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
Filed by the Registrant þ
Filed by a Party other than the Registrant o
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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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Definitive Additional Materials |
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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)
Payment of Filing Fee (Check the appropriate box):
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No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Fee paid previously with preliminary materials. |
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid previously. Identify the
previous filing by registration statement number, or the Form or Schedule and the date of its
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FOR IMMEDIATE RELEASE
Coeur Reminds Shareholders to Vote FOR Matters Related to
Proposed Acquisition of Bolnisi and Palmarejo
Combination Creates the Worlds Undisputed Leader in Silver
Coeur dAlene, Idaho, November 12, 2007 Coeur dAlene Mines Corporation (NYSE: CDE, TSX: CDM)
recently sent the following letter to its shareholders in connection with its proposed acquisitions
of Bolnisi Gold NL and Palmarejo Gold and Silver Corporation.
Dear Fellow Shareholder:
We have previously mailed to you proxy materials in connection with the Special Meeting of
Shareholders of Coeur dAlene Mines Corporation (Coeur or the Company) to be held on
December 3, 2007. Your vote is important regardless of the number of Coeur shares you own.
Please vote your proxy today by telephone, via the Internet or please sign, date and mail
your proxy in the postage-paid envelope provided.
On May 3, 2007, Coeur announced that it had entered into merger agreements with Bolnisi Gold
NL and Palmarejo Silver and Gold Corporation in a transaction which will position the new
Coeur as the worlds undisputed leader in silver. As described in detail in the proxy
statement previously sent to you, your board and management believe that the merger
transaction offers compelling benefits for shareholders of Coeur.
At the Coeur special meeting, shareholders are being asked to consider and vote upon a
proposal to amend Coeurs articles of incorporation to increase the authorized shares of
Coeur common stock, to issue shares of common stock to shareholders of Bolnisi and Palmarejo
and to approve the adjournment or postponement of the special meeting, if necessary or
appropriate, to solicit additional proxies if there are insufficient votes at the time of
the special meeting to adopt any of the foregoing proposals.
Coeurs Board of Directors has unanimously approved the amendment to Coeurs articles of
incorporation and the issuance of Coeur common stock in the transactions. Accordingly, the
Board of Directors unanimously recommends that Coeur shareholders vote FOR proposals 1, 2
and 3.
The vote of all shareholders is important. Please submit your vote in this important matter
by voting by telephone, via the Internet, or by signing, dating and returning the enclosed
proxy or voting instruction form in the postage-paid return envelope provided. Please act
today to vote your shares and participate in the affairs of your company. On behalf of your
board of directors, thank you for your cooperation and continued support.
Sincerely,
/s/
Dennis E. Wheeler
Chairman of the Board and
Chief Executive Officer
YOUR VOTE IS IMPORTANT PLEASE ACT TODAY
Please help your Company save additional solicitation costs by signing, dating and mailing your
proxy card or voting instruction form today. Internet and telephone voting are also available. The
Company reminds its shareholders that there are three easy ways to vote. You may use one of the
following simple methods to vote your shares:
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Vote by Telephone. Call the toll-free number listed for this purpose on your proxy card
or voting instruction form. Have your control number listed on the form ready and follow
the simple instructions. |
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Vote by Internet. Go to the website listed on your proxy card or voting instruction
form. Have your control number listed on the form ready and follow the simple instructions. |
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Vote by Mail. Mark, sign, date and return your proxy or voting instruction form in the
postage-paid return envelope provided. |
Street name shareholders: your bank or broker cannot vote your shares on the proposals unless it
receives your specific instructions. Please return your voting instruction form immediately, or
vote by telephone or the Internet. If you have any questions or need assistance voting your shares,
please call D. F. King & Co., Inc., which is assisting Coeur, toll-free at 1-800-901-0068.
Cautionary Statement
This press release contains forward-looking statements within the meaning of securities legislation
in the United States and Canada, including statements regarding the terms and conditions of the
proposed transaction and anticipated operating results. Such statements are subject to numerous
assumptions and uncertainties, many of which are outside the control of Coeur, Bolnisi or
Palmarejo, as the case may be. Operating, exploration and financial data, and other statements in
this press release are based on information that Coeur, Bolnisi or Palmarejo, as the case may be,
believes is reasonable, but involve significant uncertainties affecting the business of Coeur,
Bolnisi or Palmarejo, as the case may be, 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 and
Palmarejos Annual Information Form. Additionally, there are risks that the parties will not
proceed with the proposed transaction, that the ultimate terms of the proposed transaction will
differ from those that currently are contemplated, and that the proposed transaction will be not be
successfully completed for any reason (including the failure to obtain the required approvals or
clearances from regulatory authorities). 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, Bolnisi and Palmarejo disclaim any intent or obligation to
update publicly such forward-looking statements, whether as a result of new information, future
events or otherwise. Additionally, Coeur, Bolnisi and Palmarejo undertake no obligation to comment
on analyses, expectations or statements made by third parties in respect of Coeur, Bolnisi and
Palmarejo, their financial or operating results or their securities or the proposed transaction.
Additional Information
The definitive proxy statement that Coeur has filed with the United States Securities and Exchange
Commission (SEC) and Canadian securities regulators and mailed to its shareholders contains
information about Coeur, Bolnisi, Palmarejo, the Palmarejo Project, the proposed transaction and
related matters. Shareholders are urged to read the definitive proxy statement carefully, as it
contains important information that shareholders should consider before making a decision about the
proposed transaction. In addition to receiving the definitive proxy statement
from Coeur by mail, shareholders may also obtain the definitive 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.
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 proposed
transaction is set forth in the definitive proxy statement. The Coeur shares to be issued in the
proposed 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.
Contact
Director Investor Relations
Tony Ebersole, 208-665-0777
Senior Vice President Corporate Development
Mitchell J. Krebs, 888-545-1138
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