Bunker Hill Mining Corp. Files S-1 Registration Statement

TL;DR

<b>Bunker Hill Mining Corp. has filed an S-1 registration statement, providing updated financial information and corporate history.</b>

AI Summary

Bunker Hill Mining Corp. (BHLLD) filed a IPO Registration (S-1) with the SEC on April 15, 2024. Bunker Hill Mining Corp. filed an S-1 registration statement with the SEC. The company's fiscal year ends on December 31st. The filing includes financial data for the periods ending December 31, 2023, 2022, and 2021. The company was formerly known as Liberty Silver Corp and Lincoln Mining Corp. The business and mailing address is 82 Richmond Street East, Toronto, Ontario, M5C 1P1.

Why It Matters

For investors and stakeholders tracking Bunker Hill Mining Corp., this filing contains several important signals. This S-1 filing indicates potential future equity offerings or debt issuances, which could impact the company's capital structure and shareholder dilution. The detailed financial data allows investors to assess the company's financial health, operational performance, and investment potential.

Risk Assessment

Risk Level: medium — Bunker Hill Mining Corp. shows moderate risk based on this filing. The company is in the metal mining industry and is filing an S-1, which often precedes capital raises or significant corporate actions, indicating a period of potential change and associated risks.

Analyst Insight

Monitor future filings for details on any proposed offerings or strategic initiatives announced following this S-1 registration.

Key Numbers

• 2024-04-15 — Filing Date (Date the S-1 filing was made)
• 2023-12-31 — Fiscal Year End (Company's fiscal year end date)
• 2022-12-31 — Financial Data End Date (End date for comparative financial data)
• 2021-12-31 — Financial Data End Date (End date for comparative financial data)

Key Players & Entities

• Bunker Hill Mining Corp. (company) — Filer name
• SEC (regulator) — Regulatory body receiving the filing
• Liberty Silver Corp (company) — Former company name
• Lincoln Mining Corp (company) — Former company name
• Teck Resources Limited (company) — Mentioned in relation to specific dates
• D'Angelo International LLC (company) — Mentioned in relation to specific dates

FAQ

Risk Factors

• Registration Statement Filing [medium — regulatory]: The filing of an S-1 indicates the company may be seeking to raise capital through the sale of securities, which involves regulatory scrutiny and potential market reception risks.
• Capital Structure and Dilution [medium — financial]: As a mining company, Bunker Hill may require significant capital for operations and exploration, and future financing activities could lead to shareholder dilution.
• Mining Operations [high — operational]: The success of Bunker Hill Mining Corp. is dependent on the efficient and safe operation of its mining assets, which are subject to geological, environmental, and operational risks.

Key Dates

• 2024-04-15: S-1 Filing — Indicates potential future capital raises or significant corporate actions.

Glossary

S-1 Filing

A registration statement filed with the SEC by companies intending to offer securities to the public. (Signals potential equity or debt offerings by Bunker Hill Mining Corp.)

Key Financial Figures

• $0.097 — closing price of our common stock was US$0.097 per share. We are a "smaller reportin
• $0.37 — of the Company at an exercise price of C$0.37 per Warrant at any time on or prior to
• $0.11 — nded the exercise price from C$0.37 to C$0.11 per Warrant and the expiry date from Ma
• $0 — 6,667 warrants at an exercise price of C$0.11, for aggregate gross proceeds of 837
• $1,145,834 — r aggregate gross proceeds of 837,460 (C$1,145,834) to the Company. In March 2023, the C
• $0.12 — y (" March 2023 Special Warrants ") at C$0.12 per March 2023 Special Warrant for $4,5
• $4,536,020 — 0.12 per March 2023 Special Warrant for $4,536,020 (C$6,196,047), of which $3,661,822 was
• $6,196,047 — h 2023 Special Warrant for $4,536,020 (C$6,196,047), of which $3,661,822 was received in c
• $3,661,822 — for $4,536,020 (C$6,196,047), of which $3,661,822 was received in cash and $874,198 was a
• $874,198 — ich $3,661,822 was received in cash and $874,198 was applied towards settlement of accou
• $0.15 — ying Shares ") at an exercise price of C$0.15 per Warrant Share until March 27, 2026,
• $67,000,000 — Company closed the upsized and improved $67,000,000 project finance package with Sprott, co
• $46,000,000 — ce package with Sprott, consisting of a $46,000,000 stream and a $21,000,000 new debt facil
• $21,000,000 — onsisting of a $46,000,000 stream and a $21,000,000 new debt facility. The newly proposed $
• $37,000,000 — onomic terms as the previously proposed $37,000,000 stream, with a $9,000,000 increase in g

