Silvercorp Metals Inc 6-K, filed Feb 13, 2025
Silvercorp Metals Inc (SVM)
About this 6-K
Silvercorp Metals Inc filed this 6-K on February 13, 2025.
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 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of February, 2025
Commission File No. 0001-34184
SILVERCORP METALS INC.
(Translation of registrant’s name into English)
Suite 1750 - 1066 West Hastings Street
Vancouver, BC Canada V6E 3X1
(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 [ X ]
1
SIGNATURE
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.
| Dated: February 12, 2025 | SILVERCORP METALS INC. |
/s/ Jonathan Hoyles |
|
Jonathan Hoyles |
|
General Counsel and Corporate Secretary |
2
EXHIBIT INDEX
| EXHIBIT | DESCRIPTION OF EXHIBIT |
3
Exhibit 99.1
SILVERCORP METALS INC.
UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the three and nine months ended December 31, 2024 and 2023
(Tabular amounts are in thousands of US dollars, unless otherwise stated)
SILVERCORP METALS INC.
| Condensed Consolidated Interim Statements of Income |
(Unaudited - Expressed in thousands of U.S. dollars, except per share amount and number of shares)
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||||
| Notes | 2024 | 2023 | 2024 | 2023 | ||||||||||||||
| Revenue | 4 | $ | 83,614 | $ | 58,508 | $ | 223,782 | $ | 172,506 | |||||||||
| Cost of mine operations | ||||||||||||||||||
| Production costs | 26,879 | 22,566 | 73,684 | 68,132 | ||||||||||||||
| Depreciation and amortization | 8,597 | 7,382 | 22,764 | 21,560 | ||||||||||||||
| Mineral resource taxes | 2,271 | 1,372 | 5,466 | 4,335 | ||||||||||||||
| Government fees and other taxes | 5 | 12,671 | 808 | 14,021 | 2,216 | |||||||||||||
| General and administrative | 6 | 3,966 | 3,073 | 10,442 | 8,712 | |||||||||||||
| 54,384 | 35,201 | 126,377 | 104,955 | |||||||||||||||
| Income from mine operations | 29,230 | 23,307 | 97,405 | 67,551 | ||||||||||||||
| Corporate general and administrative | 6 | 4,553 | 3,228 | 13,816 | 10,688 | |||||||||||||
| Property evaluation and business development | 225 | 562 | 2,904 | 785 | ||||||||||||||
| Foreign exchange loss | 629 | 701 | — | 1,614 | ||||||||||||||
| Gain on investments | 10 | (1,472 | ) | (6,204 | ) | (7,528 | ) | (6,687 | ) | |||||||||
| Gain on derivative liabilities | 15/18 | (11,561 | ) | — | (11,561 | ) | — | |||||||||||
| Share of loss in associates | 11 | 379 | 5,680 | 1,263 | 7,025 | |||||||||||||
| Dilution gain on investment in associate | 11 | — | — | — | (733 | ) | ||||||||||||
| Loss on disposal of plant and equipment | 32 | 8 | 179 | 38 | ||||||||||||||
| Other (income) expense | (2,870 | ) | 1,649 | (2,461 | ) | 2,178 | ||||||||||||
| Income from operations | 39,315 | 17,683 | 100,793 | 52,643 | ||||||||||||||
| Finance income | 7 | 2,250 | 1,561 | 5,864 | 4,797 | |||||||||||||
| Finance costs | 7 | (3,123 | ) | (51 | ) | (3,270 | ) | (165 | ) | |||||||||
| 38,442 | 19,193 | 103,387 | 57,275 | |||||||||||||||
| Income tax expense | 8 | 7,229 | 5,123 | 20,991 | 15,222 | |||||||||||||
| Net income | $ | 31,213 | $ | 14,070 | $ | 82,396 | $ | 42,053 | ||||||||||
| Attributable to: | ||||||||||||||||||
| Equity holders of the Company | $ | 26,130 | $ | 10,510 | $ | 65,775 | $ | 30,777 | ||||||||||
| Non-controlling interests | 20 | 5,083 | 3,560 | 16,621 | 11,276 | |||||||||||||
| $ | 31,213 | $ | 14,070 | $ | 82,396 | $ | 42,053 | |||||||||||
| Earnings per share attributable to the equity holders of the Company | ||||||||||||||||||
| Basic earnings per share | $ | 0.12 | $ | 0.06 | $ | 0.33 | $ | 0.17 | ||||||||||
| Diluted earnings per share | $ | 0.12 | $ | 0.06 | $ | 0.33 | $ | 0.17 | ||||||||||
| Weighted Average Number of Shares Outstanding - Basic | 217,475,279 | 176,905,791 | 199,608,181 | 176,892,354 | ||||||||||||||
| Weighted Average Number of Shares Outstanding - Diluted | 220,212,314 | 179,437,206 | 202,213,409 | 179,423,769 | ||||||||||||||
| Approved on behalf of the Board: | |||
| (Signed) Ken Robertson | (Signed) Rui Feng | ||
| Director | Director |
See accompanying notes to the condensed consolidated interim financial statements
1
SILVERCORP METALS INC.
| Condensed Consolidated Interim Statements of Comprehensive Income (loss) |
(Unaudited - Expressed in thousands of U.S. dollars)
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||||
| Notes | 2024 | 2023 | 2024 | 2023 | ||||||||||||||
| Net income | $ | 31,213 | $ | 14,070 | $ | 82,396 | $ | 42,053 | ||||||||||
| Other comprehensive income (loss), net of taxes: | ||||||||||||||||||
| Items that may subsequently be reclassified to net income or loss: | ||||||||||||||||||
| Currency translation adjustment | (17,688 | ) | 15,071 | (3,890 | ) | (9,315 | ) | |||||||||||
| Share of other comprehensive (loss) income in associates | 11 | (625 | ) | 239 | (601 | ) | 236 | |||||||||||
| Reclassification to net income upon ownership dilution of investment in associates | — | — | — | (34 | ) | |||||||||||||
| Items that will not subsequently be reclassified to net loss: | ||||||||||||||||||
| Change in fair value on equity investments designated as FVTOCI | 10 | (105 | ) | 113 | (244 | ) | 5 | |||||||||||
| Other comprehensive (loss) income, net of taxes | $ | (18,418 | ) | $ | 15,423 | $ | (4,735 | ) | $ | (9,108 | ) | |||||||
| Attributable to: | ||||||||||||||||||
| Equity holders of the Company | $ | (21,046 | ) | $ | 13,237 | $ | (4,347 | ) | $ | (6,834 | ) | |||||||
| Non-controlling interests | 20 | 2,628 | 2,186 | (388 | ) | (2,274 | ) | |||||||||||
| $ | (18,418 | ) | $ | 15,423 | $ | (4,735 | ) | $ | (9,108 | ) | ||||||||
| Total comprehensive income | $ | 12,795 | $ | 29,493 | $ | 77,661 | $ | 32,945 | ||||||||||
| Attributable to: | ||||||||||||||||||
| Equity holders of the Company | $ | 11,116 | $ | 23,747 | $ | 61,428 | $ | 23,943 | ||||||||||
| Non-controlling interests | 1,679 | 5,746 | 16,233 | 9,002 | ||||||||||||||
| $ | 12,795 | $ | 29,493 | $ | 77,661 | $ | 32,945 | |||||||||||
See accompanying notes to the condensed consolidated interim financial statements
2
SILVERCORP METALS INC.
| Condensed Consolidated Interim Statements of Financial Position |
(Unaudited - Expressed in thousands of U.S. dollars)
| As at | Notes | December 31, 2024 | March 31, 2024 | |||||||
| Current Assets | ||||||||||
| Cash and cash equivalents | 24 | $ | 344,655 | $ | 152,942 | |||||
| Short-term investments | 9 | 9,992 | 31,949 | |||||||
| Trade and other receivables | 1,073 | 2,202 | ||||||||
| Inventories | 21,848 | 7,395 | ||||||||
| Due from related parties | 21 | 1,094 | 590 | |||||||
| Income tax receivable | 35 | 71 | ||||||||
| Prepaids and deposits | 4,703 | 6,749 | ||||||||
| 383,400 | 201,898 | |||||||||
| Non-current Assets | ||||||||||
| Long-term prepaids and deposits | 2,549 | 1,634 | ||||||||
| Reclamation deposits | 4,314 | 4,409 | ||||||||
| Other investments | 10 | 11,527 | 46,254 | |||||||
| Investment in associates | 11 | 47,743 | 49,426 | |||||||
| Investment properties | 12 | 521 | 463 | |||||||
| Plant and equipment | 3, 13 | 94,564 | 79,898 | |||||||
| Mineral rights and properties | 3, 14 | 572,615 | 318,833 | |||||||
| Long-term receivables | 952 | — | ||||||||
| TOTAL ASSETS | $ | 1,118,185 | $ | 702,815 | ||||||
| Current Liabilities | ||||||||||
| Accounts payable and accrued liabilities | $ | 74,594 | $ | 41,797 | ||||||
| Current portion of lease obligation | 16 | 276 | 213 | |||||||
| Current portion of convertible notes | 15 | 703 | — | |||||||
| Deposits received | 6,234 | 4,223 | ||||||||
| Income tax payable | 1,382 | 921 | ||||||||
| 83,189 | 47,154 | |||||||||
| Non-current Liabilities | ||||||||||
| Long-term portion of lease obligation | 16 | 1,113 | 1,102 | |||||||
| Long-term portion of convertible notes | 15 | 106,575 | — | |||||||
| Derivative liabilities | 15, 18 | 30,196 | — | |||||||
| Deferred income tax liabilities | 57,289 | 51,108 | ||||||||
| Environmental rehabilitation | 17 | 5,781 | 6,442 | |||||||
| Total Liabilities | 284,143 | 105,806 | ||||||||
| Equity | ||||||||||
| Share capital | 410,569 | 258,400 | ||||||||
| Equity reserves | (16,153 | ) | (12,908 | ) | ||||||
| Retained earnings | 314,845 | 261,763 | ||||||||
| Total equity attributable to the equity holders of the Company | 709,261 | 507,255 | ||||||||
| Non-controlling interests | 4, 20 | 124,781 | 89,754 | |||||||
| Total Equity | 834,042 | 597,009 | ||||||||
| TOTAL LIABILITIES AND EQUITY | $ | 1,118,185 | $ | 702,815 | ||||||
See accompanying notes to the condensed consolidated interim financial statements
3
SILVERCORP METALS INC.
| Condensed Consolidated Interim Statements of Cash Flows |
(Unaudited - Expressed in thousands of U.S. dollars)
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||||
| Notes | 2024 | 2023 | 2024 | 2023 | ||||||||||||||
| Operating activities | ||||||||||||||||||
| Net income | $ | 31,213 | $ | 14,070 | $ | 82,396 | $ | 42,053 | ||||||||||
| Add (deduct) items not affecting cash: | ||||||||||||||||||
| Finance costs | 7 | 3,123 | 51 | 3,270 | 165 | |||||||||||||
| Income tax expense | 8 | 7,229 | 5,123 | 20,991 | 15,222 | |||||||||||||
| Depreciation, amortization and depletion | 9,071 | 7,819 | 24,132 | 22,834 | ||||||||||||||
| Gain on investments | 10 | (1,472 | ) | (6,204 | ) | (7,528 | ) | (6,687 | ) | |||||||||
| Gain on derivative liabilities | (11,561 | ) | — | (11,561 | ) | — | ||||||||||||
| Share of loss in associates | 11 | 379 | 5,680 | 1,263 | 7,025 | |||||||||||||
| Dilution gain on investment in associate | — | — | — | (733 | ) | |||||||||||||
| Loss on disposal of plant and equipment | 32 | 8 | 179 | 38 | ||||||||||||||
| Share-based compensation | 18 | 662 | 765 | 3,045 | 3,502 | |||||||||||||
| Reclamation expenditures | 17 | (235 | ) | (272 | ) | (710 | ) | (533 | ) | |||||||||
| Income taxes paid | (3,618 | ) | (3,293 | ) | (13,522 | ) | (9,610 | ) | ||||||||||
| Interest paid | 7 | (32 | ) | (5 | ) | (91 | ) | (18 | ) | |||||||||
| Changes in non-cash operating working capital | 24 | 10,056 | (135 | ) | 6,066 | 8,074 | ||||||||||||
| Net cash provided by operating activities | 44,847 | 23,607 | 107,930 | 81,332 | ||||||||||||||
| Investing activities | ||||||||||||||||||
| Payment on plant and equipment acquisition | (7,223 | ) | (2,157 | ) | (16,595 | ) | (8,714 | ) | ||||||||||
| Proceeds from disposal of plant and equipment | 4 | 377 | 44 | 849 | ||||||||||||||
| Payment on mineral rights and properties acquisition | 3, 24 | (1,240 | ) | — | (6,193 | ) | — | |||||||||||
| Payment on mineral exploration and development expenditures | (17,102 | ) | (14,622 | ) | (46,681 | ) | (38,593 | ) | ||||||||||
| Payment on reclamation deposits | (22 | ) | (336 | ) | (61 | ) | (365 | ) | ||||||||||
| Refunds from reclamation deposits | 66 | 2,929 | 110 | 2,962 | ||||||||||||||
| Payment on other investments acquisition | 10 | (56 | ) | (1,246 | ) | (19,840 | ) | (23,305 | ) | |||||||||
| Proceeds from disposal of other investments | 10 | 1,780 | 263 | 35,982 | 1,103 | |||||||||||||
| Payment on investment in associates | 11 | — | — | (4 | ) | (4,982 | ) | |||||||||||
| Payment on short-term investment acquisition | (9,411 | ) | (32,000 | ) | (104,498 | ) | (61,464 | ) | ||||||||||
| Proceeds on short-term investment redemption | 27,805 | 47,566 | 126,472 | 61,103 | ||||||||||||||
| Net cash (used in) provided by investing activities | (5,399 | ) | 774 | (31,264 | ) | (71,406 | ) | |||||||||||
| Financing activities | ||||||||||||||||||
| Net proceeds from issuance of convertible notes | 14 | 143,324 | — | 143,324 | — | |||||||||||||
| Repayment of long-term deposits | 3 | (13,250 | ) | — | (13,250 | ) | — | |||||||||||
| Lease payment | 15 | (127 | ) | (66 | ) | (212 | ) | (195 | ) | |||||||||
| Cash dividends distributed | 18 | (2,727 | ) | (2,214 | ) | (4,948 | ) | (4,428 | ) | |||||||||
| Non-controlling interests distribution | 4, 20 | — | (50 | ) | (11,049 | ) | (7,298 | ) | ||||||||||
| Related parties payments made | 21 | — | — | (500 | ) | — | ||||||||||||
| Proceeds from issuance of common shares | 1,466 | — | 2,712 | — | ||||||||||||||
| Common shares repurchased as part of normal course issuer bid | (963 | ) | (274 | ) | (963 | ) | (846 | ) | ||||||||||
| Net cash provided by (used in) financing activities | 127,723 | (2,604 | ) | 115,114 | (12,767 | ) | ||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | (2,842 | ) | 2,405 | (68 | ) | 429 | ||||||||||||
| Increase in cash and cash equivalents | 164,330 | 24,182 | 191,713 | (2,412 | ) | |||||||||||||
| Cash and cash equivalents, beginning of the period | 180,325 | 119,098 | 152,942 | 145,692 | ||||||||||||||
| Cash and cash equivalents, end of the period | $ | 344,655 | $ | 143,280 | $ | 344,655 | $ | 143,280 | ||||||||||
| Supplementary cash flow information | 24 | |||||||||||||||||
See accompanying notes to the condensed consolidated interim financial statements
4
SILVERCORP METALS INC.
| Condensed Consolidated Interim Statements of Changes in Equity |
(Unaudited - Expressed in thousands of U.S. dollars, except numbers for share figures)
| Share capital | Equity reserves | |||||||||||||||||||||||||||||||||||||
| Notes | Number of shares | Amount | Share option reserve | Reserves | Accumulated other comprehensive loss | Retained earnings | Total equity attributable to the equity holders | Non-controlling interests | Total equity | |||||||||||||||||||||||||||||
| Balance, April 1, 2023 | 176,771,265 | $ | 255,684 | $ | 20,893 | $ | 25,834 | $ | (43,243 | ) | $ | 229,885 | $ | 489,053 | $ | 90,778 | $ | 579,831 | ||||||||||||||||||||
| Restricted share units vested | 580,923 | 2,372 | (2,372 | ) | — | — | — | — | — | — | ||||||||||||||||||||||||||||
| Share-based compensation | — | — | 3,502 | — | — | — | 3,502 | — | 3,502 | |||||||||||||||||||||||||||||
| Dividends declared | — | — | — | — | — | (4,428 | ) | (4,428 | ) | — | (4,428 | ) | ||||||||||||||||||||||||||
| Distribution to non-controlling interests | — | — | — | — | — | — | — | (7,298 | ) | (7,298 | ) | |||||||||||||||||||||||||||
| Shares buy-back as per normal course issuer bid | (315,824 | ) | (846 | ) | — | — | — | — | (846 | ) | — | (846 | ) | |||||||||||||||||||||||||
| Comprehensive income (loss) | — | — | — | — | (6,834 | ) | 30,777 | 23,943 | 9,002 | 32,945 | ||||||||||||||||||||||||||||
| Balance, December 31, 2023 | 177,036,364 | $ | 257,210 | $ | 22,023 | $ | 25,834 | $ | (50,077 | ) | $ | 256,234 | $ | 511,224 | $ | 92,482 | $ | 603,706 | ||||||||||||||||||||
| Restricted share units vested | 347,832 | 1,364 | (1,364 | ) | — | — | — | — | — | — | ||||||||||||||||||||||||||||
| Share-based compensation | — | — | 644 | — | — | — | 644 | — | 644 | |||||||||||||||||||||||||||||
| Shares buy-back as per normal course issuer bid | (72,500 | ) | (174 | ) | — | — | — | — | (174 | ) | — | (174 | ) | |||||||||||||||||||||||||
| Distribution to non-controlling interests | — | — | — | — | — | — | — | (3,790 | ) | (3,790 | ) | |||||||||||||||||||||||||||
| Comprehensive income | — | — | — | — | (9,968 | ) | 5,529 | (4,439 | ) | 1,062 | (3,377 | ) | ||||||||||||||||||||||||||
| Balance, March 31, 2024 | 177,311,696 | $ | 258,400 | $ | 21,303 | $ | 25,834 | $ | (60,045 | ) | $ | 261,763 | $ | 507,255 | $ | 89,754 | $ | 597,009 | ||||||||||||||||||||
| Options exercised | 18 | 917,555 | 4,308 | (1,734 | ) | — | — | — | 2,574 | — | 2,574 | |||||||||||||||||||||||||||
| Warrants exercised | 18 | 29,607 | 196 | — | — | — | — | 196 | — | 196 | ||||||||||||||||||||||||||||
| Warrants reclassified as derivative liabilities | 15 | — | — | (2,098 | ) | — | — | (710 | ) | (2,808 | ) | — | (2,808 | ) | ||||||||||||||||||||||||
| Restricted share units vested | 18 | 638,793 | 2,612 | (2,612 | ) | — | — | — | — | — | — | |||||||||||||||||||||||||||
| Securities issued upon acquisition of Adventus | 3 | 38,818,841 | 146,016 | 4,501 | — | — | — | 150,517 | 22,808 | 173,325 | ||||||||||||||||||||||||||||
| Share-based compensation | 18 | — | — | 3,045 | — | — | — | 3,045 | — | 3,045 | ||||||||||||||||||||||||||||
| Dividends declared | 18 | — | — | — | — | — | (4,948 | ) | (4,948 | ) | — | (4,948 | ) | |||||||||||||||||||||||||
| Shares buy-back as per normal course issuer bid | (300,000 | ) | (963 | ) | — | — | — | — | (963 | ) | — | (963 | ) | |||||||||||||||||||||||||
| Adjustment to non-controlling interests | 20 | — | — | — | — | — | (7,035 | ) | (7,035 | ) | 7,035 | — | ||||||||||||||||||||||||||
| Distribution to non-controlling interests | 20 | — | — | — | — | — | — | — | (11,049 | ) | (11,049 | ) | ||||||||||||||||||||||||||
| Comprehensive income | — | — | — | — | (4,347 | ) | 65,775 | 61,428 | 16,233 | 77,661 | ||||||||||||||||||||||||||||
| Balance, December 31, 2024 | 217,416,492 | $ | 410,569 | $ | 22,405 | $ | 25,834 | $ | (64,392 | ) | $ | 314,845 | $ | 709,261 | $ | 124,781 | $ | 834,042 | ||||||||||||||||||||
See accompanying notes to the condensed consolidated interim financial statements
5
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 1. | CORPORATE INFORMATION |
Silvercorp Metals Inc., along with its subsidiary companies (collectively the “Company”), is engaged in the acquisition, exploration, development, and mining of mineral properties. The Company’s producing mines are located in China, and current exploration and development projects are located in China and Ecuador.
On July 31, 2024, the Company acquired a 75% interest in the El Domo project, a permitted, pre-construction stage copper-gold project (the “El Domo Project”), and a 98.7% interest in the Condor project, a development stage gold project (the “Condor Project”), through the acquisition of Adventus Mining Corporation (“Adventus”), a Canadian company focused on the exploration and development of its mineral properties in Ecuador. The acquisition is expected to contribute to the Company’s diversification of its mining assets and enhance its geographical market presence in Latin America (note 3).
The Company is a publicly listed company incorporated in the Province of British Columbia, Canada, with limited liability under the legislation of the Province of British Columbia. The Company’s shares are traded on the Toronto Stock Exchange and NYSE American.
The head office, registered address and records office of the Company are located at 1066 West Hastings Street, Suite 1750, Vancouver, British Columbia, Canada, V6E 3X1.
| 2. | MATERIAL ACCOUNTING POLICIES |
(a) Statement of Compliance
These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34 – Interim Financial Reporting (“IAS 34”) of the IFRS® Accounting Standards as issued by the International Accounting Standards Board (“IASB”) and have been condensed with certain disclosures from the Company’s audited consolidated financial statements for the year ended March 31, 2024. Accordingly, these unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended March 31, 2024. These unaudited condensed consolidated interim financial statements follow the same accounting policies set out in note 2 to the audited consolidated financial statements for the year ended March 31, 2024 with the exception of the adoption of certain amendments noted in note 2(b) and a change of functional currency of certain entities of the Company noted in note 2(h) below.
These unaudited condensed consolidated interim financial statements were authorized for issue in accordance with a resolution of the Board of Directors dated February 10, 2025.
(b) Adoption of New Accounting Standards, Interpretation or Amendments
The Company adopted the following new standards or amendments to IFRS Accounting Standards as at April 1, 2024. Their adoption has not had any material impact on the disclosures or the amounts reported in these unaudited condensed consolidated interim financial statements.
Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)
The amendments to IAS 1 clarify the presentation of liabilities. The classification of liabilities as current or non-current is based on contractual rights that are in existence at the end of the reporting period and is affected by expectations about whether an entity will exercise its right to defer settlement. A liability not due over the next twelve months is classified as
6
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
non-current even if management intends or expects to settle the liability within twelve months. The amendment also introduces a definition of ’settlement’ to make clear that settlement refers to the transfer of cash, equity instruments, other assets, or services to the counterparty. The amendment issued in October 2022 also clarifies how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability. Covenants to be complied with after the reporting date do not affect the classification of debt as current or non-current at the reporting date. The amendments were applied effective April 1, 2024 and did not have a material impact on the Company’s unaudited condensed consolidated interim financial statements.
Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
The amendments require a seller-lessee to subsequently measure lease liabilities arising from a leaseback in a way that it does not recognize any amount of the gain or loss that relates to the right of use it retains. The new requirements do not prevent a seller-lessee from recognizing in profit or loss any gain or loss relating to the partial or full termination of a lease. A seller-lessee applies the amendments retrospectively in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors to sale and leaseback transactions entered into after the date of initial application. The amendments were applied effective April 1, 2024 and did not have a material impact on the Company’s unaudited condensed consolidated interim financial statements.
Supplier Financing Arrangements (Amendments to IAS 7 and IFRS 7)
The amendments require disclosure requirements regarding the effects of supplier finance arrangement on their liabilities, cash flows and exposure to liquidity risk. Entities are required to disclose the followings:
| ● | The terms and conditions; |
| ● | The amount of the liabilities that are part of the arrangements, breaking out the amounts for which the suppliers have already received payment from the finance providers, and stating where the liabilities are reflected in the balance sheet; |
| ● | Ranges of payment due dates; and |
| ● | Liquidity risk information. |
The amendments were applied effective April 1, 2024 and did not have a material impact on the Company’s unaudited condensed consolidated interim financial statements.
(c) New Accounting Standards Issued but not effective
Certain new accounting standards and interpretations have been issued that are not mandatory for the current period and have not been early adopted.
Presentation and Disclosure in Financial Statements (IFRS 18 replaces IAS 1)
In April 2024, the IASB released IFRS 18 Presentation and Disclosure in Financial Statements. IFRS 18 replaces IAS 1 Presentation of Financial Statements while carrying forward many of the requirements in IAS 1. IFRS 18 introduces new requirements to: i) present specified categories and defined subtotals in the statement of earnings, ii) provide disclosures on management-defined performance measures (“MPMs”) in the notes to the financial statements, iii) improve aggregation
7
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
and disaggregation. Some of the requirements in IAS 1 are moved to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and IFRS 7 Financial Instruments: Disclosures. The IASB also made minor amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share in connection with the new standard. IFRS 18 requires retrospective application with specific transition provisions.
The amendments are effective for annual reporting periods beginning on or after January 1, 2027, with early adoption permitted. The Company is currently evaluating the impact of IFRS 18 on its financial statements.
