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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
Commission file number 1-8491
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HECLA MINING COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 82-0126240
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6500 Mineral Drive, Suite 200
Coeur d'Alene, Idaho 83815-8788
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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)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements
for at least the past 90 days. Yes X. No.
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Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding August 8, 2002
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Common stock, par value 85,971,224 shares
$0.25 per share
Amending Part II, Item 4, to reflect election of preferred directors
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Part II - Other Information
Item 4. Annual Meeting of Shareholders
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At the annual meeting of shareholders held on May 10, 2002, and, with respect
to the last three matters, at an adjourned meeting held on July 18, 2002,
the following matters were voted on by Hecla's shareholders.
Election of One Director by Holders of Common Stock:
Votes
For
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Phillips S. Baker, Jr. 62,034,374
Election of Two Directors by Holders of Preferred Stock:
Votes
Nominee For
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David J. Christensen 2,028,036
Dr. Anthony P. Taylor 2,019,514
James C. Elkins 35,549
Donald J. Moore 88,869
Christopher A. Nash 31,289
Anthony M. Sorentino 34,703
Harold L. Vogel 64,666
Having received the highest number of Votes For, Mr. Christensen and Dr. Taylor
were elected as directors by the holders of Preferred Stock.
To approve the amendment to the Certificate of Incorporation of the Corporation
increasing the number of authorized shares of Common Stock of the Corporation.
Votes Votes
For Against Abstentions
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57,515,544 5,149,910 300,094
Approval of selection of BDO Seidman, LLP as Hecla's Auditors for 2002.
Votes Votes
For Against Abstentions
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61,673,366 741,092 551,090
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To approve the amendment to the Corporation's 1995 Stock Incentive Plan to
increase the maximum number of the shares of common stock that may be issued
under the plan from 3,000,000 to 6,000,000 and extend the term of the 1995 Stock
Incentive Plan from 10 years to 15 years.
Votes Votes
For Against Abstentions
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29,228,912 9,580,365 726,855
To approve the amendment of the Corporation's Stock Plan for Nonemployee
Directors to increase the maximum number of shares of Common Stock that may be
issued under the plan from 120,000 to 1,000,000 and change the number of shares
of Common Stock to be delivered to each nonemployee director annually.
Votes Votes
For Against Abstentions
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28,243,149 10,528,172 764,811
To approve adoption of a Key Employee Deferred Compensation Plan and to
authorize a total of 6,000,000 shares of Common Stock of the Corporation to be
issued under the Plan.
Votes Votes
For Against Abstentions
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28,540,632 10,276,350 719,230
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SIGNATURES
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 thereunto duly authorized.
HECLA MINING COMPANY
(Registrant)
Date: October 29, 2002 By /s/ Arthur Brown
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Arthur Brown, Chairman and
Chief Executive Officer
Date: October 29, 2002 By /s/ Phillips S. Baker, Jr.
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Phillips S. Baker, Jr., President,
Chief Operating Officer and
Chief Financial Officer
Date: October 29, 2002 By /s/ Lewis E. Walde
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Lewis E. Walde, Vice President -
Controller
(Chief Accounting Officer)
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CERTIFICATIONS
I, Arthur Brown, the Chief Executive Officer of Hecla Mining Company ("Hecla"),
certify that:
1. I have reviewed this quarterly report of Hecla on Form 10-Q, as amended
("report");
2. Based on my knowledge, the report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by the report; and
3. Based on my knowledge, the financial statements, and other financial
information included in the report, fairly present in all material respects the
financial condition, results of operations and cash flows of Hecla as of, and
for, the periods presented in the report.
Date: October 25, 2002
/s/ Arthur Brown
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Arthur Brown
Chief Executive Officer
I, Phillips S. Baker, Jr., the Chief Financial Officer of Hecla Mining Company
("Hecla"), certify that:
1. I have reviewed this quarterly report of Hecla on Form 10-Q, as amended
("report");
2. Based on my knowledge, the report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by the report; and
3. Based on my knowledge, the financial statements, and other financial
information included in the report, fairly present in all material respects the
financial condition, results of operations and cash flows of Hecla as of, and
for, the periods presented in the report.
Date: October 29, 2002
/s/ Phillips S. Baker , Jr.
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Phillips S. Baker, Jr.
Chief Financial Officer