UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
TO
FORM 40-F
| ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the fiscal year ended December 31, 2019. | Commission File Number 001-33574. |
| MAG SILVER CORP. | |
| (Exact name of Registrant as specified in its charter) | |
| BRITISH COLUMBIA | |
| (Province or other jurisdiction of incorporation or organization) | |
1040 | |
| (Primary Standard Industrial Classification Code Number (if applicable)) | |
Not Applicable | |
| (I.R.S. Employer Identification Number (if applicable)) | |
Suite 770 – 800 West Pender Street, Vancouver, British Columbia V6C 2V6 Tel: 604-630-1399 | |
| (Address and telephone number of Registrant's principal executive offices) | |
Puglisi & Associates 850 Library Avenue, Suite 204 Newark, DE 19711 Tel: (302) 738-6680 | |
(Name, address (including zip code) and telephone number (including area code) Of agent for service in the United States) | |
Securities registered or to be registered pursuant to Section 12(b) of the Act.
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Shares, without par value | MAG | NYSE American |
Securities registered or to be registered pursuant to Section 12(g) of the Act: None.
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None.
For annual reports, indicate by check mark the information filed with this Form:
| X Annual information form | X Audited annual consolidated financial statements |
Indicate the number of outstanding shares of each of the Registrant’s classes of capital or common stock as of the close of the period covered by the annual report.
86,579,995 outstanding shares of the Registrant’s common stock as of the fiscal year ended December 31, 2019.
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
| Yes ☒ | No ☐ |
Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).
| Yes ☒ | No ☐ |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging growth company ☐
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
EXPLANATORY COMMENT
This Amendment No. 1 to the Annual Report on Form 40-F (“Amendment No. 1”) amends the Annual Report on Form 40-F of MAG Silver Corp. (the “Registrant”) for the year ended December 31, 2019, which was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 30, 2020 (the “Original Annual Report”). This Amendment No. 1 is being filed solely to include the Registrant’s amended Annual Information Form (filed as Exhibit 99.1 to this Amendment No. 1), in accordance with applicable Canadian securities laws.
Except as described above, the Original Annual Report remains unchanged. This Amendment No. 1 does not reflect events occurring after the filing of the Original Annual Report, or modify or update those disclosures. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Annual Report.
SIGNATURES
Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this Amendment No. 1 to the Annual Report on Form 40-F to be signed on its behalf by the undersigned, thereto duly authorized.
| Registrant: MAG SILVER CORP. | ||
| By: | /s/ George Paspalas | |
| Name: George Paspalas | ||
| Title: President and Chief Executive Officer | ||
| Dated: April 23, 2020 | ||
EXHIBITS
| 23.1* | Consent of Deloitte LLP, Independent Registered Public Accounting Firm |
| 31.2 | Certification by the Chief Financial Officer of the Registrant pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32.1 | Certification by the Chief Executive Officer of the Registrant pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.2 | Certification by the Chief Financial Officer of the Registrant pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 99.1 | Registrant’s Annual Information Form for the fiscal year ended December 31, 2019. |
| 99.2* | Registrant’s Audited Annual Consolidated Financial Statements and accompanying Management’s Discussion and Analysis for the fiscal year ended December 31, 2019. |
| 101* | Interactive Data File. |
________________________
* Previously filed.