Lack of Exchangeability (Amendments to IAS 21)
The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025. The Company is currently evaluating the impact of this amendment.
Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)
The amendments contain guidance to derecognition of a financial liability settled through electronic transfer, as well as classification of financial assets for:
| ● | Contractual terms that are consistent with a basic lending arrangement; |
| ● | Assets with non-recourse features; |
| ● | Contractually linked instruments. |
Also, additional disclosures relating to investments in equity instruments designated at fair value through other comprehensive income (“FVOCI”) and added disclosure requirements for financial instruments with contingent features. The amendments are effective for annual reporting periods beginning on or after January 1, 2026. The Company is currently evaluating the impact of these amendments.
(d) Basis of Consolidation
These unaudited condensed consolidated interim financial statements include the accounts of the Company and its wholly or partially owned subsidiaries.
Subsidiaries are consolidated from the date on which the Company obtains control up to the date of the disposition of control. Control is achieved when the Company has power over the subsidiary, is exposed or has rights to variable returns from its involvement with the subsidiary and has the ability to use its power to affect its returns. These unaudited condensed consolidated interim financial statements include the financial results of Adventus after its acquisition on July 31, 2024.
For non-wholly owned subsidiaries over which the Company has control, the net assets attributable to outside equity shareholders are presented as “non-controlling interests” in the equity section of the consolidated balance sheets. Net income for the period that is attributable to the non-controlling interests is calculated based on the ownership of the non-controlling interest shareholders in the subsidiary. Adjustments to recognize the non-controlling interests’ share of changes to the subsidiary’s equity are made even if this results in the non-controlling interests having a deficit balance. Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control are recorded as equity transactions. The carrying amount of non-controlling interests is adjusted to reflect the change in the non-controlling interests’ relative
8
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
interests in the subsidiary and the difference between the adjustment to the carrying amount of non-controlling interest and the Company’s share of proceeds received and/or consideration paid is recognized directly in equity and attributed to equity holders of the Company.
Balances, transactions, revenues and expenses between the Company and its subsidiaries are eliminated on consolidation.
Table below summarizes the Company’s material subsidiaries which are consolidated as follows:
|
Name of subsidiaries |
Principal activity | Place of incorporation |
Ownership interest | Mineral properties |
| Silvercorp Metals (China) Inc. | Corporate | China | 100% | |
| Adventus Mining Corporation(ii) | Holding | Canada | 100% | |
| Luminex Resources Corp.(ii) | Holding | Canada | 100% | |
| Salazar Holdings Limited(ii) | Holding | Canada | 75% | |
| Fortune Mining Limited | Holding | BVI (i) | 100% | |
| Victor Resources Ltd. | Holding | BVI | 100% | |
| Victor Mining Ltd. | Holding | BVI | 100% | |
| Yangtze Mining (H.K.) Ltd. | Holding | Hong Kong | 100% | |
| Wonder Success Limited | Holding | Hong Kong | 100% | |
| Henan Huawei Mining Co. Ltd. (“Henan Huawei”) | Mining | China | 80% | Ying Mining District |
| Henan Found Mining Co. Ltd. (“Henan Found”) | Mining | China | 77.5% | |
| Xinshao Yunxiang Mining Co., Ltd. (“Yunxiang”) | Care and maintenance | China | 70% | BYP |
| Guangdong Found Mining Co. Ltd. (“Guangdong Found”) | Mining | China | 99% | GC |
| Shanxi Xinbaoyuan Mining Co., Ltd. (“Xinbaoyuan”) | Development and exploration | China | 77.5% | Kuanping |
| Curimining S.A(ii) | Development | Ecuador | 75% | El Domo |
| Condormine S.A(ii) | Exploration | Ecuador | 98.7% | Condor |
(i) British Virgin Islands (“BVI”)
(ii) Entities added as part of the Adventus acquisition set out in note 3
(e) Business combinations or asset acquisition
It follows the same policies set out in note 2 to the audited consolidated financial statements for the year ended March 31, 2024.
Previously held interest
In a step acquisition to acquire control of another company that is not accounted for as a business combination, previously held equity interest in an acquiree is remeasured to fair value at the acquisition date, and a gain or loss is recognized in profit or loss, or other comprehensive income, as appropriate (depending on whether the previously held equity interest was measured at fair value through profit or loss or fair value through other comprehensive income).
(f) Critical Accounting Judgments and Estimates
These unaudited condensed consolidated interim financial statements follow the same significant accounting judgments and estimates set out in note 2 to the audited consolidated financial statements for the year ended March 31, 2024.
In addition to the judgments and estimates set out in note 2 to the audited consolidated financial statements for the year ended March 31, 2024, the Company has made critical judgments in the following areas.
9
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
Estimates were used in determining the fair value of the derivative on the convertible notes including subjective assumptions on expected price volatility, credit spread and borrowing costs. Changes in these assumptions can materially affect the fair value estimate. The underlying assumptions used in the measurement of the derivative on convertible notes are disclosed in Note 15. The Company used judgement in concluding that the convertible notes are hybrid financial instruments as a result of the embedded derivative liability that is the equity conversion with issuer settlement options.
Assessing whether transactions undertaken during the reporting period represent business combinations or asset acquisitions in applying IFRS 3 Business Combinations. This distinction affects how assets and liabilities acquired are accounted for and the resulting financial statement impact.
For each acquisition, the Company evaluated whether the transaction met the definition of a business under IFRS 3. This involved assessing if the acquisition included (i) an integrated set of activities and assets, (ii) inputs, and (iii) processes that have the capability to create outputs. Where an acquired set of activities and assets did not meet the criteria of a business, the transaction was classified as an asset acquisition, and consideration paid was allocated to the identifiable net assets on a relative fair value basis.
The following key factors were considered:
| ● | Inputs and processes acquired: Whether the acquired assets included organized workflows, management processes, or a workforce capable of managing and producing outputs. |
| ● | Control over critical processes: An assessment of whether the Group obtained control over processes that are critical to generating outputs. |
| ● | Synergies and strategic benefits: The extent to which the transaction provided synergies or additional strategic capabilities. |
The application of this judgment has a material effect on the financial statements as it influences whether goodwill, deferred taxes are recognized and the accounting treatment for transaction costs.
(g) Foreign Currency Translation
The functional currency for each subsidiary of the Company is the currency of the primary economic environment in which the entity operates. The functional currency of all Chinese subsidiaries is the Chinese Yuan (“RMB”). The functional currency of New Infini, Adventus and their subsidiaries is U.S. dollars (“USD”). Effective October 1, 2024, the functional currency of the corporate office and all intermediate holding companies, incorporated in Canada and BVI, has changed from the Canadian dollars (“CAD”) to the U.S. dollars. (“USD”). This change reflects the fact that corporate office’s primary economic environment has shifted due to the acquisition of the El Domo project and Condor project in Ecuador, their future development and investment plan, and the issuance of convertible notes, all of which are predominately denominated in US dollars. The change in functional currency is accounted for prospectively in accordance with IAS 21, The Effects of Changes in Foreign Exchanges Rates. As the Company’s reporting currency is the US dollars and the change has no impact on the Company’s financial position as at October 1, 2024, other than the remeasurement difference resulting from the reclassification of the share purchase warrants from equity to derivative liabilities, which is charged to retained earnings. Comparative financial information has not been restated.
10
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
Foreign currency monetary assets and liabilities are translated into the functional currency using exchange rates prevailing at the reporting date. Foreign currency non-monetary assets are translated using exchange rates prevailing at the transaction date. Foreign exchange gains and losses are included in the determination of net income.
The consolidated financial statements are presented in USD. The financial position and results of the Company’s entities are translated from functional currencies to USD as follows:
| ● | Assets and liabilities are translated using exchange rates prevailing at the reporting date; |
| ● | Income and expenses are translated using average exchange rates prevailing during the period; and |
| ● | All resulting exchange gains and losses are included in other comprehensive income |
The Company treats inter-company loan balances, which are not intended to be settled in the foreseeable future, as part of its net investment. When a foreign entity is sold, the historical exchange differences plus the foreign exchange impact that arises on the transaction are recognized in the consolidated statements of income as part of the gain or loss on sale.
(h) Convertible Notes
Convertible notes are loans with an equity conversion feature that gives the holder an option to convert the loan into shares of the borrower. Convertible notes are first assessed whether they are compound financial instruments with the host contract being a financial liability and the conversion feature being equity, as required by IAS 32. Under IAS 32, the convertible instrument is assessed by analyzing the two components: the liability host contract and the conversion feature which may be classified as equity or liability. The conversion feature is classified as equity if the Company can satisfy the conversion by exchanging a fixed amount of the Company’s shares for a fixed amount of cash. Otherwise, it will be classified as a derivative liability.
| 3. | ACQUISITION OF ADVENTUS MINING CORPORATION |
On July 31, 2024, the Company completed the acquisition of Adventus through the purchase of all issued and outstanding common shares of Adventus, not already owned by Silvercorp, by issuing a total of 38,818,841 Silvercorp shares to the original shareholders of Adventus. The Company also issued a total of 1,766,721 Silvercorp stock options to replace Adventus’ outstanding options, and 2,787,020 Silvercorp warrants to replace Adventus’ outstanding warrants. All Adventus restricted share units outstanding immediately before closing were settled in cash, funded by the Company through Adventus.
Adventus is a Canadian company focused on the exploration and development of copper-gold mineral projects, mainly the El Domo Project and the Condor Project, in Ecuador. Adventus owns 75% interest in the El Domo Project and 98.7% interest in the Condor Project.
The acquisition has been accounted for as an asset acquisition as it was determined that the mineral projects did not constitute a business as defined by IFRS 3 - Business Combination. The consideration paid along with the transaction costs incurred in connection with the acquisition of Adventus, were determined in accordance with IFRS 2 - Share-based Payment, and were allocated to the assets acquired and liabilities assumed based on their relative fair values.
11
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
Table below summarizes the total acquisitions incurred and their allocation to the assets acquired and liabilities assumed.
| Consideration Paid | ||||
| 38,818,841 common shares of Silvercorp issued | $ | 146,016 | ||
| 1,766,721 stock options of Silvercorp issued | 2,403 | |||
| 2,787,020 warrants of Silvercorp issued | 2,098 | |||
| Previously held interest in Adventus | 25,748 | |||
| Funds advanced to Adventus before closing | 1,239 | |||
| $ | 177,504 | |||
| Transaction costs | 3,838 | |||
| Total acquisition costs to be allocated | $ | 181,342 | ||
| Fair value of assets acquired and liabilities assumed | ||||
| Cash and cash equivalent | $ | 3,483 | ||
| Other receivable | 710 | |||
| Prepaid and deposits | 324 | |||
| Other investment | 21 | |||
| Property, plant and equipment | 523 | |||
| Mineral rights and properties | 225,958 | |||
| Other assets | 645 | |||
| Accounts payable and accrued liabilities | (14,248 | ) | ||
| Lease obligation | (16 | ) | ||
| Deposit received | (13,250 | ) | ||
| Non-controlling interests | (22,808 | ) | ||
| Net assets acquired | $ | 181,342 | ||
In order to develop the El Domo Project, Adventus entered into a precious metals purchase agreement (“PMPA”) with Wheaton Precious Metals International Ltd. (“Wheaton”). The PMPA provides Adventus with access to an upfront cash consideration of $175.5 million and a $5.0 million equity commitment. Of this, $13.0 million was made available as an early deposit (the “Early Deposit”) for pre-construction activities, and $0.5 million for local community development initiatives (the “ESG Deposit”) prior to production. The remainder will be available in four installments during construction, subject to certain customary conditions precedent being satisfied.
Under the PMPA, Wheaton will purchase 50% of the payable gold production until 145,000 ounces have been delivered, thereafter dropping to 33% for the life of mine; and 75% of the payable silver production until 4,600,000 ounces have been delivered, thereafter dropping to 50% for the life of mine.
Wheaton will make ongoing payments for the gold and silver ounces delivered equal to 18% of the spot prices (“Production Payment”) until the value of gold and silver delivered less the Production Payment is equal to the upfront consideration of $175.5 million, at which point the Production Payment will increase to 22% of the spot prices.
As at July 31, 2024, Wheaton advanced Adventus a total of $13.25 million, being the $13.0 million as Early Deposit and $0.25 million as ESG Deposit to support the training programs for members of the communities. Pursuant to the terms of the PMPA, Adventus was required to deliver approximately 92.3 ounces to Wheaton monthly until the development of the El Domo Project reaches certain milestones or the deposits will be repaid. The estimated liabilities of this gold delivery were
12
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
$2.5 million, which are derivative liabilities and have been included in the accounts payable and accrued liabilities on the unaudited condensed consolidated interim statements of financial position.
In November 2024, the Company repaid $13.25 million to Wheaton. As a result of the repayment, the liability of $1.8 million accrued for the gold delivery was derecognized and a gain of $1.8 million was recorded as other income in the unaudited condensed consolidated interim statements of income.
| 4. | SEGMENTED INFORMATION |
All of the Company’s operations are within the mining and metals industry. The Company reviews its segment reporting to ensure it reflects the operational structure of the Company after the Adventus acquisition and enables the Company’s chief operating decision maker to review operating segment performance.
An operating segment is defined as a component of the Company that:
| ● | Engages in business activities from which it may earn revenues or incur expenses; |
| ● | Whose operating results are reviewed regularly by the entity’s chief operating decision maker; and |
| ● | For which discrete financial information is available. |
The Company has determined that each producing mine and significant development property represents an operating segment. The Company has organized its reportable and operating segments by significant revenue streams and geographic regions.
As of December 31, 2024, the Company’s significant operating segments include its two producing properties in China, two development and exploration projects in Ecuador. “Other” consists primarily of the Company’s corporate assets, other development and exploration properties, and corporate expenses which are not allocated to operating segments.
(a) Segmented information for operating results is as follows:
Three months ended December 31, 2024 | ||||||||||||||||||||||||
| China | Ecuador | |||||||||||||||||||||||
| Ying Mining District | GC Mine | El Domo | Condor | Other | Total | |||||||||||||||||||
| Revenue | $ | 72,362 | $ | 11,252 | $ | — | $ | — | $ | — | $ | 83,614 | ||||||||||||
| Costs of mine operations | (46,938 | ) | (6,834 | ) | (277 | ) | (125 | ) | (210 | ) | (54,384 | ) | ||||||||||||
| Income (loss) from mine operations | 25,424 | 4,418 | (277 | ) | (125 | ) | (210 | ) | 29,230 | |||||||||||||||
| Operating income | 353 | 43 | 942 | 11 | 8,736 | 10,085 | ||||||||||||||||||
| Finance items, net | 369 | 91 | (5 | ) | — | (1,328 | ) | (873 | ) | |||||||||||||||
| Income tax expenses | (4,578 | ) | (689 | ) | — | — | (1,962 | ) | (7,229 | ) | ||||||||||||||
| Net income (loss) | $ | 21,568 | $ | 3,863 | $ | 660 | $ | (114 | ) | $ | 5,236 | $ | 31,213 | |||||||||||
| Attributable to: | ||||||||||||||||||||||||
| Equity holders of the Company | 16,847 | 3,824 | 492 | (113 | ) | 5,080 | 26,130 | |||||||||||||||||
| Non-controlling interest | 4,721 | 39 | 168 | (1 | ) | 156 | 5,083 | |||||||||||||||||
| Net income (loss) | $ | 21,568 | $ | 3,863 | $ | 660 | $ | (114 | ) | $ | 5,236 | $ | 31,213 | |||||||||||
13
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| Three months ended December 31, 2023 | ||||||||||||||||||||||||
| China | Ecuador | |||||||||||||||||||||||
| Ying Mining District | GC Mine | El Domo | Condor | Other | Total | |||||||||||||||||||
| Revenue | $ | 49,427 | $ | 9,081 | $ | — | $ | — | $ | — | $ | 58,508 | ||||||||||||
| Costs of mine operations | (27,941 | ) | (7,169 | ) | — | — | (91 | ) | (35,201 | ) | ||||||||||||||
| Income (loss) from mine operations | 21,486 | 1,912 | — | — | (91 | ) | 23,307 | |||||||||||||||||
| Operating income (expenses) | (1,778 | ) | 101 | — | — | (3,947 | ) | (5,624 | ) | |||||||||||||||
| Finance items, net | 600 | 100 | — | — | 810 | 1,510 | ||||||||||||||||||
| Income tax expense | (3,603 | ) | (435 | ) | — | — | (1,085 | ) | (5,123 | ) | ||||||||||||||
| Net income (loss) | $ | 16,705 | $ | 1,678 | $ | — | $ | — | $ | (4,313 | ) | $ | 14,070 | |||||||||||
| Attributable to: | ||||||||||||||||||||||||
| Equity holders of the Company | 13,133 | 1,662 | — | — | (4,285 | ) | 10,510 | |||||||||||||||||
| Non-controlling interest | 3,572 | 16 | — | — | (28 | ) | 3,560 | |||||||||||||||||
| Net income (loss) | $ | 16,705 | $ | 1,678 | $ | — | $ | — | $ | (4,313 | ) | $ | 14,070 | |||||||||||
| Nine months ended December 31, 2024 | ||||||||||||||||||||||||
| China | Ecuador | |||||||||||||||||||||||
| Ying Mining District | GC Mine | El Domo | Condor | Other | Total | |||||||||||||||||||
| Revenue | $ | 193,849 | $ | 29,933 | $ | — | $ | — | $ | — | $ | 223,782 | ||||||||||||
| Costs of mine operations | (105,710 | ) | (19,516 | ) | (282 | ) | (187 | ) | (682 | ) | (126,377 | ) | ||||||||||||
| Income (loss) from mine operations | 88,139 | 10,417 | (282 | ) | (187 | ) | (682 | ) | 97,405 | |||||||||||||||
| Operating income (expenses) | (1,596 | ) | 24 | 995 | (6 | ) | 3,971 | 3,388 | ||||||||||||||||
| Finance items, net | 1,311 | 222 | (5 | ) | — | 1,066 | 2,594 | |||||||||||||||||
| Income tax expenses | (14,246 | ) | (1,589 | ) | — | — | (5,156 | ) | (20,991 | ) | ||||||||||||||
| Net income (loss) | $ | 73,608 | $ | 9,074 | $ | 708 | $ | (193 | ) | $ | (801 | ) | $ | 82,396 | ||||||||||
| Attributable to: | ||||||||||||||||||||||||
| Equity holders of the Company | 57,346 | 8,983 | 531 | (191 | ) | (894 | ) | 65,775 | ||||||||||||||||
| Non-controlling interest | 16,262 | 91 | 177 | (2 | ) | 93 | 16,621 | |||||||||||||||||
| Net income (loss) | $ | 73,608 | $ | 9,074 | $ | 708 | $ | (193 | ) | $ | (801 | ) | $ | 82,396 | ||||||||||
14
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| Nine months ended December 31, 2023 | ||||||||||||||||||||||||
| China | Ecuador | |||||||||||||||||||||||
| Ying Mining District | GC Mine | El Domo | Condor | Other | Total | |||||||||||||||||||
| Revenue | $ | 149,842 | $ | 22,664 | $ | — | $ | — | $ | — | $ | 172,506 | ||||||||||||
| Costs of mine operations | (84,825 | ) | (19,828 | ) | — | — | (302 | ) | (104,955 | ) | ||||||||||||||
| Income (loss) from mine operations | 65,017 | 2,836 | — | — | (302 | ) | 67,551 | |||||||||||||||||
| Operating income (expenses) | (2,485 | ) | 215 | — | — | (12,638 | ) | (14,908 | ) | |||||||||||||||
| Finance items, net | 1,764 | 360 | — | — | 2,508 | 4,632 | ||||||||||||||||||
| Income tax expenses | (11,376 | ) | (264 | ) | — | — | (3,582 | ) | (15,222 | ) | ||||||||||||||
| Net income (loss) | $ | 52,920 | $ | 3,147 | $ | — | $ | — | $ | (14,014 | ) | $ | 42,053 | |||||||||||
| Attributable to: | ||||||||||||||||||||||||
| Equity holders of the Company | 41,531 | 3,117 | — | — | (13,871 | ) | 30,777 | |||||||||||||||||
| Non-controlling interest | 11,389 | 30 | — | — | (143 | ) | 11,276 | |||||||||||||||||
| Net income (loss) | $ | 52,920 | $ | 3,147 | $ | — | $ | — | $ | (14,014 | ) | $ | 42,053 | |||||||||||
(b) Segmented information for assets and liabilities is as follows:
| China | Ecuador | |||||||||||||||||||||||
| As at December 31, 2024 | Ying Mining District | GC Mine | El Domo | Condor | Other | Total | ||||||||||||||||||
| Current assets | $ | 120,463 | $ | 17,439 | $ | 9,367 | $ | 180 | $ | 235,951 | $ | 383,400 | ||||||||||||
| Long-term prepaids and deposits | 2,206 | 251 | — | — | 92 | 2,549 | ||||||||||||||||||
| Reclamation deposits | 1,266 | 3,041 | — | — | 7 | 4,314 | ||||||||||||||||||
| Other investments | — | — | — | — | 11,527 | 11,527 | ||||||||||||||||||
| Investment in associates | — | — | — | — | 47,743 | 47,743 | ||||||||||||||||||
| Investment properties | 521 | — | — | — | — | 521 | ||||||||||||||||||
| Plant and equipment | 76,856 | 12,685 | 489 | 137 | 4,397 | 94,564 | ||||||||||||||||||
| Mineral rights and properties | 284,147 | 37,568 | 205,348 | 25,787 | 19,765 | 572,615 | ||||||||||||||||||
| Long-term receivables | — | — | 952 | — | — | 952 | ||||||||||||||||||
| Total Assets | $ | 485,459 | $ | 70,984 | $ | 216,156 | $ | 26,104 | $ | 319,482 | $ | 1,118,185 | ||||||||||||
| Current liabilities | 66,041 | 6,454 | 2,504 | 148 | 8,042 | 83,189 | ||||||||||||||||||
| Long-term portion of lease obligation | — | — | 207 | — | 906 | 1,113 | ||||||||||||||||||
| Long-term portion of convertible notes | — | — | — | — | 106,575 | 106,575 | ||||||||||||||||||
| Derivative liabilities | — | — | — | — | 30,196 | 30,196 | ||||||||||||||||||
| Deferred income tax liabilities | 52,298 | 1,562 | — | — | 3,429 | 57,289 | ||||||||||||||||||
| Environmental rehabilitation | 3,377 | 1,442 | — | — | 962 | 5,781 | ||||||||||||||||||
| Total liabilities | $ | 121,716 | $ | 9,458 | $ | 2,711 | $ | 148 | $ | 150,110 | $ | 284,143 | ||||||||||||
| Non-controlling interests | $ | 93,028 | $ | (177 | ) | $ | 30,416 | $ | (396 | ) | $ | 1,910 | $ | 124,781 | ||||||||||
15
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| China | Ecuador | |||||||||||||||||||||||
| As at March 31, 2024 | Ying Mining District | GC Mine | El Domo | Condor | Other | Total | ||||||||||||||||||
| Current assets | $ | 91,777 | $ | 9,272 | $ | — | $ | — | $ | 100,849 | $ | 201,898 | ||||||||||||
| Long-term prepaids and deposits | 1,104 | 129 | — | — | 401 | 1,634 | ||||||||||||||||||
| Reclamation deposits | 1,370 | 3,032 | — | — | 7 | 4,409 | ||||||||||||||||||
| Other investments | 63 | — | — | — | 46,191 | 46,254 | ||||||||||||||||||
| Investment in associates | — | — | — | — | 49,426 | 49,426 | ||||||||||||||||||
| Investment properties | 463 | — | — | — | — | 463 | ||||||||||||||||||
| Plant and equipment | 61,350 | 13,648 | — | — | 4,900 | 79,898 | ||||||||||||||||||
| Mineral rights and properties | 264,903 | 34,409 | — | — | 19,521 | 318,833 | ||||||||||||||||||
| Total Assets | $ | 421,030 | $ | 60,490 | $ | — | $ | — | $ | 221,295 | $ | 702,815 | ||||||||||||
| Current liabilities | 38,271 | 5,621 | — | — | 3,262 | 47,154 | ||||||||||||||||||
| Long-term portion of lease obligation | — | — | — | — | 1,102 | 1,102 | ||||||||||||||||||
| Deferred income tax liabilities | 50,001 | 133 | — | — | 974 | 51,108 | ||||||||||||||||||
| Environmental rehabilitation | 4,000 | 1,486 | — | — | 956 | 6,442 | ||||||||||||||||||
| Total liabilities | $ | 92,272 | $ | 7,240 | $ | — | $ | — | $ | 6,294 | $ | 105,806 | ||||||||||||
| Non-controlling interests | $ | 88,166 | $ | (262 | ) | $ | — | $ | — | $ | 1,850 | $ | 89,754 | |||||||||||
(c) Sales by metal
The sales generated for the three and nine months ended December 31, 2024 and 2023 were all earned in China and were comprised of:
| Three months ended December 31, 2024 | ||||||||||||
| Ying Mining District | GC | Total | ||||||||||
| Gold | $ | 4,354 | $ | — | $ | 4,354 | ||||||
| Silver | 49,553 | 3,517 | 53,070 | |||||||||
| Lead | 14,353 | 1,730 | 16,083 | |||||||||
| Zinc | 2,717 | 5,320 | 8,037 | |||||||||
| Other | 1,385 | 685 | 2,070 | |||||||||
| $ | 72,362 | $ | 11,252 | $ | 83,614 | |||||||
| Three months ended December 31, 2023 | ||||||||||||
| Ying Mining District | GC | Total | ||||||||||
| Gold | $ | 2,305 | $ | — | $ | 2,305 | ||||||
| Silver | 31,700 | 2,605 | 34,305 | |||||||||
| Lead | 12,429 | 1,782 | 14,211 | |||||||||
| Zinc | 1,881 | 4,155 | 6,036 | |||||||||
| Other | 1,112 | 539 | 1,651 | |||||||||
| $ | 49,427 | $ | 9,081 | $ | 58,508 | |||||||
16
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| Nine months ended December 31, 2024 | ||||||||||||
| Ying Mining District | GC | Total | ||||||||||
| Gold | $ | 9,039 | $ | — | $ | 9,039 | ||||||
| Silver | 133,096 | 9,241 | 142,337 | |||||||||
| Lead | 40,451 | 4,502 | 44,953 | |||||||||
| Zinc | 7,368 | 13,899 | 21,267 | |||||||||
| Other | 3,895 | 2,291 | 6,186 | |||||||||
| $ | 193,849 | $ | 29,933 | $ | 223,782 | |||||||
| Nine months ended December 31, 2023 | ||||||||||||
| Ying Mining District | GC | Total | ||||||||||
| Gold | $ | 9,385 | $ | — | $ | 9,385 | ||||||
| Silver | 94,051 | 6,559 | 100,610 | |||||||||
| Lead | 37,433 | 4,500 | 41,933 | |||||||||
| Zinc | 5,408 | 9,902 | 15,310 | |||||||||
| Other | 3,565 | 1,703 | 5,268 | |||||||||
| $ | 149,842 | $ | 22,664 | $ | 172,506 | |||||||
(d) Major customers
Revenue from major customers is summarized as follows:
| Nine months ended December 31, 2024 | ||||||||||||||||
| Customers | Ying Mining District | GC | Total | Percentage of total revenue | ||||||||||||
| Customer D | $ | 55,750 | $ | — | $ | 55,750 | 25 | % | ||||||||
| Customer A | 45,064 | 106 | 45,170 | 20 | % | |||||||||||
| Customer E | 32,701 | 2,947 | 35,648 | 16 | % | |||||||||||
| Customer B | 35,592 | — | 35,592 | 16 | % | |||||||||||
| Customer F | 13,852 | — | 13,852 | 6 | % | |||||||||||
| $ | 182,959 | $ | 3,053 | $ | 186,012 | 83 | % | |||||||||
| Nine months ended December 31, 2023 | ||||||||||||||||
| Customers | Ying Mining District | GC | Total | Percentage of total revenue | ||||||||||||
| Customer A | $ | 40,737 | $ | 3,860 | $ | 44,597 | 26 | % | ||||||||
| Customer B | 39,763 | — | 39,763 | 23 | % | |||||||||||
| Customer D | 32,830 | — | 32,830 | 19 | % | |||||||||||
| Customer E | 14,406 | 2,693 | 17,099 | 10 | % | |||||||||||
| Customer C | 14,556 | 1,737 | 16,293 | 9 | % | |||||||||||
| $ | 142,292 | $ | 8,290 | $ | 150,582 | 87 | % | |||||||||
17
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 5. | GOVERNMENT FEES AND OTHER TAXES |
Government fees and other taxes consist of:
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| Government fees | $ | 43 | $ | 11 | $ | 74 | $ | 40 | ||||||||
| Mineral right transfer royalty | 11,720 | — | 11,720 | — | ||||||||||||
| Other taxes | 908 | 797 | 2,227 | 2,176 | ||||||||||||
| $ | 12,671 | $ | 808 | $ | 14,021 | $ | 2,216 | |||||||||
Government fees include environmental protection fees paid to the state and local Chinese government. Mineral right transfer royalty was paid or payable to the local Chinese government pursuant to the guideline of “Measure for the Levy of Mining Rights Transfer Royalty” implemented by the Province of Henan, China in 2024. It is calculated based on certain percentages of revenue arising from the mineral resources that had not yet been compensated to the local government. Upon renewal of the Yuelianggou Mining License at the Ying Mining District, the Company paid approximately $7.2 million to the local government. The Company also accrued additional $4.5 million mineral right transfer royalty as of December 31, 2024. Of the $11.7 million mineral rights transfer royalty, approximately $8.9 million is calculated based on the mineral resources consumed in the prior years. Other taxes were composed of surtax on value-added tax, land usage levy, stamp duty and other miscellaneous levies, duties and taxes imposed by the state and local Chinese government.
