Item 3.02. Unregistered Sales of Equity Securities.
Pursuant to privately-negotiated agreements dated June 8, 2009, Coeur d'Alene
Mines Corporation (the "Company") agreed to exchange $15,916,000 aggregate
principal amount of its 1.25% Convertible Senior Notes due 2024 (the "2024
Notes") and $8,475,000 of its 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 as set forth
below. The Company initially will issue 1,505,211 shares of Common Stock (the
"Initial Shares") in connection with such agreements.
In connection with the exchange of the 2024 Notes, the Company will issue an
additional number of shares equal to the excess over 1,062,981 of the number of
shares of Common Stock equal to (a) (i) $14,284,610, plus 100% of the accrued
and unpaid interest on the 2024 Notes through June 8, 2009, divided by (ii) 97%,
divided by (b) the lesser of (i) $13.93 and (ii) the arithmetic mean of the
volume-weighted average price for the Company's Common Stock for each of the ten
consecutive trading days commencing the day after the Initial 2024 Shares are
issued.
In connection with the exchange of the 2028 Notes, the Company will issue an
additional number of shares equal to the excess over 442,230 of the number of
shares of Common Stock equal to (a) (i) $5,911,312.50, plus 100% of the accrued
and unpaid interest on such 2028 Notes through June 8, 2009, divided by
(ii) 97%, divided by (b) the lesser of (i) $13.93 and (ii) the arithmetic mean
of the volume-weighted average price for the Company's Common Stock for each of
the ten consecutive trading days commencing the day after the Initial 2028
Shares are issued.
The Company expects the Initial Shares to be issued on or about June 12 and
any additional shares to be issued on or about June 23.
Pursuant to an additional privately-negotiated agreement dated June 8, 2009,
the Company agreed to exchange $9,000,000 of its 3.25% Convertible Senior Notes
due 2028 for an aggregate number of shares of its Common Stock equal to (a)
$6,210,000, plus 100% of the accrued and unpaid interest on such notes, divided
by (b) (i) the arithmetic mean of the volume-weighted average price for the
Company's Common Stock for each day between June 9, 2009 and June 15, 2009
(ii) divided by 1.05. The Company expects these shares to be issued on or about
June 17.
The Company will issue all shares pursuant to the exemption from the
registration requirements afforded by Section 3(a)(9) of the Securities Act of
1933, as amended.