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EXHIBIT 4.16
December 11, 1998
Stonehill Partners, L.P.
Stonehill Offshore Partners Limited
Stonehill International Partners, L.P.
c/o Stonehill Investment Corp.
110 E. 59th Street, 30th Floor
New York, New York 10022
Re: Warrants to Purchase Shares of Common Stock of Sunshine Mining and
Refining Company
Gentlemen:
Reference is made to (i) that certain warrant dated November 24, 1997, to
purchase 795,000 shares of common stock, par value $0.01 per share (?Common
Stock?), of Sunshine Mining and Refining Company (the ?Company?), issued to
Neuberger & Berman, LLC (?N&B?), as nominee, (ii) that certain warrant dated
November 24, 1997, to purchase 480,000 shares of the Company?s Common Stock,
issued to N&B, as nominee; (iii) that certain warrant dated November 24, 1997,
to purchase 135,000 shares of the Company?s Common Stock, issued to N&B, as
nominee; and (iv) that certain warrant dated November 24, 1997, to purchase
90,000 shares of the Company?s Common Stock, issued to N&B, as nominee
(collectively, the ?Warrants?). Capitalized terms used but not defined herein
shall have the meanings ascribed to them in the Warrants. Stonehill Partners,
L.P., Stonehill Offshore Partners Limited and Stonehill Institutional Partners,
L.P. (collectively, the ?Stonehill Parties?) collectively hold the Warrants.
For good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, it is understood and agreed as follows:
1. The Warrants are exercisable at any time or from time to time on or
after the date of this letter but not later than 5:00 p.m. (New York City time)
on January 31, 1999 (the ?Termination Date?).
2. The Stock Purchase Price shall be equal to $0.49, and will not be
subject to adjustment based on any adjustment to the Conversion Price of the
Notes.
3. The Stonehill Parties agree to exercise the Warrants in full and pay
to the Company in immediately available funds the aggregate Stock Purchase Price
in full prior to 5:00 p.m. (New York City time) on the Termination Date.
4. At 5:01 p.m. (New York City time) on the Termination Date, the
Warrants will terminate and have no further force and effect, except for the
right to receive the Common Stock issuable upon exercise of the Warrants;
provided that such exercise occurred prior to 5:00 p.m. (New York City time) on
the Termination Date.
5. Except as modified by this letter, all other terms of the Warrants
shall remain in full force and effect.
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Stonehill Partners, L.P.
Stonehill Offshore Partners Limited
Stonehill International Partners, L.P
December 11, 1998
Page 2
6. This letter shall be construed and enforced in accordance with, and
the rights of the parties hereto shall be governed by, the laws of the State of
New York, without giving effect to rules governing conflicts of laws.
Please execute this letter in the spaces provided below to acknowledge your
agreement to and acceptance of the terms of this letter.
Very truly yours,
SUNSHINE MINING AND REFINING COMPANY
By:
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Name:
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Title:
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ACKNOWLEDGED AND ACCEPTED:
STONEHILL PARTNERS, L.P.
By:
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John Motulsky
General Partner
STONEHILL OFFSHORE PARTNERS LIMITED
By: STONEHILL ADVISORS, LLC,
Its General Partner
By:
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John Motulsky
Managing Member
STONEHILL INSTITUTIONAL PARTNERS, L.P.
By:
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John Motulsky
General Partner