UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 17, 2018
Commission File Number: 001-35278
PRIMERO MINING CORP.
(Translation of registrant's name into English)
Suite 2100, 79 Wellington Street West,
TD South Tower, P.O Box 139
Toronto, Ontario
M5K 1H1 Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
[X] Form 20-F   [  ] Form 40-F
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): [             ]
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [             ] No [ x ]
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

 
SUBMITTED HEREWITH
Exhibits

 	99.1	Material Change Report dated May 17, 2018	

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.

PRIMERO MINING CORP.	 	
 	 	
By:	 	
 	 	
/s/ Connie Lillico	 	
Connie Lillico	 	
Corporate Secretary	 	
 	 	
May 17, 2018	 	

MATERIAL CHANGE REPORT

1.	Name and Address of Company	
 	 	
	Primero Mining Corp. (“Primero”)
1800 - 925 West Georgia Street
Vancouer, British Columbia V6C 3L2	
 	 	
2.	Date of Material Change	
 	 	
	May 10, 2018	
 	 	
3.	News Release	
 	 	
	A press release was disseminated through GlobeNewswire on May 10, 2018 and subsequently filed on SEDAR.	
 	 	
4.	Summary of Material Change	
 	 	
	First Majestic Silver Corp. (“First Majestic”) has announced the completion of the plan of arrangement previously announced in the joint news release of First Majestic and Primero dated January 12, 2018.	
 	 	
5.	Full Description of Material Change	
 	 	
	Under the arrangement, First Majestic acquired all of the issued and outstanding common shares of Primero. Shareholders of Primero received 0.03325 First Majestic shares for each share of Primero held. With the transaction now complete, shares of Primero were delisted from the Toronto Stock Exchange effective at the close of market on May 11, 2018.	
 	 	
	In connection with the arrangement, holders of Primero’s $75 million 2020 convertible debentures (the “Debentures”) previously approved an amendment to the terms of their governing indenture pursuant to which the Debentures will mature on the next business day following the effective date of the arrangement. As such, all Debentures matured and were repaid in full in accordance with the terms of the indenture on May 11, 2018.	
 	 	
6.	Reliance on subsection 7.1(2) of National Instrument 51-102	
 	 	
	Not applicable.	
 	 	
7.	Omitted Information	
 	 	
	Not applicable.	
 	 	
8.	Executive Officer	
 	 	
	For further information, please contact:	
	Keith Neumeyer, President & Chief Executive Officer
Telephone: (604) 688-3033
Facsimile: (604) 639-8873	

2

9.	Date of Report.	
 	 	
	May 17, 2018