EXHIBIT 5.1
February 23, 2022
Hecla Mining Company
6500 North Mineral Drive
Suite 200
Coeur d’Alene, Idaho 83815-9408
Hecla Mining Company
Registration Statement on Form S-3
Ladies and Gentlemen:
I have acted as securities counsel to Hecla Mining Company, a Delaware corporation (the “Company”) and certain of its subsidiaries and affiliates listed on Annex A hereto (the “Guarantors”), with respect to rendering this opinion relating to the issuance from time to time in the future of such indeterminate number or amount of (a) additional 7.25% Senior Notes due February 15, 2028 (“2028 Notes”), (b) other debt securities, including senior debt securities (“Senior Debt Securities”) and subordinated debt securities (“Subordinated Debt Securities” and, together with the Senior Debt Securities, the “Registered Debt”), which may be convertible into other securities of the Company, (c) guarantees of the 2028 notes and the Registered Debt by the Guarantors (the “Guarantees”), (d) common stock, $0.25 par value per share (the “Common Shares”), (e) preferred stock, $0.25 par value per share (the “Preferred Shares”), (f) warrants (the “Warrants”) to purchase securities of the Company, and (g) securities as may be issued upon conversion or exchange for any 2028 notes and the Registered Debt, Preferred Stock, or Warrants (collectively, the “Securities”), which Securities the Company is registering in such number or amount as is authorized and reserved by resolutions of the Board of Directors of the Company, as they may be amended from time to time, under the Securities Act of 1933, as amended (the “Act”), pursuant to the Company’s Registration Statement on Form S-3, as filed by the Company with the Securities and Exchange Commission (the “Commission”) on or about the date hereof, as amended from time to time (the “Registration Statement”).
The 2028 notes are to be issued under an indenture, dated as of February 19, 2020, entered into among the Company, the Guarantors and The Bank of New York Mellon, as indenture trustee, as supplemented (the “2020 Indenture”). The Registered Debt is to be issued under an indenture to be entered into among the Company, the Guarantors and a financial institution to be named at the time such indenture is executed, as indenture trustee (the “Indenture”).
For the purpose of this opinion, I have examined originals, or copies certified or otherwise identified to my satisfaction as being true and complete copies of the originals, of the 2020 Indenture, the form of the Indenture, forms of the 2028 notes and Registered Debt and Guarantees, specimen Common Stock certificates and such other documents, corporate records, certificates of officers of the Company, the Guarantors and of public officials and other instruments as I have deemed necessary or advisable to enable me to render these opinions.
In connection with this opinion, I have assumed that (i) all information contained in all documents reviewed by me is true and correct; (ii) all signatures on all documents examined by me are genuine; (iii) all documents submitted to me as originals are authentic and all documents submitted to me as copies conform to the originals of those documents; (iv) each natural person signing any document reviewed by me had the legal capacity to do so; (v) each person signing in a representative capacity any document reviewed by
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