Stockle - the stock oracle

Klondex Mines Unlimited Liability Co

TSX:KDXUS:KLDX
No current share price held for this company.

Past year: ▼ 23%(1.78 – 4.55 CAD)

Market cap
—
Shares on issue
—
Story beats
11 since 2015
Last event
2 Aug 2018

History

Klondex built up its Nevada gold operations, funded by bank debt and a small share issue, before Hecla Mining bought it in July 2018.

2015-2017: Listing and the Hollister reserve

The record for Klondex Mines is quiet in its early years. In October 2015 the New York Stock Exchange certified its securities for listing, clearing them to begin trading. The next major step came in 2017. On March 31, Klondex and Investec Bank PLC amended a $35.0 million secured revolving credit facility first set up in March 2016. Its maturity moved from March 23, 2018 to December 31, 2019, and the reserve and resource levels Klondex had to maintain were changed.

In July 2017 Klondex reported an initial reserve at Hollister, a property it had acquired in October 2016. As of May 31, 2017, it stood at 116.1 thousand gold-equivalent ounces, split between the Hollister Main zone and the Gloria zone. Management said this supported 2017 production guidance of 30,000 to 35,000 gold-equivalent ounces. A drill program of about 20,000 feet had also started at Hatter Graben, aiming for an inferred resource (a lower-confidence estimate) by year-end or early 2018, depending on drill pad permits.

2017-2018: Bison and a larger credit line

On October 19, 2017 Klondex completed its acquisition of Bison Gold Resources Inc., which became a wholly owned subsidiary. It paid about $7.0 million (CDN$8.8 million) by issuing 1,956,126 shares, about 1.1% of those outstanding. That fits with the rise in shares on issue from 175,251,538 at the end of 2016 to 179,614,947 at the end of 2017, though the records do not explain the whole increase.

Borrowing grew too. A December 2017 amendment lifted the Investec revolver from $35 million to $40 million, and on February 13, 2018 a $5 million inventory draw took it to $45 million. Klondex also said its February 2014 gold purchase agreement with Franco-Nevada GLW Holdings Corp. was terminated because the parties had completed their obligations.

2018: Sale to Hecla

On March 16, 2018 Klondex agreed to be acquired by Hecla Mining Company. Shareholders were offered US$2.71 per share: US$2.47 in cash, Hecla shares or a mix, plus US$0.24 in shares of a new company, Havilah Mining Corporation, holding Klondex's Canadian assets (0.125 of a Havilah share per Klondex share). A US$21 million termination fee could be owed by either side in certain circumstances.

A proxy statement in May showed 180,179,588 shares outstanding at May 16, and said directors, officers and two institutional holders with 23.60% of shares had agreed to vote in favour. The board unanimously recommended the deal, which needed two-thirds of votes cast and court approval, for a July 12 meeting in Toronto.

Hecla completed the acquisition on July 20, 2018. Klondex shares became cash and/or Hecla shares plus Havilah shares, and all directors and named senior officers resigned. NYSE American trading stopped on July 23, and on August 2 Klondex terminated the registration of a class of its securities, ending its reporting obligation for them. As of the latest filings, it was a wholly owned Hecla subsidiary holding its Nevada assets, including Fire Creek, Hollister, Midas and Aurora. Treatment of the Investec revolver after closing was not stated.

Written from the 11 story beats below (2015 to 2 Aug 2018), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

2018180m shares · C$552m market cap

  1. 2 Aug

    Klondex Mines Unlimited Liability Co terminated the registration of a class of securities, ending its reporting obligation for them.

    listing compliance notice

    180m shC$552m
  2. 25 July

    Hecla completed its acquisition of Klondex on July 20, 2018, resolving the pending deal. Klondex shares were converted into the right to receive cash and/or Hecla shares (e.g. 0.6272 Hecla share, or US$0.8411 plus 0.4136 Hecla share, or US$0.8867 plus 0.4020 Hecla share for prorated cash electors) plus 0.125 of a Havilah Mining Corporation share, which holds the spun-out Canadian assets. Klondex is now a wholly owned Hecla subsidiary, all directors and the named senior officers resigned, NYSE American trading stopped July 23, 2018, and the company intends to file a Form 15 to end its reporting.

    business combination

    180m shC$552m
  3. 23 July

    Klondex Mines Unlimited Liability Co's exchange filed to remove a class of its securities from listing.

