UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2006
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to _____________
Commission file number: 1-316
INDEPENDENCE LEAD MINES COMPANY
(Exact name of registrant as specified in its charter)
Arizona
82-0131980
(State or other jurisdiction
(IRS Employer Identification No.)
of incorporation or organization)
510 Cedar Street
Wallace, Idaho 83873
(Address of principal executive offices)
Issuer’s telephone number, including area code: (208) 753-2525
Check whether the issuer (1) has filed all documents and reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filings for the past 90 days. Yes þ No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act:
Large accelerated filer¨ Accelerated filer¨ Non-accelerated filerþ
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act.): Yes¨ Noþ
APPLICABLE ONLY TO CORPORATE ISSUERS:
There were 5,075,793 shares of the issuer’s common stock, par value $0.10, outstanding as of May 1, 2006.
Transitional Small Business Disclosure format (check one): Yes¨ Noþ
1
INDEPENDENCE LEAD MINES COMPANY
FORM 10-QSB
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2006
TABLE OF CONTENTS
Page
PART I - FINANCIAL INFORMATION
Item 1:
Financial Statements
3
Item 2:
Management's Discussion and Analysis of Financial Condition and
Results of Operations
10
Item 3: Controls and Procedures
13
PART II - OTHER INFORMATION
Item 1:
Legal Proceedings
13
Item 2:
Unregistered Sales of Equity Securities and Use of Proceeds
13
Item 3:
Defaults upon Senior Securities
13
Item 4:
Submission of Matters to a Vote of Security Holders
13
Item 5:
Other Information
14
Item 6:
Exhibits
15
Signatures
15
2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information with the instructions to Form 10-QSB and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of the Company's management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three-month period ended March 31, 2006 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2006.
For further information refer to the financial statements and footnotes thereto in the Company's Annual Report on Form 10-KSB for the year ended December 31, 2005 incorporated by reference herein.
INDEPENDENCE LEAD MINES COMPANY
INDEX TO FINANCIAL STATEMENTS
Page
Balance Sheets as of March 31, 2006
and December 31, 2005
4
Statements of Operations for the three-month periods
Ended March 31, 2006 and March 31, 2005
5
Statements of Cash Flow for the three-month periods
Ended March 31, 2006 and March 31, 2005
6
Notes to Interim Financial Statements
7
3
INDEPENDENCE LEAD MINES COMPANY
BALANCE SHEETS
March 31, 2006 and December 31, 2005
ASSETS
March 31, 2006
December 31, 2005
(Unaudited)
(Unaudited)
CURRENT ASSETS:
Cash
$ 238,997
$ 173,522
Royalties receivable
1,500
1,500
Marketable securities
1,006
1,006
Total current assets
241,503
176,028
PROPERTY AND EQUIPMENT, at cost:
Equipment
0
0
Less accumulated depreciation
0
0
0
0
Mining property
2,945,407
2,945,407
Total property and equipment
2,945,407
2,945,407
OTHER ASSETS:
Unrecovered exploration costs
187,920
187,920
Total assets
$3,374,830
$3,309,355
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable
$ 4,032
$ 5,482
Accrued Expenses
0
0
Total current liabilities
4,032
5,482
DEFERRED INCOME:
432,500
428,000
STOCKHOLDERS' EQUITY:
Common Stock, $0.10 par value, authorized
10,000,000 shares; issued, 5,075,793 shares at
3/31/06 and 4,975,793 shares at 12/31/05.
507,579
497,579
Additional Paid-In Capital (deficit)
4,206,972
4,144,472)
4,714,551
4,642,051
Less deficit accumulated
(1,776,253)
(1,766,178)
Total Stockholders equity
2,938,298
2,883,470
Total liabilities and stockholders' equity
$3,374,830
$3,309,355
The accompanying notes are an integral part of these financial statements
4
INDEPENDENCE LEAD MINES COMPANY
STATEMENTS OF OPERATIONS AND DEFICIT ACCUMULATED
Three Months
Three Months
Ended
Ended
March 31, 2006
March 31, 2005
(Unaudited)
(Unaudited)
Revenue
$ 0
$ 0
Expenses
Consulting
500
1,875
Licenses and fees
0
0
Office and administration
196
0
Office services
150
150
Shareholder Relations
1,420
650
Transportation
1,382
0
Legal
2,562
8,000
Total expenses
10,570
10,675
Loss from Operations
(10,570)
(10,675)
Other Income and (expense)
Interest, net
495
(40)
Total other income
495
$ (40)
NET INCOME(LOSS)
before income taxes
(10,075)
(10,635)
Provision for income taxes
0
0
NET LOSS
($10,075)
($10,635
Income (Loss) per share
$0.002
($0.002)
Weighted average common
shares outstanding
5,000,793
4,517,293
The accompanying notes are an integral part of these financial statements.
