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): March 20, 2008
(March 18, 2008)
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
In connection with the public offering of its 3.25% Convertible Senior Notes due 2028
described immediately below, Coeur dAlene Mines Corporation (the Company) is hereby reporting
certain events and filing certain exhibits. See Item 9.01 Financial Statements and Exhibits.
On December 27, 2005, the Company filed, pursuant to Rule 415 under the Securities Act of
1933, as amended (the Securities Act), an automatic shelf registration statement (as defined in
Rule 405 under the Securities Act) on Form S-3 (File No. 333-130711), including a prospectus
contained therein, which became effective upon filing. On March 12, 2008, the Company filed,
pursuant to Rule 424(b) under the Securities Act, a preliminary prospectus supplement, dated March
12, 2008, relating to the public offering (the Offering) of the Companys 3.25% Convertible
Senior Notes due 2028.
On March 12, 2008, the Company entered into an underwriting agreement (the Underwriting
Agreement) with Deutsche Bank Securities Inc., as representative of the several underwriters named
on Schedule I thereto (the Underwriters), in connection with the Offering, pursuant to which the
Company agreed to offer and sell up to $230,000,000 principal amount of the Companys 3.25% Convertible Senior Notes due 2028 (the
Notes), including up to $30,000,000 principal amount of Notes (the
Over-allotment Notes) pursuant to an over-allotment option.
On March 14, 2008, the Company filed, pursuant to Rule 424(b) under the Securities Act, a
prospectus supplement, dated March 13, 2008, relating to the Offering.
The Underwriters provided notice of their intent to exercise their over-allotment option on
March 17, 2008. The Company settled on $200,000,000 principal amount of the Notes on March 18, 2008 and settled on the Over-allotment Notes on March 20, 2008.
The Notes and Over-allotment Notes were issued under an indenture, dated March 18, 2008 (the
Indenture), between the Company and The Bank of New York, as trustee (the Trustee), as
supplemented by a first supplemental indenture, dated March 18, 2008 (the Supplemental
Indenture). Copies of the Indenture and Supplemental Indenture are filed as Exhibits 4.1 and 4.2,
respectively, to this Current Report on Form 8-K and are incorporated into this Item 1.01 by
reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
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Exhibit |
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Number |
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Description of Exhibit |
4.1
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Indenture, dated March 18, 2008, by and among the Company and The Bank
of New York, as trustee |
2