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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Turquoise Hill Resources Ltd | NYSE:TRQ | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 31.41 | 0 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
TO
FORM 40-F
☐ |
Registration Statement pursuant to Section 12 of the Securities Exchange Act of 1934 |
or
☒ |
Annual Report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 |
For the fiscal year ended December 31, 2020
Commission File Number: 001-32403
TURQUOISE HILL RESOURCES LTD.
(Exact name of Registrant as specified in its charter)
Yukon, Canada | 1000 | Not Applicable | ||
(Province or other jurisdiction of
incorporation or organization) |
(Primary Standard Industrial
Classification Code Number) |
(I.R.S. Employer Identification Number) |
Suite 3680 1 Place Ville Marie, Montreal, Quebec H3B 3P2, Canada, (514) 848-1567
(Address and telephone number of Registrants principal executive offices)
CT Corporation System
28 Liberty St 42nd Floor
New York, New York
10005
(212) 894-8700
(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 |
Trading Symbol(s) |
Name of each exchange on which registered |
||
Common Shares without par value | TRQ | New York Stock Exchange |
Securities registered or to be registered pursuant to Section 12(g) of the Act: None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None
For annual reports, indicate by check mark the information filed with this Form:
☒ Annual Information Form | ☒ Audited Annual Financial Statements |
Indicate the number of outstanding shares of each of the issuers classes of capital or common stock as of the close of the period covered by the annual report:
201,231,446 Common Shares outstanding as of December 31, 2020
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.
Yes ☒ No ☐
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 ☐
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging growth company ☐
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, 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. ☐
|
The term new or revised financial accounting standard refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012. |
Indicate by check mark whether the registrant has filed a report on and attestation to its managements 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. ☒
EXPLANATORY NOTE
This Amendment No. 1 (this Amendment) to the Annual Report on Form 40-F of Turquoise Hill Resources Ltd. (the Corporation) for the year ended December 31, 2020, originally filed with the United States Securities and Exchange Commission (the SEC) on March 8, 2021 (the Original Filing), is being re-filed with re-issued auditors reports to revise certain matters as hereinafter described. The report of KPMG LLP, as the Independent Registered Public Accounting Firm in respect of the consolidated financial statements of Turquoise Hill Resources Ltd. for the financial year ended December 31, 2020, has been re-issued and revised under the headings in such report titled Opinion on the Consolidated Financial Statements and Comparative Information to indicate that KPMG LLP audited the adjustments to the 2019 consolidated financial statements to retrospectively apply the share consolidation, as described in Note 18 to the consolidated financial statements. In addition, the report of PricewaterhouseCoopers LLP, as the Independent Registered Public Accounting Firm in respect of the consolidated financial statements of Turquoise Hill Resources Ltd. for the comparative financial year ended December 31, 2019, has been similarly re-issued and revised under the heading in such report titled Opinion on the Financial Statements to indicate that PricewaterhouseCoopers LLP was not engaged to audit, review or apply procedures to the adjustments to retrospectively apply the share consolidation described in Note 18.
No changes have been made to the consolidated financial statements for the financial years ended December 31, 2020 and 2019 filed as an exhibit to the Original Filing.
This Amendment does not alter any part of the contents of the Original Filing, except for the changes and additional information provided in this Amendment, and this Amendment continues to speak as of the date of the Original Filing. The Corporation has not updated the disclosures contained in this Amendment to reflect any events that occurred at a date subsequent to the Original Filing. The filing of this Amendment is not a representation that any statements contained in the Original Filing or this Amendment are true or complete as of any date subsequent to the date of the Original Filing. Accordingly, this Amendment should be read in conjunction with the Original Filing and the Corporations filings made with the SEC subsequent to the Original Filing on March 8, 2021.
EXHIBIT INDEX
* |
Previously filed. |
SIGNATURE
Pursuant to the requirements of the Exchange Act, the Corporation certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this Amendment No. 1 to the annual report on Form 40-F to be signed on its behalf by the undersigned, thereto duly authorized.
Dated: November 17, 2021
TURQUOISE HILL RESOURCES LTD. |
||
By: |
/s/ Luke Colton |
|
Name: Luke Colton | ||
Title: Chief Financial Officer |
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