5
INDEPENDENCE LEAD MINES COMPANY
STATEMENTS OF CASH FLOW
Three Months
Three Months
Ended
Ended
March 31, 2006
March. 31, 2005
(Unaudited)
(Unauditede)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)
($10,075)
($10,635)
Adjustments to reconcile net loss to net cash
used in operating activities:
Common stock issued for services
0
0
Changes in operating assets and liabilities:
(Increase) decrease in prepaid expenses
0
0
(Increase) decrease in accounts receivable
0
0
Increase (decrease) in accounts payable
(1,450)
(491)
Increase (decrease) in deferred income
4,500
4,500
Increase (decrease) in accrued expenses
0
0
Net cash use by operating activities
(7,025)
(6,626)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Company’s capital stock
0
0
Net cash used in investing activities
0
0
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of Common Stock
72,500
25,500
Repurchase and retirement of common stock
0
0
Repayment of long-term debt
0
0
Net cash provided by financing activities
72,500
25,500
Net increase (decrease) in cash
65,475
(18,874)
Cash and cash equivalent, beginning of period
173,5222
54,665
Cash and cash equivalent, end of period
$ 238,997
$ 73,539
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Income taxes paid
0
0
Interest paid
0
0
Non-Cash Investing and Financing Activities:
Common stock issued for services
0
0
The accompanying notes are an integral part of these financial statements.
6
INDEPENDENCE LEAD MINES COMPANY
NOTES TO INTERIM FINANCIAL STATEMENTS
Note 1 - Organization and Description of business
Independence Lead Mines Company (“the Company”) is a corporation organized under the laws of the State of Arizona on September 16,1929. The Company is the owner of fifteen patented and fourteen unpatented mining claims. This claim group (the “property”) is situated Northwest of Hecla Mining Company’s Lucky Friday Mine in the Coeur d’Alene Mining District, Shoshone County Idaho. The Company’s property is part of the “DIA Area” which is currently being developed and mined by Hecla Mining Company. The Company has been in the exploration stage since its inception. The Company��s only recurring source of funds has been a monthly advance royalty from Hecla Mining Company of $1,500. In March 2002, the Company notified Hecla Mining Company that it considered the DIA Lease terminated and as a result would no longer accept advance roya lty payments. Subsequent to that notice, the Company began accepting advance royalty payments, pending the outcome of the dispute between the Company and Hecla Mining Company. On July 19, 2004 the court ruled in favor of Hecla Mining Company. Subsequently, the Company appealed the court’s decision to the Idaho Supreme Court, and on April 24, 2006 the Court ruled against Independence. Management has stated is now considering its options.
Note 2 – Basis of Presentation
The foregoing unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Regulation S-B as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements. These unaudited interim financial statements should be read in conjunction with the financial statements for the year ended December 31, 2005. In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.
The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company’s financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions and could have a material effect on the reported amounts of the Company’s financial position and results of operations.
Operating results for the three month period ended March 31, 2006 are not necessarily indicative of the results that may be expected for the year ending December 31, 2006
7
INDEPENDENCE LEAD MINES COMPANY
NOTES TO INTERIM FINANCIAL STATEMENTS
Note 3 – Recent Accounting Pronouncements
In May 2005, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 154 (“SFAS No. 154”), “Accounting changes and Error Corrections.” This statement requires entities that voluntarily make a change in accounting principle to apply that change retrospectively to prior periods’ financial statements, unless this would be impracticable. SFAS No. 154 supersedes APB Opinion No. 20, “Accounting Changes,” which previously required that most voluntary changes in accounting principle be recognized by including in the current period’s net income the cumulative effect of changing to the new accounting principle. SFAS No. 154 also makes a distinction between “retrospective application” of an accounting principle and the “restatement” of financial statements to reflect the correction of an error. SFAS No. 154 applies to accounting changes and error corrections that are made in fiscal years beginning after December 15, 2005. Management believes the adoption of this statement will not have an immediate material impact on the financial statements of the Company.