| 6. | GENERAL AND ADMINISTRATIVE |
General and administrative expenses consist of:
| Three months ended December 31, 2024 | Three months ended December 31, 2023 | |||||||||||||||||||||||
| Corporate | Mines | Total | Corporate | Mines | Total | |||||||||||||||||||
| Amortization and depreciation | $ | 165 | $ | 306 | $ | 471 | $ | 146 | $ | 290 | $ | 436 | ||||||||||||
| Office administrative expenses | 663 | 1,344 | 2,007 | 362 | 887 | 1,249 | ||||||||||||||||||
| Professional fees | 838 | 234 | 1,072 | 307 | 251 | 558 | ||||||||||||||||||
| Salaries and benefits | 2,225 | 2,082 | 4,307 | 1,648 | 1,645 | 3,293 | ||||||||||||||||||
| Share-based compensation | 662 | — | 662 | 765 | — | 765 | ||||||||||||||||||
| $ | 4,553 | $ | 3,966 | $ | 8,519 | $ | 3,228 | $ | 3,073 | $ | 6,301 | |||||||||||||
| Nine months ended December 31, 2024 | Nine months ended December 31, 2023 | |||||||||||||||||||||||
| Corporate | Mines | Total | Corporate | Mines | Total | |||||||||||||||||||
| Amortization and depreciation | $ | 512 | $ | 856 | $ | 1,368 | $ | 442 | $ | 831 | $ | 1,273 | ||||||||||||
| Office administrative expenses | 1,978 | 3,461 | 5,439 | 1,419 | 2,435 | 3,854 | ||||||||||||||||||
| Professional fees | 1,304 | 480 | 1,784 | 721 | 478 | 1,199 | ||||||||||||||||||
| Salaries and benefits | 6,977 | 5,645 | 12,622 | 4,604 | 4,968 | 9,572 | ||||||||||||||||||
| Share-based compensation | 3,045 | — | 3,045 | 3,502 | — | 3,502 | ||||||||||||||||||
| $ | 13,816 | $ | 10,442 | $ | 24,258 | $ | 10,688 | $ | 8,712 | $ | 19,400 | |||||||||||||
18
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 7. | FINANCE ITEMS |
Finance items consist of:
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||
| Finance income | 2024 | 2023 | 2024 | 2023 | ||||||||||||
| Interest income | $ | 2,250 | $ | 1,561 | $ | 5,864 | $ | 4,797 | ||||||||
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||
| Finance costs | 2024 | 2023 | 2024 | 2023 | ||||||||||||
| Interest in lease obligation | $ | 32 | $ | 5 | $ | 91 | $ | 18 | ||||||||
| Interest in convertible notes | 1,333 | — | 1,333 | — | ||||||||||||
| Issuance costs of convertible notes allocated to derivative liabilities | 1,741 | — | 1,741 | — | ||||||||||||
| Accretion of environmental rehabilitation liabilities | 17 | 46 | 105 | 147 | ||||||||||||
| $ | 3,123 | $ | 51 | $ | 3,270 | $ | 165 | |||||||||
| 8. | INCOME TAX |
The significant components of income tax expense are as follows:
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||
| Income tax expense | 2024 | 2023 | 2024 | 2023 | ||||||||||||
| Current | $ | 2,851 | $ | 3,784 | $ | 13,248 | $ | 11,152 | ||||||||
| Deferred | 4,378 | 1,339 | 7,743 | 4,070 | ||||||||||||
| $ | 7,229 | $ | 5,123 | $ | 20,991 | $ | 15,222 | |||||||||
| 9. | SHORT-TERM INVESTMENTS |
Short-term investments consist of the following:
As at December 31, 2024 | Carrying Value | Interest rates | Maturity | |||||
| Bonds | $ | 1,366 | 0% - 5.5% | Up to January 16, 2025 | ||||
| Money market instruments | 8,626 | |||||||
| $ | 9,992 | |||||||
| As at March 31, 2024 | Carrying Value | Interest rates | Maturity | |||||
| Bonds | $ | 1,329 | 0% - 6.9% | Up to January 16, 2025 | ||||
| Money market instruments | 30,620 | |||||||
| $ | 31,949 | |||||||
19
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 10. | OTHER INVESTMENTS |
| As at December 31, 2024 | As at March 31, 2024 | |||||||
| Investments designated as FVTOCI | ||||||||
| Public companies | $ | 394 | $ | 547 | ||||
| Private companies | — | 62 | ||||||
| 394 | 609 | |||||||
| Investments designated as FVTPL | ||||||||
| Public companies | 8,599 | 42,488 | ||||||
| Private companies | 2,534 | 3,157 | ||||||
| 11,133 | 45,645 | |||||||
| Total | $ | 11,527 | $ | 46,254 | ||||
Investments in publicly traded companies represent equity interests of other publicly-trading mining companies that the Company has acquired through the open market or through private placements. Investments held for trading are classified as FVTPL. For other investments, the Company can make an irrevocable election, on an instrument-by-instrument basis, to designate them as FVTOCI.
The continuity of such investments is as follows:
| Fair Value | Accumulated fair value change included in OCI | Accumulated fair value change included in P&L | ||||||||||
| As at April 1, 2023 | $ | 15,540 | $ | (25,648 | ) | $ | 1,385 | |||||
| Loss on equity investments designated as FVTOCI | (67 | ) | (67 | ) | — | |||||||
| Gain on equity investments designated as FVTPL | 9,074 | — | 9,074 | |||||||||
| Acquisition | 23,305 | — | — | |||||||||
| Disposal | (1,492 | ) | — | — | ||||||||
| Impact of foreign currency translation | (106 | ) | — | — | ||||||||
| As at March 31, 2024 | $ | 46,254 | $ | (25,715 | ) | $ | 10,459 | |||||
| Loss on equity investments designated as FVTOCI | (244 | ) | (244 | ) | — | |||||||
| Gain on equity investments designated as FVTPL | 7,528 | — | 7,528 | |||||||||
| Acquisition | 19,840 | — | — | |||||||||
| Disposal | (35,982 | ) | — | — | ||||||||
| Transferred upon acquisition of Adventus | (25,727 | ) | — | — | ||||||||
| Impact of foreign currency translation | (142 | ) | — | — | ||||||||
| As at December 31, 2024 | $ | 11,527 | $ | (25,959 | ) | $ | 17,987 | |||||
| 11. | INVESTMENT IN ASSOCIATES |
| (a) | Investment in New Pacific Metals Corp. |
New Pacific Metals Corp. (“NUAG”) is a Canadian public company listed on the Toronto Stock Exchange (symbol: NUAG) and NYSE American (symbol: NEWP). NUAG is a related party of the Company by way of one common director and one common officer, and the Company accounts for its investment in NUAG using the equity method as it is able to exercise significant influence over the financial and operating policies of NUAG.
As at December 31, 2024, the Company owned 46,907,606 common shares of NUAG (March 31, 2024 – 46,904,706), representing an ownership interest of 27.3% (March 31, 2024 – 27.4%).
20
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
The summary of the investment in NUAG common shares and its market value as at the respective reporting dates are as follows:
| Number of shares | Amount | Value of NUAG’s common shares per quoted market price | ||||||||||
| As at April 1, 2023 | 44,351,616 | $ | 43,253 | $ | 119,621 | |||||||
| Participation in bought deal | 2,541,890 | 4,982 | — | |||||||||
| Purchase from open market | 11,200 | 15 | — | |||||||||
| Dilution Gain | — | 733 | — | |||||||||
| Share of net loss | — | (1,784 | ) | — | ||||||||
| Share of other comprehensive loss | — | (28 | ) | — | ||||||||
| Foreign exchange impact | — | (91 | ) | — | ||||||||
| As at March 31, 2024 | 46,904,706 | $ | 47,080 | $ | 63,693 | |||||||
| Purchase from open market | 2,900 | 4 | — | |||||||||
| Share of net loss | — | (1,079 | ) | — | ||||||||
| Share of other comprehensive loss | — | (612 | ) | — | ||||||||
| Foreign exchange impact | — | 170 | — | |||||||||
| As at December 31, 2024 | 46,907,606 | $ | 45,563 | $ | 55,351 | |||||||
| (b) | Investment in Tincorp Metals Inc. |
Tincorp Metals Inc. (“TIN”), formerly Whitehorse Gold Corp., is a Canadian public company listed on the TSX Venture Exchange (symbol: TIN). TIN is a related party of the Company by way of one common director and one common officer, and the Company accounts for its investment in TIN using the equity method as it is able to exercise significant influence over the financial and operating policies of TIN.
As at December 31, 2024, the Company owned 19,864,285 common shares of TIN (March 31, 2024 – 19,864,285), representing an ownership interest of 29.1% (March 31, 2024 – 29.7%).
The summary of the investment in TIN common shares and its market value as at the respective reporting dates are as follows:
| Number of shares | Amount | Value of TIN’s common shares per quoted market price | ||||||||||
| As at April 1, 2023 | 19,514,285 | 7,442 | 6,777 | |||||||||
| Tincorp shares received under credit facility agreement | 350,000 | 78 | ||||||||||
| Share of net loss | (908 | ) | ||||||||||
| Share of other comprehensive loss | (8 | ) | ||||||||||
| Impairment | (4,251 | ) | ||||||||||
| Foreign exchange impact | (7 | ) | ||||||||||
| As at March 31, 2024 | 19,864,285 | $ | 2,346 | $ | 2,346 | |||||||
| Share of net loss | (184 | ) | ||||||||||
| Share of other comprehensive income | 11 | |||||||||||
| Foreign exchange impact | 7 | |||||||||||
| As at December 31, 2024 | 19,864,285 | $ | 2,180 | $ | 2,071 | |||||||
21
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 12. | INVESTMENT PROPERTIES |
Investment properties consist of:
| Costs | Accumulated depreciation and amortization | Net carrying value | ||||||||||
| As at April 1, 2023 | $ | — | $ | — | $ | — | ||||||
| Additions | 287 | — | 287 | |||||||||
| Transfer from plant and equipment | 837 | (619 | ) | 218 | ||||||||
| Depreciation and amortization | — | (39 | ) | (39 | ) | |||||||
| Impact of foreign currency translation | (9 | ) | 6 | (3 | ) | |||||||
| As at March 31, 2024 | 1,115 | (652 | ) | 463 | ||||||||
| Transfer from plant and equipment | 122 | (26 | ) | 96 | ||||||||
| Depreciation and amortization | — | — | (32 | ) | ||||||||
| Impact of foreign currency translation | (13 | ) | 7 | (6 | ) | |||||||
| As at December 31, 2024 | $ | 1,224 | $ | (703 | ) | $ | 521 | |||||
Investment properties include real estate properties that are rented out to earn rental income. The investment properties were initially recorded at cost, and subsequently measured at cost less accumulated depreciation. Depreciation is computed on a straight-line basis based on the nature and an estimated 20 years’ useful life of the asset. The Company did not engage an independent valuer to value the properties, and the fair value of the properties estimated based on the quoted market prices for the similar real estate properties in the nearby neighborhoods were approximately $1.9 million as at December 31, 2024 (March 31, 2024 - $2.8 million).
During the three and nine months ended December 31, 2024, the Company recorded rental income of $0.04 million and $0.13 million (three and nine months ended December 31, 2023 - $0.03 million and $0.09 million), which was included in other expenses (income) on the unaudited condensed consolidated interim statements of income.
22
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 13. | PLANT AND EQUIPMENT |
Plant and equipment consist of:
| Land use rights and building | Office equipment | Machinery | Motor vehicles | Construction in progress | Total | |||||||||||||||||||
| Cost | ||||||||||||||||||||||||
| As at April 1, 2023 | $ | 112,121 | $ | 10,879 | $ | 34,374 | $ | 8,062 | $ | 7,228 | $ | 172,664 | ||||||||||||
| Additions | 1,020 | 853 | 1,965 | 609 | 8,469 | 12,916 | ||||||||||||||||||
| Disposals | (1,082 | ) | (234 | ) | (1,033 | ) | (290 | ) | — | (2,639 | ) | |||||||||||||
| Reclassification of asset groups | 2,209 | 461 | 840 | (410 | ) | (3,100 | ) | — | ||||||||||||||||
| Impact of foreign currency translation | (5,459 | ) | (495 | ) | (1,723 | ) | (394 | ) | (404 | ) | (8,475 | ) | ||||||||||||
| As at March 31, 2024 | $ | 108,809 | $ | 11,464 | $ | 34,423 | $ | 7,577 | $ | 12,193 | $ | 174,466 | ||||||||||||
| Additions | 333 | 525 | 1,851 | 410 | 18,722 | 21,841 | ||||||||||||||||||
| Acquisition of Adventus | — | 51 | 347 | 125 | — | 523 | ||||||||||||||||||
| Disposals | (234 | ) | (105 | ) | (294 | ) | (234 | ) | — | (867 | ) | |||||||||||||
| Reclassification of asset groups | 23,283 | 260 | 3,183 | — | (26,726 | ) | — | |||||||||||||||||
| Impact of foreign currency translation | (1,390 | ) | (115 | ) | (414 | ) | (76 | ) | (135 | ) | (2,130 | ) | ||||||||||||
| As at December 31, 2024 | $ | 130,801 | $ | 12,080 | $ | 39,096 | $ | 7,802 | $ | 4,054 | $ | 193,833 | ||||||||||||
| Accumulated amortization and impairment | ||||||||||||||||||||||||
| As at April 1, 2023 | $ | (56,781 | ) | $ | (7,142 | ) | $ | (23,213 | ) | $ | (5,469 | ) | $ | — | $ | (92,605 | ) | |||||||
| Disposals | 778 | 216 | 291 | 211 | — | 1,496 | ||||||||||||||||||
| Depreciation and amortization | (4,315 | ) | (1,031 | ) | (2,263 | ) | (390 | ) | — | (7,999 | ) | |||||||||||||
| Impact of foreign currency translation | 2,777 | 316 | 1,176 | 271 | — | 4,540 | ||||||||||||||||||
| As at March 31, 2024 | $ | (57,541 | ) | $ | (7,641 | ) | $ | (24,009 | ) | $ | (5,377 | ) | $ | — | $ | (94,568 | ) | |||||||
| Disposals | 122 | 76 | 250 | 214 | — | 662 | ||||||||||||||||||
| Depreciation and amortization | (3,386 | ) | (712 | ) | (1,738 | ) | (511 | ) | — | (6,347 | ) | |||||||||||||
| Impact of foreign currency translation | 594 | 73 | 262 | 55 | — | 984 | ||||||||||||||||||
| As at December 31, 2024 | $ | (60,211 | ) | $ | (8,204 | ) | $ | (25,235 | ) | $ | (5,619 | ) | $ | — | $ | (99,269 | ) | |||||||
| Carrying amounts | ||||||||||||||||||||||||
| As at March 31, 2024 | $ | 51,268 | $ | 3,823 | $ | 10,414 | $ | 2,200 | $ | 12,193 | $ | 79,898 | ||||||||||||
| As at December 31, 2024 | $ | 70,590 | $ | 3,876 | $ | 13,861 | $ | 2,183 | $ | 4,054 | $ | 94,564 | ||||||||||||
23
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 14. | MINERAL RIGHTS AND PROPERTIES |
Mineral rights and properties consist of:
| As at | December 31, 2024 | March 31, 2024 | ||||||
| Producing mineral properties | $ | 321,715 | $ | 299,312 | ||||
| Non-producing mineral properties | 250,900 | 19,521 | ||||||
| $ | 572,615 | $ | 318,833 | |||||
| Producing properties | Ying Mining District | GC | Total | |||||||||
| Carrying values | ||||||||||||
| As at April 1, 2023 | $ | 402,012 | $ | 120,118 | $ | 522,130 | ||||||
| Capitalized expenditures | 44,633 | 6,202 | 50,835 | |||||||||
| Environmental rehabilitation | 89 | 151 | 240 | |||||||||
| Foreign currency translation impact | (20,174 | ) | (5,914 | ) | (26,088 | ) | ||||||
| As at March 31, 2024 | $ | 426,560 | $ | 120,557 | $ | 547,117 | ||||||
| Capitalized expenditures | 40,353 | 5,313 | 45,666 | |||||||||
| Foreign currency translation impact | (4,837 | ) | (1,270 | ) | (6,107 | ) | ||||||
| Balance as at December 31, 2024 | $ | 462,076 | $ | 124,600 | $ | 586,676 | ||||||
| Accumulated depletion and impairment | ||||||||||||
| As at April 1, 2023 | $ | (150,862 | ) | $ | (88,048 | ) | $ | (238,910 | ) | |||
| Depletion | (18,379 | ) | (2,405 | ) | (20,784 | ) | ||||||
| Foreign currency translation impact | 7,584 | 4,305 | 11,889 | |||||||||
| As at March 31, 2024 | $ | (161,657 | ) | $ | (86,148 | ) | $ | (247,805 | ) | |||
| Depletion | (18,140 | ) | (1,760 | ) | (19,900 | ) | ||||||
| Foreign currency translation impact | 1,868 | 876 | 2,744 | |||||||||
| $ | (177,929 | ) | $ | (87,032 | ) | $ | (264,961 | ) | ||||
| Carrying values | ||||||||||||
| As at March 31, 2024 | $ | 264,903 | $ | 34,409 | $ | 299,312 | ||||||
| Balance as at December 31, 2024 | $ | 284,147 | $ | 37,568 | $ | 321,715 | ||||||
| Non-producing properties | BYP | Kuanping | El Domo | Condor | Total | |||||||||||||||
| Carrying values | ||||||||||||||||||||
| As at April 1, 2023 | $ | 6,953 | $ | 13,253 | $ | — | $ | — | $ | 20,206 | ||||||||||
| Capitalized expenditures | — | 290 | — | — | 290 | |||||||||||||||
| Environmental rehabilitation | 20 | — | — | — | 20 | |||||||||||||||
| Foreign currency translation impact | (337 | ) | (658 | ) | — | — | (995 | ) | ||||||||||||
| As at March 31, 2024 | $ | 6,636 | $ | 12,885 | $ | — | $ | — | $ | 19,521 | ||||||||||
| Acquisition | — | — | 201,013 | 24,945 | 225,958 | |||||||||||||||
| Capitalized expenditures | — | 446 | 4,335 | 842 | 5,623 | |||||||||||||||
| Foreign currency translation impact | (66 | ) | (136 | ) | — | — | (202 | ) | ||||||||||||
| Balance as at December 31, 2024 | $ | 6,570 | $ | 13,195 | $ | 205,348 | $ | 25,787 | $ | 250,900 | ||||||||||
The BYP Mine was placed on care and maintenance since August 2014 and the Company is conducting activities to apply for a new mining license, but the process has taken longer than expected.
24
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
The Kuanping Project was acquired in 2021 and is located in Shanzhou District, Sanmenxia City, Henan Province, China, approximately 33 km north of the Ying Mining District. The Kuanping Project has received all required permits and licenses and is now ready for construction.
The Company acquired the El Domo Project and the Condor Project through the acquisition of Adventus on July 31, 2024.
The El Domo Project is a permitted, pre-construction stage copper-gold project, 75% owned by Adventus. The El Domo Project is located in central Ecuador, approximately 150 km northeast of the major port city of Guayaquil - about a 3-hour drive. The El Domo Project spans low-lying hills and plains between 300 to 900 m above sea level.
In June 2024, an action seeking to void the environmental license of the El Domo Project was brought in local court in Las Naves Canton, Bolívar Province, Ecuador (the “Court”) by a group of plaintiffs alleging defects in the environmental consultation process for the El Domo Project. The Court rejected the litigation on July 24, 2024 ruling that the Ecuadorean government correctly discharged its environmental consultation obligations prior to issuing an environmental license for the El Domo Project. The plaintiffs filed an appeal (the “Appeal”) to the provincial court, and the Appeal was heard by the provincial court of Bolívar Province on October 17, 2024, and was dismissed by the provincial court on November 12, 2024, affirming the lower court decision that the Ministry of Environment, Water, and Ecological Transition of Ecuador (“MAATE”) correctly discharged its environmental consultation obligations prior to issuing an environmental license of the El Domo Project. On December 19, 2024, the plaintiff filed an Extraordinary Protection Action (“EPA”) with the Constitutional Court of Ecuador against the ruling by the provincial court, but the EPA has not yet been admitted or dismissed by the Constitutional Court.
The Condor Project is located within one of the most developed trends in Ecuador, near large-scale operations such as the Fruta del Norte gold mine (33 km north) and the Mirador copper mine (55 km north) and 98.7% owned by Adventus.
| 15. | CONVERTIBLE NOTES |
On November 25, 2024, the Company issued the unsecured Convertible Senior Notes (“Convertible Notes”) and received gross proceeds of $150 million, before transaction costs of $6.6 million. The Convertible Notes mature on December 15, 2029, and bear interest at 4.75% per annum, payable semi-annually in arrears on June 15 and December 15 of each year, beginning June 15, 2025. In addition, the Convertible Notes are convertible at the holder’s option into common shares of the Company at any time prior to maturity at a fixed conversion rate of 216.0761 common shares per $1,000 principal amount, representing an initial conversion price of approximately $4.628 per share, subject to certain anti-dilution adjustments.
