SEC Comment Letter for ENDEAVOUR SILVER CORP (EXK) (CIK 0001277866) (EXK) — Dec 31, 2009
ENDEAVOUR SILVER CORP (EXK) (CIK 0001277866)
Date: Dec. 31, 2009 · CIK: 0001277866 · Accession: 0000000000-09-073405
AI Filing Summary & Sentiment
Reasoning
Referenced dates: September 23, 2008
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-4628 DIVISION OF CORPORATION FINANCE December 31, 2009 Via U.S. Mail & Facsimile Mr. Dan Dickson Chief Financial Officer Endeavour Silver Corp. #301-700 West Pender Street Vancouver, British Columbia Canada, V6C 1G8 Re: Endeavour Silver Corp. Form 40-F for the Fiscal Year Ended Dec. 31, 2008 Filed March 31, 2009 File No. 1-33153
Dear Mr. Dickson:
We have reviewed your filing and have the following comments. Please provide a written response to our comments. Pleas e be as detailed as necessary in your explanation. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. After reviewing this information, we may raise additional comments. Please understand that the purpose of our re view process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing. We look forward to working with you in these respects. We welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Controls and Procedures, page 5
Changes in Internal Control Over Financial Reporting, page 7
1. We note your statement that “[e]xcept for the changes discussed above, there have been no changes that . . . materially affect ed, or are reasonably likely to materially affect, the Company’s internal control ove r financial reporting.” Revise to state clearly that there were changes in your in ternal control over financial reporting
Mr. Dan Dickson Endeavour Silver Corp. December 31, 2009 Page 2
that occurred during this period that have materially affected, or are reasonably likely to materially affect, your internal control over financial reporting. In this regard, we reissue comment 3 from our letter dated September 23, 2008.
Contractual Obligations, page 11
2. We note your disclosure of $1.4 billion in “Other Long-Term Li abilities.” Please revise to disclose the major components constituting this cat egory of obligation and the corresponding amounts that you are obligated to pay. Closing Comments
Please respond to these comments within 10 business days or tell us when you will provide us with a response. Please furnish a letter that keys your responses to our comments and provides any requested information. Detailed letters greatly facilitate our review. Please understand that we may have additional comments after reviewing your responses to our comments. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes all in formation required under the Securities Exchange Act of 1934 and th at they have provided all information investors require for an informed invest ment decision. Since the company and its management are in possession of all facts re lating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that: the company is responsible for the adequacy and accuracy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking a ny action with respect to the filing; and
the company may not assert staff comme nts as a defense in any proceeding initiated by the Commission or any pers on under the federal s ecurities laws of the United States.
In addition, please be advise d that the Division of Enfo rcement has access to all information you provide to the staff of the Divi sion of Corporation Fi nance in our review of your filing or in response to our comments on your filing.
Mr. Dan Dickson Endeavour Silver Corp. December 31, 2009 Page 3
Please contact John Lucas at (202) 551-5798 or, in his absence, me at (202) 551- 3611 with any questions.
Sincerely,
Anne Nguyen Parker Branch Chief
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-4628
DIVISION OF
CORPORATION FINANCE
December 31, 2009
Via U.S. Mail & Facsimile
Mr. Dan Dickson Chief Financial Officer Endeavour Silver Corp. #301-700 West Pender Street Vancouver, British Columbia Canada, V6C 1G8
Re: Endeavour Silver Corp.
Form 40-F for the Fiscal Year Ended Dec. 31, 2008 Filed March 31, 2009
File No. 1-33153
Dear Mr. Dickson:
We have reviewed your filing and have the following comments. Please provide
a written response to our comments. Pleas e be as detailed as necessary in your
explanation. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. After reviewing this information, we may
raise additional comments.
Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall
disclosure in your filing. We look forward to working with you in these respects. We
welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Controls and Procedures, page 5
Changes in Internal Control Over Financial Reporting, page 7
1. We note your statement that “[e]xcept for the changes discussed above, there have been no changes that . . . materially affect ed, or are reasonably likely to materially
affect, the Company’s internal control ove r financial reporting.” Revise to state
clearly that there were changes in your in ternal control over financial reporting
Mr. Dan Dickson
Endeavour Silver Corp.
December 31, 2009 Page 2
that occurred during this period that have materially affected, or are reasonably
likely to materially affect, your internal control over financial reporting. In this
regard, we reissue comment 3 from our letter dated September 23, 2008.
Contractual Obligations, page 11
2. We note your disclosure of $1.4 billion in “Other Long-Term Li abilities.” Please
revise to disclose the major components constituting this cat egory of obligation
and the corresponding amounts that you are obligated to pay.
Closing Comments
Please respond to these comments within 10 business days or tell us when you
will provide us with a response. Please furnish a letter that keys your responses to our comments and provides any requested information. Detailed letters greatly facilitate our
review. Please understand that we may have additional comments after reviewing your
responses to our comments. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision. Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking a ny action with respect to the filing;
and
the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any pers on under the federal s ecurities laws of
the United States.
In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.
Mr. Dan Dickson
Endeavour Silver Corp. December 31, 2009 Page 3
Please contact John Lucas at (202) 551-5798 or, in his absence, me at (202) 551-
3611 with any questions.
Sincerely,
Anne Nguyen Parker Branch Chief