S-1/A: Bunker Hill Mining Corp. Eyes Resale of 186.6 Million Shares Amid Mine Restart Efforts
Preliminary Prospectus
Bunker Hill Mining Corp. plans to allow selling shareholders to resell up to 186.6 million shares of common stock, including shares issuable upon warrant exercises, without the company receiving proceeds.
Summary
- Bunker Hill Mining Corp. is registering 186,636,376 shares of common stock for resale by selling shareholders.
- The shares include those issuable upon exercise of warrants.
- The company will not receive any proceeds from the resale of shares by the selling shareholders, but may receive proceeds from the exercise of warrants.
- The company's primary focus is the restart of the Bunker Hill Mine in Idaho, which produced significant amounts of silver and base metals historically.
- The mine is located within the Bunker Hill Superfund site, where cleanup activities have been completed.
- The company has been working on exploration, economic studies, and mine rehabilitation.
- A project finance package with Sprott was secured to support the mine restart.
- The company purchased a process plant from Teck Resources Limited to support on-site milling.
- The company expects to commence concentrate production in the fourth quarter of 2024.
- The company has mineral rights to approximately 440 patented mining claims covering over 5700 acres.
- The company has twenty employees as of December 31, 2023.
- The company is considered a smaller reporting company under SEC guidelines.
Sentiment
Score: 5
Explanation: The document is neutral. While it outlines plans for future growth and production, it also highlights risks and financial challenges.
Positives
- The company has secured a project finance package with Sprott to support the mine restart.
- The company purchased a process plant from Teck Resources Limited to support on-site milling.
- The company has mineral rights to approximately 440 patented mining claims covering over 5700 acres.
Negatives
- The company will not receive any proceeds from the resale of shares by the selling shareholders.
- The company has a history of losses and expects to continue to incur losses in the future.
- The company is in the development stage and has not yet commenced commercial production.
- The company's common stock is currently deemed a penny stock, which may make it more difficult for investors to sell their shares of Company common stock.
Risks
- The shares of common stock offered hereby involves a high degree of risk and should not be purchased by investors who cannot afford the loss of their entire investment.
- A lead concentrate offtake agreement with Teck Resources may not be reached, which could result in less favorable commercial terms for the sale of concentrates envisaged to be produced by the Mine and could also impact the Companys ability to secure offtake financing.
- The Bunker Hill Mine restart is expected to take place in 2024, with first concentrate production targeted for the fourth quarter of 2024.
- Payment bonds securing $17,000,000 due by the Company to the EPA for cost recovery may not be renewable or may only be renewable on terms that are unfavorable to the Company, which would adversely affect its financial condition or cause a default under the revised settlement agreement with the EPA and Sprott.
- The Company has a limited operating history on which to base an evaluation of its business and prospects.
- The Company has a history of losses and expects to continue to incur losses in the future.
- Estimates of mineral reserves and resources are subject to evaluation uncertainties that could result in project failure.
- The Companys activities are subject to environmental laws and regulations that may increase its costs of doing business and restrict its operations.
Future Outlook
The company expects to commence concentrate production in the fourth quarter of 2024.
Industry Context
The company competes with other mining and exploration companies in the acquisition of mining claims and leases on zinc and other base and precious metals prospects as well as in connection with the recruitment and retention of qualified employees.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| CFO | David Wiens | Gerbrand van Heerden | 2023-11-01 | David Wiens resigned to pursue another opportunity. |
Legal Proceedings
- A lawsuit was filed in the U.S. District Court for the District of Idaho by Crescent Mining, LLC against Placer Mining, Robert Hopper Jr., and the Company, alleging intentional flooding of the Crescent Mine and seeking unspecified damages.
- The Company believes Crescents lawsuit is without merit and intends to vigorously defend itself, as well as Placer Mining Corp. pursuant to the Companys indemnification of Placer Mining Corp in the sale and purchase agreement executed between the companies for the Mine on December 15, 2021.