In addition, if certain fundamental changes occur, including a change in control or upon notice of redemption by the Company as described below, the holders may elect to convert their Convertible Notes and may be entitled to an increased conversion rate. A fundamental change includes the following occurrences:
| ● | A change in control where a person or group becomes the beneficial owner of more than 50% of our voting stock, or gains the power to elect a majority of our board of directors. |
| ● | The consummation of significant transactions such as certain mergers or consolidations pursuant to which our common shares will be converted or exchanged for cash, securities or other property, or sales of substantially all our assets that change the corporate structure or ownership. |
| ● | Approval by our shareholders of any plan for liquidation or dissolution. |
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
Prior to December 20, 2027, the Company may not redeem the notes except in the event of certain changes in Canadian tax law. At any time on or after December 20, 2027, and until maturity, the Company may redeem all or part of the Convertible Notes for cash if the price of the Company’s common shares for at least 20 trading days in a period of 30 consecutive trading days, ending on the trading day prior to the date of notice of redemption, exceeds 130% of the conversion price in effect on each such day. The redemption price is equal to 100% of the principal amount of the Convertible Notes to be redeemed. In the event of a fundamental change, the Company is required to offer to purchase its outstanding Convertible Notes at a cash purchase price equal to 100% of the principal amount plus accrued and unpaid interest, ensuring protection against major corporate transformations that could affect the value of the investment held by the holders.
Upon conversion, the Convertible Notes may be settled, at the Company’s election, in cash, common shares or a combination thereof. As a result of the Company’s right to elect to settle the conversion in cash or shares, the conversion feature represents a derivative liability which is accounted for initially and subsequently at fair value through profit or loss. The host debt contract is accounted for at amortized cost. Of the gross proceeds of $150 million, $39.1 million was allocated to the derivative liability component first, representing the fair value on November 25, 2024, the residual value of $110.9 million was allocated to the host loan. Transaction costs of $4.9 million associated with the host loan were capitalized to the liability whereas transaction costs of $1.7 million associated with the embedded derivative liability were expensed in the unaudited condensed consolidated statements of income. The $105.9 million net amount allocated to the host loan will be accreted to the face value of the Convertible Notes over the term to maturity using the effective interest method with an effective interest rate of 12.6%. There are no financial covenants associated with the Convertible Notes.
The following key inputs and assumptions were used when determining the value of the embedded derivative liability:
| November 25, 2024 | December 31, 2024 | |||||||
| Share Price: | 3.34 | 3.00 | ||||||
| Credit spread (basis points): | 809 | 610 | ||||||
| Risk free rate: | 3.84 | % | 4.05 | % | ||||
| Volatility: | 42 | % | 42 | % | ||||
| Borrowing costs (basis points): | 200 | 200 | ||||||
| Dividend yield: | 0.75 | % | 0.83 | % | ||||
The continuity of the host liability and embedded derivative liability is as follow:
| Convertible Notes | Host liability | Derivative liability | Total | |||||||||
| Balance as at April 1, 2024 | $ | — | $ | — | $ | — | ||||||
| Issuance | 110,880 | 39,120 | 150,000 | |||||||||
| Allocated transaction costs | (4,935 | ) | — | (4,935 | ) | |||||||
| Interest accretion | 1,333 | — | 1,333 | |||||||||
| Changes on fair value valuation | — | (9,900 | ) | (9,900 | ) | |||||||
| Balance as at December 31, 2024 | $ | 107,278 | $ | 29,220 | $ | 136,498 | ||||||
| Presentation | ||||||||||||
| Current liability | 703 | — | 703 | |||||||||
| Non-current liability | 106,575 | 29,220 | 135,795 | |||||||||
| Total | $ | 107,278 | $ | 29,220 | $ | 136,498 | ||||||
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 16. | LEASES |
The following table summarizes changes in the Company’s lease obligation related to the Company’s office lease.
| Lease Obligations | ||||
| As at April 1, 2023 | $ | 583 | ||
| Addition | 998 | |||
| Interest accrual | 22 | |||
| Interest received or paid | (22 | ) | ||
| Lease repayment | (262 | ) | ||
| Foreign exchange impact | (4 | ) | ||
| As at March 31, 2024 | $ | 1,315 | ||
| Addition | 283 | |||
| Interest accrual | 91 | |||
| Interest received or paid | (91 | ) | ||
| Lease repayment | (212 | ) | ||
| Foreign exchange impact | 4 | |||
| As at December 31, 2024 | $ | 1,389 | ||
| Less: current portion | 276 | |||
| Non-current portion | $ | 1,113 | ||
The following table presents a reconciliation of the Company’s undiscounted cash flows to their present value for its lease obligation as at December 31, 2024:
| Lease Obligations | ||||
| Within 1 year | $ | 371 | ||
| Between 2 to 5 years | $ | 1,284 | ||
| Over 5 years | 127 | |||
| Total undiscounted amount | 1,782 | |||
| Less future interest | (392 | ) | ||
| Total discounted amount | $ | 1,389 | ||
| Less: current portion | 276 | |||
| Non-current portion | $ | 1,113 | ||
The lease obligations were discounted at discount rates ranging from 9.2% to 15.6% as at December 31, 2024.
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 17. | ENVIRONMENTAL REHABILITATION OBLIGATION |
The following table presents the reconciliation of the beginning and ending obligations associated with the retirement of the properties:
| Environmental rehabilitation obligation | ||||
| As at April 1, 2023 | $ | 7,318 | ||
| Reclamation expenditures | (970 | ) | ||
| Accretion of environmental rehabilitation liabilities | 191 | |||
| Revision of provision | 259 | |||
| Foreign exchange impact | (356 | ) | ||
| As at March 31, 2024 | $ | 6,442 | ||
| Reclamation expenditures | (710 | ) | ||
| Accretion of environmental rehabilitation liabilities | 105 | |||
| Foreign exchange impact | (56 | ) | ||
| As at December 31, 2024 | $ | 5,781 | ||
| 18. | SHARE CAPITAL |
(a) Authorized
Unlimited number of common shares without par value. All shares issued as at December 31, 2024 were fully paid.
(b) Share-based compensation
The Company has a share-based compensation plan (the “Plan”) which consists of stock options, restricted share units (the “RSUs”) and performance share units (the “PSUs”). The Plan allows for the maximum number of common shares to be reserved for issuance on any share-based compensation to be a rolling 10% of the issued and outstanding common shares from time to time. Furthermore, no more than 3% of the reserve may be granted in the form of RSUs and PSUs.
For the three and nine months ended December 31, 2024, a total of $0.7 million and $3.0 million (three and nine months ended December 31, 2023 - $0.8 million and $3.5 million) in share-based compensation expense was recognized and included in the corporate general and administrative expenses and property evaluation and business development expenses on the unaudited condensed consolidated interim statements of income.
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| (i) | Stock options |
The following is a summary of option transactions:
| Number of options | Weighted average exercise price per share in CAD | |||||||
| Balance, April 1, 2023 | 1,431,668 | $ | 6.01 | |||||
| Options cancelled/forfeited | (104,667 | ) | 5.83 | |||||
| Balance, March 31, 2024 | 1,327,001 | $ | 6.02 | |||||
| Options granted to directors, officers and employees | 330,000 | 4.41 | ||||||
| Replacement options issued upon Adventus Acquisition | 1,766,721 | 5.71 | ||||||
| Options exercised | (917,555 | ) | 3.82 | |||||
| Options cancelled/forfeited | (38,334 | ) | 6.30 | |||||
| Option expired | (120,436 | ) | 9.47 | |||||
| Balance, December 31, 2024 | 2,347,397 | $ | 6.24 | |||||
The following table summarizes information about stock options outstanding as at December 31, 2024:
| Exercise price in CAD | Number of options outstanding at December 31, 2024 | Weighted average remaining contractual life (Years) | Number of options exercisable at December 31, 2024 | Weighted average exercise price in CAD | ||||||||||||||
| $8.48 | 50,750 | 0.10 | 50,750 | $8.48 | ||||||||||||||
| 5.46 | 325,667 | 0.40 | 325,667 | 5.46 | ||||||||||||||
| 9.45 | 360,000 | 0.86 | 360,000 | 9.45 | ||||||||||||||
| 9.96 | 41,956 | 0.90 | 41,956 | 9.96 | ||||||||||||||
| 12.52 | 35,525 | 0.92 | 35,525 | 12.52 | ||||||||||||||
| 7.49 | 49,096 | 1.90 | 49,096 | 7.49 | ||||||||||||||
| 9.07 | 224,989 | 2.09 | 224,989 | 9.07 | ||||||||||||||
| 7.99 | 126,875 | 2.12 | 126,875 | 7.99 | ||||||||||||||
| 3.93 | 310,000 | 2.32 | 240,334 | 3.93 | ||||||||||||||
| 6.21 | 15,225 | 2.41 | 15,225 | 6.21 | ||||||||||||||
| 3.75 | 10,150 | 2.74 | 10,150 | 3.75 | ||||||||||||||
| 3.65 | 20,162 | 2.90 | 20,162 | 3.65 | ||||||||||||||
| 4.93 | 5,075 | 2.99 | 5,075 | 4.93 | ||||||||||||||
| 5.13 | 256,708 | 3.05 | 256,708 | 5.13 | ||||||||||||||
| 4.08 | 60,000 | 3.15 | 30,000 | 4.08 | ||||||||||||||
| 2.67 | 150,220 | 4.07 | 150,220 | 2.67 | ||||||||||||||
| 4.41 | 304,999 | 4.25 | 46,666 | 4.41 | ||||||||||||||
| $2.67 to $12.52 | 2,347,397 | 2.17 | 1,989,398 | $6.59 | ||||||||||||||
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
The options exercisable at December 31, 2024 have a weighted average exercise price of $6.59 (March 31, 2024 - $6.52).
The fair value of stock options granted during the nine months ended December 31, 2024 were calculated as of the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:
| Nine Months Ended December 31, | ||||
| 2024 | ||||
| Risk free interest rate | 3.39 | % | ||
| Expected life of option in years | 3.11 years | |||
| Expected volatility | 50.14 | % | ||
| Expected dividend yield | 0.68 | % | ||
| Estimated forfeiture rate | 9.77 | % | ||
| Weighted average share price at date of grant | $5.08 CAD | |||
| (ii) | Share purchase warrants |
The following is a summary of share purchase warrant transactions:
| Number of warrants | Weighted average exercise price CAD | |||||||
| Balance, April 1, 2023 and 2024 | — | $ | — | |||||
| Warrants issued upon Adventus acquisition | 2,787,020 | 5.46 | ||||||
| Warrants exercised | (29,607 | ) | $ | 6.47 | ||||
| Balance, December 31, 2024 | 2,757,413 | $ | 5.45 | |||||
On October 1, 2024, the corporate office had changed its functional currency from CAD to USD (note 2 (h)). As a result, the CAD denominated warrants became derivative liability. The Company reclassified the warrants from equity to derivative liabilities at their fair value, the difference between the fair value of the warrants and the carrying value was recognized in equity upon reclassification. The warrants were remeasured at the period end:
| Amount | ||||
| Initial recognition on July 31, 2024 | $ | 2,808 | ||
| Value of warrants exercised | (59 | ) | ||
| Change in fair value | (1,661 | ) | ||
| Foreign exchange impact | (112 | ) | ||
| Balance, December 31, 2024 | 976 | |||
The fair value of share purchase warrants were calculated as of the date of valuation using the Black-Scholes option pricing model with the following weighted average assumptions:
| July 31, 2024 | October 1, 2024 | December 31, 2024 | ||||||||||
| Risk free interest rate | 3.43 | % | 2.93 | % | 2.93 | % | ||||||
| Expected life in years | 1.27 years | 1.11 years | 0.86 years | |||||||||
| Expected volatility | 46.55 | % | 47.91 | % | 40.55 | % | ||||||
| Expected dividend yield | 0.68 | % | 0.80 | % | 0.79 | % | ||||||
| Estimated forfeiture rate | — | % | — | % | — | % | ||||||
| Weighted average share price at date of issuance | $5.21 CAD | $5.9 CAD | $5.9 CAD | |||||||||
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
The following table summarizes information about share purchase warrants outstanding as at December 31, 2024:
Exercise price CAD | Number of warrants outstanding at December 31, 2024 | Expiry date | ||||||||
| Warrants issued upon Adventus acquisition | $ | 6.47 | 1,387,164 | February 16, 2025 | ||||||
| Warrants issued upon Adventus acquisition | 4.41 | 1,370,249 | August 3, 2026 | |||||||
| 2,757,413 | ||||||||||
| (iii) | RSUs |
The following is a summary of RSUs transactions:
| Number of units | Weighted average grant date closing price per share CAD | |||||||
| Balance, April 1, 2023 | 2,126,670 | $ | 5.29 | |||||
| Granted | 1,056,000 | 5.28 | ||||||
| Forfeited | (113,665 | ) | 5.04 | |||||
| Distributed | (928,755 | ) | 5.44 | |||||
| Balance, March 31, 2024 | 2,140,250 | $ | 5.23 | |||||
| Granted | 1,044,750 | 4.41 | ||||||
| Forfeited | (45,167 | ) | 4.63 | |||||
| Distributed | (638,793 | ) | 5.62 | |||||
| Balance, December 31, 2024 | 2,501,040 | $ | 4.80 | |||||
During the three and nine months ended December 31, 2024, a total of nil and 1,044,750 RSUs respectively were granted to directors, officers, and employees of the Company at grant date closing prices of CAD$4.41 per share subject to a vesting schedule over a three-year term with 1/6 of the RSUs vesting every six months from the date of grant.
(c) Cash dividends declared
During the three and nine months ended December 31, 2024, dividends of $2.7 million or $0.0125 per share and $4.9 million or $0.0248 per share, respectively, (three and nine months ended December 31, 2023 - $2.2 and $4.4 million, respectively) were declared and paid.
(d) Normal course issuer bid
On September 17, 2024, the Company announced a normal course issuer bid (the “2024 NCIB”) commencing September 19, 2024 to repurchase up to 8,670,700 of its own common shares until September 18, 2025.
During the three and nine month ended December 31, 2024, the company repurchased a total of 300,000 and 300,000 common shares at a cost of $1.0 million and $1.0 million, respectively (three and nine months ending December 31, 2023, 119,270 and 315,824 for $0.3 million and $0.8 million, respectively), under the normal course issuer bids. All shares bought were subsequently cancelled.
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 19. | ACCUMULATED OTHER COMPREHENSIVE LOSS |
| As at | December 31, 2024 | March 31, 2024 | ||||||
| Loss on investments designated as FVTOCI | $ | 24,665 | $ | 24,421 | ||||
| Share of loss in associate | 2,050 | 1,449 | ||||||
| Loss on currency translation adjustment | 37,677 | 34,175 | ||||||
| $ | 64,392 | $ | 60,045 | |||||
The change in fair value on equity investments designated as FVTOCI, share of other comprehensive loss in associates, and currency translation adjustment are net of tax of $nil for all periods presented.
| 20. | NON-CONTROLLING INTERESTS |
Tables below summarize the financial information and continuity of the Company’s material non-controlling interests:
| As at December 31, 2024 | Henan Found | Henan Huawei | Yunxiang | Salazar Holdings | ||||||||||||
| Non-controlling interests percentage | 22.5 | % | 20.0 | % | 30.0 | % | 25.0 | % | ||||||||
| Current assets | $ | 112,726 | $ | 6,267 | $ | 557 | $ | 9,595 | ||||||||
| Non-current assets | 354,667 | 9,544 | 9,149 | 206,306 | ||||||||||||
| Current liabilities | (62,399 | ) | (3,641 | ) | (260 | ) | (2,722 | ) | ||||||||
| Non-current liabilities | (54,345 | ) | (1,330 | ) | (36,809 | ) | (13,620 | ) | ||||||||
| Net Assets (deficit) | $ | 350,649 | $ | 10,840 | $ | (27,363 | ) | $ | 199,559 | |||||||
| Revenue | $ | 194,326 | $ | 23,865 | $ | — | $ | — | ||||||||
| Net income (loss) and comprehensive income (loss) | $ | 66,023 | $ | 5,985 | $ | (464 | ) | $ | 1,651 | |||||||
| Cash flows provided by (used in) operating activities | $ | 98,847 | $ | 4,190 | $ | (219 | ) | $ | (1,138 | ) | ||||||
| Cash flows (used in) provided by investing activities | $ | (37,257 | ) | $ | 3,392 | $ | — | $ | (5,393 | ) | ||||||
| Cash flows used in financing activities | $ | (33,004 | ) | $ | (3,378 | ) | $ | — | $ | (13,265 | ) | |||||
| Non-controlling interest continuity | Henan Found | Henan Huawei | Yunxiang | Salazar Holdings | ||||||||||||
| As at April 1, 2023 | $ | 85,282 | $ | 3,510 | $ | 2,640 | $ | — | ||||||||
| Share of net income (loss) | 12,846 | 673 | (151 | ) | — | |||||||||||
| Share of other comprehensive loss | (3,063 | ) | (55 | ) | (96 | ) | — | |||||||||
| Distribution | (10,088 | ) | (950 | ) | — | — | ||||||||||
| As at March 31, 2024 | $ | 84,977 | $ | 3,178 | $ | 2,393 | $ | — | ||||||||
| Acquisition | — | — | — | 23,204 | ||||||||||||
| Share of net income (loss) | 15,085 | 1,175 | (108 | ) | 433 | |||||||||||
| Share of other comprehensive income | (372 | ) | 22 | (31 | ) | — | ||||||||||
| Adjustment to NCI | — | — | — | 5,603 | ||||||||||||
| Distribution | (10,128 | ) | (921 | ) | — | — | ||||||||||
| As at December 31, 2024 | $ | 89,562 | $ | 3,454 | $ | 2,254 | $ | 29,240 | ||||||||
During the year ended March 31, 2024, Henan Non-ferrous transferred 12.25% equity interest of Henan Found to Henan First Geological Brigade Ltd. (“First Geological Brigade”), a company who has the same ultimate parent company as Henan Non-ferrous. As at March 31, 2024, Henan Non-ferrous is the 5.25% equity holder of Henan Found and First Geological Brigade is the 12.25% equity holder of Henan Found.
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
Salazar Resources Ltd. (“Salazar”) is 25% owner of the common share of Salazar Holding Limited (“Salazar Holding”), who owns 100% interest in the El Domo Project. Pursuant to the option agreement and shareholders’ agreement with Salazar, the Company has priority repayment of its investment in the El Domo according to an agreed distribution formula. Based on this formula, the percentage share of non-controlling interest will change as a function of advances made by the Company and the earnings or loss recorded by Salazar Holdings and its subsidiaries over the time. After the Company has received priority repayment of its investment, the non-controlling interest will revert to 25%. As at December 31, 2024, the effective percentage of the non-controlling interest in Salazar Holding is 15.4%.
| 21. | RELATED PARTY TRANSACTIONS |
Related party transactions are made on terms agreed upon by the related parties. The balances with related parties are unsecured, non-interest bearing, and due on demand. Related party transactions not disclosed elsewhere in the unaudited condensed consolidated interim financial statements are as follows:
| (a) | Due from related parties |
| As at | December 31, 2024 | March 31, 2024 | ||||||
| NUAG (i) | $ | 38 | $ | 28 | ||||
| TIN (ii) | 1,056 | 562 | ||||||
| $ | 1,094 | $ | 590 | |||||
| i. | The Company recovers costs for services rendered to NUAG and expenses incurred on behalf of NUAG pursuant to a services and administrative costs reallocation agreement. During the three and nine months ended December 31, 2024, a total of $0.2 million and $0.7 million (three and nine months ended December 31, 2023 - $0.2 million and $0.7 million, respectively) of services rendered to and expenses incurred on behalf of NUAG. The costs recoverable from NUAG were recorded as a direct reduction of general and administrative expenses on the condensed consolidated interim statements of income. |
| ii. | The Company recovers costs for services rendered to TIN and expenses incurred on behalf of TIN pursuant to a services and administrative costs reallocation agreement. During the three and nine months ended December 31, 2024, a total of $0.02 million and $0.07 million (three and nine months ended December 31, 2023 - $0.1 million and $0.3 million, respectively) of services rendered to and expenses incurred on behalf of TIN. The costs recoverable from TIN were recorded as a direct reduction of general and administrative expenses on the unaudited condensed consolidated interim statements of income. In January 2024, the Company and TIN entered into an interest-free unsecured credit facility agreement with no conversion features (the “Facility”) to allow TIN to advance up to $1.0 million from the Company. In January 2024, the Company advanced $0.5 million to TIN and received 350,000 common shares of TIN as the Bonus Shares for granting the Facility. In April 2024, the Company advanced the remaining $0.5 million to TIN. Subsequent to December 31, 2024, the Facility has been extended for another year with a new maturity date of January 31, 2026. |
| 22. | CAPITAL DISCLOSURES |
The Company’s objectives of capital management are intended to safeguard the entity’s ability to support the Company’s normal operating requirement on an ongoing basis, continue the development and exploration of its mineral properties, and support any expansionary plans.
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
The capital of the Company consists of the items included in equity less cash and cash equivalents and short-term investments. Risk and capital management are primarily the responsibility of the Company’s corporate finance function and are monitored by the Board of Directors. The Company manages the capital structure and makes adjustments depending on economic conditions. Funds have been primarily secured through profitable operations and issuances of equity capital. The Company invests all capital that is surplus to its immediate needs in short-term, liquid and highly rated financial instruments, such as cash and other short-term deposits, all held with major financial institutions. Significant risks are monitored and actions are taken, when necessary, according to the Company’s approved policies.
| 23. | FINANCIAL INSTRUMENTS |
The Company manages its exposure to financial risks, including liquidity risk, foreign exchange risk, interest rate risk, credit risk and equity price risk in accordance with its risk management framework. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
(a) Fair value
The Company classifies its fair value measurements within a fair value hierarchy, which reflects the significance of the inputs used in making the measurements as defined in IFRS 13, Fair Value Measurement (“IFRS 13”).
Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets.
Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
Level 3 – Unobservable inputs which are supported by little or no market activity.
The following tables set forth the Company’s financial assets and liabilities that are measured at fair value level on a recurring basis within the fair value hierarchy as at December 31, 2024 and March 31, 2024 that are not otherwise disclosed. As required by IFRS 13, the assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
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SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| Fair value as at December 31, 2024 | ||||||||||||||||
| Recurring measurements | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Financial assets | ||||||||||||||||
| Cash and cash equivalents | $ | 344,655 | $ | — | $ | — | $ | 344,655 | ||||||||
| Short-term investments - money market instruments | 8,626 | — | — | 8,626 | ||||||||||||
| Investments in public companies | 8,993 | — | — | 8,993 | ||||||||||||
| Investments in private companies | — | — | 2,534 | 2,534 | ||||||||||||
| Financial liability | ||||||||||||||||
| Derivative liabilities | — | 30,196 | — | 30,196 | ||||||||||||
| Fair value as at March 31, 2024 | ||||||||||||||||
| Recurring measurements | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Financial assets | ||||||||||||||||
| Cash and cash equivalents | $ | 152,942 | $ | — | $ | — | $ | 152,942 | ||||||||
| Short-term investments - money market instruments | 30,620 | — | — | 30,620 | ||||||||||||
| Investments in public companies | 41,818 | — | 1,217 | 43,035 | ||||||||||||
| Investments in private companies | — | — | 3,219 | 3,219 | ||||||||||||
Financial assets classified within Level 3 are equity investments in private companies and one public company which are suspended from quotation owned by the Company. Significant unobservable inputs are used to determine the fair value of the financial assets, which includes recent arm’s length transactions of the investee, the investee’s financial performance as well as any changes in planned milestones of the investees.
Fair value of the other financial instruments excluded from the table above approximates their carrying amount as at December 31, 2024 and March 31, 2024, due to the short-term nature of these instruments.
There were no transfers into or out of Level 3 during the three and nine months ended December 31, 2024 and 2023.
(b) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they arise. The Company manages liquidity risk by monitoring actual and projected cash flows and matching the maturity profile of financial assets and liabilities. Cash flow forecasting is performed regularly to ensure that there is sufficient capital in order to meet short-term business requirements, after considering cash flows from operations and our holdings of cash and cash equivalents, and short-term investments.
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following summarizes the remaining contractual maturities of the Company’s financial liabilities and operating commitments on an undiscounted basis.
35
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| December 31, 2024 | ||||||||||||||||
| Within a year | 2-5 years | Over 5 years | Total | |||||||||||||
| Accounts payable and accrued liabilities | $ | 74,594 | $ | — | $ | — | $ | 74,594 | ||||||||
| Convertible notes | 7,515 | 178,520 | — | 186,035 | ||||||||||||
| Deposits received | 6,234 | — | — | 6,234 | ||||||||||||
| Lease obligation | 371 | 1,284 | 127 | $ | 1,782 | |||||||||||
| Total Contractual Obligation | $ | 88,714 | $ | 179,804 | $ | 127 | $ | 268,645 | ||||||||
(c) Foreign exchange risk
The Company reports its financial statements in US dollars. The functional currency of the head office, Canadian subsidiaries and intermediate holding companies, except those acquired from the acquisition of Adventus, has changed from the Canadian dollar to the US dollar. The functional currency of Adventus and its subsidiaries, New Infini and its subsidiaries, is the US dollar. The functional currency of all Chinese subsidiaries is Chinese yuan (“RMB”). The Company is exposed to foreign exchange risk when the Company undertakes transactions and holds assets and liabilities in currencies other than its functional currencies.
