Amended Annual Report (10-k/a)
March 04 2021 - 4:42PM
Edgar (US Regulatory)
United
States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
(Mark One)
☑
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ANNUAL REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED October 31,
2020
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD OF _________ TO
_________.
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Commission File Number: 001-33125
SILVER BULL RESOURCES, INC.
(Exact name of registrant as specified in
its charter)
Nevada
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91-1766677
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State or other jurisdiction of incorporation or organization
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(I.R.S. Employer Identification No.)
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777 Dunsmuir Street, Suite 1610
Vancouver, B.C. V7Y 1K4
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (604) 687-5800
Securities registered pursuant to Section 12(b)
of the Act: None
Securities registered pursuant to Section 12(g)
of the Act: Common Stock, $0.01 Par Value
Indicate by check mark if the registrant is
a well-known seasoned issuer, as defined in Rule 405 of the Securities Act
Yes o
No ☑
Indicate by check mark if the registrant is
not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.
Yes o
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 Securities Exchange Act of 1934 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 o
Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted 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 such files).
Yes ☑
No o
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth
company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting
company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐
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Accelerated filer ☐
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Non-accelerated filer ☑
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Smaller reporting company ☑
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Emerging growth company ☐
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If an emerging growth company, 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. ☐
Indicate by check mark whether the registrant
has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial
reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared
or issued its audit report. ☐
Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐
No ☑
As of January 28, 2021, there were 33,484,945
shares outstanding of the registrant’s $0.01 par value common stock, the registrant’s only outstanding class of voting
securities. As of April 30, 2020, the aggregate market value of the registrant’s voting common stock held by non-affiliates
of the registrant was approximately $13.7 million based upon the closing sale price of the common stock as reported by the OTCQB.
For the purpose of this calculation, the registrant has assumed that its affiliates as of April 30, 2020 included all directors
and officers.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s definitive
proxy statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A in connection with the 2021
annual meeting of shareholders are incorporated by reference in Part III of this Annual Report on Form 10-K.
EXPLANATORY NOTE
Silver Bull Resources,
Inc. (the “Company”) is filing this Amendment No. 1 (this “Amendment”) to its Annual Report on Form 10-K
for the fiscal year ended October 31, 2020, as filed with the Securities and Exchange Commission (“SEC”) on January 28,
2021 (the “Original Form 10-K”). The purpose of this Amendment is to (i) file Exhibit 10.3 (Joint Venture
Agreement, dated as of September 1, 2020, by and between the Company and Copperbelt AG), which was included in the list of
exhibits in Item 15 of Part IV of the Original Form 10-K but was inadvertently omitted from the exhibits actually
filed with the Original Form 10-K, and (ii) include the interactive data files of Exhibit 101 to the Original Form 10-K,
in accordance with Rule 405 of SEC Regulation S-T, that were inadvertently omitted from the Original Form 10-K.
In
addition, pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
currently dated certifications from the Company’s principal executive officer and principal financial officer are filed herewith
as exhibits to this Amendment pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act. Because no financial statements
have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307
and 308 of SEC Regulation S-K, paragraphs 3, 4, and 5 of such certifications have been omitted. Similarly, because no
financial statements have been included in this Amendment, currently dated certifications
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 have been omitted.
Except as described above,
no changes have been made to the Original Form 10-K, and this Amendment does not amend, update or change any other items or
disclosures in the Original Form 10-K. The Original Form 10-K continues to speak as of its original filing date. This
Amendment does not reflect subsequent events occurring after the filing date of the Original Form 10-K or modify or update
in any way disclosures in the Original Form 10-K.
PART
IV
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Item 15.
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EXHIBITS, FINANCIAL STATEMENT SCHEDULES
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Financial Statements and Financial Statement
Schedules
See “Index to Consolidated financial
statements” on page F-1.
