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): April 1, 1999
Stillwater Mining Company
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(Exact name of registrant as specified in its charter)
Delaware 0-25090 81-0480654
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(State or other jurisdiction (Commission (IRS Employee
of incorporation) File Number) Identification No.)
1200 Seventeenth Street, Suite 900, Denver, CO 80202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 352-2060
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Item 5. Other Events
On April 1, 1999, Stillwater Mining Company (the "Company") called for
redemption on May 1, 1999 (the "Redemption Date"), all of its outstanding 7%
Convertible Subordinated Notes due 2003 (the "Notes"). The Notes are
convertible into the Company's Common Stock, par value $.01 per share (the
"Common Stock"), at a conversion price of $17.87 per share (equivalent to
approximately 55.96 shares of Common Stock for each $1,000 of principal amount
of Notes). The right to convert Notes into Common Stock will terminate at 5:00
p.m., New York City time, on April 28, 1999. In the event that fewer than all
the Notes are surrendered for conversion prior to such date and time, the
Company has entered into a Standby Underwriting Agreement, dated as of April 1,
1999, with Salomon Smith Barney Inc. providing for Salomon Smith Barney Inc. to
purchase from the Company the number of shares of Common Stock that would have
been issued on conversion of any Notes that are not surrendered for conversion.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
1 Standby Underwriting Agreement dated April 1, 1999, between the Company
and Salomon Smith Barney Inc.
20 Notice of Redemption
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.
STILLWATER MINING COMPANY
(Registrant)
Date: April 1, 1999 By: /s/ James A. Sabala
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Name: James A. Sabala
Title: Vice President and
Chief Financial Officer
EXHIBIT INDEX
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Exhibit
No. Description
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1 Standby Underwriting Agreement dated April 1, 1999, between the
Company and Salomon Smith Barney Inc.
20 Notice of Redemption