The Company currently does not engage in foreign exchange currency hedging. The sensitivity of the Company’s net income due to the exchange rates of the U.S. dollar against the Canadian dollar and the Australian dollar as at December 31, 2024 is summarized as follows:
| Currency | Cash and cash equivalents | Trade and other receivables | Other investments | Accounts payable and accrued liabilities | Lease liabilities | Total | Effect of +/- 10% change in currency | |||||||||||||||||||||
| Canadian dollar | $ | 1,783 | $ | 199 | $ | 6,899 | $ | (1,159 | ) | $ | (1,121 | ) | $ | 6,601 | $ | 660 | ||||||||||||
| Australian dollar | — | — | 1,994 | — | — | 1,994 | 199 | |||||||||||||||||||||
| $ | 1,783 | $ | 199 | $ | 8,893 | $ | (1,159 | ) | $ | (1,121 | ) | $ | 8,595 | $ | 859 | |||||||||||||
(d) Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company is exposed to interest rate risk on its cash and cash equivalents, short-term investments, lease liabilities, convertible notes, and the mark-to-market value of derivative instruments. All of the Company’s cash, cash equivalents and short-term investments earn interest at market rates that are fixed to maturity or at variable interest rates. Due to the short-term nature of these financial instruments, fluctuations in interest rates would not have a significant impact on the Company’s net income.
As at December 31, 2024, the Company had $1.4 million lease obligation that are subject to annualized interest rate ranging from 9.2% to 15.6%, and $107.3 million convertible notes liabilities that are discounted at 12.6% of the Company’s unsecured senior convertible notes. The principle of the convertible note is $150.0 million bearing a fixed coupon rate of 4.75% with a maturity date of December 15, 2029. As the amount of the lease obligation is immaterial and the convertible notes bear interest at fixed rates, they are not subject to significant interest rate risk.
As at December 31, 2024, the Company had $30.2 million mark-to-market value derivative liabilities. With other assumptions unchanged, a change of 25 basis points increase or decrease of market interest would have resulted in a decrease (increase) to the net income of approximately $0.4 million.
36
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
(e) Credit risk
Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company is exposed to credit risk primarily associated to accounts receivable, due from related parties, cash and cash equivalents, and short-term investments. The carrying amount of assets included on the statements of financial position represents the maximum credit exposure.
The Company undertakes credit evaluations on counterparties as necessary, requests deposits from customers prior to delivery, and has monitoring processes intended to mitigate credit risks. There were no material amounts in trade or other receivables which were past due on December 31, 2024 (March 31, 2024 - $nil).
(f) Equity price risk
The Company holds certain marketable securities that will fluctuate in value as a result of trading on Canadian financial markets. As the Company’s marketable securities holdings are mainly in mining companies, the value will also fluctuate based on commodity prices. Based upon the Company’s portfolio as at December 31, 2024, a 10% increase (decrease) in the market price of the securities held, ignoring any foreign currency effects, would have resulted in an increase (decrease) to the net income of $1.1 million.
(g) Metal price risk
The Company primarily produces and sells silver, lead, zinc, gold and other metals. In line with market practice, the Company prices its metal concentrates based on the quoted market prices and the head grades of its metal concentrates. The Company’s sales price for silver is fixed against the Shanghai White Platinum & Silver Exchange as quoted at www.ex-silver.com; lead and zinc are fixed against the Shanghai Metals Exchange as quoted at www.shmet.com; and gold is fixed against the Shanghai Gold Exchange as quoted at www.sge.com.cn.
The Company’s revenues, if any, are expected to be in large part derived from the mining and sale of silver, lead, zinc, and gold contained in metal concentrates. The prices of those commodities have fluctuated widely, particularly in recent years, and are affected by numerous factors beyond the Company’s control including international and regional economic and political conditions; emerging risks related to pandemics; expectations of inflation; currency exchange fluctuations; interest rates; global or regional supply and demand for jewelry and industrial products containing silver and other metals; sale of silver and other metals by central banks and other holders, forward selling activities, speculators and producers of silver and other metals; availability and costs of metal substitutes; and increased production due to new mine developments and improved mining and production methods. The effects of these factors on the price of base and precious metals, and therefore the viability of the Company’s exploration projects and mining operations, cannot be accurately predicted and thus the price of base and precious metals may have a significant influence on the market price of the Company’s shares and the value of its projects.
If silver and other metal prices were to decline significantly for an extended period of time, the Company may be unable to continue operations, develop its projects, or fulfil obligations under agreements with the Company’s non-controlling interest holders or under its permits or licenses.
37
SILVERCORP METALS INC.
| Notes to Unaudited Condensed Consolidated Interim Financial Statements |
(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 24. | SUPPLEMENTARY CASH FLOW INFORMATION |
(a) Table below summarizes the information about changes in non-cash operating working capital:
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||
| Changes in non-cash operating working capital: | 2024 | 2023 | 2024 | 2023 | ||||||||||||
| Trade and other receivables | $ | (79 | ) | $ | 1,437 | $ | 1,444 | $ | 1,497 | |||||||
| Inventories | (2,932 | ) | (3,007 | ) | (12,691 | ) | (3,043 | ) | ||||||||
| Prepaids and deposits | 5,255 | (2,313 | ) | 2,095 | (3,451 | ) | ||||||||||
| Accounts payable and accrued liabilities | 5,733 | 3,387 | 13,172 | 12,819 | ||||||||||||
| Deposits received | 1,976 | 390 | 2,040 | 454 | ||||||||||||
| Due from a related party | 102 | (29 | ) | 5 | (202 | ) | ||||||||||
| $ | 10,056 | $ | (135 | ) | $ | 6,066 | $ | 8,074 | ||||||||
(b) Table below summarizes the information related to non-cash capital transactions:
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||||||
| Non-cash capital transactions: | 2024 | 2023 | 2024 | 2023 | ||||||||||||
| Environmental rehabilitation expenditure paid from reclamation deposit | $ | — | $ | 390 | $ | — | $ | 233 | ||||||||
| Acquisition of Adventus paid by equity securities | — | — | 176,265 | — | ||||||||||||
| Additions of plant and equipment included in accounts payable and accrued liabilities | 435 | 1,749 | 5,246 | 1,104 | ||||||||||||
| Capital expenditures of mineral rights and properties included in accounts payable and accrued liabilities | $ | (23,972 | ) | $ | 1,106 | $ | 4,608 | $ | 2,197 | |||||||
(c) Table below summarizes the information related to cash and cash equivalents:
| December 31, 2024 | March 31, 2024 | |||||||
| Cash on hand and at bank | $ | 204,919 | $ | 112,355 | ||||
| Bank term deposits and short-term money market investments | 139,736 | 40,587 | ||||||
| Total cash and cash equivalents | $ | 344,655 | $ | 152,942 | ||||
38
Exhibit 99.2
SILVERCORP METALS INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS
For the Three and Nine months ended December 31, 2024
(Expressed in thousands of US dollars, except per share figures or otherwise stated)
Table of Contents
| 1 | Core Business and Strategy | 2 |
| 2 | Third quarter of Fiscal Year 2025 Highlights | 3 |
| 3 | Operating Performance | 4 |
| 4 | Acquisition of Adventus | 13 |
| 5 | Investment in Associates | 18 |
| 6 | Overview of Financial Results | 20 |
| 7 | Liquidity, Capital Resources, and Contractual Obligations | 29 |
| 8 | Convertible Notes | 31 |
| 9 | Environmental Rehabilitation Provision | 33 |
| 10 | Risks and Uncertainties | 33 |
| 11 | Off-Balance Sheet Arrangements | 59 |
| 12 | Transactions with Related Parties | 59 |
| 13 | Alternative Performance (Non-GAAP) Measures | 59 |
| 14 | Material Accounting Policies, Judgments, and Estimates | 70 |
| 15 | Other MD&A Requirements | 73 |
| 16 | Outstanding Share Data | 74 |
| 17 | Disclosure Controls and Procedures | 75 |
| 18 | Management’s Report on Internal Control over Financial Reporting | 75 |
| 19 | Changes in Internal Control over Financial Reporting | 76 |
| 20 | Directors and Officers | 76 |
| Technical Information | 76 | |
| Forward Looking Statements | 76 | |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine months ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
This Management’s Discussion and Analysis (“MD&A”) is intended to help the reader understand the significant factors that have affected Silvercorp Metals Inc. and its subsidiaries’ (“Silvercorp” or the “Company”) performance and such factors that may affect its future performance. This MD&A should be read in conjunction with the Company’s unaudited condensed consolidated interim financial statements for the three and nine months ended December 31, 2024 and the related notes contained therein. In addition, this MD&A should be read in conjunction with the Company’s audited consolidated financial statements for the year ended March 31, 2024 and the related notes contained therein, the related MD&A, the Annual Information Form (available on SEDAR+ at www.sedarplus.ca), and the annual report on Form 40-F (available on EDGAR at www.sec.gov). The Company reports its financial position, financial performance and cash flows in accordance with the IFRS® Accounting Standards as issued by the International Accounting Standards Board (“IASB”). Silvercorp’s material accounting policy information is set out in Note 2 of the unaudited condensed consolidated interim financial statements for the three and nine months ended December 31, 2024, as well as Note 2 to the audited consolidated financial statements for the year ended March 31, 2024. This MD&A refers to various alternative performance (non-GAAP) measures, such as adjusted earnings and adjusted earnings per share, working capital, silver equivalent, cash costs per ounce of silver, net of by-product credits, all-in & all-in sustaining costs per ounce of silver, net of by-product credits, production costs per tonne, and all-in sustaining production costs per tonne. Non-GAAP measures do not have standardized meanings under IFRS Accounting Standards. Accordingly, non-GAAP measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. To facilitate a better understanding of these measures as calculated by the Company, additional information has been provided in this MD&A. Please refer to section 13, “Alternative Performance (Non-GAAP) Measures” of this MD&A for detailed descriptions and reconciliations. Figures may not add due to rounding.
This MD&A is prepared as of February 10, 2025 and expressed in thousands of U.S. dollars, except share, per share, unit cost, and production data, or otherwise stated.
| 1. | Core Business and Strategy |
Silvercorp is a Canadian mining company producing silver, gold, lead, zinc, and other metals with a long history of profitability and growth potential. The Company’s strategy is to create shareholder value by focusing on generating free cash flow from long life mines; organic growth through extensive drilling for discovery; ongoing merger and acquisition efforts to unlock value; and long-term commitment to responsible mining and sound Environmental, Social and Governance (“ESG”) practices. Silvercorp operates several silver-lead-zinc mines at the Ying Mining District in Henan Province, China and the GC silver-lead-zinc mine in Guangdong Province, China.
On July 31, 2024, the Company acquired a 75% interest in the El Domo project, a permitted and pre-construction stage copper-gold project, and a 98.7% interest in the Condor project, a development stage gold project through the acquisition of Adventus Mining Corporation (“Adventus”), a Canadian company focused on the exploration and development of its mineral properties in Ecuador. The acquisition is expected to contribute to the Company’s diversification of its mining assets and enhance its geographical market presence in Latin America.
The Company’s common shares are traded on the Toronto Stock Exchange (“TSX”) and NYSE American under the symbol “SVM”.
| Management’s Discussion and Analysis | Page 2 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine months ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| 2. | Third quarter of Fiscal Year 2025 Highlights |
| ● | Mined 383,543 tonnes of ore, milled 361,810 tonnes of ore, and produced approximately 2,056 ounces of gold, 1.9 million ounces of silver, or approximately 2.1 million ounces of silver equivalent1, plus 17.1 million pounds of lead and 6.7 million pounds of zinc; |
| ● | Sold approximately 1,875 ounces of gold, 2.0 million ounces of silver, 17.1 million pounds of lead, and 6.6 million pounds of zinc, for revenue of $83.6 million; |
| ● | Net income attributable to equity shareholders of $26.1 million, or $0.12 per share; |
| ● | Adjusted net income attributable to equity shareholders1 of $22.0 million, or $0.10 per share, after excluding $11.6 million gain on fair value of derivative liabilities, less $8.9 million one-time non-routine mineral right transfer royalty payment for renewing SGX mining license, and other minor items; |
| ● | Generated cash flow from operating activities of $44.8 million; |
| ● | Cash costs per ounce of silver, net of by-product credits1, of negative $1.88; |
| ● | All-in sustaining costs per ounce of silver, net of by-product credits1, of $12.75; |
| ● | Spent and capitalized $17.8 million on underground exploration and development, and $7.5 million on equipment and facilities for the No. 3 tailings storage facility and the new 1,500 tonne per day mill at the Ying Mining District; |
| ● | Spent and capitalized $2.1 million at the El Domo and Condor Projects; |
| ● | Repaid $13.25 million to Wheaton Precious Metals International Ltd. (“Wheaton”) to eliminate obligations to deliver 92.3 ounces of gold per month to Wheaton for the El Domo Project; |
| ● | Spent $3.7 million on dividends to the shareholders of the Company and on share buyback; |
| ● | Existing cash of $211.1 million plus $143.3 million net proceeds raised through an issuance of unsecured convertible senior notes net the Company with $354.6 million in cash and cash equivalents and short-term investments; The Company also has a stream arrangement to access up to $175.0 million to fund the El Domo project construction, and holds a portfolio of equity investment in associates and other companies with a total market value of $68.9 million as at December 31, 2024; and |
| ● | Awarded the first construction contract of the El Domo Project using “Unit Cost” criteria. |
| 1 | Non-GAAP measures, please refer to section 13 for reconciliation. |
| Management’s Discussion and Analysis | Page 3 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| 3. | Operating Performance |
| (a) | Consolidated operating performance |
The following table summarizes consolidated operational information for the three and nine months ended December 31, 2024 and 2023:
| Consolidated | Three months ended December 31, | Nine months ended December 31, | ||||||||||||||||||||||
| 2024 | 2023 | Changes | 2024 | 2023 | Changes | |||||||||||||||||||
| Production Data | ||||||||||||||||||||||||
| Ore Mined (tonnes) | 383,543 | 345,273 | 11 | % | 1,088,830 | 921,958 | 18 | % | ||||||||||||||||
| Ore Milled (tonnes) | ||||||||||||||||||||||||
| Gold Ore | 21,912 | 12,726 | 72 | % | 47,463 | 36,419 | 30 | % | ||||||||||||||||
| Silver Ore | 339,898 | 299,774 | 13 | % | 919,248 | 832,283 | 10 | % | ||||||||||||||||
| 361,810 | 312,500 | 16 | % | 966,711 | 868,702 | 11 | % | |||||||||||||||||
| Average Head Grades | ||||||||||||||||||||||||
| Silver (grams/tonne) | 182 | 182 | — | % | 186 | 196 | (5 | )% | ||||||||||||||||
| Lead (%) | 2.3 | 2.7 | (14 | )% | 2.3 | 2.9 | (21 | )% | ||||||||||||||||
| Zinc (%) | 1.0 | 1.3 | (22 | )% | 1.1 | 1.2 | (8 | )% | ||||||||||||||||
| Average Recovery Rates | ||||||||||||||||||||||||
| Silver (%) | 93.5 | 93.2 | — | % | 94.3 | 93.7 | 1 | % | ||||||||||||||||
| Lead (%) | 93.6 | 94.3 | (1 | )% | 94.2 | 94.6 | — | % | ||||||||||||||||
| Zinc (%) | 82.2 | 85.2 | (4 | )% | 82.3 | 83.4 | (1 | )% | ||||||||||||||||
| Metal Production | ||||||||||||||||||||||||
| Gold (ounces) | 2,056 | 1,342 | 53 | % | 4,385 | 5,352 | (18 | )% | ||||||||||||||||
| Silver (in thousands of ounces) | 1,946 | 1,684 | 16 | % | 5,318 | 5,054 | 5 | % | ||||||||||||||||
| Silver equivalent (in thousands of ounces)* | 2,119 | 1,795 | 18 | % | 5,672 | 5,520 | 3 | % | ||||||||||||||||
| Lead (in thousands of pounds) | 17,087 | 16,763 | 2 | % | 45,908 | 50,644 | (9 | )% | ||||||||||||||||
| Zinc (in thousands of pounds) | 6,668 | 7,404 | (10 | )% | 18,913 | 18,826 | — | % | ||||||||||||||||
| Costs Data* | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 63.82 | 59.43 | 7 | % | 65.64 | 62.43 | 5 | % | ||||||||||||||||
| Shipping costs ($/tonne) | 2.52 | 2.39 | 5 | % | 2.45 | 2.46 | — | % | ||||||||||||||||
| Milling costs ($/tonne) | 11.61 | 12.44 | (7 | )% | 12.06 | 12.68 | (5 | )% | ||||||||||||||||
| Production costs ($/tonne) | 77.95 | 74.26 | 5 | % | 80.15 | 77.57 | 3 | % | ||||||||||||||||
| All-in sustaining production costs ($/tonne) | 150.30 | 136.86 | 10 | % | 145.71 | 139.79 | 4 | % | ||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits ($) | (1.88 | ) | (0.96 | ) | (96 | )% | (1.46 | ) | (0.74 | ) | (97 | )% | ||||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits ($) | 12.75 | 11.33 | 13 | % | 11.46 | 10.72 | 7 | % | ||||||||||||||||
*Alternative performance (non-GAAP) measure. Please refer to section 13 for reconciliation.
| Management’s Discussion and Analysis | Page 4 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (i) | Mine and Mill Production |
For the three months ended December 31, 2024 (“Q3 Fiscal 2025”), on a consolidated basis, the Company mined 383,543 tonnes of ore, up 11% compared to 345,273 tonnes in the three months ended December 31, 2023 (“Q3 Fiscal 2024”). Ore milled was 361,810 tonnes, up 16% compared to 312,500 tonnes in Q3 Fiscal 2024.
For the nine months ended December 31, 2024, on a consolidated basis, the Company mined 1,088,830 tonnes of ore, up 18% compared to 921,958 tonnes in the same prior year period. Ore milled was 966,711 tonnes, up 11% compared to 868,702 tonnes in the same prior year period.
| (ii) | Metal Production |
In Q3 Fiscal 2025, the Company produced approximately 2,056 ounces of gold, 1.9 million ounces of silver, or approximately 2.1 million ounces of silver equivalent, plus 17.1 million pounds of lead and 6.7 million pounds of zinc, representing increases of 53%, 16%, 18% and 2% in gold, silver, silver equivalent, and lead, and a decrease of 10% in zinc over Q3 Fiscal 2024. The increases were mainly due to the increase in ore production offset by lower zinc head grades achieved.
For the nine months ended December 31, 2024, the Company produced approximately 4,385 ounces of gold, 5.3 million ounces of silver, or approximately 5.7 million ounces of silver equivalent, plus 45.9 million pounds of lead and 18.9 million of pounds of zinc, representing increases of 5% and 3%, respectively, in silver and silver equivalent production, and decreases of 18% and 9%, respectively, in gold and lead production over the same prior year period.
Inventory stockpile ores at the Ying Mining District of approximately 145 thousand tonnes as at December 31, 2024 is being processed during the Chinese New Year holidays in the fourth quarter.
| (iii) | Per Tonne Costs2 |
In Q3 Fiscal 2025, the consolidated mining costs were $63.82 per tonne, up 7% compared to $59.43 per tonne in Q3 Fiscal 2024. The increase was mainly due to more mining preparation tunnels and grade control drilling completed and expensed as part of the mining costs in the current quarter. The consolidated milling costs were $11.61 per tonne, down 7% compared to $12.44 per tonne in Q3 Fiscal 2024. The consolidated production costs per tonne of ore processed were $77.95 per tonne, up 5% compared to $74.26 per tonne in Q3 Fiscal 2024, while the all-in sustaining production costs per tonne of ore processed were $150.30 per tonne, up 10% compared to $136.86 per tonne in Q3 Fiscal 2024. The increase was mainly due to an increase of 5% in the production costs per tonne and an increase of 3% in the per tonne sustaining capital expenditures.
For the nine months ended December 31, 2024, the consolidated mining costs were $65.64 per tonne, up 5% compared to $62.43 per tonne in the same prior year period. The consolidated milling costs were $12.06 per tonne, down 5% compared to $12.68 per tonne in the same prior year period. Correspondingly, the consolidated production costs per tonne of ore processed were $80.15 per tonne, up 3% compared to $77.57 per tonne in the same prior year period, while the all-in sustaining production costs per tonne ore processed were $145.71 per tonne, up 4% compared to $139.79 per tonne in the same prior year period.
| (iv) | Costs per Ounce of Silver, Net of By-Product Credits1 |
In Q3 Fiscal 2025, the consolidated cash costs per ounce of silver, net of by-product credits, were negative $1.88, compared to negative $0.96 in Q3 Fiscal 2024. The decrease was mainly due to an increase of $6.3 million in by-product credits partially offset by the 5% increase in production cost per tonne. The consolidated all-in sustaining costs per ounce of silver, net of
| 2 | Non-GAAP measures, please refer to section 13 for reconciliation. |
| Management’s Discussion and Analysis | Page 5 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
by-product credits, were $12.75, up 13% compared to $11.33 in Q3 Fiscal 2024. The increase was mainly due to an increase of $6.4 million in general administrative expenses, sustaining capital expenditures, and mineral resources tax, as well as government fees and other taxes, offset by the decrease in the cash costs per ounce of silver, net of by-product credits as discussed above.
For the nine months ended December 31, 2024, the consolidated cash costs per ounce of silver, net of by-product credits, were negative $1.46, compared to negative $0.74 in the same prior year period. The consolidated all-in sustaining costs per ounce of silver, net of by-product credits, were $11.46, compared to $10.72 in the same prior year period.
| (v) | Exploration and Development |
The following table summarizes the development work and capital expenditures in Q3 Fiscal 2025.
| Development Expenditures | Capitalized Exploration Expenditures | Expensed | ||||||||||||||||||||||||||||||||||||||
| Ramp, Tunneling, and other | Tunneling | Drilling | Plant
and | Total
Capital Expenditures | Mining | Drilling | ||||||||||||||||||||||||||||||||||
| (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | ($ Thousand) | ($ Thousand) | (Metres) | (Metres) | |||||||||||||||||||||||||||||||
| Q3 Fiscal 2025 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 9,742 | $ | 6,570 | 18,947 | $ | 6,954 | 15,979 | $ | 536 | $ | 7,007 | $ | 21,067 | 15,755 | 39,568 | |||||||||||||||||||||||||
| GC Mine | 540 | 340 | 2,644 | 992 | 8,129 | 173 | 289 | 1,794 | 3,395 | 2,554 | ||||||||||||||||||||||||||||||
| El Domo | — | 1,803 | — | — | — | — | — | 1,803 | — | — | ||||||||||||||||||||||||||||||
| Condor | — | 273 | — | — | — | — | — | 273 | — | — | ||||||||||||||||||||||||||||||
| Other | — | 120 | — | — | — | — | 198 | 318 | — | — | ||||||||||||||||||||||||||||||
| Consolidated | 10,282 | 9,106 | 21,591 | 7,946 | 24,108 | 709 | 7,494 | 25,255 | 19,150 | 42,122 | ||||||||||||||||||||||||||||||
| Q3 Fiscal 2024 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 3,986 | $ | 2,651 | 23,834 | $ | 9,612 | 39,085 | $ | 1,338 | $ | 3,679 | $ | 17,280 | 10,010 | 24,693 | |||||||||||||||||||||||||
| GC Mine | 81 | 108 | 3,747 | 1,688 | 10,912 | 250 | 218 | 2,264 | 2,145 | 12,327 | ||||||||||||||||||||||||||||||
| Other | — | 82 | — | — | — | — | 9 | 91 | — | — | ||||||||||||||||||||||||||||||
| Consolidated | 4,067 | 2,841 | 27,581 | 11,300 | 49,997 | 1,588 | 3,906 | 19,635 | 12,155 | 37,020 | ||||||||||||||||||||||||||||||
Total capital expenditures in Q3 Fiscal 2025 were $25.3 million, up 29% compared to $19.6 million in Q3 Fiscal 2024. The increase was mainly due to more tunneling completed and the construction of the No. 3 tailings storage facility (“TSF”) and mill expansion at the Ying Mining District, as well as additional expenditures incurred at the newly acquired El Domo Project and Condor Project. The construction of the Phase 1 of the TSF and mill expansion at the Ying Mining District were completed in Q3 Fiscal 2025 on time and under budget.
In Q3 Fiscal 2025, on a consolidated basis, a total of 66,230 metres or $2.0 million worth of diamond drilling were completed (Q3 Fiscal 2024 – 87,017 metres or $2.4 million), of which approximately 42,122 metres or $1.4 million worth of diamond drilling were expensed as part of mining costs (Q3 Fiscal 2024 – 37,020 metres or $0.7 million) and approximately 24,108 metres or $0.6 million worth of diamond drilling were capitalized (Q3 Fiscal 2024 – 49,997 metres or $1.6 million). In addition, approximately 19,150 metres or $5.0 million worth of preparation tunneling were completed and expensed as part of mining costs (Q3 Fiscal 2024 – 12,155 metres or $4.5 million), and approximately 31,873 metres or $14.9 million worth of tunnels, raises, ramps and declines were completed and capitalized (Q3 Fiscal 2024 – 31,648 metres or $14.1 million).
