Coeur Mining, Inc. (NYSE:CDE) Files An 8-K Unregistered Sales of Equity SecuritiesItem 3.02. Unregistered Sales of Equity Securities.
On October 15, 2018, Coeur Mining, Inc. (“Coeur”) entered into an Asset Purchase Agreement (the Agreement”) among Coeur, Coeur Rochester, Inc., a Delaware corporation and wholly-owned subsidiary of Coeur (“CRI”), Rye Patch Gold US Inc., a Nevada corporation (“RPG”), and Alio Gold Inc., a British Columbia corporation, to which CRI will acquire all of RPG’s rights, titles, and interests in and to certain real property assets and patented and unpatented mining claims located in Pershing County, Nevada (collectively, the “Assets”). In consideration for the Assets, Coeur will pay RPG consideration of $19.0 million in shares of Coeur common stock calculated using a five-day volume-weighted average price of Coeur common stock for a five-trading day period ending on the third trading day immediately preceding the closing (the “Shares”).
Coeur anticipates that the issuance of the Shares to RPG will be exempt from the registration requirements under the Securities Act of 1933, as amended, to Section 4(a)(2) thereof. to the Agreement, Coeur is required to file with the Securities and Exchange Commission, within five (5) business days after the closing, a registration statement on Form S-3 or a supplement to an existing registration statement on Form S-3 to cover resales of the Shares.
Item 7.01. Regulation FD Disclosure.
On October 16, 2018, Coeur issued a press release announcing the execution of the Agreement, as described in Item 3.02. A copy of the press release is furnished as Exhibit 99.1 to this current report and is incorporated herein by reference.
Cautionary Statement Regarding Forward-Looking Statements
This current report on Form 8-K and the exhibits attached hereto contain forward-looking statements within the meaning of securities legislation in the United States and Canada, including statements regarding Coeur’s expectations with respect to the acquisition of the Assets. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause Coeur’s 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 anticipated benefits of the acquisition of the Assets are not attained and the risks inherent in the mining business (including risks inherent in developing large-scale mining projects, environmental hazards, industrial accidents, weather or geologically related conditions), changes in the market prices of gold, silver, zinc and lead and a sustained lower price environment, the uncertainties inherent in Coeur’s production, exploratory and developmental activities, including risks relating to permitting and regulatory delays, ground conditions, grade variability, any future labor disputes or work stoppages, the uncertainties inherent in the estimation of gold and silver resources, changes that could result from Coeur’s future acquisition of new mining properties or businesses, the loss of any third-party smelter to which Coeur markets production, 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 or 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. 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 their securities.
Item 9.01.Financial Statements and Exhibits.
(d)List of Exhibits
Press Release dated October 16, 2018, issued by Coeur Mining, Inc.
Coeur Mining, Inc. ExhibitEX-99.1 2 lincolnhillpressreleaseex-.htm EXHIBIT 99.1 Exhibit NEWS RELEASE Coeur to Acquire Projects Adjacent to its Rochester Operation From Alio Gold for $19 MillionChicago,…To view the full exhibit click
About Coeur Mining, Inc. (NYSE:CDE)
Coeur Mining, Inc. is a gold and silver producer. The Company’s segments include Palmarejo complex, Rochester, Kensington, Wharf and San Bartolome mines, and Coeur Capital. The Company also a non-operating interest in the Endeavor mine in Australia in addition to royalties on the El Gallo complex in Mexico, the Zaruma mine in Ecuador, and the Correnso mine in New Zealand. In addition, the Company has two silver-gold feasibility stage projects: the La Preciosa project in Mexico and the Joaquin project in Argentina. The Company also conducts exploration activities in Alaska, Argentina, Bolivia, Mexico, and Nevada. The Company owns strategic investment positions in several silver and gold development companies with projects in North and South America. It owns Coeur Capital, Inc., which primarily consists of the Endeavor silver stream as well as other precious metal royalties and strategic investments.