Fortuna Mining Corp 6-K, filed May 20, 2020

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUERPURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2020

Commission File Number 001-35297

Fortuna Silver Mines Inc.

(Translation of registrant’s name into English)

200 Burrard Street, Suite 650, Vancouver, British Columbia, Canada V6C 3L6

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

FORM 20-F   ¨ FORM 40-F  þ

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):  ¨

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.

Exhibits:

99.1       NewsRelease dated May 20, 2020

Exhibit 99.1

Fortuna Silver Mines Closes US$69 MillionBought Deal Equity Financing Including Full Exercise of Over-Allotment Option

Vancouver, May 20, 2020 -- Fortuna SilverMines Inc. (NYSE: FSM) (TSX: FVI) (“Fortuna” or the “Company”) announces the closing of its previously announced bought deal equity offering (the “Offering”). A total of 23,000,000 common shares (the “Shares”) were issued at a price of US$3.00 per Share for gross proceeds to the Company of US$69,000,000, which includes the exercise, in full, of the over-allotment option of an additional 3,000,000 Shares.

The Offering was conducted through a syndicate of underwriters led by Scotiabank and BMO Capital Markets, and including PI Financial, CIBC Capital Markets and National Bank Financial.

The Offering was completed by way of prospectus supplement to the Company’s final base shelf prospectus dated April 29, 2020, filed in each of the provinces of Canada, except Québec, and in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended.

The Company intends to use the net proceeds of the Offering to fund remaining construction and preproduction related expenditures at its Lindero gold project in Argentina and for general working capital purposes.

This news releasedoes not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the United Statesor in any other jurisdiction. The securities referred to in this press release have not been and will not be registered under theU.S. Securities Act and may not be offered or sold without registration under the U.S. Securities Act and all applicable statesecurities laws or compliance with the requirements of an exemption from such registration.

About Fortuna Silver Mines Inc.

Fortuna is a growth oriented, precious metals producer focused on mining opportunities in Latin America. Our primary assets are the Caylloma silver Mine in southern Peru, the San Jose silver-gold Mine in Mexico and the Lindero gold Project, currently under construction, in Argentina. The Company is selectively pursuing acquisition opportunities throughout the Americas and in select other areas. For more information, please visit our website at www.fortunasilver.com.

ON BEHALF OF THE BOARD

Jorge A. Ganoza

President, CEO and Director

Fortuna Silver Mines Inc.

Trading symbols: NYSE: FSM |

TSX: FVI

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Investor Relations:

Carlos Baca

T (Peru): +51.1.616.6060, ext. 0

Forward-looking Statements

This news release contains forward-lookingstatements which constitute "forward-looking information" within the meaning of applicable Canadian securities legislationand "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private SecuritiesLitigation Reform Act of 1995 (collectively, "Forward-looking Statements"). All statements included herein, other thanstatements of historical fact, are Forward-looking Statements and are subject to a variety of known and unknown risks and uncertaintieswhich could cause actual events or results to differ materially from those reflected in the Forward-looking Statements. The Forward-lookingStatements in this news release may include, without limitation, statements pertaining to: the use of proceeds from the Offeringand the final approval of the Offering from the Toronto Stock Exchange. Often, but not always, these Forward-looking Statementscan be identified by the use of words such as "estimated", "potential", "open", "future", "assumed", "projected", "scheduled", "used", "detailed", "has been", "gain", "planned", "reflecting", "will", "containing", "remaining", "to be", or statements that events, "could" or "should" occur or be achieved and similar expressions,including negative variations.

Forward-looking Statements involve knownand unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Companyto be materially different from any results, performance or achievements expressed or implied by the Forward-looking Statements.Such uncertainties and factors include, among others, the worldwide economic and social impact of COVID-19, the duration and extentof COVID-19, changes in general economic conditions and financial markets; the re-imposition of government restrictions on businessrelated to COVID-19; any positive cases of COVID-19 at the Company’s mine sites which may cause a reduction or suspensionin operations; changes in prices for silver and other metals; technological and operational hazards in Fortuna's mining and minedevelopment activities; risks inherent in mineral exploration; uncertainties inherent in the estimation of mineral reserves, mineralresources, and metal recoveries; changes to current estimates of mineral reserves and resources; changes to production estimates;governmental and other approvals; changes in government, political unrest or instability in countries where Fortuna is active;labor relations issues; as well as those factors discussed under "Risk Factors" in the Company's Annual Information Form.Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materiallyfrom those described in Forward-looking Statements, there may be other factors that cause actions, events or results to differfrom those anticipated, estimated or intended.

Forward-looking Statements containedherein are based on the assumptions, beliefs, expectations and opinions of management, including but not limited to the managementof the worldwide economic and social impact of COVID-19, that the duration and extent of COVID-19 is minimized and not long-term,the expected trends in mineral prices and currency exchange rates; the accuracy of the Company's current mineral resource and reserveestimates; that the Company's activities will be in accordance with the Company's public statements and stated goals; that therewill be no material adverse change affecting the Company or its properties; that all required approvals will be obtained; thatthere will be no significant disruptions affecting operations; how the Company will use the proceeds from the Offering; the finalapproval of the Offering from the Toronto Stock Exchange and such other assumptions as set out herein. Forward-looking Statementsare made as of the date hereof and the Company disclaims any obligation to update any Forward-looking Statements, whether as aresult of new information, future events or results or otherwise, except as required by law. There can be no assurance that thatthese Forward-looking Statements will prove to be accurate, as actual results and future events could differ materially from thoseanticipated in such statements. Accordingly, investors should not place undue reliance on Forward-looking Statements.