DEF 14A: Coeur Mining Invites Stockholders to 2024 Annual Meeting, Highlights 2023 Progress

Coeur Mining's proxy statement details the agenda for the 2024 Annual Meeting of Stockholders and highlights the company's 2023 achievements, including production guidance, project completion, exploration results, and ESG initiatives.

Summary

• Coeur Mining invites stockholders to its 2024 Annual Meeting on May 14, 2024, to elect directors, ratify the appointment of the accounting firm, and vote on executive compensation.
• In 2023, Coeur Mining achieved overall production guidance, completed the Rochester expansion, added reserves at Kensington, and led in safety and ESG factors.
• The corporate annual incentive plan score was 84% of target, reflecting strong safety, production in line with guidance, and strategic initiatives, offset by higher costs and lower adjusted EBITDA.
• Performance shares for the three-year period ended December 31, 2023, paid out at 63% of target due to reserve growth and Rochester expansion milestones, offset by mine-level return on invested capital below threshold and relative total stockholder return underperformance.
• The company's ESG priorities in 2023 included adopting a biodiversity standard, reducing fuel usage, enhancing water management, and formally adopting the Global Industry Standard on Tailings Management.
• Two new directors, Paramita Das and Rob Krcmarov, were added to the Board, while Sebastian Edwards is not standing for re-election.

Sentiment

Score: 7

Explanation: The document presents a balanced view, highlighting both achievements and areas where performance fell short of targets. The overall tone is positive, emphasizing the company's commitment to ESG and long-term value creation.

Positives

• Coeur Mining achieved overall production guidance in 2023.
• The Rochester expansion project was completed.
• Reserves were added at the Kensington gold mine.
• The company achieved peer-leading results on key safety statistics.
• ESG priorities and achievements aligned with creating long-term stockholder value and mitigating risk.
• The company continued to refresh its Board with relevant skills and experience.

Negatives

• The corporate annual incentive plan was offset by higher than planned costs and lower than planned adjusted EBITDA.
• Mine-level return on invested capital was below threshold.
• Relative total stockholder return underperformed relative to peers, triggering a 25% reduction in overall payout.

Risks

• The document contains numerous forward-looking statements that involve known and unknown risks, uncertainties and other factors which may cause Coeur's actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements.
• These risks include, among others, the risk that exploration efforts will not occur on a timely basis or requires more capital than currently anticipated; the risk that anticipated production, cost, expenditure and expense levels at our Palmarejo, Rochester, Wharf and Kensington mines are not attained; the risk that our Rochester mine expansion commissioning and ramp up is not completed; the risks and hazards inherent in the mining business (including risks inherent in developing and expanding large-scale mining projects, environmental hazards, industrial accidents, weather or geologically-related conditions); changes in the market prices of gold and silver and a sustained lower price or higher treatment and refining charge environment; the impact of geopolitical conditions, pandemics or epidemics, climate change, extreme weather events and other macro conditions, including disruptions to operations, the need for heightened health and safety protocols, inflation, and disruptions to our vendors, suppliers and the communities where we operate; the uncertainties inherent in our production, exploration and development activities, including risks relating to permitting and regulatory delays (including the impact of government shutdowns), ground conditions, grade and recovery variability; any future labor disputes or work stoppages (involving us or our subsidiaries or third parties); the risk of adverse outcomes in litigation; the uncertainties inherent in the estimation of gold, silver, zinc and lead mineral reserves and resources; impacts from our future acquisition of new mining properties or businesses; the loss of access or insolvency of any third-party refiner or smelter to whom we market our production; inflationary pressures; government orders that may require temporary suspension of operations at one or more of our sites and effects on our suppliers or the refiners and smelters to whom we market our production and on the communities where we operate; the effects of environmental and other governmental regulations and government shut-downs; the risks inherent in the ownership or operation of or investment in mining properties or businesses in foreign countries; and our ability to raise additional financing necessary to conduct our business, make payments or refinance our debt, as well as other uncertainties and risk factors set out in filings made from time to time with the United States Securities and Exchange Commission, and the Canadian securities regulators, including, without limitation, Coeur's most recent report on Form 10-K.

Future Outlook

The company expects commissioning and ramp-up of the Rochester expansion to be completed in the first half of 2024, with throughput levels expected to average 32 million tons per year.

Management Comments

• Coeur's strategy is to be America's premier, growing provider of precious and critical minerals from a balanced, prospective asset base located in mining-friendly jurisdictions and underpinned by leading ESG and human capital practices.
• Coeur is committed to recruiting, supporting and integrating veterans into our operations through our Coeur Heroes program.

Industry Context

The document provides insight into Coeur Mining's performance relative to its peers in the precious metals mining industry, particularly in terms of safety, ESG, and executive compensation practices. The company benchmarks its compensation against a peer group of similar-sized mining companies.

Comparison to Industry Standards

• Coeur Mining benchmarks its executive compensation against a peer group of precious metals and mining companies with revenues generally between 0.3 and 3.0 times its revenues, predominately headquartered in North America.
• The peer group includes Alamos Gold Inc., B2Gold Corp., Centerra Gold, Dundee Precious Metals, Eldorado Gold Corporation, Endeavor Mining plc, Equinox Gold, First Majestic Silver Corp., Fortuna Silver Mines, Hecla Mining Co., Hochschild Mining, IAMGOLD Corporation, New Gold Inc., OceanaGold Corporation, Pan American Silver Corp., and SSR Mining Inc.
• Coeur's safety performance, as measured by TRIFR, is compared to the industry average published by the Mine Safety and Health Administration (MSHA).
• The company also uses the NYSE Arca Gold Miners Index (GDMNTR) as the peer group index solely for purposes of relative TSR calculation.

Management Changes

Related Party Transactions

• Since the beginning of 2023, there were no related person transactions as defined by the policy.

Stakeholder Impact

• The company's performance and strategic decisions impact shareholders, employees, communities, and other stakeholders.
• The company is committed to positively impacting the health, safety, and socioeconomic status of its people and the communities in which it operates.
• Coeur recognizes and respects the unique culture and history of Indigenous Peoples and Ejidos who live where we work and operate.

Next Steps

• Stockholders are encouraged to vote on the proposals outlined in the proxy statement.
• The company expects to publish its 2023 ESG Report in the second quarter of 2024.
• Commissioning and ramp-up of the Rochester expansion is expected to be completed in the first half of 2024.

Key Dates

Keywords

Annual Meeting, Proxy Statement, Coeur Mining, Executive Compensation, Board of Directors, ESG, Mining, Stockholders, Rochester Expansion, Kensington Mine, Production Guidance, Reserves, Resources