    listing compliance notice

    180m shC$552m
  4. 12 June

    Klondex filed the final proxy statement for the July 12, 2018 Toronto meeting, where securityholders vote on the Hecla arrangement as amended June 4, 2018. Terms are the same as in the preliminary version: US$2.47 of cash and/or Hecla shares plus 0.125 of a Havilah share per Klondex share. The board unanimously recommends a vote in favour, and approval needs two-thirds of votes cast plus British Columbia Supreme Court approval. The vote has not yet taken place.

    business combination

    180m shC$568m
  5. 23 May

    Klondex filed a preliminary proxy statement for the shareholder meeting to vote on the Hecla deal, with the meeting date still blank. It repeats the terms: US$2.47 of cash and/or Hecla shares plus 0.125 of a Havilah Mining share (the new company for the Canadian assets) per Klondex share. Approval needs two-thirds of votes cast. Directors, officers and two institutional holders with 23.60% of shares have agreed to vote in favour. The filing lists 180,179,588 shares outstanding as of May 16, 2018. In-the-money options, RSUs and deferred share units are exchanged for shares or cash, performance RSUs are paid in cash, 300,000 options with an exercise price above US$2.71 are cancelled for nothing, and 5,000,000 warrants priced above US$2.71 stay outstanding. The deal is not yet approved.

    business combination

    180m shC$564m
  6. 19 Mar

    On March 16, 2018 Klondex agreed to be acquired by Hecla Mining Company. Shareholders would get US$2.71 per share: US$2.47 in cash, Hecla shares or a mix (US$0.8411 cash plus 0.4136 Hecla share if prorated or no election), plus US$0.24 in shares of a new company holding Klondex's Canadian assets (0.125 of a share after a 1-for-8 consolidation). Cash is capped at US$157,410,417 and Hecla shares at 77,411,859. Either side may owe a US$21 million termination fee in certain circumstances. This is a new thread, and follows the Waterton share purchases of the prior weeks (no link is stated in the filing). Shareholder approval and regulatory clearance are still needed.

    business combination

    180m shC$320m
  7. 26 Feb

    On February 13, 2018 Klondex and Investec added a $5 million inventory draw to the revolving facility, raising it from $40 million to $45 million; a December 21, 2017 amendment had earlier raised it from $35 million to $40 million. Klondex also said its February 11, 2014 gold purchase agreement with Franco-Nevada GLW Holdings Corp. is terminated because the parties completed their obligations, which resolves the Franco-Nevada stream referenced in the March 2017 facility amendment.

    material agreement

    180m shC$485m

2017178m shares · C$808m market cap

  1. 25 Oct

    On October 19, 2017 Klondex completed its acquisition of Bison Gold Resources Inc. under a court-approved arrangement, making Bison a wholly-owned subsidiary. It paid about $7.0 million (CDN$8.8 million) by issuing 1,956,126 shares (about 1.1% of outstanding shares) and assumed Bison warrants convertible into 1,242 Klondex shares in total, exercisable at C$2.4155 until May 21, 2018. The deal was announced August 7, 2017 and amended September 6, 2017.

    business combination

    178m shC$808m
  2. 13 July

    Klondex reported an initial Hollister reserve of 116.1 thousand gold-equivalent ounces (199.5k tons at 0.582 AuEq oz/ton), split between the Hollister Main zone (51.5k oz) and the Gloria zone (64.6k oz), as of May 31, 2017. A drill program of about 20,000 ft began June 17 at Hatter Graben to aim for an inferred resource by year-end or early 2018, depending on permitting of drill pads by end of Q3. Management says the reserve supports 2017 production guidance of 30,000-35,000 AuEq oz. Hollister was acquired in October 2016.

    resource reserve update

    178m shC$776m
  3. 6 Apr

    On March 31, 2017, Klondex and Investec Bank PLC amended the $35.0 million secured revolving facility from March 2016. The maturity moved from March 23, 2018 to December 31, 2019 (unless extended further), and the reserve and resource levels Klondex must maintain were changed. Borrowings cost LIBOR plus a margin of 2.75%-4.00% (depending on its debt-to-EBITDA ratio) plus a 0.35% risk premium until the Franco-Nevada gold purchase balance falls below $10.0 million.

    material agreement

    177m shC$920m

2015

  1. 2 Oct

    the New York Stock Exchange certified Klondex Mines Unlimited Liability Co's securities for listing, clearing them to begin trading.

    listing compliance notice