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| CDE > SEC Filings for CDE > Form 8-K on 19-Feb-2013 | All Recent SEC Filings |
19-Feb-2013
Other Events, Financial Statements and Exhibits
On February 18, 2013, Coeur d'Alene Mines Corporation ("Coeur") issued a press release regarding its previously announced proposal to acquire all of the issued and outstanding shares of Orko Silver Corp. ("Orko"). The press release is attached as Exhibit 99.1 and is incorporated herein by reference.
Also on February 18, 2013, Coeur made available an updated investor relations presentation regarding Coeur's proposal to acquire Orko, which was updated to reflect Coeur's 2012 mineral reserves and resource estimates. The updated investor relations presentation is attached as Exhibit 99.2 and is incorporated herein by reference.
Cautionary Note Regarding Forward-Looking Statements
This news release or the information incorporated herein by reference contains forward-looking statements within the meaning of securities legislation in the United States and Canada, including expectations regarding the enterprise value of Orko, the value of Coeur's shares and Orko's shares, the consideration to be issued pursuant to the proposal, the ability of Coeur and Orko to consummate the transaction on the terms and in the manner contemplated thereby, and Coeur's operating results, production levels and operating costs. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, the risk that permits necessary for the planned Rochester expansion may not be obtained, the risks and hazards inherent in the mining business (including environmental hazards, industrial accidents, weather or geologically related conditions), changes in the market prices of gold and silver, the uncertainties inherent in Coeur's production, exploratory and developmental activities, including risks relating to permitting and regulatory delays and disputed mining claims, ground conditions, grade variability, any future labor disputes or work stoppages, the uncertainties inherent in the estimation of gold and silver ore reserves, changes that could result from Coeur's future acquisition of new mining properties or businesses, reliance on third parties to operate certain mines where Coeur owns silver production and reserves, the loss of any third-party smelter to which Coeur markets silver and gold, the effects of environmental and other governmental regulations, the risks inherent in the ownership or operation of or investment in mining properties or businesses in foreign countries, Coeur's ability to raise additional financing necessary to conduct its business, make payments or refinance its debt, as well as other uncertainties and risk factors set out in filings made from time to time with the United States Securities and Exchange Commission, and the Canadian securities regulators, including, without limitation, Coeur's most recent reports on Form 10-K and Form 10-Q. Actual results, developments and timetables could vary significantly from the estimates presented. Readers are cautioned not to put undue reliance on forward-looking statements. Coeur disclaims any intent or obligation to update publicly such forward-looking statements, whether as a result of new information, future events or otherwise. Current mineralized material estimates include disputed and undisputed claims at Rochester. While Coeur believes it holds a superior position in the ongoing claim dispute, Coeur believes an adverse legal outcome would cause it to modify mineralized material estimates. Additionally, Coeur undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Coeur, its financial or operating results or its securities.
Additional Information and Where to Find It
The following document relates to Coeur D'Alene Mines Corporation's ("Coeur") proposed acquisition (the "Transaction") of Orko Silver Corp. Shares of Coeur's common stock (the "Coeur Shares") issuable upon (i) the exercise of warrants (the "Warrants") to acquire Coeur Shares to be issued by Coeur in connection with the proposed Transaction and (ii) the exchange of exchangeable securities (the "Exchangeable Shares") to be issued by a subsidiary of Coeur in connection with the proposed Transaction may be registered pursuant to a registration statement on Form S-4 to be filed with the U.S. Securities and Exchange Commission (the "SEC") or issued pursuant to an available exemption. The following presentation is not a substitute for any registration statement or any other document that Coeur may file with the SEC or send to its shareholders in connection with the offer and/or issuance of Coeur Shares in connection with the exercise of the Warrants and exchange of the Exchangeable Shares. Investors who may receive Warrants or Exchangeable Shares in the Transaction are urged to read Coeur's registration statement on Form S-4, if and when filed, including the prospectus, and all other relevant documents that may be filed with the SEC as and if they become available because they will contain important information
(d) List of Exhibits
Exhibit
No. Description
Exhibit 99.1 Press release dated February 18, 2013.
Exhibit 99.2 Presentation materials dated February 18, 2013.
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