Coeur D'Alene Mines Corporation
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant þ
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Soliciting Material Pursuant to §240.14a-12 |
COEUR DALENE MINES CORPORATION
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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For Immediate Release
COEUR DALENE MINES ANNOUNCES FORMATION OF
JOINT MANAGEMENT COMMITTEE TO OVERSEE PALMAREJO PROJECT
COEUR DALENE, Idaho May 15, 2007 Coeur dAlene Mines Corporation (NYSE: CDE, TSX: CDM)
(Coeur) Bolnisi Gold NL (ASX: BSG) (Bolnisi) and Palmarejo Silver and Gold Corporation (TSX-V:
PJO) (Palmarejo) today jointly announced that, in connection with their previously announced
agreements to merge, they have formed a Joint Management Committee (the Committee) to oversee the
management of the Palmarejo Project through the close of the transaction. The Palmarejo Project,
located in the state of Chihuahua, Mexico and 100% owned by Bolnisi and Palmarejo, is one of the
highest-quality primary silver projects in the world today.
The Committee, which is authorized to ensure the continued progress at the Palmarejo Project until
the completion of the transaction, is comprised of three senior management and operating personnel
from each of Coeur, Bolnisi and Palmarejo. Coeurs Richard Weston, Senior Vice president
Operations, will serve as Chairman of the Committee.
The Committee has identified the following initial priorities:
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Establishing Coeurs on-site presence at the Palmarejo Project and
facilitating the integration of Coeur personnel with the Bolnisi and Palmarejo teams already
in place; |
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Completing an assessment of the present status of construction activity at
the Palmarejo Project; |
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Investigating the development of a combined open pit and underground mine
plan and completing an initial estimate of proven and probable reserves at the Palmarejo
Project; and |
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Continuing exploration initiatives at Palmarejo, which totals over 12,100
hectares of prospective terrain, and formulating a strategy for future exploration activities. |
The formation of the joint management committee is an important step towards realizing the
potential of this important transaction, said Dennis E. Wheeler, Coeurs Chairman, President and
Chief Executive Officer. We are confident that we can deliver significant additional value by
bringing Coeurs extensive exploration, development, and underground and open pit mining expertise
to the Palmarejo Project. We look forward to continuing our progress in reinforcing Coeur as the
clear leader in the silver mining industry.
As previously announced on May 3, 2007, Coeur, Bolnisi and Palmarejo entered into agreements to
merge to create the worlds leading primary silver producer. Pursuant to the agreements, which are
subject to Coeur, Bolnisi and Palmarejo shareholder approvals and certain other customary
conditions, Coeur will acquire all of the shares of Bolnisi, and all of the shares of Palmarejo not
owned by Bolnisi.
About Coeur dAlene Mines
Coeur dAlene Mines Corporation is one of the worlds leading primary silver producers and a
growing gold producer. The company has mining interests in Alaska, Argentina, Australia, Bolivia,
Chile, Nevada, and Tanzania.
About Bolnisi
Bolnisi Gold NL is an Australia-based company engaged in mining and exploration for gold and
minerals. The Companys activities are all Mexican precious metals operations with an existing
portfolio of projects, which include the Palmarejo Silver-Gold project (including Trogan),
Chihuahua; the Yecora Gold-Silver project, Sonora, and the El Realito Gold-Silver project,
Chihuahua.
About Palmarejo
Palmarejo Silver And Gold Corporation is a silver/gold exploration company listed on the TSX
Venture Exchange under the symbol PJO. Palmarejos principal activity is to explore and develop
gold and silver properties located in the Temoris District of Chihuahua, Mexico within the Sierra
Madre Occidental mountain range.
Cautionary Statement
This press release contains forward-looking statements within the meaning of securities legislation
in the United States and Canada, including statements regarding a possible transaction and
anticipated operating results. Such statements are subject to numerous assumptions and
uncertainties, many of which are outside Coeurs control. Operating, exploration and other
statements in this press release are based on information that Coeur believes is reasonable, but
involve significant uncertainties affecting the business of Coeur, including, but not limited to,
future gold and silver prices, costs, ore grades, estimation of gold and silver reserves, mining
and processing conditions, construction schedules, currency exchange rates, and the completion
and/or updating of mining feasibility studies, changes that could result from future acquisitions
of new mining properties or businesses, the risks and hazards inherent in the mining business
(including environmental hazards, industrial accidents, weather or geologically related
conditions), regulatory and permitting matters, risks inherent in the ownership and operation of,
or investment in, mining properties or businesses in foreign countries, as well as other
uncertainties and risk factors set out in filings made from time to time with the SEC and the
Ontario Securities Commission, including, without limitation, Coeurs reports on Form 10-K and Form
10-Q. As disclosed in this news release, there are risks that the parties will not proceed with
the transaction, that the ultimate terms of the transaction will differ from those that currently
are contemplated, and that the 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 its securities or the possible
transaction.
Additional Information
The proxy statement that Coeur plans to file with the United States Securities and Exchange
Commission (SEC) and Ontario Securities Commission and mail to its shareholders will contain
information about Coeur, Bolnisi, Palmarejo, the Palmarejo Project, the transaction and related
matters. Shareholders are urged to read the proxy statement carefully when it is available, as it
will contain important information that shareholders should consider before making a decision about
the transaction. In addition to receiving the proxy statement from Coeur by mail, shareholders
will also be able to obtain the proxy statement, as well as other filings containing information
about Coeur, without charge, from the SECs website (www.sec.gov) and the Canadian securities
regulators website (www.sedar.com) or, without charge, from Coeur. This announcement is neither a
solicitation of a proxy, an offer to purchase, nor a solicitation of an offer to sell shares of
Coeur. Coeur and its executive officers and directors may be deemed to be participants in the
solicitation of proxies from Coeurs shareholders with respect to the proposed transaction.
Information regarding any interests that Coeurs executive officers and directors may have in the
transaction will be set forth in the proxy statement. The Coeur shares to be issued in the
transaction have not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements. Coeur intends to issue
such Coeur shares pursuant to the exemption from registration set forth in Section 3(a)(10) of the
Securities Act.
Copies of the merger implementation agreements and certain related documents will be filed with the
SEC and Canadian securities regulators and will be available at the SECs website at
www.sec.gov and at the Canadian securities regulators website at www.sedar.com.
# # #
Contacts:
Mitchell J. Krebs
Senior Vice President Corporate Development
(888) 545-1138
Matthew Sherman / Jennifer Schaefer
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449