Details 3 Agreed terms 5 1. Defined terms & interpretation 5 1.1 Defined terms 5 1.2 Interpretation 5 2. Amendments 5 2.1 Amendments to MIA 5 2.2 Single document 5 2.3 Confirmation and acknowledgment 5 3. General 5 3.1 Governing law and jurisdiction 5 3.2 Confidentiality 5 3.3 Counterparts 5 Signing page 6

EX-2.1 2 v31075exv2w1.htm EXHIBIT 2.1 exv2w1

Exhibit 2.1

Date: 8 June 2007

Amending Agreement
relating to Merger Implementation Agreement

Coeur d’Alene Mines Corporation
Coeur d’Alene Mines Australia Pty Ltd
Coeur Sub Two, Inc
Bolnisi Gold NL

MinterEllison

LAWYERS
AURORA PLACE, 88 PHILLIP STREET, SYDNEY NSW 2000, DX 117 SYDNEY
TEL: +61 2 9921 8888 FAX: +61 2 9921 8123
www.minterellison.com

Amending Agreement
relating to Merger Implementation Agreement



Details		3

Agreed terms		5

1.	Defined terms & interpretation	5
1.1	Defined terms	5
1.2	Interpretation	5

2.	Amendments	5
2.1	Amendments to MIA	5
2.2	Single document	5
2.3	Confirmation and acknowledgment	5

3.	General	5
3.1	Governing law and jurisdiction	5
3.2	Confidentiality	5
3.3	Counterparts	5

Signing page		6

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Details


Date		June 2007

Parties

Name		Coeur d’Alene Mines Corporation
Short form name		Coeur
Incorporated		Idaho, USA
Notice details		505 Front Avenue
		Coeur d’Alene
		Idaho 83814
		USA
		Facsimile: + ###-###-####
		Attention: Company Secretary

Name		Coeur d’Alene Mines Australia Pty Ltd
Short form name		Coeur Australia
ACN		125 204 775
Notice details		Suite 1003
		3 Spring Street
		Sydney NSW 2000
		Facsimile:
		Attention:

Name		Coeur Sub Two, Inc
Short form name		Coeur Sub Two
Incorporated		[Idaho], USA
Notice details		505 Front Avenue
		Coeur d’Alene
		Idaho 83814
		USA
		Facsimile: + ###-###-####
		Attention: Company Secretary

Name		Bolnisi Gold NL
Short form name		Bolnisi
ACN		008 587 086
Notice details		Level 8
		261 George Street
		Sydney NSW 2000
		Facsimile: +61 2 9247 3932
		Attention: Peter Nightingale

Background

		A The parties entered into the Merger Implementation Agreement (MIA) on 3 May 2007.

		B The parties wish to amend the MIA as set out in this document.

Agreed terms

1.		Defined terms & interpretation

1.1		Defined terms

		Capitalised terms used in this agreement and not otherwise defined have the meanings given to them in the MIA.

1.2		Interpretation

		Clauses 1.2 and 1.3 of the MIA apply to this document as if set out in full in this clause 1.2.

2.		Amendments

2.1		Amendments to MIA

		The parties agree that the MIA is amended as follows: In clause 1.1 in the definition of ‘Due Diligence Period’, replace ‘30’ with ‘44’.

2.2		Single document

		The MIA as amended by this document is to be read as a single integrated document incorporating the amendments effected by this document.

2.3		Confirmation and acknowledgment

		Each party confirms that the MIA, as amended by clause 2.1, remains in full force and effect.

3.		General

3.1		Governing law and jurisdiction

		This agreement is governed by the law of New South Wales, Australia and each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of New South Wales, Australia.

3.2		Confidentiality

		Clause 11 of the MIA applies to this document as if set out in full in this clause 3.2.

3.3		Counterparts

		This document may be executed in counterparts. All executed counterparts constitute one agreement.

Signing page

EXECUTED as an agreement.


Signed for Coeur d’Alene Mines Corporation by			ç

		Signature of officer

		Dennis E. Wheeler

		Name of officer (print)

		President and Chief Executive Officer

		Office held

Executed by Coeur d’Alene Mines Australia Pty Ltd

	ç	/s/ Mitchell J. Krebs	ç

Signature of director		Signature of director
		(Please delete as applicable)

Dennis E. Wheeler		Mitchell J. Krebs

Name of director (print)		Name of director (print)

Signed for Coeur Sub Two, Inc by			ç



		Signature of officer

		Dennis E. Wheeler

		Name of officer (print)

		President and Chief Executive Officer

		Office held

Executed by Bolnisi Gold NL
/s/ Norman A. Seckold	ç	/s/ Peter J. Nightingale	ç

Signature of director		Signature of director/company secretary
		(Please delete as applicable)

Norman A. Seckold		Peter J. Nightingale

Name of director (print)		Name of director/company secretary (print)