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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 4, 2022
Coeur Mining, Inc.
(Exact name of registrant as specified in its charter)
Delaware
1-864182-0109423
(State or other jurisdiction
of incorporation or organization)		(Commission
File Number)		(IRS Employer
Identification No.)
104 S. Michigan
Suite 900
Chicago, Illinois 60603
(Address of Principal Executive Offices)
(312) 489-5800
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2 below):
☐     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock (par value $.01 per share)CDENew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 



Item 1.01. Completion of Acquisition or Disposition of Assets.
On November 4, 2022, Coeur Mining, Inc. (the “Company” or “Coeur”) closed on the previously announced sale of its wholly-owned subsidiary Coeur Sterling, Inc., a Nevada corporation (“Sterling”), pursuant to a Stock Purchase Agreement (the “Purchase Agreement”), dated as of September 18, 2022, by and among the Company, AngloGold Ashanti (U.S.A.) Holdings Inc., a Delaware corporation (“Buyer”), AngloGold Ashanti USA Incorporated, a Delaware corporation (“Buyer Guarantor”), Sterling Intermediate Holdco, Inc., a Delaware corporation (“Seller”) and Sterling. The purchase price of the transaction payable to Seller, subject to customary purchase price adjustments as set forth in the Purchase Agreement, was approximately $150 million, in addition to the right to an additional payment of $50 million should Buyer, its affiliates or its successors report gold resources in the Sterling/Crown exploration property near Beatty, Nevada (including any in-situ ounces mined after the closing ) equal to or greater than 3,500,000 gold ounces, subject to certain additional terms and conditions detailed in the Purchase Agreement. Net proceeds received by Seller at closing was approximately $150.2 million in cash, which the Company intends to use to reduce debt.
The foregoing information is a summary of the transactions described above and, as such, is not complete, and is qualified in its entirety by reference to the full text of the Purchase Agreement, which was filed as Exhibit 2.1 to the Current Report on Form 8-K filed by the Company on September 19, 2022, and is incorporated herein by reference.
Item 8.01. Other Events.
On November 4, 2022, the Company issued a press release announcing the closing of the transactions contemplated by the Purchase Agreement. A copy of the press release is furnished as Exhibit 99.1 to this current report and is incorporated herein by reference.
Item 9.01.    Financial Statements and Exhibits.
(d)    List of Exhibits
Exhibit No.Description
Exhibit 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: November 4, 2022
By: /s/ Thomas S. Whelan
Name: Thomas S. Whelan
Title: Senior Vice President and Chief Financial Officer

NEWS RELEASE             image0a82a.jpg
Coeur Completes Sale of Southern Nevada Holdings for Upfront Cash Consideration of $150 million
Chicago, Illinois – November 4, 2022 – Coeur Mining, Inc. (“Coeur” or the “Company”) (NYSE: CDE) today announced the closing of the transaction to sell its Crown and Sterling holdings (“Crown Sterling”) to a subsidiary of AngloGold Ashanti Limited (“AngloGold”) (NYSE: AU). Under the terms of the previously announced transaction, Coeur received cash consideration of $150 million at closing. The Company will receive an additional deferred cash consideration of $50 million upon Crown Sterling attaining a total resource of at least 3.5 million gold ounces. The Crown Sterling holdings comprise approximately 35,500 net acres and are located adjacent to AngloGold’s existing gold projects in Nye County, Nevada.
The sale of Crown Sterling is consistent with Coeur’s strategy of monetizing non-core assets and prioritizing high-return growth from its North American asset portfolio, including the expansion project at the Rochester mine in Nevada, which is expected to be completed mid-next year.
Gibson, Dunn & Crutcher LLP acted as legal counsel to Coeur.
About Coeur
Coeur Mining, Inc. is a U.S.-based, well-diversified, growing precious metals producer with four wholly-owned operations: the Palmarejo gold-silver complex in Mexico, the Rochester silver-gold mine in Nevada, the Kensington gold mine in Alaska and the Wharf gold mine in South Dakota. In addition, The Company wholly-owns the Silvertip silver-zinc-lead development project in British Columbia and has interests in several precious metals exploration projects throughout North America.
Cautionary Statements
This news release contains forward-looking statements within the meaning of securities legislation in the United States and
Canada, including statements regarding the sale of Crown Sterling (including anticipated deferred consideration) and the Company’s Rochester expansion project. 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 the transaction does not close on a timely basis or at all, the risk that anticipated deferred consideration does not become payable, the risks and hazards 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 price of gold and a sustained lower price or higher treatment and refining charge environment, risks relating to permitting and regulatory delays (including the impact of government shutdowns), ground conditions, grade and recovery variability, any future labor disputes or work stoppages (involving the Company and its subsidiaries or third parties), the uncertainties inherent in the estimation of mineral reserves or mineral resources, the potential effects of the COVID-19 pandemic, including impacts to workforce, materials and equipment availability, inflationary pressures, continued access to financing sources, government orders that may require temporary suspension of operations and effects on suppliers or the refiners and smelters, the effects of environmental and other governmental regulations and government shut-downs, the risks inherent in the ownership or 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 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. 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. This does not constitute an offer of any securities for sale.




For Additional Information
Coeur Mining, Inc.
104 S. Michigan Avenue, Suite 900
Chicago, Illinois 60603
Attention: Jeff Wilhoit, Director, Investor Relations
Phone: (312) 489-5800
www.coeur.com

Source: Coeur Mining