Stakeholder Impact
- The resale of shares may impact current shareholders through potential dilution.
- The restart of the Bunker Hill Mine could create jobs and economic benefits for the local community.
- The company's environmental obligations impact the surrounding ecosystem and community.
Next Steps
- Continued analysis and interpretation of the geophysical survey results should aid to guide future exploration activities outside of historical mine working areas.
- Additional exploration drilling, with the advancement of underground mine development, is also advised due to the proximity of future development to under-explored areas of historical workings.
- Continued digitization and interpretation of historical mapping and research will aid to guide future underground and surface exploration activities.
- Completion of issued for construction (IFC) level drawings for the mineral processing facilities is recommended.
- Completion of IFC-level engineering drawings related to the paste backfill plant are recommended.
- Final tails product material generated from additional metallurgical testing will work to optimize binder compositions and have the potential to reduce backfill operating expenses or costs.
- Additional geotechnical studies are recommended with the advancement of underground development.
- Continued geotechnical diamond drilling associated with future resource delineation and exploration drilling activities will provide a better sample set for rock strength testing and geotechnical logging.
- Future underground development will also allow for the investigation of previously mined areas and association of historical span allowances based on previous ground support methods.
- Additional resource delineation and conversion drilling and mine block modeling should continue to increase the conversion of Inferred to Indicated Resources.
Key Dates
| Date | Description |
|---|---|
| 2007-02-20 | Bunker Hill Mining Corp. incorporated in Nevada as Lincoln Mining Corp. |
| 2010-02-11 | Name changed to Liberty Silver Corp. |
| 2017-09-29 | Name changed to Bunker Hill Mining Corp. |
| 2018-05-15 | Settlement Agreement and Order on Consent with EPA. |
| 2020-04-14 | Sam Ash appointed President, CEO and Director. |
| 2020-03-27 | Richard Williams appointed Executive Chairman and Director. |
| 2021-12-20 | Executed a non-binding term sheet outlining a $50,000,000 project finance package with Sprott. |
| 2021-12-15 | Signed a Purchase and Sale Agreement (PSA) with Placer Mining Corporation. |
| 2021-12-19 | Amended Settlement Agreement with EPA. |
| 2022-01-07 | Closed the purchase of the Bunker Hill Mine. |
| 2022-01-25 | Announced a non-binding MOU with Teck Resources Limited for the purchase of the Process Plant. |
| 2022-01-28 | Closed the $6,000,000 CD1. |
| 2022-03-31 | Reached an agreement to satisfy the remaining purchase price for the Process Plant by way of an equity issuance of the Company. |
| 2022-05-13 | Equity issuance and purchase of the Process Plant occurred. |
| 2022-06-17 | Consummated the $15,000,000 CD2. |
| 2022-12-06 | Closed a new $5,000,000 loan facility with Sprott (the Bridge Loan). |
| 2023-03-27 | Closed a brokered private placement of special warrants (the March 2023 Offering). |
| 2023-06-23 | Closed the upsized and improved $67,000,000 project finance package with Sprott. |
| 2023-07-05 | Paul Smith appointed to Board of Directors. |
| 2023-07-24 | The Special Warrants issued on March 27, 2023 were converted to 51,633,727 shares of common stock and common stock purchase warrants. |
| 2023-09-08 | Common stock of the Company began trading on the TSX-V. |
| 2023-11-01 | Gerbrand van Heerden appointed as new CFO. |
| 2024-03-13 | The Company granted to executives and employees of the Company 9,047,953 restricted stock units. |
| 2024-04-01 | The Company granted to directors of the Company 2,527,888 deferred share units. |
| 2024-04-25 | Closing price of common stock was US$0.0961 per share. |
Keywords
Bunker Hill Mining Corp, common stock, resale, warrants, mine restart, Sprott, Teck Resources, mineral rights, EPA, financial assurance
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