M&A - FIRST MAJESTIC SILVER CORP

Form Type: S-8

Filing Date: 2025-01-16

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525007621

Filing Summary: On January 16, 2025, First Majestic Silver Corp. completed the acquisition of Gatos Silver, Inc. as per the Agreement and Plan of Merger dated September 5, 2024. This registration statement intends to register 8,242,244 common shares of First Majestic Silver Corp. that are issuable upon the exercise of options under the Gatos Silver, Inc. Amended and Restated Long Term Incentive Plan. The options were assumed by First Majestic Silver Corp. and converted into options for its common shares, in accordance with the Merger Agreement.

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Form Type: CORRESP

Filing Date: 2024-11-15

Corporate Action: Merger

Type: New

Accession Number: 000119312524260104

Filing Summary: First Majestic Silver Corp. has filed a response to the SEC regarding comments on its Registration Statement on Form F-4, originally filed on October 15, 2024. This correspondence includes details about the Los Gatos Joint Venture (LGJV) assessment, asserting that it qualifies as a joint venture under IFRS 11, rather than a joint operation. The analysis indicates that Gatos Silver Inc. and Dowa Metals & Mining Co., Ltd. own 70% and 30% of the LGJV, respectively, and that the contractual terms reflect rights to net assets rather than obligations for liabilities. There are provisions for distributions to partners and specific clauses for decision-making, indicating the absence of direct rights to assets. The response clarifies intents for financial disclosures related to LGJV and outlines procedural requisites concerning legal and tax opinions necessary for effectiveness of the filing. There is mention of shareholder approval required for the issuance of shares in connection with the merger, as First Majestic prepares a management information circular for the shareholder meeting in compliance with Canadian securities laws, despite not being subject to SEC regulations on proxy solicitations.

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