For the nine months ended December 31, 2024, the development work and capital expenditures are summarized as follows:
| Management’s Discussion and Analysis | Page 6 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Development Expenditures | Capitalized Exploration Expenditures | Expensed | ||||||||||||||||||||||||||||||||||||||
| Ramp, Tunneling, and other | Tunneling | Drilling | Plant
and | Total
Capital Expenditures | Mining | Drilling | ||||||||||||||||||||||||||||||||||
| (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | ($ Thousand) | ($ Thousand) | (Metres) | (Metres) | |||||||||||||||||||||||||||||||
| Nine months ended December 31, 2024 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 29,396 | $ | 20,092 | 51,478 | $ | 18,727 | 45,858 | $ | 1,535 | $ | 21,064 | $ | 61,418 | 50,593 | 136,527 | |||||||||||||||||||||||||
| GC Mine | 2,475 | 1,301 | 8,494 | 3,286 | 33,699 | 728 | 399 | 5,714 | 8,502 | 12,746 | ||||||||||||||||||||||||||||||
| El Domo | — | 4,335 | — | — | — | — | — | 4,335 | — | — | ||||||||||||||||||||||||||||||
| Condor | — | 842 | — | — | — | — | — | 842 | — | — | ||||||||||||||||||||||||||||||
| Other | — | 445 | — | — | — | — | 214 | 659 | — | — | ||||||||||||||||||||||||||||||
| Consolidated | 31,871 | 27,015 | 59,972 | 22,013 | 79,557 | 2,263 | 21,677 | 72,968 | 59,095 | 149,273 | ||||||||||||||||||||||||||||||
| Nine months ended December 31, 2023 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 9,742 | $ | 6,856 | 63,384 | $ | 24,855 | 112,778 | $ | 3,970 | $ | 9,375 | $ | 45,056 | 27,913 | 73,598 | |||||||||||||||||||||||||
| GC Mine | 329 | 303 | 9,189 | 3,410 | 24,620 | 1,188 | 411 | 5,312 | 6,608 | 36,804 | ||||||||||||||||||||||||||||||
| Other | — | 209 | — | — | — | — | 32 | 241 | — | — | ||||||||||||||||||||||||||||||
| Consolidated | 10,071 | 7,368 | 72,573 | 28,265 | 137,398 | 5,158 | 9,818 | 50,609 | 34,521 | 110,402 | ||||||||||||||||||||||||||||||
Total capital expenditures for the nine months ended December 31, 2024 were $73.0 million, up 44% compared to $50.6 million during the same prior year period. On a consolidated basis, a total of 228,830 metres or $6.3 million worth of diamond drilling were completed (same prior year period – 247,800 metres or $7.7 million), of which approximately 149,273 metres or $4.1 million worth of underground drilling were expensed as part of mining costs (same prior year period – 110,402 metres or $2.3 million ) and approximately 79,557 metres or $2.2 million worth of drilling were capitalized (same prior year period – 137,398 metres or $5.4 million). In addition, approximately 59,095 metres or $22.1 million worth of preparation tunneling were completed and expensed as part of mining costs (same prior year period – 34,521 metres or $12.5 million), and approximately 91,843 metres or $43.4 million worth of tunnels, raises, ramps and declines were completed and capitalized (same period year period – 82,644 metres or $35.4 million).
| Management’s Discussion and Analysis | Page 7 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (b) | Individual Mine Performance |
| (i) | Ying Mining District |
The following table summarizes the operational information at the Ying Mining District for the three and nine months ended December 31, 2024 and 2023. The Ying Mining District is the Company’s primary source of production and revenue, and consists of four mining licenses, including the SGX, HPG, TLP-LME-LMW, and DCG mines.
| Ying Mining District | Three months ended December 31, | Nine months ended December 31, | ||||||||||||||||||||||
| 2024 | 2023 | Changes | 2024 | 2023 | Changes | |||||||||||||||||||
| Production Data | ||||||||||||||||||||||||
| Ore Mined (tonnes) | 297,246 | 245,606 | 21 | % | 825,371 | 679,990 | 21 | % | ||||||||||||||||
| Ore Milled (tonnes) | ||||||||||||||||||||||||
| Gold Ore | 21,912 | 12,726 | 72 | % | 47,463 | 36,419 | 30 | % | ||||||||||||||||
| Silver Ore | 255,783 | 201,475 | 27 | % | 661,972 | 599,459 | 10 | % | ||||||||||||||||
| 277,695 | 214,201 | 30 | % | 709,435 | 635,878 | 12 | % | |||||||||||||||||
| Average Head Grades | ||||||||||||||||||||||||
| Silver (grams/tonne) | 214 | 235 | (9 | )% | 228 | 241 | (5 | )% | ||||||||||||||||
| Lead (%) | 2.7 | 3.5 | (23 | )% | 2.9 | 3.5 | (17 | )% | ||||||||||||||||
| Zinc (%) | 0.5 | 0.7 | (29 | )% | 0.6 | 0.7 | (14 | )% | ||||||||||||||||
| Average Recovery Rates | ||||||||||||||||||||||||
| Gold (%)** | 94.6 | 91.2 | 4 | % | 93.6 | 91.6 | 2 | % | ||||||||||||||||
| Silver (%) | 94.7 | 94.9 | — | % | 94.8 | 95.0 | — | % | ||||||||||||||||
| Lead (%) | 94.0 | 94.8 | (1 | )% | 94.1 | 95.1 | (1 | )% | ||||||||||||||||
| Zinc (%) | 68.9 | 71.4 | (4 | )% | 70.6 | 70.7 | — | % | ||||||||||||||||
| Metal Production | ||||||||||||||||||||||||
| Gold (ounces) | 2,056 | 1,342 | 53 | % | 4,385 | 5,352 | (18 | )% | ||||||||||||||||
| Silver (in thousands of ounces) | 1,778 | 1,511 | 18 | % | 4,868 | 4,614 | 6 | % | ||||||||||||||||
| Silver equivalent (in thousands of ounces)* | 1,951 | 1,622 | 20 | % | 5,222 | 5,080 | 3 | % | ||||||||||||||||
| Lead (in thousands of pounds) | 15,234 | 14,552 | 5 | % | 41,284 | 44,952 | (8 | )% | ||||||||||||||||
| Zinc (in thousands of pounds) | 2,250 | 2,153 | 5 | % | 6,513 | 6,463 | 1 | % | ||||||||||||||||
| Costs Data* | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 71.21 | 68.87 | 3 | % | 75.16 | 69.59 | 8 | % | ||||||||||||||||
| Shipping costs ($/tonne) | 3.23 | 3.53 | (8 | )% | 3.27 | 3.35 | (2 | )% | ||||||||||||||||
| Milling costs ($/tonne) | 10.48 | 11.61 | (10 | )% | 10.78 | 11.39 | (5 | )% | ||||||||||||||||
| Production costs ($/tonne) | 84.92 | 84.01 | 1 | % | 89.21 | 84.33 | 6 | % | ||||||||||||||||
| All-in sustaining production costs ($/tonne) | 150.87 | 143.80 | 5 | % | 146.58 | 140.20 | 5 | % | ||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits ($) | (0.30 | ) | (0.09 | ) | (233 | )% | (0.14 | ) | (0.38 | ) | (63 | )% | ||||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits ($) | 11.05 | 8.99 | 23 | % | 9.16 | 8.04 | 14 | % | ||||||||||||||||
* Alternative performance (non-GAAP) measure. Please refer to section 13 for reconciliation.
** Gold recovery only refers to the recovery rate for gold ore processed.
| Management’s Discussion and Analysis | Page 8 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
In Q3 Fiscal 2025, a total of 297,246 tonnes of ore were mined at the Ying Mining District, up 21% compared to 245,606 tonnes in Q3 Fiscal 2024, and 277,695 tonnes of ore were milled, up 30% compared to 214,201 tonnes in Q3 Fiscal 2024.
Average head grades of ore processed were 214 g/t for silver, 2.7% for lead, and 0.5% for zinc compared to 235 g/t for silver, 3.5% for lead, and 0.7% for zinc in Q3 Fiscal 2024.
Metals produced at the Ying Mining District were approximately 2,056 ounces of gold, 1.8 million ounces of silver, or approximately 2.0 million ounces of silver equivalent, plus 15.2 million pounds of lead, and 2.3 million pounds of zinc, representing production increases of 53%, 18%, 20%, 5%, and 5%, in gold, silver, silver equivalent, lead and zinc, respectively, compared to 1,342 ounces of gold, 1.5 million ounces of silver, or approximately 1.6 million silver equivalent, plus 14.6 million pounds of lead, and 2.2 million pounds of zinc in Q3 Fiscal 2024. The increase was mainly due to the increase in ore production, partially offset by lower head grades achieved. Inventory stockpile ores of approximately 145 thousand tonnes as at December 31, 2024 are being processed during the Chinese New Year holidays in the fourth quarter of Fiscal 2025.
In Q3 Fiscal 2025, the mining costs at the Ying Mining District were $71.21 per tonne, up 3% compared to $68.87 per tonne in Q3 Fiscal 2024, while the milling costs were $10.48 per tonne, down 10% compared to $11.61 per tonne in Q3 Fiscal 2024. The increase in per tonne mining costs were mainly due to more mining preparation tunnels and grade control drilling completed and expensed as part of the mining costs. Correspondingly, the production costs per tonne of ore processed were $84.92, up 1% compared to $84.01 in Q3 Fiscal 2024. The all-in sustaining costs per tonne of ore processed were $150.87, up 5% compared to $143.80 in Q3 Fiscal 2024. The increase is mainly due to the inclusion of mineral right transfer royalty incurred in the current quarter.
In Q3 Fiscal 2025, the cash costs per ounce of silver, net of by-product credits, at the Ying Mining District were negative $0.30, compared to negative $0.09 in Q3 Fiscal 2024. The decrease was mainly due to an increase of $5.1 million in by-product credits partially offset by the 1% increase in the production costs per tonne as discussed above. The all-in sustaining costs per ounce of silver, net of by-product credits, were $11.05, compared to $8.99 in Q3 Fiscal 2024. The increase was mainly due to an increase of $2.6 million in mineral resources tax and mineral right transfer royalty, which levied based on revenue achieved, and an increase of $2.2 million in sustaining capital expenditures arising from more development tunnels completed offset by the decrease in the cash costs per ounces of silver, net of by-product credits as discussed above.
In Q3 Fiscal 2025, a total of 55,547 metres or $1.8 million worth of diamond drilling were completed (Q3 Fiscal 2024 – 63,778 metres or $1.8 million), of which approximately 39,568 metres or $1.3 million worth of diamond drilling were expensed as part of mining costs (Q3 Fiscal 2024 – 24,693 metres or $0.5 million) and approximately 15,979 metres or $0.5 million worth of drilling were capitalized (Q3 Fiscal 2024 – 39,085 metres or $1.3 million). In addition, approximately 15,755 metres or $3.7 million worth of preparation tunneling were completed and expensed as part of mining costs (Q3 Fiscal 2024 – 10,010 metres or $3.6 million), and approximately 28,689 metres or $13.5 million worth of horizontal tunnels, raises, ramps, and declines were completed and capitalized (Q3 Fiscal 2024 – 27,820 metres or $12.3 million).
For the nine months ended December 31, 2024, a total of 825,371 tonnes of ore were mined and 709,435 tonnes of ore were milled at the Ying Mining District, compared to 679,990 tonnes mined and 635,878 tonnes milled in the same prior year period.
Average head grades of ore processed were 228 g/t for silver, 2.9% for lead, and 0.6% for zinc compared to 241 g/t for silver, 3.5% for lead, and 0.7% for zinc in the same prior year period.
Metals produced at the Ying Mining District were approximately 4,385 ounces of gold, 4.9 million ounces of silver, or approximately 5.2 million ounces of silver equivalent, plus 41.3 million pounds of lead and 6.5 million pounds of zinc,
| Management’s Discussion and Analysis | Page 9 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
representing increases of 6%, 3% and 1% in silver, silver equivalent and zinc, and decreases of 18% and 8%, respectively, in gold and lead production, compared to 5,352 ounces of gold, 4.6 million ounces of silver, or approximately 5.1 million ounces of silver equivalent, 45.0 million pounds of lead, and 6.5 million pounds of zinc in the same prior year period.
For the nine months ended December 31, 2024, the mining costs at the Ying Mining District were $75.16 per tonne, up 8% compared to $69.59 per tonne in the same prior year period while the milling costs were $10.78 per tonne, down 5% compared to $11.39 per tonne in the same prior year period. Correspondingly, the production costs per tonne of ore processed were $89.21, up 6% compared to $84.33 in the same prior year period. The all-in sustaining costs per tonne of ore processed were $146.58, up 5% compared to $140.20 in the same prior year period. The increase was mainly due the increases in the production costs per tonne and $1.0 million in general administrative expenses.
For the nine months ended December 31, 2024, the cash costs per ounce of silver, net of by-product credits, at the Ying Mining District were negative $0.14, compared to negative $0.38 in the same prior year period. The all-in sustaining costs per ounce of silver, net of by-product credits were $9.16, up 14% compared to $8.04 in the same prior year period. The increase was mainly due to increases of $1.0 million in general administrative expenses and $2.3 million in sustaining capital expenditures as more development tunnels completed as well as $2.8 million in mineral resources taxes and mineral right fee as higher revenue achieved.
For the nine months ended December 31, 2024, a total of 182,385 metres or $5.3 million worth of diamond drilling were completed (same prior year period – 186,376 metres or $5.6 million), of which approximately 136,527 metres or $3.8 million worth of underground drilling were expensed as part of mining costs (same prior year period – 73,598 metres or $1.8 million) and approximately 45,858 metres or $1.5 million worth of drilling were capitalized (same prior year period – 112,778 metres or $4.0 million). In addition, approximately 50,593 metres or $22.1 million worth of preparation tunneling were completed and expensed as part of mining costs (same prior year period – 27,913 metres or $10.3 million), and approximately 80,874 metres or $38.8 million worth of horizontal tunnels, raises, ramps, and declines were completed and capitalized (same prior year period – 73,126 metres or $31.7 million).
| Management’s Discussion and Analysis | Page 10 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (ii) | GC Mine |
The following table summarizes the operational information at the GC Mine for the three and nine months ended December 31, 2024 and 2023:
GC Mine | Three months ended December 31, | Nine months ended December 31, | ||||||||||||||||||||||
| 2024 | 2023 | Changes | 2024 | 2023 | Changes | |||||||||||||||||||
| Production Data | ||||||||||||||||||||||||
| Ore Mined (tonnes) | 86,297 | 99,667 | (13 | )% | 263,459 | 241,968 | 9 | % | ||||||||||||||||
| Ore Milled (tonnes) | 84,115 | 98,299 | (14 | )% | 257,276 | 232,824 | 11 | % | ||||||||||||||||
| Average Head Grades | ||||||||||||||||||||||||
| Silver (grams/tonne) | 77 | 68 | 13 | % | 67 | 72 | (7 | )% | ||||||||||||||||
| Lead (%) | 1.1 | 1.1 | — | % | 0.9 | 1.2 | (25 | )% | ||||||||||||||||
| Zinc (%) | 2.7 | 2.7 | — | % | 2.5 | 2.7 | (7 | )% | ||||||||||||||||
| Average Recovery Rates | ||||||||||||||||||||||||
| Silver (%) ** | 82.8 | 80.3 | 3 | % | 83.0 | 81.8 | 1 | % | ||||||||||||||||
| Lead (%) | 90.3 | 90.9 | (1 | )% | 89.6 | 90.7 | (1 | )% | ||||||||||||||||
| Zinc (%) | 90.3 | 90.1 | — | % | 90.3 | 90.2 | — | % | ||||||||||||||||
| Metal Production | ||||||||||||||||||||||||
| Silver (in thousands of ounces) | 168 | 173 | (3 | )% | 450 | 440 | 2 | % | ||||||||||||||||
| Lead (in thousands of pounds) | 1,853 | 2,211 | (16 | )% | 4,624 | 5,692 | (19 | )% | ||||||||||||||||
| Zinc (in thousands of pounds) | 4,418 | 5,251 | (16 | )% | 12,400 | 12,363 | — | % | ||||||||||||||||
| Costs Data* | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 38.37 | 36.15 | 6 | % | 35.82 | 42.31 | (15 | )% | ||||||||||||||||
| Milling costs ($/tonne) | 15.32 | 14.23 | 8 | % | 15.58 | 16.19 | (4 | )% | ||||||||||||||||
| Production costs ($/tonne) | 53.69 | 50.38 | 7 | % | 51.40 | 58.50 | (12 | )% | ||||||||||||||||
| All-in sustaining production costs ($/tonne) | 75.55 | 76.84 | (2 | )% | 77.85 | 86.93 | (10 | )% | ||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits ($) | (19.14 | ) | (8.95 | ) | 114 | % | (15.77 | ) | (4.69 | ) | 236 | % | ||||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits ($) | (6.13 | ) | 8.01 | (177 | )% | 1.07 | 11.98 | (91 | )% | |||||||||||||||
| * | Alternative performance (non-GAAP) measure. Please refer to section 13 for reconciliation. |
| ** | Silver recovery includes silver recovered in lead concentrate and silver recovered in zinc concentrate. |
In Q3 Fiscal 2025, a total of 86,297 tonnes of ore were mined at the GC Mine, down 13% compared to 99,667 tonnes in Q3 Fiscal 2024, while 84,115 tonnes were milled, down 14% compared to 98,299 tonnes in Q3 Fiscal 2024.
In Q3 Fiscal 2025, approximately 14,300 tonnes of waste were removed through the XRT Ore Sorting System.
Average head grades of ore milled were 77 g/t for silver, 1.1% for lead, and 2.7% for zinc compared to 68 g/t for silver, 1.1% for lead, and 2.7% for zinc in Q3 Fiscal 2024.
| Management’s Discussion and Analysis | Page 11 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Metals produced at the GC Mine were approximately 168 thousand ounces of silver, 1.9 million pounds of lead, and 4.4 million pounds of zinc, representing decreases of 3%, 16%, and 16%, in silver, lead and zinc production, respectively, compared to 173 thousand ounces of silver, 2.2 million pounds of lead, and 5.3 million pounds of zinc in Q3 Fiscal 2024.
The mining costs at the GC Mine were $38.37 per tonne, up 6% compared to $36.15 per tonne in Q3 Fiscal 2024, while the milling costs were $15.32 per tonne, up 8% compared to $14.23 per tonne in Q3 Fiscal 2024. The production costs per tonne of ore processed were $53.69, up 7% compared to $50.38 in Q3 Fiscal 2024. The increase was mainly due to more mining preparation tunnel completed and expensed as part of mining costs as well as higher per tonne fixed costs allocation resulting from the decrease of ore production. The all-in sustaining production costs per tonne of ore processed were $75.55, down 2%, compared to $76.84 in Q3 Fiscal 2024. The decrease was primarily due to a decrease of $0.8 million in sustaining expenditures offset by the 7% increase in production costs per tonne as discussed above.
The cash costs per ounce of silver, net of by-product credits, at the GC Mine, in Q3 Fiscal 2025, were negative $19.14, compared to negative $8.95 in Q3 Fiscal 2024. The all-in sustaining costs per ounce of silver, net of by-product credits, were negative $6.13, compared to $8.01 in Q3 Fiscal 2024. The decrease was mainly due to an increase of $1.3 million in by-product credits and a decrease of 2% in per tonne all-in sustaining production costs as discussed above.
In Q3 Fiscal 2025, approximately 10,683 metres or $0.2 million worth of diamond drilling were completed (Q3 Fiscal 2024 – 23,239 metres or $0.5 million), of which approximately 2,554 metres or $0.1 million worth of underground diamond drilling were expensed as part of mining costs (Q3 Fiscal 2024 – 12,327 metres or $0.2 million) and approximately 8,129 metres or $0.2 million of diamond drilling were capitalized (Q3 Fiscal 2024 – 10,912 metres or $0.3 million). In addition, approximately 3,395 metres or $1.3 million of tunneling were completed and expensed as part of mining costs (Q3 Fiscal 2024 – 2,145 metres or $0.9 million), and approximately 3,184 metres or $1.3 million of horizontal tunnels, raises, and declines were completed and capitalized (Q3 Fiscal 2024 – 3,828 metres or $1.8 million).
For the nine months ended December 31, 2024, a total of 263,459 tonnes of ore were mined and 257,276 tonnes were milled at the GC Mine, up 9% and 11%, respectively, compared to 241,968 tonnes mined and 232,824 tonnes milled in the same prior year period.
For the nine months ended December 31, 2024, approximately 37,000 tonnes of waste were removed through the XRT Ore Sorting System.
Average head grades of ore milled were 67 g/t for silver, 0.9% for lead, and 2.5% for zinc compared to 72 g/t for silver, 1.2% for lead, and 2.7% for zinc in the same prior year period.
Metals produced at the GC Mine were approximately 450 thousand ounces of silver, 4.6 million pounds of lead, and 12.4 million pounds of zinc, compared to 440 thousand ounces of silver, 5.7 million pounds of lead, and 12.4 million pounds of zinc in the same prior year period. The decrease in lead was mainly due to the lower head grade achieved.
The mining costs at the GC Mine were $35.82 per tonne, down 15% compared to $42.31 per tonne in the same prior year period, and the milling costs were $15.58 per tonne, down 4% compared to $16.19 per tonne in the same prior year period. The production costs per tonne of ore processed were $51.40, down 12% compared to $58.50 in the same prior year period. The all-in sustaining production costs per tonne of ore processed were $77.85, down 10%, compared to $86.93 in the same prior year period. The decrease was primarily due to more ores mined and processed resulting in lower per tonne costs allocation.
For the nine months ended December 31, 2024, the cash costs per ounce of silver, net of by-product credits, at the GC Mine, were negative $15.77, compared to negative $4.69 in the same prior year period. The all-in sustaining costs per ounce of silver, net of by-product credits, were $1.07, compared to $11.98 in the same prior year period.
| Management’s Discussion and Analysis | Page 12 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
For the nine months ended December 31, 2024, approximately 46,445 metres or $1.0 million worth of diamond drilling were completed (same prior year period – 61,424 metres or $1.8 million), of which approximately 12,746 metres or $0.3 million worth of underground drilling were expensed as part of mining costs (same prior year period – 36,804 metres or $0.7 million) and approximately 33,699 metres or $0.7 million of drilling were capitalized (same prior year period – 24,620 metres or $1.2 million ). In addition, approximately 8,502 metres or $3.3 million of tunneling were completed and expensed as part of mining costs (same prior year period – 6,608 metres or $2.2 million), and approximately 10,969 metres or $4.6 million of horizontal tunnels, raises, and declines were completed and capitalized (same prior year period – 9,518 metres or $3.7 million).
| (iii) | Kuanping Project |
The environmental impact assessment report and the mine safety facilities design report as required were approved in July and September 2024 respectively, and the final approval from the provincial authorities to construct the mine is obtained in November 2024. The Kuanping Project has received all required permits and licenses and is now ready for construction.
For the nine months ended December 31, 2024, total capital expenditures at the Kuanping Project were $0.4 million, compared to $0.2 million in the same prior year period.
| (iv) | BYP Mine |
The BYP Mine was placed on care and maintenance since August 2014 due to required capital upgrades to sustain its ongoing production and the market environment. The Company has been conducting activities to apply for a new mining license. Although the process has taken longer than expected, the Company expects that some developments on the application would be achieved in Fiscal 2026. There is no guarantee that the new mining license for the BYP Mine will be issued, or if it is issued, that it will be issued under reasonable operational and/or financial terms, or in a timely manner, or that the Company will be in a position to comply with all conditions that are imposed thereon.
| (v) | El Domo Project |
The Company acquired the El Domo Project through the acquisition of Adventus Mining Corporation (“Adventus”) on July 31, 2024. The El Domo Project is a permitted, pre-construction stage copper-gold project, 75% owned by Adventus. The El Domo Project is located in central Ecuador, approximately 150 km northeast of the major port city of Guayaquil - about a 3-hour drive. The El Domo Project spans low-lying hills and plains between 300 to 900 m above sea level.
In order to develop the El Domo project, Adventus entered into a precious metals purchase agreement (“PMPA”) with Wheaton Precious Metals International Ltd. (“Wheaton”). The PMPA provides Adventus with access to an upfront cash consideration of $175.5 million and a $5.0 million equity commitment. Of this, $13.0 million was made available as an early deposit (the “Early Deposit”) for pre-construction activities, and $0.5 million for local community development initiatives (the “ESG Deposit”) prior to production. The remainder will be available in four installments during construction, subject to certain customary conditions precedent being satisfied.
Under the PMPA, Wheaton will purchase 50% of the payable gold production until 145,000 ounces have been delivered, thereafter dropping to 33% for the life of mine; and 75% of the payable silver production until 4,600,000 ounces have been delivered, thereafter dropping to 50% for the life of mine.
Wheaton will make ongoing payments for the gold and silver ounces delivered equal to 18% of the spot prices (“Production Payment”) until the value of gold and silver delivered less the Production Payment is equal to the upfront consideration of $175.5 million, at which point the Production Payment will increase to 22% of the spot prices.
| Management’s Discussion and Analysis | Page 13 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
As at July 31, 2024, Wheaton advanced Adventus a total of $13.25 million, being the $13.0 million as Early Deposit and $0.25 million as ESG Deposit to support the training programs for members of the communities. Pursuant to the terms of the PMPA, Adventus was required to deliver approximately 92.3 ounces to Wheaton monthly until the development of the El Domo Project reaches certain milestones or the deposits will be repaid. The estimated liabilities of this gold delivery were $2.5 million, which are derivative liabilities and have been included in the accounts payable and accrued liabilities on the unaudited condensed consolidated interim statements of financial position.
In November 2024, the Company repaid $13.25 million to the Wheaton. As a result of the repayment, the liability of $1.8 million accrued for the gold delivery was derecognized and a gain of $1.8 million was recorded as other income in the unaudited condensed consolidated interim statements of income.
In June 2024, an action seeking to void the environmental license of the El Domo Project was brought in the local court in Las Naves Canton, Bolívar Province, Ecuador (the “Court”) by a group of plaintiffs alleging defects in the environmental consultation process for the El Domo Project. The Court rejected the litigation on July 24, 2024 ruling that the Ecuadorean government correctly discharged its environmental consultation obligations prior to issuing an environmental license for the El Domo Project. The plaintiffs filed an appeal (the “Appeal”) to the provincial court, and the Appeal was heard by the provincial court of Bolívar Province on October 17, 2024, and was dismissed by the provincial court on November 12, 2024, affirming the lower court decision that the Ministry of Environment, Water, and Ecological Transition of Ecuador (“MAATE”) correctly discharged its environmental consultation obligations prior to issuing an environmental licenses of the El Domo Project. On December 19, 2024, the plaintiff filed an Extraordinary Protection Action (“EPA”) with the Constitutional Court of Ecuador against the ruling by the provincial court, but the EPA has not yet been admitted or dismissed by the Constitutional Court.