Filing Documents

• forms-1.htm (S-1) — 2554KB
• ex5-1.htm (EX-5.1) — 13KB
• ex23-1.htm (EX-23.1) — 4KB
• ex23-3.htm (EX-23.3) — 4KB
• ex23-4.htm (EX-23.4) — 4KB
• ex23-5.htm (EX-23.5) — 3KB
• ex107.htm (EX-FILING FEES) — 19KB
• forms-1_001.jpg (GRAPHIC) — 60KB
• forms-1_002.jpg (GRAPHIC) — 19KB
• forms-1_003.jpg (GRAPHIC) — 27KB
• forms-1_004.jpg (GRAPHIC) — 26KB
• forms-1_005.jpg (GRAPHIC) — 20KB
• forms-1_006.jpg (GRAPHIC) — 20KB
• forms-1_007.jpg (GRAPHIC) — 30KB
• form10-k_008.jpg (GRAPHIC) — 3KB
• form10-k_009.jpg (GRAPHIC) — 2KB
• ex23-1_001.jpg (GRAPHIC) — 3KB
• ex23-1_002.jpg (GRAPHIC) — 7KB
• 0001493152-24-014677.txt (&nbsp;) — 11506KB
• bhll-20231231.xsd (EX-101.SCH) — 95KB
• bhll-20231231_cal.xml (EX-101.CAL) — 95KB
• bhll-20231231_def.xml (EX-101.DEF) — 351KB
• bhll-20231231_lab.xml (EX-101.LAB) — 630KB
• bhll-20231231_pre.xml (EX-101.PRE) — 492KB
• forms-1_htm.xml (XML) — 1787KB

RISK FACTORS

RISK FACTORS 9 DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS 23

USE OF PROCEEDS

USE OF PROCEEDS 24 DESCRIPTION OF THE COMPANY'S BUSINESS 25

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 35 DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE 39

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 41

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 46 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 48

DESCRIPTION OF SECURITIES TO BE REGISTERED

DESCRIPTION OF SECURITIES TO BE REGISTERED 49 PRINCIPAL ACCOUNTING FEES AND SERVICES 51 SELLING SHAREHOLDERS AND CERTAIN BENEFICIAL OWNERS 52 PLAN OF DISTRIBUTION 56

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS 58 INTERESTS OF NAMED EXPERTS AND COUNSEL 58 DISCLOSURE OF COMMISSION POSITION OF INDEMNIFICATION FOR SECURITIES ACT LIABILITIES 59 WHERE YOU CAN FIND ADDITIONAL INFORMATION 60

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS F-1 ABOUT THIS PROSPECTUS This prospectus is part of a registration statement that we have filed with the Securities and Exchange Commission (the " SEC ") pursuant to which the selling shareholders named herein may, from time to time, offer and sell or otherwise dispose of the shares of our common stock covered by this prospectus. You should not assume that the information contained in this prospectus is accurate on any date subsequent to the date set forth on the front cover of this prospectus or that any information we have incorporated by reference is correct on any date subsequent to the date of the document incorporated by reference, even though this prospectus is delivered or shares of common stock are sold or otherwise disposed of on a later date. It is important for you to read and consider all information contained in this prospectus in making your investment decision. You should also read and consider the information in the documents to which we have referred you under "Where You Can Find Additional Information." We have not authorized anyone to give any information or to make any representation to you other than those contained in this prospectus. You must not rely upon any information or representation not contained in this prospectus. This prospectus does not constitute an offer to sell or the solicitation of an offer to buy any of our common stock other than the shares of our common stock covered hereby, nor does this prospectus constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. Persons who come into possession of this prospectus in jurisdictions outside the United States are required to inform themselves about, and to observe, any restrictions as to the offering and the distribution of this prospectus applicable to those jurisdictions. 1 PROSPECTUS SUMMARY This summary descri

