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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):
AUGUST 6, 1999
SUNSHINE MINING AND REFINING COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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STATE OF DELAWARE 1-10012 75-2618333
(STATE OF INCORPORATION) (COMMISSION FILE NO.) (IRS EMPLOYER IDENTIFICATION NO.)
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877 W. MAIN STREET, SUITE 600, BOISE, IDAHO 83702
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (208) 345-0660
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ITEM 5. OTHER INFORMATION.
Effective August 6, 1999 at 4:30 p.m., Delaware time, the Company
implemented a One-for-Eight reverse stock split of the Company's authorized and
issued and outstanding shares of common stock, par value $0.01 (the "Reverse
Stock Split"). The Reverse Stock Split was implemented pursuant to the terms of
a Certificate of Amendment of Certificate of Incorporation of the Company. Prior
to effecting the Reverse Stock Split, the Company was authorized to issue six
hundred million (600,000,000) shares of common stock, par value $0.01, of which
282,223,303 shares were issued and outstanding. After giving effect to the
Reverse Stock Split, the Company is now authorized to issue seventy-five million
(75,000,000) shares of common stock, par value $0.01, of which 35,277,913
shares, subject to adjustment for fractional shares, will be outstanding.
The Reverse Stock Split was undertaken at this time in order to increase
the price of the Company's common stock to over $1.00, to comply with New York
Stock Exchange continued listing requirements.
As a result of the Reverse Stock Split, the following adjustments are
being made:
The Conversion Price of the Company's 8 7/8% Convertible Subordinated
Reset Debentures Due 2008 ("Debentures") is adjusted pursuant to Section 1304 of
the Indenture. Pursuant to that section, the Conversion Price for the Notes,
which prior to the Reverse Stock Split was $1.66, has been increased to $13.28
per share.
The exchange price for the 8% Senior Exchangeable Notes due 2000, which
prior to the Reverse Stock Split was $1.00 per share, has been adjusted to $8.00
per share pursuant to the terms of these notes.
The conversion prices for the 10% Senior Convertible Promissory Notes
which, prior to the Reverse Stock Split, were $0.95 and a $0.4375 per share have
been adjusted to $7.60 and $3.50 per share, respectively, pursuant to the terms
of these notes.
The maximum conversion price for the 5% Convertible Notes due January
28, 2001, which, prior to the Reverse Stock Split was $0.6875, has been
increased to $5.00 per share. Also, each reported price for the common stock
occurring on any trading day prior to the effective time of the Reverse Stock
Split and included in the period useD for determining the formula conversion
price should be multiplied by eight (8) before calculating the formula
conversion price.
Pursuant to Section 10.1(b) of the Warrant Agreement governing the $1.38
Warrants ("Warrants"), the Exercise Rate for a Warrant has been adjusted such
that each Warrant may be exercised to purchase one-eighth (1/8) of a share of
common stock for $1.38. Thus, prior to expiration of the Warrants, eight (8)
Warrants may be exercised to acquire one (1) share of common stock at $11.04 per
share.
The exercise rate for certain warrants provided that, prior to the
Reverse Stock Split, they could be exercised to acquire 1,252,174 shares of
common stock at $0.46875 per share and 834,783 shares of common stock at $2.875
per share. The exercise rate for these warrants has been adjusted per their
terms such that these warrants may be exercised to purchase 156,522 shares at
$3.75 per share and 104,348 shares at $23.00 per share.
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 hereunto duly authorized.
SUNSHINE MINING AND REFINING COMPANY
Dated: August 11, 1999 /s/ WILLIAM W. DAVIS
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By: William W. Davis
Executive Vice President and
Chief Financial Officer
