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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): June 9, 2009
Coeur dAlene Mines Corporation
(Exact name of registrant as specified in its charter)
IDAHO
(State or other jurisdiction
of incorporation or organization)
1-8641
(Commission File Number)
82-0109423
(IRS Employer Identification No.)
505 Front Ave., P.O. Box I
Coeur dAlene, Idaho, 83816
(Address of Principal Executive Offices)
(208) 667-3511
(Registrants telephone number, including area code)
N/A
(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 (see General Instructions
A.2 below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 3.02. Unregistered Sales of Equity Securities.
This Current Report on Form 8-K amends the Current Report on Form 8-K, dated June 9, 2009 (the
Original 8-K), filed by Coeur dAlene Mines Corporation (the Company). In the Original 8-K,
the Company disclosed that pursuant to privately-negotiated agreements (the Prior Agreements) it
had agreed with certain holders (the Holders) to exchange $15,916,000 aggregate principal amount
of the Companys 1.25% Convertible Senior Notes due 2024 (the 2024 Notes) and $17,475,000 of the
Companys 3.25% Convertible Senior Notes due 2028 (the 2028 Notes and, with the 2024 Notes, the
Notes) for a number of shares of its common stock, par value $0.01 (the Common Stock),
calculated pursuant to a formula set forth in the Original 8-K.
On June 18, 2009, the Prior Agreements were rescinded pursuant to their terms. No shares of
Common Stock were issued in connection with the Prior Agreements, and no Notes were delivered to
the Company by the Holders. On June 22, 2009, the Company entered into new privately-negotiated
agreements with the Holders pursuant to which the Company expects to issue an aggregate of
[1,806,215] shares (the Shares) of Common Stock to the Holders in the following manner:
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on or about June 22, 2009, the Company expects to issue [326,120] shares of Common
Stock, in exchange for $[2,000,000] aggregate principal amount of 2024 Notes and
$[2,146,000] aggregate principal amount of 2028 Notes; |
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on or about June 24, 2009, the Company expects to issue approximately 343,628 shares
of Common Stock, in exchange for an aggregate principal amount of the 2024 Notes equal
to (a) such number of Shares, multiplied by (b) the ratio of (i) $1,000 to (ii) $1,000
plus the accrued and unpaid interest on $1,000 aggregate principal amount of 2024 Notes
through June 22, 2009, multiplied by (c) 97% of the average of the volume-weighted
average price of the Common Stock for June 22, 2009 and June 23, 2009, divided by (d)
89.75%. |
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on or about June 29, 2009, the Company expects to issue approximately 512,206 shares
of Common Stock, in exchange for an aggregate principal amount of the 2024 Notes equal
to (a) such number of Shares, multiplied by (b) the ratio of (i) $1,000 to (ii) $1,000
plus the accrued and unpaid interest on $1,000 aggregate principal amount of 2024 Notes
through June 22, 2009, multiplied by (c) 97% of the average of the volume-weighted
average price of the Common Stock for June 24, 2009, June 25, 2009 and June 26, 2009,
divided by (d) 89.75%. |
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on or about July 1, 2009, the Company expects to issue approximately 381,837 shares
of Common Stock, in exchange for an aggregate principal amount of the 2024 Notes equal
to (a) such number of Shares, multiplied by (b) the ratio of (i) $1,000 to (ii) $1,000
plus the accrued and unpaid interest on $1,000 aggregate principal amount of 2024 Notes
through June 22, 2009, multiplied |
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by (c) 97% of the average of the volume-weighted
average price of the Common Stock for June 29, 2009 and June 30, 2009, divided by (d)
89.75%. |
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on or about July 2, 2009, the Company expects to issue approximately 240,434 shares
of Common Stock, in exchange for an aggregate principal amount of the 2024 Notes equal
to (a) such number of Shares, multiplied by (b) the ratio of (i) $1,000 to (ii) $1,000
plus the accrued and unpaid interest on $1,000 aggregate principal amount of 2024 Notes
through June 22, 2009, multiplied by (c) 97% of the volume-weighted average price of
the Common Stock for June 29, 2009, divided by (d) 89.75%. |
The Company will issue the Shares pursuant to the exemption from the registration requirements
afforded by Section 3(a)(9) of the Securities Act of 1933, as amended.
Also on June 9, 2009, the Company disclosed in the Original 8-K that pursuant to a
privately-negotiated agreement dated June 8, 2009, the Company had agreed to exchange $9,000,000 of
its 3.25% Convertible Senior Notes due 2028 for shares of its Common Stock. In connection with
that agreement and pursuant to the formula disclosed in the Original 8-K, the Company issued an
aggregate of 509,305 shares of Common Stock on June 22, 2009. The Company issued these shares
pursuant to the exemption from the registration requirements afforded by Section 3(a)(9) of the
Securities Act of 1933, as amended.
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SIGNATURE
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 hereunto duly authorized.
Coeur dAlene Mines Corporation
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Date: June 22, 2009 |
By: |
/s/ Mitchell J. Krebs
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Name: |
Mitchell J. Krebs |
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Title: |
Chief Financial Officer |
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