainable development practices to unlock the potential of this mineral-rich region.

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