Since the Adventus acquisition, the Company has made substantial progress in advancing the El Domo Project, highlights included:
| ● | Streamlined the Ecuadorian Operations: Optimized the organization chart by moving the management team and personnel to the El Domo and Condor project sites from the Quito office, and by initiating the winding down or transfer of most of the non-core regional projects. |
| ● | Continued Community Engagement: Maintained open lines of communication with local communities and government representatives, keeping them informed of changes in the Project ownership and leadership, as well as on construction plans. |
| ● | Advanced Detailed Engineering: |
| ▪ | Reviewed the previous technical work, including interviewing all consulting firms to confirm all previous studies and detailed engineering designs for optimization; |
| ▪ | Optimized design with Klohn Crippen Berger (KCB) for the Tailing Storage Facilities (TSF), starter dam and impound area, Saprolite Waste Dump (SWD), and non-contact water channels; |
| ▪ | Selected a new site for the process plant so that its preparation will provide the required non-acid generating rocks for the construction of the starter dam of the TSF, while minimizing trucking distances; |
| ▪ | Optimized open pit mine design for mining, stripping, and scheduling, and coordinated the mining schedule with ongoing tailings dam raises using stripped waste rock; |
| ▪ | Commenced metallurgical test work on selective flotation – potentially leading to higher recoveries and improved payabilities; and |
| ▪ | Started Detailed Engineering Design (EP) for the process plant, including engaging a consulting engineer, equipment selection, purchasing and detailed engineering drawings. |
| Management’s Discussion and Analysis | Page 14 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| ● | Advanced Project Infrastructure: |
| ▪ | Optimized designs for a new public bypass road and internal operational haul roads; |
| ▪ | Executed a powerline contract with the Ecuadorian state-owned power company (CNEL EP). The construction contractor will be selected once the updated engineering design is completed; and |
| ▪ | Commenced permitting for standby diesel power generation for the dry season, as climate change has impacted the power supply situation in Ecuador. |
| ● | Produced Project Materials Balance: including total cubic metres of cutting, filling, cement, and amount of high-density polyethylene material, and bill of quantities for the major construction projects of the mine and process plant, which are divided into three bidding packages: |
| ▪ | Bid Package 1: Construction of temporary camp, TSF to starter dam phase, SWD, non-contact water channels, internal haul roads, and preparation of the process plant site and permanent camp site; |
| ▪ | Bid Package 2: Mining, stripping and ongoing tailings dam raises using stripped waste rocks; and |
| ▪ | Bid Package 3: Construction of the process plant, tailings discharge and back water systems, water treatment plants, permanent camp, and other site infrastructure. |
| ● | Adopted “Unit Cost” Criteria (as compared to “Open Book”) for potential contractors to bid on the three construction packages outlined above. For example, “Unit Cost” for blasting or cutting one cubic metre of rock or saprolite, then loaded and trucked to, within two kilometres, includes all personnel and management costs, plus any profit contractor intends to have for the work. Monthly total payments will be based on measured cubic metres of cutting. |
| ● | Awarded the Bid Package 1 commercial contract to CCRC 14 Bureau Group Co. Ltd. (“CCRC 14”) after a bidding process from three mining contractors with operation at Ecuadorian mining or construction sites. |
CCRC 14 has a regional headquarter in Quito and over ten years operating experience in Ecuador building infrastructure in open pit mines and in the heavy civil construction sectors. CCRC 14 is currently at the El Domo Project to work on the access road and site preparation for the temporary camp construction.
The Company also plans to award Bid Package 2 and 3 in the next three months to ensure the project stays on schedule to start production in the second half of 2026.
Total expenditures incurred and capitalized since the Adventus acquisition at the El Domo Project were $4.3 million.
| (vi) | Condor Project |
The Condor Project in southern Ecuador is 98.7% owned by Adventus so was acquired by the Company through its acquisition of Adventus on July 31, 2024. The Condor Project is located within one of the most mineralized trends in Ecuador, near large-scale operations such as the Fruta del Norte gold mine (33 km north) and the Mirador copper mine (55 km north).
Since the acquisition, the Company has been diligently working to reorganize the Condor operational structure, conduct a resources review to assess future development plans, and initiate site control activities. Total expenditures incurred and capitalized since the acquisition at the Condor Project were $0.8 million.
| Management’s Discussion and Analysis | Page 15 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (c) | Annual Operating Outlook |
Unless otherwise stated, all reference to Fiscal 2025 Guidance in the MD&A refer to the “Fiscal 2025 Operating Outlook” section in the Company’s Fiscal 2024 Annual MD&A dated May 22, 2024 (“Fiscal 2025 Guidance”) filed under the Company’s SEDAR+ profile at www.sedarplus.ca.
| (i) | Production and Production Costs |
The following table summarizes the production and production costs achieved for nine months ended December 31, 2024 compared to the respective Fiscal 2025 Guidance:
| Head grades | Metal production | Production costs | ||||||||||||||||||||||||||||||||||||||||||
|
| Ore processed | Gold | Silver | Lead | Zinc | Gold | Silver | Lead | Zinc | Cash cost | AISC | |||||||||||||||||||||||||||||||||
| (tonnes) | (g/t) | (g/t) | (%) | (%) | (oz) | (Koz) | (Klbs) | (Klbs) | ($/t) | ($/t) | ||||||||||||||||||||||||||||||||||
| Nine months ended December 31, 2024 | ||||||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 709,435 | 0.26 | 228 | 2.9 | 0.6 | 4,385 | 4,868 | 41,284 | 6,513 | 89.21 | 146.58 | |||||||||||||||||||||||||||||||||
| GC Mine | 257,276 | — | 67 | 0.9 | 2.5 | — | 450 | 4,624 | 12,400 | 51.40 | 77.85 | |||||||||||||||||||||||||||||||||
| Consolidated | 966,711 | 4,385 | 5,318 | 45,908 | 18,913 | 80.15 | 145.71 | |||||||||||||||||||||||||||||||||||||
| Fiscal 2025 Guidance | ||||||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 860,000-955,000 | 0.30 | 235 | 3.1 | 0.8 | 7,900-9,000 | 6,210-6,680 | 57,160-61,890 | 8,877-10,986 | 83.7-88.1 | 142.4-153.2 | |||||||||||||||||||||||||||||||||
| GC Mine | 291,000-301,000 | — | 68 | 1.1 | 3.0 | 0-0 | 540-550 | 7,070-7,450 | 18,240-19,110 | 54.4-55.5 | 99.3-99.7 | |||||||||||||||||||||||||||||||||
| Consolidated | 1,151,000-1,256,000 | 7,900-9,000 | 6,750-7,230 | 64,230-69,340 | 27,117-30,096 | 77.0-79.6 | 143.6-152.3 | |||||||||||||||||||||||||||||||||||||
Inventory stockpile ores of approximately 145 thousand tonnes as at December 31, 2024 are being processed during the Chinese New Year holidays in the fourth quarter of Fiscal 2025.
The consolidated all-in sustaining production costs per tonne were within the guidance, while the per tonne production costs were slightly over the annual guidance as more tunneling and drilling were expensed as part of mining costs at the Ying Mining District.
| Management’s Discussion and Analysis | Page 16 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (ii) | Development and Capital Expenditures |
The following table summarizes the development work and capitalized expenditures for the nine months ended December 31, 2024 compared to the respective Fiscal 2025 Guidance.
| Capitalized Development and Expenditures | Expensed | |||||||||||||||||||||||||||||||||||||||
| Ramp
and Development Tunnels | Exploration Tunnels | Drilling | Equipment
& | Total | Mining | Drilling | ||||||||||||||||||||||||||||||||||
| (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | ($ Thousand) | ($ Thousand) | (Metres) | (Metres) | |||||||||||||||||||||||||||||||
| Nine months ended December 31, 2024 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 29,396 | $ | 20,092 | 51,478 | $ | 18,727 | 45,858 | $ | 1,535 | 21,064 | $ | 61,418 | 50,593 | 136,527 | ||||||||||||||||||||||||||
| GC Mine | 2,475 | 1,301 | 8,494 | 3,286 | 33,699 | 728 | 399 | 5,714 | 8,502 | 12,746 | ||||||||||||||||||||||||||||||
| El Domo | — | 4,335 | — | — | — | — | — | 4,335 | — | — | ||||||||||||||||||||||||||||||
| Condor | — | 842 | — | — | — | — | — | 842 | — | — | ||||||||||||||||||||||||||||||
| Other | — | 445 | — | — | — | — | 214 | 659 | — | — | ||||||||||||||||||||||||||||||
| Consolidated | 31,871 | $ | 27,015 | 59,972 | $ | 22,013 | 79,557 | $ | 2,263 | $ | 21,677 | $ | 72,968 | 59,095 | 149,273 | |||||||||||||||||||||||||
| Fiscal 2025 Guidance | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 45,100 | 27,300 | 45,800 | 17,400 | 137,700 | 3,400 | 30,600 | 78,700 | 37,800 | 117,300 | ||||||||||||||||||||||||||||||
| GC Mine | 8,000 | 4,500 | 9,700 | 5,000 | 51,500 | 1,300 | 300 | 11,100 | 7,100 | 18,700 | ||||||||||||||||||||||||||||||
| Other | — | — | — | — | — | — | 1,000 | 1,000 | — | — | ||||||||||||||||||||||||||||||
| Consolidated | 53,100 | $ | 31,800 | 55,500 | $ | 22,400 | 189,200 | $ | 4,700 | $ | 31,900 | $ | 90,800 | 44,900 | 136,000 | |||||||||||||||||||||||||
To boost productivity at the Ying Mining District, the Company will continue its planned tunneling development program by adding various ramps and other development tunnel to connect mining areas and facilitate improved access throughout the mine. The construction of the phase 1 of the new tailings storage facility and the mill expansion had been completed in Q3 Fiscal 2025.
| 4. | Acquisition of Adventus |
On July 31, 2024, the Company completed the acquisition of Adventus through the purchase of all issued and outstanding common shares of Adventus, not already owned by Silvercorp, by issuing a total of 38,818,841 Silvercorp shares to the shareholders of Adventus. The Company also issued a total of 1,766,721 Silvercorp stock options to replace Adventus’ outstanding options, and 2,787,020 Silvercorp warrants to replace Adventus’ outstanding warrants. All Adventus restricted share units outstanding immediately before closing were settled in cash, funded by the Company through Adventus.
Adventus is a Canadian company focused on the exploration and development of copper-gold mineral projects, mainly the El Domo Project and the Condor Project, in Ecuador. Adventus owns 75% interest in the El Domo Project and 98.7% interest in the Condor Project.
The acquisition has been accounted for as an asset acquisition as it was determined that the mineral projects did not constitute a business as defined by IFRS 3 - Business Combination. The consideration paid along with the transaction costs incurred in connection with the acquisition of Adventus, was determined in accordance with IFRS 2 - Share-based Payment, and was allocated to the assets acquired and liabilities assumed based on their relative fair values.
| Management’s Discussion and Analysis | Page 17 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Table below summarizes the total acquisition costs incurred and their allocation to the assets acquired and liabilities assumed.
| Consideration Paid | ||||
| 38,818,841 common shares of Silvercorp issued | $ | 146,016 | ||
| 1,766,721 stock options of Silvercorp issued | 2,403 | |||
| 2,787,020 warrants of Silvercorp issued | 2,098 | |||
| Previously held interest in Adventus | 25,748 | |||
| Funds advanced to Adventus before closing | 1,239 | |||
| $ | 177,504 | |||
| Transaction costs | 3,838 | |||
| Total acquisition costs to be allocated | $ | 181,342 | ||
| Fair value of assets acquired and liabilities assumed | ||||
| Cash and cash equivalent | $ | 3,483 | ||
| Other receivable | 710 | |||
| Prepaid and deposits | 324 | |||
| Other investment | 21 | |||
| Property, plant and equipment | 523 | |||
| Mineral right and properties | 225,958 | |||
| Other assets | 645 | |||
| Accounts payable and accrued liabilities | (14,248 | ) | ||
| Lease obligation | (16 | ) | ||
| Deposit received | (13,250 | ) | ||
| Non-controlling interests | (22,808 | ) | ||
| Net assets acquired | $ | 181,342 | ||
| 5. | Investment in Associates |
| (a) | Investment in New Pacific Metals Corp. |
New Pacific Metals Corp. (“NUAG”) is a Canadian public company listed on the Toronto Stock Exchange (symbol: NUAG) and NYSE American (symbol: NEWP). The Company accounts for its investment in NUAG using the equity method as it is able to exercise significant influence over the financial and operating policies of NUAG.
As at December 31, 2024, the Company owned 46,907,606 common shares of NUAG (March 31, 2024 – 46,904,706), representing an ownership interest of 27.3% (March 31, 2024 – 27.4%).
| Management’s Discussion and Analysis | Page 18 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
The summary of the investment in NUAG common shares and its market value as at the respective reporting dates are as follows:
| Number of shares | Amount | Value of
NUAG’s common shares per quoted market price | ||||||||||
| As at April 1, 2023 | 44,351,616 | $ | 43,253 | $ | 119,621 | |||||||
| Participation in bought deal | 2,541,890 | 4,982 | — | |||||||||
| Purchase from open market | 11,200 | 15 | — | |||||||||
| Dilution Gain | — | 733 | — | |||||||||
| Share of net loss | — | (1,784 | ) | — | ||||||||
| Share of other comprehensive loss | — | (28 | ) | — | ||||||||
| Foreign exchange impact | — | (91 | ) | — | ||||||||
| As at March 31, 2024 | 46,904,706 | $ | 47,080 | $ | 63,693 | |||||||
| Purchase from open market | 2,900 | 4 | — | |||||||||
| Share of net loss | — | (1,079 | ) | — | ||||||||
| Share of other comprehensive loss | — | (612 | ) | — | ||||||||
| Foreign exchange impact | — | 170 | — | |||||||||
| As at December 31, 2024 | 46,907,606 | $ | 45,563 | $ | 55,351 | |||||||
| (b) | Investment in Tincorp Metals Inc. |
Tincorp Metals Inc. (“TIN”), formerly Whitehorse Gold Corp., is a Canadian public company listed on the TSX Venture Exchange (symbol: TIN). The Company accounts for its investment in TIN using the equity method as it is able to exercise significant influence over the financial and operating policies of TIN.
In January 2024, the Company and TIN entered into an interest-free unsecured credit facility agreement with no conversion features (the “Facility”) to allow TIN to advance up to $1.0 million from the Company. Upon signing the Facility, the Company advanced $0.5 million to TIN and received 350,000 common shares of TIN as the Bonus Shares for granting the Facility. In April 2024, the Company provided the remaining $0.5 million to TIN. The Facility has a maturity date of January 31, 2026.
As at December 31, 2024, the Company owned 19,864,285 common shares of TIN (March 31, 2024 – 19,864,285), representing an ownership interest of 29.1% (March 31, 2024 – 29.7%).
The summary of the investment in TIN common shares and its market value as at the respective reporting dates are as follows:
| Number of shares | Amount | Value of
TIN’s common shares per quoted market price | ||||||||||
| As at April 1, 2023 | 19,514,285 | 7,442 | 6,777 | |||||||||
| Tincorp shares received under credit facility agreement | 350,000 | 78 | ||||||||||
| Share of net loss | (908 | ) | ||||||||||
| Share of other comprehensive income | (8 | ) | ||||||||||
| Impairment | (4,251 | ) | ||||||||||
| Foreign exchange impact | (7 | ) | ||||||||||
| As at March 31, 2024 | 19,864,285 | $ | 2,346 | $ | 2,346 | |||||||
| Share of net loss | (184 | ) | ||||||||||
| Share of other comprehensive income | 11 | |||||||||||
| Foreign exchange impact | 7 | |||||||||||
| As at December 31, 2024 | 19,864,285 | $ | 2,180 | $ | 2,071 | |||||||
| Management’s Discussion and Analysis | Page 19 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| 6. | Overview of Financial Results |
| (a) | Selected Annual and Quarterly Information |
The following tables set out selected quarterly results for the past ten quarters as well as selected annual results for the past three years. The dominant factors affecting results presented below are the volatility of the realized selling metal prices and the timing of sales. The results for the quarters ended March 31 are normally affected by the extended Chinese New Year holiday.
| Fiscal 2025 | Quarter Ended | Year to date ended | ||||||||||||||
| (In thousands of USD, other than per share amounts) | Jun 30, 2024 | Sep 30, 2024 | Dec 31, 2024 | Dec 31, 2024 | ||||||||||||
| Revenue | $ | 72,165 | $ | 68,003 | $ | 83,614 | 223,782 | |||||||||
| Costs of mine operations | 35,651 | 36,342 | 54,384 | 126,377 | ||||||||||||
| Income from mine operations | 36,514 | 31,661 | 29,230 | 97,405 | ||||||||||||
| Corporate general and administrative expenses | 4,287 | 4,976 | 4,553 | 13,816 | ||||||||||||
| Foreign exchange (gain) loss | (1,749 | ) | 1,120 | 629 | — | |||||||||||
| Share of loss in associates | 412 | 472 | 379 | 1,263 | ||||||||||||
| Gain on investments | (2,216 | ) | (3,840 | ) | (1,472 | ) | (7,528 | ) | ||||||||
| Gain on fair valuation of derivative liabilities | — | — | (11,561 | ) | (11,561 | ) | ||||||||||
| Other items | 1,919 | 1,316 | (2,613 | ) | 622 | |||||||||||
| Income from operations | 33,861 | 27,617 | 39,315 | 100,793 | ||||||||||||
| Finance items | (1,615 | ) | (1,852 | ) | 873 | (2,594 | ) | |||||||||
| Income tax expenses | 7,347 | 6,415 | 7,229 | 20,991 | ||||||||||||
| Net income | 28,129 | 23,054 | 31,213 | 82,396 | ||||||||||||
| Net income attributable to equity holders of the Company | 21,938 | 17,707 | 26,130 | 65,775 | ||||||||||||
| Basic earnings per share | 0.12 | 0.09 | 0.12 | 0.33 | ||||||||||||
| Diluted earnings per share | 0.12 | 0.09 | 0.12 | 0.33 | ||||||||||||
| Cash dividend declared | 2,221 | — | 2,727 | 4,948 | ||||||||||||
| Cash dividend declared per share | 0.0125 | — | 0.0125 | 0.0250 | ||||||||||||
| Other financial information | ||||||||||||||||
| Total assets | 1,118,185 | |||||||||||||||
| Total liabilities | 284,143 | |||||||||||||||
| Total equity attributable to equity holders of the Company | 709,261 | |||||||||||||||
| Management’s Discussion and Analysis | Page 20 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Fiscal 2024 | Quarter Ended | Year Ended | ||||||||||||||||||
| (In thousands of USD, other than per share amounts) | Jun 30, 2023 | Sep 30, 2023 | Dec 31, 2023 | Mar 31, 2024 | Mar 31, 2024 | |||||||||||||||
| Revenue | $ | 60,006 | $ | 53,992 | $ | 58,508 | $ | 42,681 | $ | 215,187 | ||||||||||
| Costs of mine operations | 36,705 | 33,049 | 35,201 | 29,643 | 134,598 | |||||||||||||||
| Income from mine operations | 23,301 | 20,943 | 23,307 | 13,038 | 80,589 | |||||||||||||||
| Corporate general and administrative expenses | 3,650 | 3,810 | 3,228 | 3,407 | 14,095 | |||||||||||||||
| Foreign exchange (gain) loss | 2,227 | (1,314 | ) | 701 | (1,277 | ) | 337 | |||||||||||||
| Share of loss in associates | 640 | 705 | 5,680 | (4,333 | ) | 2,692 | ||||||||||||||
| Dilution gain on investment in associate | — | (733 | ) | — | — | (733 | ) | |||||||||||||
| Impairment of investment in associate | — | — | — | 4,251 | 4,251 | |||||||||||||||
| Loss (gain) on investments | (1,086 | ) | 603 | (6,204 | ) | (990 | ) | (7,677 | ) | |||||||||||
| Other items | (130 | ) | 912 | 2,219 | 702 | 3,703 | ||||||||||||||
| Income from operations | 18,000 | 16,960 | 17,683 | 11,278 | 63,921 | |||||||||||||||
| Finance items | (1,434 | ) | (1,688 | ) | (1,510 | ) | (1,402 | ) | (6,034 | ) | ||||||||||
| Income tax expenses | 6,221 | 3,878 | 5,123 | 5,055 | 20,277 | |||||||||||||||
| Net income | 13,213 | 14,770 | 14,070 | 7,625 | 49,678 | |||||||||||||||
| Net income attributable to equity holders of the Company | 9,217 | 11,050 | 10,510 | 5,529 | 36,306 | |||||||||||||||
| Basic earnings per share | 0.05 | 0.06 | 0.06 | 0.03 | 0.21 | |||||||||||||||
| Diluted earnings per share | 0.05 | 0.06 | 0.06 | 0.03 | 0.20 | |||||||||||||||
| Cash dividend declared | 2,214 | — | 2,214 | — | 4,428 | |||||||||||||||
| Cash dividend declared per share | 0.0125 | — | 0.0125 | — | 0.0250 | |||||||||||||||
| Other financial information | ||||||||||||||||||||
| Total assets | 702,815 | |||||||||||||||||||
| Total liabilities | 105,806 | |||||||||||||||||||
| Total equity attributable to equity holders of the Company | 507,255 | |||||||||||||||||||
| Management’s Discussion and Analysis | Page 21 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Fiscal 2023 | Quarter Ended | Year Ended | ||||||||||||||||||
| (In thousands of USD, other than per share amounts) | Jun 30, 2022 | Sep 30, 2022 | Dec 31, 2022 | Mar 31, 2023 | Mar 31, 2023 | |||||||||||||||
| Revenue | $ | 63,592 | $ | 51,739 | $ | 58,651 | $ | 34,147 | $ | 208,129 | ||||||||||
| Costs of mine operations | 38,690 | 37,378 | 36,907 | 24,371 | 137,346 | |||||||||||||||
| Income from mine operations | 24,902 | 14,361 | 21,744 | 9,776 | 70,783 | |||||||||||||||
| Corporate general and administrative expenses | 3,557 | 3,476 | 3,171 | 3,045 | 13,249 | |||||||||||||||
| Foreign exchange loss (gain) | (1,656 | ) | (4,340 | ) | 850 | 304 | (4,842 | ) | ||||||||||||
| Share of loss in associates | 728 | 771 | 677 | 725 | 2,901 | |||||||||||||||
| Dilution loss on investment in associate | — | — | — | 107 | 107 | |||||||||||||||
| Loss (gain) on equity investments | 2,671 | 1,596 | (3,010 | ) | 1,061 | 2,318 | ||||||||||||||
| Impairment charges against mineral rights and properties | — | 20,211 | — | — | 20,211 | |||||||||||||||
| Other items | 231 | 61 | 2,791 | 9 | 3,092 | |||||||||||||||
| Income from operations | 19,371 | (7,414 | ) | 17,265 | 4,525 | 33,747 | ||||||||||||||
| Finance items | (800 | ) | (1,023 | ) | 69 | 358 | (1,396 | ) | ||||||||||||
| Income tax expenses | 6,087 | 3,811 | 2,259 | 1,886 | 14,043 | |||||||||||||||
| Net income | 14,084 | (10,202 | ) | 14,937 | 2,281 | 21,100 | ||||||||||||||
| Net income (loss) attributable to equity holders of the Company | 10,169 | (1,712 | ) | 11,916 | 235 | 20,608 | ||||||||||||||
| Basic earnings (loss) per share | 0.06 | (0.01 | ) | 0.07 | — | 0.12 | ||||||||||||||
| Diluted earnings (loss) per share | 0.06 | (0.01 | ) | 0.07 | — | 0.12 | ||||||||||||||
| Cash dividend declared | 2,216 | — | 2,209 | — | 4,425 | |||||||||||||||
| Cash dividend declared per share | 0.0125 | — | 0.0125 | — | 0.025 | |||||||||||||||
| Other financial information | ||||||||||||||||||||
| Total assets | 676,799 | |||||||||||||||||||
| Total liabilities | 96,968 | |||||||||||||||||||
| Total attributable shareholders’ equity | 489,053 | |||||||||||||||||||
| (b) | Overview of Q3 Fiscal 2025 Financial Results |
Net income attributable to equity shareholders of the Company in Q3 Fiscal 2025 was $26.1 million or $0.12 per share, compared to net income of $10.5 million or $0.06 per share in Q3 Fiscal 2024.
Compared to Q3 Fiscal 2024, the Company’s consolidated financial results were mainly impacted by i) increases of 35%, 35%, 8% and 49%, respectively, in the realized selling prices for gold, silver, lead and zinc; ii) increases of 40%, 15% and 5%, respectively, in gold, silver and lead sold; iii) a $11.6 million gain on the fair value of derivative liabilities; iv) a decrease of $5.3 million in share of loss in associates, offset by v) a decrease of 10% in zinc sold; vi) an increase of 11.9 million in government fees and other taxes; vii) a decrease of $4.7 million in gain on investments, and viii) an increase of $2.2 million in mine and corporate administrative expenses.
Excluding $11.6 million gain on fair value of derivative liabilities, less $8.9 million one-time non-routine mineral right transfer royalty payment for renewing SGX mining license, and other minor items, the adjusted net income attributable to equity shareholders3 was $22.0 million or $0.10 per share in Q3 Fiscal 2025 compared to $11.5 million or $0.06 per share in Q3 Fiscal 2024.
