SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report: November 20, 2002
(Date of earliest event reported)
STILLWATER MINING COMPANY
(Exact Name of Registrant as Specified in Charter)
Delaware 0-25090 81-0480654
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
536 East Pike Avenue, Columbus, Montana 59019
(Address of Principal Executive Offices)
(406) 322-8700
(Registrant's telephone number, including area code)
Item 5. Other events
On November 20, 2002, the registrant entered into a Stock Purchase
Agreement with Norimet Limited and MMC Norilsk Nickel. Such agreement is filed
herewith as Exhibit 10.1 and is incorporated herein by reference. Attached
hereto as Exhibit 10.2 is the form of Stockholders Agreement to be entered
into in connection with the closing of the transactions pursuant to the Stock
Purchase Agreement.
In connection with the signing of the Stock Purchase Agreement, the
registrant entered into an Amendment No.1 to the Rights Agreement between the
registrant and Computershare Trust Company, Inc. A copy of such amendment is
filed herewith as Exhibit 4.1 and is incorporated herein by reference.
On November 20, 2002, the registrant and MMC Norilsk Nickel issued
a joint press release regarding the Stock Purchase Agreement. Such press
release is filed herewith as Exhibits 99.1 and incorporated herein by
reference.
Signature
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
STILLWATER MINING COMPANY
Dated as of: November 21, 2002 By: /s/ Francis R. McAllister
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Name: Francis R. McAllister
Title: Chairman and CEO
EXHIBITS
4.1 Amendment No. 1, dated as of November 20, 2002, to the Rights
Agreement between Stillwater Mining Company and Computershare Trust
Company, Inc.
10.1 Stock Purchase Agreement among MMC Norilsk Nickel, Norimet Limited,
and Stillwater Mining Company, dated as of November 20, 2002.
10.2 Form of Stockholders Agreement among MMC Norilsk Nickel, Norimet
Limited, and Stillwater Mining Company.
99.1 Press release issued on November 20, 2002 by Stillwater Mining
Company and MMC Norilsk Nickel.