UNITED 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 May 2020

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 an 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 May 14, 2020

 


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: May 26, 2020 By: /s/ Bradford Cooke
    Bradford Cooke
  Title: CEO

 


Endeavour Silver Corp.: Exhibit 99.1 - Filed by newsfilecorp.com

Form 51-102F3
Material Change Report

Item 1.  Name and Address of Company

Endeavour Silver Corp. (the "Company")
1130 - 609 Granville Street
Vancouver, British Columbia
Canada V7Y 1G5

Item 2. Date of Material Change

May 14, 2020

Item 3. News Release

News Release dated May 14, 2020 was disseminated through GlobeNewswire.

Item 4. Summary of Material Change

The Company entered into a sales agreement dated May 14, 2020 with BMO Capital Markets Corp. (the lead agent), CIBC World Markets Inc., H.C. Wainwright & Co., LLC, TD Securities Inc., Roth Capital Partners, LLC, B. Riley FBR, Inc. and A.G.P. / Alliance Global Partners to sell such number of common shares of the Company as would result in aggregate gross proceeds to the Company of up to US$23 million.  Sales of common shares will be made through "at-the-market distributions" as defined in the Canadian Securities Administrators' National Instrument 44-102-Shelf Distributions, including sales made directly on the New York Stock Exchange, or any other recognized marketplace upon which the common shares are listed or quoted or where the common shares are traded in the United States.  No offers or sales of common shares will be made in Canada on the Toronto Stock Exchange or other trading markets in Canada.

The offering will be made by way of a prospectus supplement dated May 14, 2020 to the Company's existing U.S. registration statement on Form F-10 and Canadian short form base shelf prospectus, each dated April 27, 2020. 

Item 5.1  Full Description of Material Change

The Company entered into a sales agreement dated May 14, 2020 (the "Sales Agreement") with BMO Capital Markets Corp. (the lead agent) CIBC World Markets Inc., H.C. Wainwright & Co., LLC, TD Securities Inc., Roth Capital Partners, LLC, B. Riley FBR, Inc. and A.G.P. / Alliance Global Partners (together, the "Agents") pursuant to which the Company may, at its discretion and from time-to-time during the term of the Sales Agreement, sell, through the Agents, such number of common shares of the Company ("Common Shares") as would result in aggregate gross proceeds to the Company of up to US$23 million (the "Offering").  Sales of Common Shares will be made through "at-the-market distributions" as defined in the Canadian Securities Administrators' National Instrument 44-102-Shelf Distributions, including sales made directly on the New York Stock Exchange (the "NYSE"), or any other recognized marketplace upon which the Common Shares are listed or quoted or where the Common Shares are traded in the United States.  The Common Shares will be distributed at the market prices prevailing at the time of each sale and, as a result, prices may vary as between purchasers and during the period of distribution.  No offers or sales of Common Shares will be made in Canada on the Toronto Stock Exchange (the "TSX") or other trading markets in Canada.


The Offering will be made by way of a prospectus supplement dated May 14, 2020 to the Company's existing U.S. registration statement on Form F-10 (the "Registration Statement") and Canadian short form base shelf prospectus (the "Base Shelf Prospectus"), each dated April 27, 2020.  The prospectus supplement relating to the Offering has been filed with the securities commissions in each of the provinces of Canada (other than Québec) and the United States Securities and Exchange Commission.  The U.S. prospectus supplement (together with a related Registration Statement) is available on the SEC's website (www.sec.gov) and the Canadian prospectus supplement (together with the related Base Shelf Prospectus) is available on the SEDAR website maintained by the Canadian Securities Administrators at www.sedar.com.  Alternatively, BMO Capital Markets will provide copies of the U.S. prospectus upon request by contacting BMO Capital Markets Corp. (Attention: Equity Syndicate Department, 3 Times Square, New York, NY 10036, or by telephone at (800) 414-3627, or by email: bmoprospectus@bmo.com).

Net proceeds of the Offering, if any, together with the Company's current cash resources and free cash flow, will be used to advance its Terronera project and for working capital purposes.

The Company will pay the Agents compensation, or allow a discount, of 2.5% of the gross sales price per Common Share sold under the Sales Agreement.

Sales under the Sales Agreement remain subject to necessary regulatory approvals, including the approval of the TSX and the NYSE.

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 Financial Officer
Telephone:  (604) 685-9775

Item 9. Date of Report

May 14, 2020

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