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): May 26, 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 5.03 |
Amendments
to Articles of Incorporation or Bylaws; Changes in Fiscal Year. |
Effective as of May 26, 2009, at 6:01
p.m. Eastern Time, Coeur d’Alene Mines Corporation (the “Company”) amended
its Restated and Amended Articles of Incorporation to: (i) reduce the par value of the
Company’s common stock from $1.00 per share to $0.01 per share; and (ii) change the
total number of authorized shares of common stock from 750,000,000 shares to 150,000,000
shares.
A copy of the amendment is attached
hereto as Exhibit 3.1 and is incorporated by reference herein. In addition, a copy of the
Company’s updated specimen common stock certificate, which reflects the new par value
of the Company’s common stock as $0.01 per share, is attached hereto as Exhibit 4.1.
On May 26, 2009, the Company effected
the previously announced reverse stock split of the Company’s common stock at a split
ratio of 1-for-10. In connection with the reverse stock split, the Company changed the
total number of its authorized shares of common stock from 750,000,000 shares to
150,000,000 shares, which change effectively doubled the number of authorized shares of
the Company’s common stock.
The reverse stock split became
effective at 6:01 p.m., Eastern Time, on May 26, 2009. As a result of the reverse stock
split, every ten shares of the Company’s common stock that were issued and
outstanding as of market close on May 26, 2009 were automatically combined into one issued
and outstanding share of common stock, subject to the treatment of fractional shares as
described in the Company’s definitive proxy statement filed with the Securities and
Exchange Commission (“SEC”) on April 1, 2009 (the “Proxy Statement”).
The number of CHESS Depositary Interests (“CDIs”) outstanding were also reduced
by the 1-for-10 split ratio.
For additional information regarding
the reverse stock split, stockholders and CDI holders should review the Company’s
Proxy Statement and the Company’s Current Report on Form 8-K, filed with the SEC on
May 18, 2009, which summarized the Company’s plans for effecting the reverse stock
split.
The Company issued a press release
on May 27, 2009 announcing the completion of the reverse stock split, a copy of which is
attached hereto as Exhibit 99.1.
| Item 9.01 |
Financial
Statements and Exhibits |
| |
3.1 |
Articles
of Amendment to the Restated and Amended Articles of Incorporation of Coeur d'Alene
Mines Corporation |
| |
4.1 |
Specimen
Common Stock Certificate |
| |
99.1 |
Press
Release dated May 27, 2009 |
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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 hereunto duly authorized.
|
COEUR D’ALENE MINES CORPORATION |
|
(Registrant) |
Dated: May 27, 2009 |
By: /s/ Mitchell J. Krebs |
|
Senior Vice President and |
|
Chief Financial Officer |
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