In March 2005, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 47 (“FIN 47”), “Accounting for Conditional Asset Retirement Obligations.” FIN 47 clarifies that the term “conditional asset retirement obligation,” which as used in SFAS No. 143, “Accounting for Asset Retirement Obligations,” refers to a legal obligation to perform an asset retirement activity in which the timing and (or) method of settlement are conditional on a future event that may or may not be within the control of the entity. The entity must record a liability for a “condition” asset retirement obligation if the fair value of the obligation can be reasonably estimated. FIN 47 also clarifies when an entity would have sufficient information to reasonably estimate the fair value of an asset retirement obligation. FIN 47 is ef fective no later than the end of fiscal years ending after December 15, 2005. Management believes the adoption of this statement will not have an immediate material impact on the financial statements of the Company. .
Note 4 – Marketable Securities
The Company’s investments in equity securities are intended to be held for a short period and are classified as trading securities. These securities are recorded at fair value as current assets on the balance sheet under the caption of marketable securities. The Company’s marketable securities consist of capital stock of other companies in the mining industry.
Note 5 – Mineral Properties
The Company is the owner of fifteen patented and fourteen unpatented mining claims. This claim group (“the property”) is situated Northwest of Hecla Mining Company’s Lucky Friday Mine in the Coeur d’Alene Mining District, Shoshone County, Idaho. Adjacent are the community of Mullan and U.S. Interstate Highway 90.
Pursuant to the terms of an agreement dated February 8, 1968, among Hecla Mining Company (“Hecla”), Day Mines, Inc. (“Day”), Abot Mining Company (“Abot”), and the Company (the “Unitization Agreement”), the Eastern portion of the Company’s Property (approximately five-eighths of the Property) was unitized with certain adjoining and near-by properties owned by Day and Abot into a unitized area, consisting of 55 claims, (known as the “DIA Area”).
8
INDEPENDENCE LEAD MINES COMPANY
NOTES TO INTERIM FINANCIAL STATEMENTS
By a second agreement also dated February 8, 1968 (the “(Lease Agreement”), Hecla leased the DIA Area for a period of fifty (50) years, subject to a 30-year extension, for the purpose of conducting mineral exploration and development of the DIA Area and mining such commercial ore as may be discovered in the DIA Area by Hecla.
The Lease Agreement provides that all costs and expenses incurred in the exploration, development, and operation of the DIA Area are to be paid by Hecla subject to the right of Hecla to be reimbursed for such costs and expenses, together with all advance royalties paid, out of any future net profits realized from the operation of the DIA Area. After recovery of Hecla’s costs and expenses and amounts paid as advance royalties, and the establishment of a three month working capital reserve, net profit royalties are to be paid to the Company and the other property owners. The Company is currently receiving $1,500 per month in advance royalties.
Note 6 – Capital Stock
Preferred Stock
The Company has no preferred stock authorized.
Common stock:
In September 1997 the capitalization of the Company was increased from 4,000,000 shares to 5,000,000 shares of $1.00 par value common stock. In September 2005 the capitalization of the Company was increased from 5,000,000 shares of $1.00 par value common stock to 10,000,000 shares of $0.10 par value common stock. The common stock and additional paid-in capital accounts at December 31, 2004 have been re-stated to reflect the change in capitalization. During the year ended December 31, 2004 the Company sold 357,000 shares of common stock at an average of $0.62 per share and issued 10,000 shares of common stock for services received. In addition, the Company sold 61,436 shares of treasury stock at an average price of $0.88 per share. During the year ended December 31, 2005 the Company sold 300,000 shares of common stock in private placement at an average price of $0. 54 per share. In three months ended March 31, 2006 the Company sold 100,000 shares of its common stock at an average price of $0.725 per share.
