Coeur Mining Reports Unregistered Equity Sale
Ticker: CDE · Form: 8-K · Filed: Mar 29, 2024 · CIK: 215466
Sentiment: neutral
Topics: equity-sale, unregistered-securities
Related Tickers: CDE
TL;DR
Coeur Mining sold unregistered equity, potentially diluting shares.
AI Summary
On March 28, 2024, Coeur Mining, Inc. filed an 8-K report detailing an unregistered sale of equity securities. The filing indicates a transaction involving the issuance of shares, though specific details regarding the number of shares, price, or total dollar amount are not provided in this excerpt.
Why It Matters
This filing signals a potential dilution of existing shares or a capital raise, which could impact the stock price and ownership structure.
Risk Assessment
Risk Level: medium — Unregistered sales can sometimes indicate less favorable terms or a need for immediate capital, potentially impacting existing shareholders.
Key Players & Entities
- Coeur Mining, Inc. (company) — Registrant
- March 28, 2024 (date) — Date of earliest event reported
FAQ
What type of equity securities were sold?
The filing indicates an unregistered sale of equity securities, but the specific type is not detailed in this excerpt.
What was the total dollar amount of the unregistered equity sale?
The provided excerpt does not specify the total dollar amount of the unregistered equity sale.
How many shares were sold in this unregistered offering?
The number of shares sold in the unregistered offering is not disclosed in this excerpt.
Were these securities sold to accredited investors?
The filing mentions an 'Unregistered Sales of Equity Securities' but does not specify the nature of the purchasers in this excerpt.
What is the significance of an 'unregistered' sale of equity securities?
An unregistered sale means the securities were not registered with the SEC, often implying they were sold under an exemption from registration, potentially to a limited group of investors.
Filing Stats: 827 words · 3 min read · ~3 pages · Grade level 11.4 · Accepted 2024-03-28 18:14:32
Key Financial Figures
- $5.9 million — pany") agreed to exchange approximately $5.9 million aggregate principal amount of its 5.125
- $0.01 — 1 shares of its common stock, par value $0.01 per share (the "Exchange Shares"). The
- $3.0 million — ing a then-current fair market value of $3.0 million by April 2, 2024 and common stock havin
- $3.75 million — ing a then-current fair market value of $3.75 million by March 28, 2025 (collectively, the "S
Filing Documents
- cde-20240328.htm (8-K) — 27KB
- 0000215466-24-000070.txt ( ) — 154KB
- cde-20240328.xsd (EX-101.SCH) — 2KB
- cde-20240328_lab.xml (EX-101.LAB) — 23KB
- cde-20240328_pre.xml (EX-101.PRE) — 13KB
- cde-20240328_htm.xml (XML) — 3KB
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. Pursuant to a privately-negotiated agreement dated March 14, 2024, Coeur Mining, Inc. (the "Company") agreed to exchange approximately $5.9 million aggregate principal amount of its 5.125% Senior Notes due 2029 (the "Senior Notes") for an aggregate of 1,771,651 shares of its common stock, par value $0.01 per share (the "Exchange Shares"). The issuance of the Shares was pursuant to the exemption from the registration requirements afforded by Section 3(a)(9) of the Securities Act of 1933, as amended. On March 28, 2024, the Company and its subsidiary Coeur Alaska, Inc. ("Coeur Alaska") entered into a settlement agreement to resolve litigation with Maverix Metals Inc. and Maverix Metals (Nevada) Inc. (collectively "Maverix") regarding the terms of a royalty impacting a portion of the Kensington mine property (the "Maverix Litigation"). While Coeur Alaska continued to believe its claims and counterclaims in the matter were valid, it determined that the settlement was appropriate given the inherent uncertainty presented in litigation matters. In consideration for the dismissal of the Maverix Litigation and pursuant to other customary terms of settlement, Coeur Alaska and Maverix agreed to amend the terms of the royalty to decrease the effective rate of the royalty and to eliminate the concept of cost recoupment provided for in the original royalty. The amended royalty now provides that Coeur Alaska pay a net returns royalty on up to two million troy ounces of gold produced from the current boundaries of the Kensington mine at a rate of: (i) 1.25% for production occurring from January 1, 2024 through December 31, 2026 and (ii) 1.5% for production occurring on or after January 1, 2027. The Company also agreed to issue up to 2,455,000 shares of its common stock to an affiliate of Maverix, including common stock having a then-current fair market value of $3.0 million by April 2, 2024 and common stock having a then-current
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) List of Exhibits Exhibit No. Description 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. Exhibit Index Exhibit No. Description 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. SIGNATURE 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 MINING, INC. Date: March 28, 2024 By: /s/ Thomas S. Whelan Name: Thomas S. Whelan Title: Senior Vice President and Chief Financial Officer