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Incorporated by Reference
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Exhibit Number
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Exhibit Description
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Form
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Date Filed
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Exhibit
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Filed Herewith
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3.1
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Restated Articles of Incorporation
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10-K
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1/14/2011
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3.1.1
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3.1.1
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Certificate of Amendment to Articles of Incorporation
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8-K
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4/26/2011
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3.1
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3.1.2
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Certificate of Change to Restated Articles of Incorporation, as Amended
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8-K
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9/18/2020
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3.1
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3.2
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Bylaws
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10-K
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1/14/2011
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3.1.2
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4.1
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Description of Capital Stock
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10-K
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1/28/2021
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4.1
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4.2
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Form of Warrant Certificate
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8-K
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11/2/2020
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10.2
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10.1
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Option Agreement, by and among the Company, Minera Metalin S.A. de C.V., Contratistas de Sierra Mojada S.A. de C.V., and South32 International Investment Holdings Pty Ltd, dated as of June 1, 2018
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8-K
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6/7/2018
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10.1
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10.1.1
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Amending Agreement No. 1, dated as of April 4, 2019 and effective as March 20, 2019, to the South32 Option Agreement, dated as of June 1, 2018, by and among the Company, Minera Metalin S.A. de C.V., Contratistas de Sierra Mojada S.A. de C.V. and South32 International Investment Holding Pty Ltd
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8-K
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4/5/2019
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10.1
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10.2
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Option Agreement, dated as of August 12, 2020, by and among the Company, Copperbelt AG, and Dostyk LLP
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8-K/A
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11/5/2020
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10.1
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10.3
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Joint Venture Agreement, dated as of September 1, 2020, by and between the Company and Copperbelt AG
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X
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10.4
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Form of Subscription Agreement
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8-K
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11/2/2020
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10.1
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10.5+
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Silver Bull Resources, Inc. 2010 Stock Option Plan and Stock Bonus Plan, as amended
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10-Q
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6/14/2016
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10.3
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10.6+
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Silver Bull Resources, Inc. 2019 Stock Option and Stock Bonus Plan
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10-Q
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6/14/2019
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10.2
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10.7+
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Amended and Restated Employment Agreement, dated as of February 26, 2013, by and between the Company and Timothy Barry
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8-K
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3/1/2013
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10.1
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10.7.1+
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Amendment to Amended and Restated Employment Agreement, dated as of February 23, 2016, by and between the Company and Timothy Barry
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8-K
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2/26/2016
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10.1
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10.7.2+
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Amendment to Amended and Restated Employment Agreement, dated as of June 24, 2016, by and between the Company and Timothy Barry
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8-K
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6/28/2016
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10.2
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10.7.3+
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Amendment to Amended and Restated Employment Agreement, dated as of August 28, 2018, by and between the Company and Timothy Barry
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8-K
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8/29/2018
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10.2
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10.8+
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Amended
and Restated Employment Agreement, dated as of February 26, 2013, by and between the CompanyI have all and Brian
Edgar
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8-K
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3/1/2013
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10.3
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10.8.1+
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Amendment to Amended and Restated Employment Agreement, dated as of February 23, 2016, by and between the Company and Brian Edgar
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8-K
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2/26/2016
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10.3
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10.8.2+
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Amendment to Amended and Restated Employment Agreement, dated as of June 24, 2016, by and between the Company and Brian Edgar
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8-K
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6/28/2016
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10.1
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10.8.3+
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Amendment to Amended and Restated Employment Agreement, dated as of August 28, 2018, by and between the Company and Brian Edgar
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8-K
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8/29/2018
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10.1
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10.9+
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Form of Amendment to Amended and Restated Employment Agreement, dated as of June 4, 2015, by and between the Company and each of Timothy Barry and Brian Edgar
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8-K
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6/8/2015
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10.1
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10.10+
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Employment Agreement, dated as of September 23, 2020, by and between the Company and Christopher Richards
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8-K
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9/25/2020
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10.1
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10.11+
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Consulting Agreement, dated as of September 26, 2020, by and between the Company and Sean Fallis
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10-K
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1/28/2021
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10.11
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10.12+
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Form of Indemnification Agreement (Directors and Officers)
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10-K
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1/13/2020
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10.10
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14.1
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Code of Ethics
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8-K
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11/7/2019
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14.1
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21.1
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Subsidiaries of the Registrant
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10-K
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1/28/2021
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21.1
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23.1
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Consent of Smythe LLP
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10-K
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1/28/2021
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23.1
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23.2
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Consent of Archer, Cathro & Associates (1981) Limited
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10-K
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1/28/2021
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23.2
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23.3
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Consent of CSA Global Consultants Canada Ltd
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10-K
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1/28/2021
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23.2
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31.1
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Certification of CEO pursuant to Exchange
Act Rules 13a-14 and 15d-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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10-K
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1/28/2021
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31.1
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31.2
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Certification of CFO pursuant to Exchange
Act Rules 13a-14 and 15d-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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10-K
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1/28/2021
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31.2
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31.3
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Certification of CEO pursuant to Exchange Act Rules 13a-14 and 15d-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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X
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31.4
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Certification of CFO pursuant to Exchange Act Rules 13a-14 and 15d-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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X
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32.1
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Certification of CEO pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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10-K
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1/28/2021
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32.1
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32.2
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Certification of CFO pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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10-K
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1/28/2021
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32.2
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101.INS*
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XBRL Instance Document
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X
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101.SCH*
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XBRL Schema Document
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X
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101.CAL*
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XBRL Calculation Linkbase Document
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X
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101.DEF*
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XBRL Definition Linkbase Document
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X
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101.LAB*
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XBRL Labels Linkbase Document
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X
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101.PRE*
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XBRL Presentation Linkbase Document
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X
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99.1†
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Sierra Mojada location map
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10-K
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1/28/2021
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99.1
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99.2†
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Beskauga location map
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10-K
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1/28/2021
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99.2
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* The following financial information from
Silver Bull Resources, Inc.’s Annual Report on Form 10-K for the fiscal year ended October 31, 2020, formatted
in XBRL (Extensible Business Reporting Language): Consolidated Balance Sheets, Consolidated Statements of Operations and Comprehensive
Loss, Consolidated Statement of Stockholders’ Equity, Consolidated Statements of Cash Flows
+ Indicates a management contract or compensatory
plan, contract or arrangement.
† Filed herewith under Items 1 and 2
– Business and Properties.
SIGNATURES
Pursuant to the requirements of Section 13
or 15(d) 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.
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SILVER BULL RESOURCES, INC.
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Date: March 4, 2021
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By:
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/s/ Timothy Barry
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Timothy Barry,
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President and Chief Executive Officer
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(Principal Executive Officer)
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Date: March 4, 2021
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By:
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/s/ Christopher Richards
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Christopher Richards,
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Chief Financial Officer
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(Principal Financial Officer and Principal Accounting Officer)
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