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): February 5, 2010
Coeur d’Alene 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 d’Alene, Idaho, 83816
(Address of Principal Executive Offices)
(208) 667-3511
(Registrant’s 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
Coeur d’Alene Mines Corporation (the “Company”) is hereby reporting certain events and filing
certain exhibits in connection with its public offering of $100,000,000 aggregate principal amount
of its Senior Term Notes due December 31, 2012 (the “Notes”) and a number of shares of common stock
of the Company equal to $3,750,000 divided by 90% of the average of the four lowest daily volume
weighted average prices of the shares of common stock of the Company during the ten trading days
commencing February 8, 2010 (the “Shares”). See “Item 9.01 Financial Statements and Exhibits.”
On August 31, 2009, Coeur d’Alene Mines Corporation (the “Company”) filed an automatically
effective registration statement on Form S-3 (No. 333-161617) (the “Registration Statement”) with
the Securities and Exchange Commission, relating to the public offering, pursuant to Rule 415 under
the Securities Act of 1933, as amended, of an unlimited amount of common stock, preferred stock,
debt securities, warrants, depositary shares, purchase contracts, guarantees and units of the
Company.
On February 5, 2010, the Company filed, pursuant to Rule 424(b) under the Securities Act, a
prospectus supplement, dated February 5, 2010, relating to the public offering of the Shares and
the Notes. Settlement of the Shares is expected to occur on or around February 23, 2010. The
Company issued and sold the Notes on February 5, 2010. The Notes were issued under an indenture,
dated as of February 5, 2010 (the “Indenture”), between the Company and The Bank of New York
Mellon, as trustee (the “Trustee”), as supplemented by a first supplemental indenture, dated as of
February 5, 2010 (the “Supplemental Indenture”), among the Company and the Trustee.
All amounts due under the notes may be paid in cash, shares of the Company’s common stock, or
a combination of cash and shares of the Company’s common stock. The stated rate of interest on the
Notes is 6.5%, but payments made under the notes will be computed to give effect to recent share
prices. Shares issued in payment of amounts due under the notes will be valued at 90% of the
average of the four lowest daily volume weighted average prices of the Company’s common stock over
a ten trading day period ending shortly before the payment date. Up to 50% of any payment may be
paid in cash without any adjustment to give effect to share prices. If the cash portion of any
payment exceeds 50%, then the excess cash amount will be paid in an amount equal to the market
value of the number of shares that would have been issued for the excess amount if the Company had
paid the excess amount in common stock. Principal and interest on the Notes are payable quarterly
on March 31, June 30, September 30 and December 31 of each year, beginning on March 31, 2010. The
Notes mature on December 31, 2012, unless earlier redeemed or repurchased by the Company. The
Notes are unsecured.
The Shares and the Notes were sold pursuant to a Securities Purchase Agreement among the
Company, Sonoma Capital Offshore, Ltd., Sonoma Capital, L.P., Manchester Securities Corp, JGB
Capital L.P., JGB Capital Offshore Ltd. and SAMC LLC dated as of February 5, 2010 (the “Securities
Purchase Agreement”). The closing of the sale of the Shares and the Notes occurred on February 5,
2010. The net proceeds payable from the offering of the Shares and the Notes, after deducting fees
and expenses, were approximately $99.5 million and will be used for general corporate purposes.
Copies of the Indenture, Supplemental Indenture, Notes, Securities Purchase Agreement and
Press Release relating to the offering are filed as Exhibits 4.1, 4.2, 4.3, 10.1 and 99.1,
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