UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13
or 15(d) of the
Securities Exchange
Act of 1934
Date of Report (Date
of earliest event reported): January 16, 2009
| COEUR D’ALENE MINES CORPORATION |
| (Exact name of Registrant as specified in its charter) |
| Idaho |
1-8641 |
84-0109423 |
| (State or Other Jurisdiction of |
(Commission File Number) |
(I.R.S. Employer |
| Incorporation) |
|
Identification No.) |
| 505 Front Avenue, |
83814 |
| Coeur d’Alene, Idaho |
(Zip Code) |
| (Address of Principal Executive Office) |
Registrant’s telephone
number, including area code: (208) 667-3511
Not Applicable
|
| (Former name or former address, if changed since last report) |
Check the appropriate box below if
the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
[__]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[__]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[__]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[__]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item 2.03. Creation of a Direct
Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a
Registrant
On
October 20, 2008, Coeur d’Alene Mines Corporation (the “Company”) issued
warrants (the “Warrants”) for the purchase of up to $25.0 million aggregate
principal amount of its Senior Secured Floating Rate Convertible Notes due 2012 (the
“Notes”). On January 16, 2009, the holders of all the outstanding Warrants
exercised their Warrants in full. In connection with the exercise of the Warrants, the
Company issued $25.0 million aggregate principal amount of Notes and received
approximately $20.4 million in net proceeds.
The
Notes will bear interest at a rate of 12.0% until July 15, 2009. Thereafter, the interest
rate will be subject to reset quarterly at an interest rate of LIBOR plus 7.5% per year,
provided that in no event will the annual rate be less than 9.0% or more than 12.0%.
Interest on the Notes is payable quarterly on January 15, April 15, July 15 and October 15
of each year, beginning on January 15, 2009. The Notes mature on October 15, 2012, unless
earlier converted, redeemed or repurchased by the Company. The Notes will be secured by
certain assets of the Company’s subsidiary, Coeur Rochester, Inc.
For
a more detailed description of the terms and provisions of the Notes, reference is hereby
made to the indenture, supplemental indenture and amendment to the supplemental indenture,
each of which governs the Notes and is incorporated herein by reference as Exhibits 4.1,
4.2 and 4.3, respectively.
Item 9.01. Financial
Statements and Exhibits
| Exhibit Number |
Description
of Exhibit |
| 4.1 |
Indenture,
between the Company and The Bank of New York Mellon, as trustee, dated October 20,
2008 (incorporated by reference to Exhibit 4.1 to the Company's Form
8-K filed on October 22, 2008). |
| 4.2 |
First
Supplemental Indenture and Security Agreement, among the Company, Coeur Rochester, Inc.,
as grantor, and The Bank of New York Mellon, as trustee, dated as of
October 20, 2008 (incorporated by reference to Exhibit 4.2 to the
Company's Form 8-K filed on October 22, 2008). |
| 4.3 |
Amendment
No. 2, dated as of January 12, 2009, between the Company and The Bank of New York
Mellon, as trustee, to the First Supplemental Indenture and Security
Agreement, dated as of October 20, 2008, among the Company, Coeur
Rochester, Inc., as grantor, and The Bank of New York Mellon, as
trustee and collateral agent (incorporated by reference to Exhibit 4.2 to the
Company's Form 8-K filed January 12, 2009). |
| 99.1 |
Press
Release dated January 20, 2009. |
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.
|
COEUR D’ALENE MINES CORPORATION |
|
(Registrant) |
Dated: January 22, 2009 |
By: /s/ Mitchell J. Krebs |
|
Mitchell J. Krebs |
|
Senior Vice President and |
|
Chief Financial Officer |
EXHIBIT INDEX
| Exhibit Number |
Description
of Exhibit |
| 4.1 |
Indenture,
between the Company and The Bank of New York Mellon, as trustee, dated October 20,
2008 (incorporated by reference to Exhibit 4.1 to the Company's Form
8-K filed on October 22, 2008). |
| 4.2 |
First
Supplemental Indenture and Security Agreement, among the Company, Coeur Rochester, Inc.,
as grantor, and The Bank of New York Mellon, as trustee, dated as of
October 20, 2008 (incorporated by reference to Exhibit 4.2 to the
Company's Form 8-K filed on October 22, 2008). |
| 4.3 |
Amendment
No. 2, dated as of January 12, 2009, between the Company and The Bank of New York
Mellon, as trustee, to the First Supplemental Indenture and Security
Agreement, dated as of October 20, 2008, among the Company, Coeur
Rochester, Inc., as grantor, and The Bank of New York Mellon, as
trustee and collateral agent (incorporated by reference to Exhibit 4.2 to the
Company's Form 8-K filed January 12, 2009). |
| 99.1 |
Press
Release dated January 20, 2009. |