Form 6-K ENDEAVOUR SILVER CORP For: Mar 22
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E-mailUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2022
Commission File Number: 001-33153
ENDEAVOUR SILVER CORP.
(Translation of registrant's name into English)
#1130-609 Granville Street
Vancouver, British Columbia, Canada V7Y 1G5
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
[ ] Form 20-F [ x ] Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [ x ]
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- _________
INCORPORATED BY REFERENCE
Exhibits 99.1 to this Form 6-K of Endeavour Silver Corp. (the “Company”) is hereby incorporated by reference as and exhibit to the Registration Statement on Form F-10 (File No. 333-237625) of the Company, as amended or supplemented.
SUBMITTED HEREWITH
Exhibits
| Exhibit | Description | |
| 99.1 | Material Change Report dated March 22, 2022 |
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, thereunto duly authorized.
| Endeavour Silver Corp. | ||
| (Registrant) | ||
| Date: March 22, 2022 | By: | /s/ Daniel Dickson |
| Daniel Dickson | ||
| Title: | CEO | |
Form 51-102F3
Material Change Report
Item 1. Name and Address of Company
Endeavour Silver Corp. (the "Company" or "Endeavour")
1130 - 609 Granville Street
Vancouver, British Columbia
Canada V7Y 1G5
Item 2. Date of Material Change
March 22, 2022
Item 3. News Release
News Release dated March 22, 2022 was disseminated through GlobeNewswire.
Item 4. Summary of Material Change
On March 22, 2022, the Company announced the completion of its prospectus offering announced on March 15, 2022 for the issuance of a total of 9,293,150 common shares (the "Common Shares") at a price of US$4.95 per Common Share for aggregate gross proceeds of US$46,001,092, including the exercise of the over-allotment option in full (the "Offering").
Item 5.1 Full Description of Material Change
On March 22, 2022, the Company announced the completion of its prospectus offering announced on March 15, 2022 for the issuance of the Common Shares at a price of US$4.95 per Common Share for aggregate gross proceeds of US$46,001,092, including the exercise of the over-allotment option in full. The Offering was co-led by BMO Capital Markets and PI Financial Corp., together with a syndicate of underwriters consisting of CIBC World Markets Inc., B. Riley Securities, Inc. and H.C. Wainwright & Co., LLC.
The Company plans to use the net proceeds of the Offering to pay the US$35 million cash consideration payable to SSR Mining Inc. on completion of the Company's acquisition of the Pitarrilla project in Durango State, Mexico and for the Company's general corporate purposes and working capital.
Item 5.2 Disclosure for Restructuring Transactions
Not applicable.
Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7. Omitted Information
Not applicable.
Item 8. Executive Officer
Daniel Dickson, Chief Executive Officer
Telephone: (604) 685-9775
Item 9. Date of Report
March 22, 2022
Cautionary Note Regarding Forward-Looking Statements
This material change report contains "forward-looking statements" within the meaning of the United States private securities litigation reform act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking statements and information herein include but are not limited to statements regarding the intended use of proceeds.
Forward-looking statements or information involve known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Endeavour and its operations to be materially different from those expressed or implied by such statements. Such factors include, among others, uncertainty of the ultimate impact of the COVID-19 pandemic on operations, changes in national and local governments, legislation, taxation, controls, regulations and political or economic developments in Canada and Mexico; operating or technical difficulties in mineral exploration, development and mining activities; risks and hazards of mineral exploration, development and mining; metal prices; the speculative nature of mineral exploration and development, risks in obtaining necessary licenses and permits, and challenges to the Company's title to properties; as well as those factors described in the section "Risk Factors" contained in the Company's most recent form 40F/Annual Information Form filed with the SEC and Canadian securities regulatory authorities.
Forward-looking statements are based on assumptions management believes to be reasonable, including but not limited to: the continued operation of the Company's mining operations, the impact of the COVID-19 pandemic on mining operations in Mexico generally, and the Company's operations specifically, no material adverse change in the market price of commodities, mining operations will operate and the mining products will be completed in accordance with management's expectations and achieve their stated production outcomes, resource and reserve estimates, metal prices, and such other assumptions and factors as set out herein. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or information, there may be other factors that cause results to be materially different from those anticipated, described, estimated, assessed or intended. There can be no assurance that any forward-looking statements or information will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements or information. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company does not intend to and does not assume any obligation to update such forward-looking statements or information, other than as required by applicable law.
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