9
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Forward-Looking Statements
This Quarterly Report on Form 10-QSB, including this Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains forward-looking statements regarding future events and the Company’s future results that are subject to the safe harbors created under the Securities Act of 1933 (the “Securities Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”). These statements are based on current expectations, estimates, forecasts, and projections about the industry in which the Company operates and the beliefs and assumptions of the Company’s management. Words such as “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “may,” variations of such words, and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of the Company’s future financial performance, the Company’s anticipated growth and potentials in its business, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned that these forward-looking statements are only predictions and are subject to risks, uncertainties, and assumptions that are difficult to predict, including those identified elsewhere herein and in the Company’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 2004 under “Risk Factors.” Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. The Company undertakes no obligation to revise or update any forward-looking statements for any reason.
Overview
The Company is the owner of fifteen patented and fourteen unpatented mining claims. This claim group (“the property”) is situated Northwest of Hecla Mining Company’s Lucky Friday Mine in the Coeur d’Alene Mining District, Shoshone County Idaho. Adjacent is the community of Mullan and U.S. Interstate Highway 90.
Pursuant to the terms of an agreement dated February 8, 1968, among Hecla Mining Company (“Hecla”), Day Mines, Inc. (“Day”), Abot Mining Company (“Abot”), and the Company (the “Unitization Agreement”), the Eastern portion of the Company’s Property (approximately five-eighths of the Property) was unitized with certain adjoining and near-by properties owned by Day and Abot into a unitized area, consisting of 55 claims, (known as the “DIA Area”). Under the terms of the Unitization Agreement, ores and minerals in place are owned by the parties thereto in the following percentages:
Day (now Hecla by merger)
47.70%
Independence
46.30%
Abot
6.00%
By a second agreement also dated February 8, 1968 (the “Lease Agreement”), Hecla leased the DIA Area for a period of fifty (50) years, subject to a 30-year extension, for the purpose of conducting mineral exploration and development of the DIA Area and mining such commercial ore as may be discovered in the DIA Area by Hecla.
The Lease Agreement provides that all costs and expenses incurred in the exploration, development, and operation of the DIA Area are to be paid by Hecla subject to the right of Hecla to be reimbursed for such costs and expenses, together with all advance royalties paid, out of any future net profits realized from the operation of the DIA Area. After recovery of Hecla’s costs and expenses and amounts paid as advance royalties, and the establishment of a three month working capital reserve, net profit royalties are to be paid to the Company and the other property owners as follows:
Day (now Hecla by merger)
19.08%
Independence
18.52%
Abot
2.40%
Under the terms of the Unitization Agreement, one-half of the first net profit royalties received by the Company are to be paid over to Day (now Hecla) until Day recovers the sum of $450,000. The relationship of the parties to the
10
Agreement may, under certain circumstances, be converted to a joint venture at the option of the property owners, where after the property owners would become participating, non-operating working interest owners who would share profits and expenses in connection with the DIA Area in the same ratio as exists pursuant to lease arrangement with Hecla described above.
Until Hecla commences to pay net profit royalties and during such period as the Lease Agreement is in effect, Hecla is obligated to pay an advance royalty to the Company of $750 per month subject to increase to $1,500 if production for the DIA Area exceeds 2,000 tons per month. The Company currently receives an advance royalty of $1,500 per month, which is recorded in the financial statements as deferred income.
Pursuant to the terms of the February 8, 1968, agreements, Hecla will be obligated to pay a royalty of 18.52 percent of defined net profits after Hecla has recouped its costs to explore and develop this property from the new discovery to Independence Lead Mines Company.
