- Current report filing (8-K)
January 12 2009 - 10:08AM
Edgar (US Regulatory)
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 12, 2009
Coeur dAlene Mines Corporation
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(Exact name of registrant as specified in its charter)
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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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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ]
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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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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 1.01 Entry into a
Material Definitive Agreement
On
January 12, 2009, Coeur dAlene Mines Corporation (the Company) entered
into an Agreement and Consent (the Exercise Agreement) with JMB Capital
Partners Master Fund, L.P. (JMB) and Lonestar Partners LP
(Lonestar and, with JMB, the Holders). As of the date of the
Exercise Agreement, the Holders collectively held all of the Companys outstanding
Senior Secured Floating Rate Convertible Notes due 2012 (the Notes) and all of
the Companys outstanding warrants (the Warrants) for the purchase of up
to $25,000,000 aggregate principal amount of the Notes.
Pursuant
to the Exercise Agreement, the Warrants will be exercisable beginning January 13, 2009 and
the Holders agree to exercise the Warrants between such date and January 29, 2009. The
Exercise Agreement also allows the Holders to exercise the Warrants regardless of whether
they have held or currently hold an open short position in the Companys common
stock.
The
Company and the Holders also agreed to amend the Notes and execute an amendment (the
Amendment) to the First Supplemental Indenture and Security Agreement, dated
October 20, 2008, among the Company, Coeur Rochester, Inc., as grantor, and The Bank of
New York Mellon, as trustee and collateral agent, pursuant to which the interest rate on
the Notes will remain fixed at its current rate of 12.0% until July 15, 2009.
Copies
of the Exercise Agreement and the Amendment 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
Exhibit Number
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Description of Exhibit
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4.1
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Agreement
and Consent, dated as of January 12, 2009, by and among the Company, JMB Capital Partners
Master Fund, L.P. and Lonestar Partners LP.
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4.2
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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.
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2
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.
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Coeur dAlene Mines Corporation
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Date: January 12, 2009
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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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EXHIBIT INDEX
Exhibit Number
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Description of Exhibit
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4.1
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Agreement
and Consent, dated as of January 12, 2009, by and among the Company, JMB Capital Partners
Master Fund, L.P. and Lonestar Partners LP.
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4.2
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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.
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