UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
TO
FORM 40-F
(Check one)
o | REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 OR | |||
x | ANNUAL REPORT PURSUANT TO SECTION 13(A) OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||
For the fiscal year ended:December 31, 2005 | Commission file number001-32482 | |||
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| |||
Silver Wheaton Corp. | ||||
(Exact name of Registrant as specified in its charter) | ||||
Not Applicable | Ontario, Canada | Not Applicable | ||
(Translation of Registrant’s name into English (if applicable)) | (Province of other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number (if applicable)) | ||
| 1041 |
| ||
(Primary Standard Industrial Classification Code Number (if applicable)) | ||||
666 Burrard Street, Suite 3400, Vancouver, British Columbia V6C 2X8 Canada (604) 684-9648 | ||||
(Address and telephone number of Registrant’s principal executive offices) | ||||
Martin Pomerance, Dorsey & Whitney LLP, 250 Park Avenue, New York, New York 10177, USA (212) 415-9200 | ||||
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 | Name of each exchange on which registered |
Securities registered or to be registered pursuant to Section 12(g) of the Act.
None |
(Title of Class) |
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.
None |
(Title of Class) |
For annual reports, indicate by check mark the information filed with this Form:
x Annual information form o Audited annual financial statements
Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.
As at December 31, 2005, 183,375,000 Common Shares without par value were outstanding.
Indicate by check mark whether the Registrant by filing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934 (the “Exchange Act”). If “Yes” is marked, indicate the filing number assigned to the Registrant in connection with such Rule.
o Yes 82-____________ x No
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.
x Yes o No
The Annual Report on Form 40-F shall be incorporated by reference into the Registrant’s Registration Statement on Form S-8 (File No. 333-128128) under the Securities Act of 1933.
EXPLANATORY NOTE
This Amendment No. 1 to Form 40-F for the year ended December 31, 2005 is being filed to restate the Registrant’s U.S. GAAP note to its financial statements for the year ended December 31, 2005. This restatement only pertains to the Registrant’s U.S. GAAP reconciliation note disclosure and there are no other changes to the Registrant’s financial statements.
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 to the Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.
SILVER WHEATON CORP.
/s/ Peter Barnes
Peter Barnes
President and Chief Executive Officer
Date:
March 20, 2007
EXHIBIT INDEX
The following exhibits have been filed as part of the Annual Report:
Exhibit | Description |
99.1* | Annual Information Form dated March 16, 2006 |
99.2(1) | Audited financial statements of the Registrant, and the notes thereto for fiscal 2005 together with the report of the auditors thereon, including a U.S. GAAP reconciliation |
99.3(1) | Management's Discussion and Analysis for fiscal 2005 |
99.4(1) | Consent of Deloitte & Touche LLP, Independent Registered Chartered Accountants |
99.5* | Consent of Watts, Griffis McOuat |
99.6* | Consent of Watts, Griffis McOuat |
99.7* | Consent of Reynalds Rivera |
99.8(1) | Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
99.9(1) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
*Previously filed and incorporated by reference into Amendment No.1 therein.
(1) Filed herewith.
