-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, THpOaqKiRH0ew/k71/KvlVNjRdaabDRlVxWW0bLb4CAtWcjXpTbQJ6ZaQQvhXdHu P8331kXPBKVSAodRZEvrtw== /in/edgar/work/20000828/0000950134-00-007470/0000950134-00-007470.txt : 20000922 0000950134-00-007470.hdr.sgml : 20000922 ACCESSION NUMBER: 0000950134-00-007470 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000823 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000828 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUNSHINE MINING & REFINING CO CENTRAL INDEX KEY: 0000833376 STANDARD INDUSTRIAL CLASSIFICATION: [1400 ] IRS NUMBER: 752231378 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10012 FILM NUMBER: 711397 BUSINESS ADDRESS: STREET 1: 877 WEST MAIN STREET STREET 2: SUITE 600 CITY: BOISES STATE: ID ZIP: 83702 BUSINESS PHONE: 2083450660 MAIL ADDRESS: STREET 1: 877 W MAIN STREET SUITE 600 CITY: BOISE STATE: ID ZIP: 83702 FORMER COMPANY: FORMER CONFORMED NAME: SUNSHINE MINING CO /DE DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: SUNSHINE HOLDINGS INC DATE OF NAME CHANGE: 19880915 8-K 1 e8-k.txt FORM 8-K 1 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 23, 2000 SUNSHINE MINING AND REFINING COMPANY (Exact Name of Registrant as Specified in its Charter) STATE OF DELAWARE 1-10012 75-2231378 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File No.) Identification No.) 877 W. MAIN STREET, SUITE 602, BOISE, IDAHO 83702 (Address of Principal Executive Offices) (Zip Code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (208) 345-0660 ---------- 2 ITEM 3. BANKRUPTCY OR RECEIVERSHIP On August 23, 2000 Sunshine Mining and Refining Company (SMRC) and three of its subsidiaries (the Debtors") filed for protection under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the District of Delaware (the "Court"). Separate cases and their cause numbers are: In Re: Sunshine Mining & Refining Company, Case No. 00-03409, In Re: Sunshine Argentina, Inc., Case No. 00-03410, In Re: Sunshine Precious Metals, Inc., Case No. 00-03412, and In Re: Sunshine Exploration, Inc., Case No. 00-03411. SMRC and its affiliates included in their filing a proposed disclosure statement and pre-negotiated plan of reorganization and debt restructuring (the "Plan") which enjoys the support of over 70% of SMRC's bondholders. No receiver, independent trustee or similar officer has been appointed for Registrant, and the existing directors and officers continue in place for the respective Debtors-in-possession but are subject to the supervision and orders of the Bankruptcy Court. In connection with the submission of the Plan, the Court approved SMRC's first day motions including joint administration of the Debtors' cases, payment of certain pre-petition claims and continuation of specific pre-petition practices essential to their continued business operations during the pendancy of the cases. SMRC has also negotiated credit facilities to assist in funding operations during the bankruptcy process. A copy of the Company's press release announcing these transactions is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM. 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of business acquired: None (b) Pro forma financial information: None (c) Exhibits: 99.1 Press Release issued by SMRC on August 23, 2000 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, 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 28, 2000 By: /s/ WILLIAM W. DAVIS ---------------------------- William W. Davis Executive Vice President and Chief Financial Officer 4 INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99.1 Press Release issued by Sunshine Mining and Refining Company on August 23, 2000
EX-99.1 2 ex99-1.txt PRESS RELEASE DATED AUGUST 23, 2000 1 EXHIBIT 99.1 NEWS RELEASE SUNSHINE MINING AND REFINING COMPANY FOR IMMEDIATE RELEASE CONTACT: WILLIAM W. DAVIS (214) 265-1377 SUNSHINE COMMENCES REORGANIZATION UNDER CHAPTER 11 BOISE, IDAHO, August 23, 2000 - Sunshine Mining and Refining Company announced today that as part of an overall financial restructuring the Company and three of its subsidiaries commenced reorganization cases under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Company and its affiliates have prepared a proposed plan of reorganization cosponsored by four of its major bondholders holding more than 70% of the Company's outstanding indebtedness. The joint filing underscores the Company's goal of completing its reorganization and emerging from Chapter 11 as quickly as possible. The Company announced that it has arranged $5 million of debtor in possession (DIP) financing from affiliates of the major bondholders cosponsoring the reorganization, and has a commitment for $5 million of long term financing after the Company emerges from bankruptcy, expected by year-end. The DIP financing will be secured by substantially all the assets of the Company. The Company expects to continue business as usual and will be filing motions with the court seeking approval of the continuation of all Company compensation and benefit plans, and payment of funds due to suppliers of essential goods and services, and otherwise conduct business as usual. The restructuring was necessitated by the Company's operating losses and inability to refinance its outstanding obligations in the severely depressed silver market which has continued for the past 12 years. The Company and its major creditors recognized that the Company's silver assets are world class, and that with a restructured debt-free balance sheet the ability of the Company to put the Pirquitas Mine into production will be greatly enhanced. -more- 2 Page 2 Under the plan as proposed all equity in the Company will be canceled; however, the cosponsoring bondholders have agreed to cede approximately 4% of the new equity to existing shareholders. In addition, approximately 6% of the new equity is being reserved for other unsecured creditors, most of which is ceded to the other creditors by the cosponsoring bondholders. The cosponsoring bondholders will retain approximately 90% of the new equity to be issued under the plan, and will name a majority of the directors of the reorganized company. In addition, the cosponsoring bondholders will have an option to acquire the Company's subsidiary, Sunshine Argentina, which owns the Pirquitas Mine in Argentina. Such option may be exercised upon the occurrence of certain adverse events to the Company or its subsidiaries. The Company previously issued 8.3 million warrants to purchase common stock of the Company to the holders of its 8% Senior Exchangeable Notes and its 10% Senior Convertible Notes for extensions of maturity and for agreements to exchange debt for equity in the reorganization. The warrants represent the right to acquire one new share of the Company's common stock at its par value, and have a cashless exercise feature. In a letter to employees advising of the filing, John Simko, Chairman and Chief Executive Officer, and William Davis, Executive Vice President and Chief Financial Officer, told employees to take pride in their accomplishments in a very difficult market. In the letter, Simko and Davis pointed to deteriorating market conditions for precious metals mining in general as contributing to the difficulty of restructuring the debt. They pointed out that in 1996, on the basis of a few drill holes in Pirquitas, the Company was able to raise $30 million to further explore the property. In the current market, with a completed feasibility study demonstrating its excellent economics, the Company could not access the money to refinance the debt. ***** Sunshine Mining news releases and information can be accessed on the Internet at: www.sunshinemining.com. ####
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