Since June 30, 1999 the Company has experienced substantial differences with the Lessee. In January 1997, Hecla chose to go forward with the DIA Project’s Phase III and by June 1, 1998 the Project reached full production. In the first year of full production the Project lost $785,000 after mining and milling 260,000 tons. Independence requested Hecla to stop mining to prevent loss of the resource. Hecla’s management has refused all requests to act with prudence, and continues to mine at this writing. Since Hecla chose to go forward with Phase III, through the end of 2004 there have been 1,428,000 tons mined and milled and all development costs have been lost. Request for prudence over the years has failed. During 2003 Hecla mined and milled 151,991 tons containing 15.76 oz. Silver per ton, 9.05% lead, and 2.18% zinc, and during 2004 164,624 tons were mined and milled assaying 13.17 oz. silver per ton, 7.78% lead, and 2.36% zinc. For the year 2003 the Project lost $723,147 and for the year 2004 the Project lost $3,000,605. The DIA Project total cost at December 31, 2004 was $36,353,259, and as of December 2005 Hecla has reported mining and milling 1,723,510 tons over the life of the DIA Project. Total un-recouped project costs reached a new high of $43,279,805. During the first quarter of 2006 a reported 63,724 tons were mined and mi8lled, w2hile total DIA Project costs were reduced by $953,388. We believe the record indicates the DIA Project was not viable to undertake with the mining method chosen and the existing economic conditions, and did not justify the start-up of a large mining operation on the Lessor’s property.
Results of Operations for the Period Ended March 31, 2006.
Threemonths ended March 31, 2006 compared to the three months ended March 31, 2005:
During the three months ended March 31, 2006 the Company realized no income. General and administrative expenses remained constant at $10,570 for the three-month period ended March 31, 2006 as compared to $10,675 for the three-month period ended March 31, 2005. For the three months ended March 31, 2006, the Company experienced a loss of $10,075, or $0.002 per share, compared to $10,635, or $0.002 per share, during the comparable period in the previous year.
Three months ended March 31, 2005 compared to the three months ended March 31, 2004:
During the three months ended March 31, 2005 the Company realized no income. General and administrative expenses decreased to $10,675 for the three-month period ended March 31, 2005 as compared to $72,778 for the three-month period ended March 31, 2004. This decrease was principally attributed to decreased legal and consulting expenses incurred in the first quarter of 2005. For the three months ended March 31, 2005, the Company experienced a net loss of $10,635, or $0.002 per share, compared to a net loss of $72,778, or $0.017 during the comparable period in the previous year.
11
Liquidity and Capital Resources.
The Company financed its obligations during the three months ended March 31, 2006 by selling 100,000 shares of its common stock at an average price of $0.725 per share. The Company’s only recurring source of funds has been a monthly advance royalty from Hecla Mining Company of $1,500. The Company has incurred operating losses since inception; these factors indicate doubt as to the ability of the company to continue business as a going concern. The financial statements do not contain any adjustments which might be necessary if the Company is unable to continue as a going concern. In order to maintain operations, the Company will have to raise additional capital through loans or through the sale of securities. If the Company is unable to raise additional capital, it may have to cease operations.
In 1999 the Company acquired 38,436 shares of Independence Common Stock on the open market at an average price of $0.49 per share, and in 2000 the Company acquired 94,800 shares at an average price of $0.38 per share. These shares were carried as treasury stock by the Company, and in December 2003, 72,000 shares of treasury stock were sold for $0.70 per share. In the first quarter of 2004 an additional 25,036 shares of treasury stock were sold for $0.75 per share. The remaining 36,400 shares of treasury stock were sold in the second quarter of 2004 at an average price of $0.97 per share. During the year ended December 31, 2005 the Company sold 300,000 shares of common stock in a private placement at an average price of $0.54 per share.
The current officers and directors of the Company serve without compensation and are not considered by the Company to be employees.
Cash Flows for the Three Months Ended March 31, 2006 were as follows:
During the three-month period ended March 31, 2006, the Company’s cash position increased by $65,475, due to the private placement sale of 100,000 shares of common stock at an average price of $0.725 per share, and the receipt of $4,500 in advance royalties. During this period, the Company used $7,025 in continuing operating activities.
Effect of Recently Issued Accounting Pronouncements.
In May 2005, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 154 (“SFAS No. 154”), “Accounting Changes and Error Corrections.” This statement requires entities that voluntarily make a change in accounting principles to apply that change retrospectively to prior periods’ financial statements, unless this would be impracticable. SFRAS No. 154 supersedes APB Opinion No. 20, “Accounting Changes,” which previously required that most voluntary changes in accounting principles be recognized by including in the current period’s net income the cumulative effect of changing to the new accounting principle. SFAS No. 154 also makes a distinction between “retrospective application” of an accounting principle and the “restatement” of financial statements to reflect the correction of an error. SFAS N o. 154 applies to accounting changes and error corrections that are made in fiscal years beginning after December 15, 2005. Management believes the adoption of this statement will not have an immediate material impact on the financial statements of the Company.
