SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): January 1, 1995
COEUR D'ALENE MINES CORPORATION
(Exact name of Registrant as specified in its charter)
Idaho 1-8641 82-0109423
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification
Number)
400 Coeur d'Alene Mines Bldg.
505 Front Avenue
Coeur d'Alene, Idaho 83814
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (208) 667-3511
Not Applicable
(Former name or former address, if changed since last report)
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Item 5. Other Events.
On January 6, 1995, a closing was held under the Asset
Contribution Agreement (the "Agreement"), effective as of January
1, 1995, among Coeur d'Alene Mines Corporation ("Coeur"), ASARCO
Incorporated ("Asarco"), Callahan Mining Corporation ("Callahan")
and Silver Valley Resources Corporation ("Silver Valley").
Pursuant to the Agreement, Asarco and Coeur, as the incorporators
of Silver Valley, and Callahan, a wholly-owned subsidiary of Coeur,
transferred certain assets to Silver Valley in return for shares of
capital stock of Silver Valley, a recently incorporated Delaware
corporation. Asarco owns 50% of Silver Valley's outstanding
capital stock and Coeur and Callahan own the remaining 50%.
As a result of the transfer of assets under the
Agreement, the mining properties of Silver Valley consist of the
fully-developed Coeur and Galena Silver Mines located near Wallace,
Idaho, and the adjoining Caladay property, a silver exploration
property. Mining activities at the Galena and Coeur Mines were
suspended in July 1992 and April 1991, respectively, to conserve
the ore reserves at the mines due to then lower silver prices.
Asarco has been managing the Galena and Coeur properties under a
lease agreement with Coeur and Callahan.
Pursuant to the Agreement, Asarco contributed to Silver
Valley Asarco's (i) ownership interest in the Joint Venture
Agreement, dated August 31, 1964, related to the Coeur Mine
property; (ii) interest in the lease, dated January 15, 1947,
relating to the Galena Mine property; (iii) ownership interest in
the Osburn tailings pond; (iv) 75% interest in the royalty deficit
related to the Galena Mine property; and (v) ownership interest in
certain other assets located in the Coeur d'Alene Mining District.
Coeur and Callahan contributed to Silver Valley Coeur's or
Callahan's (i) ownership and lease interest in the Coeur Mine
property; (ii) ownership and lease interest in the Galena Mine
property; (iii) ownership interest in the Caladay operating
agreement; (iv) ownership interest in certain properties
surrounding the above properties; and (v) 25% interest in the
royalty deficit related to the Galena Mine property.
The Board of Directors of Silver Valley consists of six
directors, three of whom, including the Chairman of the Board, are
appointed by Asarco and three of whom, including the President, are
appointed by Coeur. Pursuant to a Shareholders' Agreement between
the parties, certain specified corporate actions may not be taken
without the approval of at least 80% of the members of Silver
Valley's Board of Directors. Such actions include certain major
capital expenditures and asset sales, the commencement of mining
operations and approvals of certain operating plans and budgets,
substantial borrowings, issuances of capital stock and other
specified significant actions. Certain other specified matters
require approval by a majority of the members of the Board. As to
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matters requiring a majority vote, if the voting results in a tie
at any Board Meeting, the Chairman of the Board of Silver Valley,
who also is the Chairman of the Board of Asarco, will decide the
issue. The President of Coeur also is the President of Silver
Valley and serves on its Executive Committee. Certain other
officers of Silver Valley are officers of Coeur or Asarco, which
companies may provide management and other services to Silver
Valley upon the request of its Board of Directors. Asarco
furnishes certain management and other services to Silver Valley
pursuant to a Management Services Agreement between Asarco and
Silver Valley.
It is expected that under a two-year plan of development,
improving infrastructure and diamond drilling to extend reserves
and mine life, Silver Valley will invest approximately $25 million
in the further development and exploration at its properties. The
reopening of the Galena and Coeur Mines is dependent upon the
favorable action of the Board of Directors of Silver Valley, which
will base its decision on several factors, including silver prices.
The Galena Mine began production in 1955 and produced
approximately 3.4 million ounces of silver per year while in
operation. The Coeur Mine, which began production in 1976,
produced an average of 2.4 million ounces of silver per year while
in operation. The Caladay property adjacent to the Galena Mine
includes a 5,000 foot deep shaft, which is used for ventilation of
the Galena Mine and may be used in the future for exploration of
both the Galena and the Caladay property.
<PAGE>
SIGNATURES
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 thereunto duly authorized.
COEUR D'ALENE MINES CORPORATION
(Registrant)
Dated: January 13, 1995 By: DENNIS E. WHEELER
Dennis E. Wheeler
Chairman, President and Chief
Executive Officer
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