Forward-Looking Statements." Unless the context indicates or suggests otherwise, references to "we," "our,"

Forward-Looking Statements." Unless the context indicates or suggests otherwise, references to "we," "our," "us," the "Company," or the "Registrant" refer to Bunker Hill Mining Corp., a Nevada corporation, and its subsidiaries. References to "$" refer to monetary amounts expressed in U.S. dollars. All references to "C$" refer to monetary amounts expressed in Canadian dollars. Our

Business

Business Overview The Company's sole focus is the development and restart of its 100% owned flagship asset, the Bunker Hill mine (the " Bunker Hill Mine " or the " Mine ") in Idaho, USA. The Mine remains the largest single producing mine by tonnage in the Silver Valley region of northwest Idaho, producing over 165 million ounces of silver and 5 million tons of base metals between 1885 and 1981. The Bunker Hill Mine is located within Operable Unit 2 of the Bunker Hill Superfund site (EPA National Priorities Listing IDD048340921), where cleanup activities have been completed. The Company was incorporated for the initial purpose of engaging in mineral exploration activities at the Mine. The Company has moved into the development stage concurrent with (i) purchasing the Mine and a process plant, (ii) completing successive technical and economic studies, including a Prefeasibility Study, (iii) delineating mineral reserves, and (iv) conducting the program of activities outlined above. Recent Developments In March 2023, the Company amended the exercise price and expiry date of 10,416,667 warrants previously issued in a private placement to Teck Resources (" Teck ") on May 13, 2022 in consideration for the Company's acquisition of the Pend Oreille processing plant. The warrant entitled the holder to purchase one share of common stock of the Company at an exercise price of C$0.37 per Warrant at any time on or prior to May 12, 2025. The Company amended the exercise price from C$0.37 to C$0.11 per Warrant and the expiry date from May 12, 2025, to March 31, 2023. In March 2023, Teck exercised all 10,416,667 warrants at an exercise price of C$0.11, for aggregate gross proceeds of 837,460 (C$1,145,834) to the Company. In March 2023, the Company closed a brokered private placement of special warrants (the " March 2023 Offering "), issuing 51,633,727 special warrants of the Company (" March 2023 Special Warrants ") at C$0.12 per March 2023 Special Warrant for $4,536,020

Business

Business Operations The Mine is a zinc-lead-silver mine. When in production, the Company intends to mill mineral resources on-site to produce both zinc and lead-silver concentrates which will then be shipped to a Teck's Trail smelter for processing as per the underlying off-take agreement. Infrastructure The Mine includes all mining rights and claims, surface rights, fee parcels, mineral interests, easements, existing infrastructure at Milo Gulch, and the majority of machinery and buildings at the Kellogg Tunnel portal level, as well as all equipment and infrastructure anywhere underground at the Bunker Hill Mine Complex. It also includes all current and historic data relating to the Bunker Hill Mine Complex, such as drill logs, reports, maps, and similar information located at the Mine site or any other location. For further detail, please refer to the "Project Infrastructure" section below. Government Regulation and Approval Exploration and development activities, and any future mining operations, are subject to extensive laws and regulations governing the protection of the environment, waste disposal, worker safety, mine construction, and protection of endangered and protected species. The Company has made, and expects to make in the future, significant expenditures to comply with such laws and reg

View Full Filing

View this S-1 filing on SEC EDGAR