In March 2005, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 47 (“FIN 47”), “Accounting for Conditional Asset Retirement Obligations.” FIN 47 clarifies that the term “conditional asset retirement obligation,” which as used in SFAS No. 143, “Accounting for Asset Retirement Obligations,” refers to a legal obligation to perform an asset retirement activity in which the timing and (or) method of settlement are conditional on a future event that may or may not be within the control of the entity. The entity must record a liability for a “conditional” asset retirement obligation if the obligation can be reasonably estimated. FIN 47 also clarifies when an entity would have sufficient information to reasonably estimate the fair value of an asset retirement obligation. FIN 47 is effective no later than the end of fiscal years endi ng after December 15, 2005. Management believes the adoption of this statement will not have an immediate material impact on the financial statements of the Company.
12
ITEM 3. Controls and Procedures
Disclosure Controls and Procedures.
The Company’s principal executive officer and principal financial officer have evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-13(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based on such evaluation, the Company’s principal executive officer and principal financial officer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act.
Changes in Internal Control Over Financial Reporting.
There was no change in the Company’s internal control over financial reporting that occurred during the fiscal quarter to which this report relates that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Company is currently in litigation with Hecla Mining Company over Hecla’s operation of the Lucky Friday Mine under the agreement covering the DIA Project. The Company has retained the Boise law firm of Marcus, Merrick, Christian and Hardee as it’s attorneys. As required by terms of the 1968 Lease Agreement with Hecla Mining Company, our Company gave notice of termination of that agreement in early March 2002. This agreement covered the DIA Project, which is Hecla's principle operation at the Lucky Friday mine near Mullan, Idaho. Both parties agreed to waive the arbitration requirement contained in the lease and agreed to a trial without a jury
A nine-day trial was held from March 22nd through April 1st of 2004, and closing written arguments were submitted to the court by April 30, 2004. Further, the court required the parties to submit to the court a written rebuttal to the other party’s closing arguments by May 17, 2004. On July 19, 2004 the court ruled in favor of Hecla Mining Company and Independence appealed the court’s opinion to the Idaho Supreme Court. On April 24, 2006 the Company lost its appeal before the Idaho Supreme Court and the Company is currently considering its options.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
During the three months ended March 31, 2006 the Company sold 100,000 shares of the company’s common stock in private placement transactions without registration under the Securities Act in reliance upon the exemptions from the registration requirements provided by Section 4(2), and Rule 506 of Regulation D under the Securities Act. The proceeds of $72,500 have been used for Company operations and to finance the litigation with Hecla Mining Company.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
The Company’s annual meeting of shareholders was held on September 23, 2005. The following items were submitted to a vote of the shareholders at the meeting and approved.
13
a)
Re-election of five directors to serve for terms ranging from one year to three years.
b)
Amendment of the Company’s Articles of Incorporation to increase the capitalization of the Company from 5,000,000 shares of $1.00 par value common stock to 10,000,000 shares of $0.10 par value common stock.
Item 5. Other Information.
None.
Item 6. Exhibits.
31.1
Certification of Principal Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act. Filed herewith.
31.2
Certification of Principal Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act. Filed herewith.
32.1
Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350. Furnished herewith.
32.2
Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350. Furnished herewith.
14
SIGNATURES
In accordance with Section 12, 13 or 15(d) 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
INDEPENDENCE LEAD MINES COMPANY
By:
/s/ Bernard C. Lannen
Bernard C. Lannen, its
President
Date: May 11, 2006
By:
/s/ Wayne L. Schoonmaker
Wayne L. Schoonmaker, its
Principal Accounting Officer
Date: May 11, 2006
15
EXHIBIT INDEX
31.1
Certification of Principal Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act. Filed herewith.
31.2
Certification of Principal Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act. Filed herewith.
32.1
Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350. Furnished herewith.
32.2
Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350. Furnished herewith.
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