Revenue in Q3 Fiscal 2025 was $83.6 million, up 43% compared to $58.5 million in Q3 Fiscal 2024. The increase is mainly due to an increase of $16.8 million arising from the increase in the realized selling prices and an increase of $8.7 million arising from the increase of gold, silver and lead sold, offset by a decrease of $0.9 million as a result of less zinc sold.
| 3 | Non-GAAP measures, please refer to section 13 for reconciliation. |
| Management’s Discussion and Analysis | Page 22 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
The following table summarizes the metals sold, net realized selling price and revenue achieved for each metal.
| Three months ended December 31, 2024 | Three months ended December 31, 2023 | |||||||||||||||||||||||
| Ying
Mining District | GC | Consolidated | Ying
Mining District | GC | Consolidated | |||||||||||||||||||
| Metal Sales | ||||||||||||||||||||||||
| Gold (ounces) | 1,875 | — | 1,875 | 1,342 | — | 1,342 | ||||||||||||||||||
| Silver (in thousands of ounces) | 1,788 | 163 | 1,951 | 1,536 | 167 | 1,703 | ||||||||||||||||||
| Lead (in thousands of pounds) | 15,209 | 1,863 | 17,072 | 14,194 | 2,054 | 16,248 | ||||||||||||||||||
| Zinc (in thousands of pounds) | 2,203 | 4,402 | 6,605 | 2,215 | 5,105 | 7,320 | ||||||||||||||||||
| Revenue | ||||||||||||||||||||||||
| Gold (in thousands of $) | 4,354 | — | 4,354 | 2,305 | — | 2,305 | ||||||||||||||||||
| Silver (in thousands of $) | 49,553 | 3,517 | 53,070 | 31,700 | 2,605 | 34,305 | ||||||||||||||||||
| Lead (in thousands of $) | 14,353 | 1,730 | 16,083 | 12,429 | 1,782 | 14,211 | ||||||||||||||||||
| Zinc (in thousands of $) | 2,717 | 5,320 | 8,037 | 1,881 | 4,155 | 6,036 | ||||||||||||||||||
| Other (in thousands of $) | 1,385 | 685 | 2,070 | 1,112 | 539 | 1,651 | ||||||||||||||||||
| 72,362 | 11,252 | 83,614 | 49,427 | 9,081 | 58,508 | |||||||||||||||||||
| Average Selling Price, Net of Value Added Tax and Smelter Charges | ||||||||||||||||||||||||
| Gold ($ per ounce) | 2,322 | — | 2,322 | 1,718 | — | 1,718 | ||||||||||||||||||
| Silver ($ per ounce) | 27.71 | 21.58 | 27.20 | 20.64 | 15.60 | 20.14 | ||||||||||||||||||
| Lead ($ per pound) | 0.94 | 0.93 | 0.94 | 0.88 | 0.87 | 0.87 | ||||||||||||||||||
| Zinc ($ per pound) | 1.23 | 1.21 | 1.22 | 0.85 | 0.81 | 0.82 | ||||||||||||||||||
The net realized selling price is calculated using the Shanghai Metal Exchange (“SME”) price, less smelter charges, recovery, and value added tax (“VAT”). The metal prices quoted on the SME, excluding gold, include VAT. The following table is a comparison among the Company’s average net realized selling prices, prices quoted on the SME, and prices quoted on the London Metal Exchange (“LME”) in Q3 Fiscal 2025 and Q3 Fiscal 2024:
| Silver (in US$/ounce) | Gold (in US$/ounce) | Lead (in US$/pound) | Zinc (in US$/pound) | |||||||||||||||||||||||||||||
| Q3 F2025 | Q3 F2024 | Q3 F2025 | Q3 F2024 | Q3 F2025 | Q3 F2024 | Q3 F2025 | Q3 F2024 | |||||||||||||||||||||||||
| Net realized selling prices | $ | 27.20 | $ | 20.14 | $ | 2,322 | $ | 1,718 | $ | 0.94 | $ | 0.87 | $ | 1.22 | $ | 0.82 | ||||||||||||||||
| SME | $ | 33.45 | $ | 25.26 | $ | 2,651 | $ | 2,028 | $ | 1.06 | $ | 1.01 | $ | 1.61 | $ | 1.33 | ||||||||||||||||
| LME | $ | 31.32 | $ | 23.22 | $ | 2,661 | $ | 1,977 | $ | 0.93 | $ | 0.96 | $ | 1.39 | $ | 1.14 | ||||||||||||||||
Compared to Q3 Fiscal 2024, the average realized selling prices for silver and gold in Q3 Fiscal 2025 increased by 35% and 35%, respectively, while the average silver and gold prices quoted on the SME increased by 32% and 31%, and the average silver and gold prices quoted on the LME increased by 35% and 35%, respectively.
Costs of mine operations in Q3 Fiscal 2025 were $54.4 million, up 54% compared to $35.2 million in Q3 Fiscal 2024. Items included in costs of mine operations are as follows:
| Q3 Fiscal 2025 | Q3 Fiscal 2024 | Change | ||||||||||
| Production cost | 26,879 | 22,566 | 19 | % | ||||||||
| Depreciation and amortization | 8,597 | 7,382 | 16 | % | ||||||||
| Mineral resource taxes | 2,271 | 1,372 | 66 | % | ||||||||
| Government fees and other taxes | 12,671 | 808 | 1,468 | % | ||||||||
| General and administrative | 3,966 | 3,073 | 29 | % | ||||||||
| $ | 54,384 | $ | 35,201 | 54 | % | |||||||
| Management’s Discussion and Analysis | Page 23 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Production costs expensed in Q3 Fiscal 2025 were $26.9 million, up 19% compared to $22.6 million in Q3 Fiscal 2024. The increase was mainly due to the increase in tonnages of ore to produce the metals sold and per tonne production costs. The production costs expensed represents approximately 344,800 tonnes of ore processed expensed at $77.95 per tonne, compared to approximately 303,900 tonnes of ore processed expensed at $74.26 per tonne in Q3 Fiscal 2024.
Mine general and administrative expenses for the mine operations in Q3 Fiscal 2025 were $4.0 million, up 29% compared to $3.1 million in Q3 Fiscal 2024. The increase was mainly due to the inclusion of the general and administrative expenses of the El Domo and Condor Project after the acquisition of Adventus. Items included in general and administrative expenses for the mine operations are as follows:
| Q3 Fiscal 2025 | Q3 Fiscal 2024 | Change | ||||||||||
| Amortization and depreciation | $ | 306 | $ | 290 | 6 | % | ||||||
| Office and administrative expenses | 1,344 | 887 | 52 | % | ||||||||
| Professional fees | 234 | 251 | -7 | % | ||||||||
| Salaries and benefits | 2,082 | 1,645 | 27 | % | ||||||||
| $ | 3,966 | $ | 3,073 | 29 | % | |||||||
Government fees and other taxes in Q3 Fiscal 2025 were $12.7 million, up $11.9 million compared to $0.8 million in Q3 Fiscal 2024. Government fees include environmental protection fees paid to the state and local Chinese government. Mineral right transfer royalty was paid or payable to the local Chinese government pursuant to the guideline of “Measure for the Levy of Mining Rights Transfer Royalty” implemented by the Province of Henan, China in 2024. It is calculated based on certain percentages of revenue arising from the mineral resources that had not yet been compensated to the local government. Upon renewal of the Yuelianggou Mining License at the Ying Mining District, the Company paid approximately $7.2 million to the local government. The Company also accrued additional $4.5 million mineral right transfer royalty as of December 31, 2024. Of the $11.7 million mineral rights transfer royalty, approximately $8.9 million is calculated based on the mineral resources consumed in the prior years. Other taxes were composed of surtax on value-added tax, land usage levy, stamp duty and other miscellaneous levies, duties and taxes imposed by the state and local Chinese government. Items included in government fee and other taxes are as follows:
| Q3 Fiscal 2025 | Q3 Fiscal 2024 | Changes | ||||||||||
| Government fees | $ | 43 | $ | 11 | 291 | % | ||||||
| Mineral right transfer royalty | 11,720 | — | 100 | % | ||||||||
| Other taxes | 908 | 797 | 14 | % | ||||||||
| $ | 12,671 | $ | 808 | 1,468 | % | |||||||
Income from mine operations in Q3 Fiscal 2025 was $29.2 million, up 25% compared to $23.3 million in Q3 Fiscal 2024. The increase was mainly due to the increase in revenue arising from the increases in the net realized metal selling prices and more metals sold. Income from mine operations at the Ying Mining District was $25.4 million, compared to $21.5 million in Q3 Fiscal 2024. Income from mine operations at the GC Mine was $4.4 million, compared to $1.9 million in Q3 Fiscal 2024.
Corporate general and administrative expenses in Q3 Fiscal 2025 were $4.6 million, up 41% or $1.3 million, compared to $3.2 million in Q3 Fiscal 2024. The increase was mainly due to the inclusion of Adventus’ corporate expenditures, including severance package paid to departed employees after the acquisition of Adventus completed on July 31, 2024. Items included in corporate general and administrative expenses are as follows:
| Management’s Discussion and Analysis | Page 24 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Q3 Fiscal 2025 | Q3 Fiscal 2024 | Change | ||||||||||
| Amortization and depreciation | $ | 165 | $ | 146 | 13 | % | ||||||
| Office and administrative expenses | 663 | 362 | 83 | % | ||||||||
| Professional Fees | 838 | 307 | 173 | % | ||||||||
| Salaries and benefits | 2,225 | 1,648 | 35 | % | ||||||||
| Share-based compensation | 662 | 765 | (13 | )% | ||||||||
| $ | 4,553 | $ | 3,228 | 41 | % | |||||||
Property evaluation and business development expenses in Q3 Fiscal 2025 were $0.2 million compared to $0.6 million in Q3 Fiscal 2024. The fluctuation of these expenses were mainly driven by the Company’s efforts to explore merger and acquisition opportunities.
Foreign exchange loss in Q3 Fiscal 2025 was $0.6 million compared to a gain of $0.7 million in Q3 Fiscal 2024. The foreign exchange loss in Q3 Fiscal 2025 was mainly driven by the exchange rates of the US dollar against the Australian dollar and against the Canadian dollar as the functional currency of the corporate office of the Company and its immediate holding companies incorporated in British Virgin Island have been changed to the US dollars from the Canadian dollar. The foreign exchange gain in Q3 Fiscal 2024 was mainly driven by the exchange rates of the US dollar and the Australian dollar against the Canadian dollar.
Gain on investments in Q3 Fiscal 2025 was $1.5 million, compared to $6.2 million in Q3 Fiscal 2024. The gain was mainly due to the fair value changes of mark-to-market investments.
Share of loss in associates in Q3 Fiscal 2025 was $0.4 million, a decrease of $5.3 million compared to $5.7 million in Q3 Fiscal 2024. Share of loss in an associate represents the Company’s equity pickup in NUAG and TIN.
Gain on fair valuation of derivative liabilities in Q3 Fiscal 2025 was $11.6 million compared to $nil in Q3 Fiscal 2024. The derivative liabilities include the conversion right of the Convertible Notes the Company completed in Q3 Fiscal 2025 and the warrants reclassified from equity reserve due to a change in functional currency of the corporate office of the Company. Derivative liabilities are measured at fair value as each reporting date, and of the gain recorded, approximately $9.9 million was from the fair valuation of the conversion right and $0.7 million was from the fair valuation of the warrants.
Finance income in Q3 Fiscal 2025 was $2.3 million compared to $1.6 million in Q3 Fiscal 2024. The Company invests in short-term investments which include term deposits, money market instruments, and bonds.
Finance costs in Q3 Fiscal 2025 was $3.1 million compared to $0.05 million in Q3 Fiscal 2024. The increase is mainly due to the interest accrual on the Convertible Notes and the transaction costs allocated to the conversion right of the Convertible Notes. Items included in finance costs are as follows:
| Q3 Fiscal 2025 | Q3 Fiscal 2024 | Changes | ||||||||||
| Interest on lease obligation | $ | 32 | $ | 5 | 540 | % | ||||||
| Interest on convertible notes | 1,333 | — | 100 | % | ||||||||
| Issuance costs of convertible notes allocated to derivative liabilities | 1,741 | — | 100 | % | ||||||||
| Accretion of environmental rehabilitation liabilities | 17 | 46 | (63 | )% | ||||||||
| $ | 3,123 | $ | 51 | 6,024 | % | |||||||
Income tax expenses in Q3 Fiscal 2025 were $7.2 million, up 41% compared to $5.1 million in Q3 Fiscal 2024. The increase is mainly due to the increase in taxable income from mine operations and deferred income tax expense offset by the decrease in withholding tax expenses. The income tax expense recorded in Q3 Fiscal 2025 included a current income tax expense of $2.9 million (Q3 Fiscal 2024 - $3.8 million) and a deferred income tax expense of $4.4 million (Q3 Fiscal 2024 -
| Management’s Discussion and Analysis | Page 25 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
$1.3 million). The current income tax expenses in Q3 Fiscal 2025 included withholding tax expenses of $nil (Q3 Fiscal 2024- 1.1 million), which were paid at a rate of 10% on dividends distributed out of China.
| (c) | Overview of the Financial Results for the nine months ended December 31, 2024 |
Net income attributable to equity shareholders of the Company for the nine months ended December 31, 2024 was $65.8 million or $0.33 per share, compared to net income of $30.8 million or $0.17 per share in the same prior year period.
Compared to the same prior year period, the Company’s consolidated financial results were mainly impacted by i) increases of 25%, 35%, 14% and 38%, respectively, in the realized selling prices for gold, silver, lead and zinc; ii) increase of 5% and 1%, respectively, in silver and zinc sold; iii) a $11.6 million gain on fair valuation of derivative liabilities; iv) a decrease of $5.8 million in share of loss in associates; and v) an increase of $1.6 million in the positive impact from foreign exchange; offset by vi) decreases of 23% and 6%, respectively, in gold and lead sold; and vii) an increase of $11.9 million in government fee and other taxes; viii) an increase of $5.8 million in income tax expense; ix) an increase of $3.1 million in corporate administrative and x) an increase of $2.1 million in business development expenditures.
Excluding certain non-cash, non-recurring, and non-routine items, the adjusted basic earnings to equity shareholders4 were $60.3 million or $0.30 per share compared to $35.5 million or $0.20 per share in the prior year quarter.
Revenue for the nine months ended December 31, 2024 was $223.8 million, up 30% compared to $172.5 million in the same prior year period. The increase is mainly due to an increase of $49.6 million arising from the increase in the realized selling prices and increase of $0.8 million as a result of the increase in silver and zinc sold offset by the decrease in gold and lead sold. The following table summarizes the metals sold, net realized selling price and revenue achieved for each metal.
| Nine months ended December 31, 2024 | Nine months ended December 31, 2023 | |||||||||||||||||||||||
| Ying
Mining District | GC | Consolidated | Ying
Mining District | GC | Consolidated | |||||||||||||||||||
| Metal Sales | ||||||||||||||||||||||||
| Gold (ounces) | 4,112 | — | 4,112 | 5,352 | — | 5,352 | ||||||||||||||||||
| Silver (in thousands of ounces) | 4,883 | 448 | 5,331 | 4,665 | 431 | 5,096 | ||||||||||||||||||
| Lead (in thousands of pounds) | 41,308 | 4,685 | 45,993 | 43,471 | 5,282 | 48,753 | ||||||||||||||||||
| Zinc (in thousands of pounds) | 6,514 | 12,467 | 18,981 | 6,510 | 12,308 | 18,818 | ||||||||||||||||||
| Revenue | ||||||||||||||||||||||||
| Gold (in thousands of $) | 9,039 | — | 9,039 | 9,385 | — | 9,385 | ||||||||||||||||||
| Silver (in thousands of $) | 133,096 | 9,241 | 142,337 | 94,051 | 6,559 | 100,610 | ||||||||||||||||||
| Lead (in thousands of $) | 40,451 | 4,502 | 44,953 | 37,433 | 4,500 | 41,933 | ||||||||||||||||||
| Zinc (in thousands of $) | 7,368 | 13,899 | 21,267 | 5,408 | 9,902 | 15,310 | ||||||||||||||||||
| Other (in thousands of $) | 3,895 | 2,291 | 6,186 | 3,565 | 1,703 | 5,268 | ||||||||||||||||||
| 193,849 | 29,933 | 223,782 | 149,842 | 22,664 | 172,506 | |||||||||||||||||||
| Average Selling Price, Net of Value Added Tax and Smelter Charges | ||||||||||||||||||||||||
| Gold ($ per ounce) | 2,198 | — | 2,198 | 1,754 | — | 1,754 | ||||||||||||||||||
| Silver ($ per ounce) | 27.26 | 20.63 | 26.70 | 20.16 | 15.22 | 19.74 | ||||||||||||||||||
| Lead ($ per pound) | 0.98 | 0.96 | 0.98 | 0.86 | 0.85 | 0.86 | ||||||||||||||||||
| Zinc ($ per pound) | 1.13 | 1.11 | 1.12 | 0.83 | 0.80 | 0.81 | ||||||||||||||||||
| 4 | Non-GAAP measures, please refer to section 13 for reconciliation. |
| Management’s Discussion and Analysis | Page 26 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Costs of mine operations for the nine months ended December 31, 2024 were $126.4 million, up 20% compared to $105.0 million in the same prior year period. Items included in costs of mine operations are as follows:
| Nine months ended December 31, | ||||||||||||
| 2024 | 2023 | Changes | ||||||||||
| Production cost | 73,684 | 68,132 | 8 | % | ||||||||
| Depreciation and amortization | 22,764 | 21,560 | 6 | % | ||||||||
| Mineral resource taxes | 5,466 | 4,335 | 26 | % | ||||||||
| Government fees and other taxes | 14,021 | 2,216 | 533 | % | ||||||||
| General and administrative | 10,442 | 8,712 | 20 | % | ||||||||
| 126,377 | 104,955 | 20 | % | |||||||||
Production costs expensed for the nine months ended December 31, 2024 were $73.7 million, up 8% compared to $68.1 million in the same prior year period. The increase was mainly due to the increase in tonnages of ore to produce the metal sold and the per tonne production costs. The production costs expensed represent approximately 919,300 tonnes of ore processed expensed at $80.15 per tonne, compared to approximately 878,300 tonnes of ore processed expensed at $77.57 per tonne in the same prior year period.
The increase in the mineral resource taxes was mainly due to higher revenue achieved. Government fees and other taxes are comprised of environmental protection fees, surtaxes on VAT, land usage levies, stamp duties and other miscellaneous levies, duties and taxes imposed by the state and local Chinese governments.
The increase in the government fees and other taxes was mainly due to the mineral right transfer royalty of $11.7 million incurred in the current period while $nil was recorded in the same prior year period.
Mine general and administrative expenses for the mine operations for the nine months ended December 31, 2024 were $10.4 million, up 20% compared to $8.7 million in the same prior year period. The increase was mainly due to the inclusion of the general and administrative of the El Domo Project and the Condor Project after the acquisition of Adventus. Items included in general and administrative expenses for the mine operations are as follows:
| Nine months ended December 31, | ||||||||||||
| 2024 | 2023 | Changes | ||||||||||
| Amortization and depreciation | $ | 856 | $ | 831 | 3 | % | ||||||
| Office and administrative expenses | 3,461 | 2,435 | 42 | % | ||||||||
| Professional fees | 480 | 478 | — | % | ||||||||
| Salaries and benefits | 5,645 | 4,968 | 14 | % | ||||||||
| $ | 10,442 | $ | 8,712 | 20 | % | |||||||
Income from mine operations for the nine months ended December 31, 2024 was $97.4 million, up 44% compared to $67.6 million in the same prior year period. The increase was mainly due to the increase in revenue arising from the increases in the net realized metal selling prices. Income from mine operations at the Ying Mining District was $88.1 million, compared to $65.0 million in the same prior year period. Income from mine operations at the GC Mine was $10.4 million, compared to $2.8 million in the same prior year period.
Corporate general and administrative expenses for the nine months ended December 31, 2024 were $13.8 million, up 29% or $3.1 million, compared to $10.7 million in the same prior year period. The increase was mainly due to the inclusion of
| Management’s Discussion and Analysis | Page 27 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Adventus’s corporate expenditures, including severance package paid to departed employees after the acquisition of Adventus completed on July 31, 2024. Items included in corporate general and administrative expenses are as follows:
| Nine months ended December 31, | ||||||||||||
| 2024 | 2023 | Changes | ||||||||||
| Amortization and depreciation | $ | 512 | $ | 442 | 16 | % | ||||||
| Office and administrative expenses | 1,978 | 1,419 | 39 | % | ||||||||
| Professional Fees | 1,304 | 721 | 81 | % | ||||||||
| Salaries and benefits | 6,977 | 4,604 | 52 | % | ||||||||
| Share-based compensation | 3,045 | 3,502 | (13 | )% | ||||||||
| $ | 13,816 | $ | 10,688 | 29 | % | |||||||
Property evaluation and business development expense for the nine months ended December 31, 2024 was $2.9 million compared to $0.8 million in the same prior year period. The increase was mainly due to the increase of the Company’s activities to evaluate mineral projects as well as a non-routine effort to explore opportunities to list the Company’s common shares on another stock exchange, which incurred a total of $2.3 million of expenses.
Foreign exchange gain for the nine months ended December 31, 2024 was $nil compared to a loss of $1.6 million in the same prior year period. The foreign exchange gain is mainly driven by the exchange rates of the US dollar and the Australian dollar against the Canadian dollar.
Gain on investments for the nine months ended December 31, 2024 was $7.5 million, an increase of $0.8 million compared to $6.7 million in the same prior year period. The gain was mainly due to the fair value changes of mark-to-market investments.
Share of loss in associates for the nine months ended December 31, 2024 was $1.3 million, compared to $7.0 million in the same prior year period. Share of loss in an associate represents the Company’s equity pickup in NUAG and TIN.
Finance income for the nine months ended December 31, 2024 was $5.9 million compared to $4.8 million in the same prior year period. The Company invests in short-term investments which include term deposits, money market instruments, and bonds.
Finance costs for nine months ended December 31, 2024 were $3.3 million compared to $0.2 million in the same prior year period. The increase is mainly due to a $1.3 million interest expenses accrual on the Convertible Notes and $1.7 million transaction costs allocated to the conversion right of the Convertible Notes.
Income tax expenses for the nine months ended December 31, 2024 were $21.0 million, up 38% compared to $15.2 million in the same prior year period. The increase is mainly due to the increase in taxable income from mine operations. The income tax expense recorded for the nine months ended December 31, 2024 included a current income tax expense of $13.2 million (same prior year period - $7.4 million) and a deferred income tax expense of $7.7 million (same prior year period - $2.7 million). The current income tax expenses for the nine months ended December 31, 2024 included withholding tax expenses of $2.4 million (same prior year period - $3.6 million), which were paid at a rate of 10% on dividends distributed out of China.
| Management’s Discussion and Analysis | Page 28 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| 7. | Liquidity, Capital Resources, and Contractual Obligations |
Liquidity
The following tables summarize the Company’s cash and cash equivalents, short-term investments, and working capital position.
As at | December 31, 2024 | March 31, 2024 | Changes | |||||||||
| Cash and cash equivalents | $ | 344,655 | 152,942 | 191,713 | ||||||||
| Short-term investments | 9,992 | 31,949 | (21,957 | ) | ||||||||
| $ | 354,647 | $ | 184,891 | $ | 169,756 | |||||||
| Working capital | $ | 300,211 | $ | 154,744 | $ | 145,467 | ||||||
Cash, cash equivalents and short-term investments as at December 31, 2024 were $354.6 million, up 92% or $169.8 million compared to $184.9 million as at March 31, 2024. The increased in cash and cash equivalents was mainly the results of free cash flow generated from operations and the issuance of $150 million Convertible Notes.
Working capital as at December 31, 2024 was $300.2 million, up 94% compared to $154.7 million as at March 31, 2024.
The following table summarizes the Company’s cash flow for the three and nine months ended December 31, 2024 and 2023.
| Three months ended December 31, | Nine months ended December 31, | |||||||||||||||||||||||
| 2024 | 2023 | Changes | 2024 | 2023 | Changes | |||||||||||||||||||
| Cash flow | ||||||||||||||||||||||||
| Cash provided by operating activities | $ | 44,847 | $ | 23,607 | $ | 21,240 | $ | 107,930 | $ | 81,332 | $ | 26,598 | ||||||||||||
| Cash provided by (used in) investing activities | (5,399 | ) | 774 | (6,173 | ) | (31,264 | ) | (71,406 | ) | 40,142 | ||||||||||||||
| Cash provided by (used in) financing activities | 127,723 | (2,604 | ) | 130,327 | 115,114 | (12,767 | ) | 127,881 | ||||||||||||||||
| Increase (decrease) in cash and cash equivalents | 167,171 | 21,777 | 145,394 | 191,780 | (2,841 | ) | 194,621 | |||||||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | (2,842 | ) | 2,405 | (5,247 | ) | (68 | ) | 429 | (497 | ) | ||||||||||||||
| Cash and cash equivalents, beginning of the period | 180,325 | 119,098 | 61,227 | 152,942 | 145,692 | 7,250 | ||||||||||||||||||
| Cash and cash equivalents, end of the period | $ | 344,655 | $ | 143,280 | $ | 201,375 | $ | 344,655 | $ | 143,280 | $ | 201,375 | ||||||||||||
Cash flow provided by operating activities in Q3 Fiscal 2025 was $44.8 million, up $21.2 million, compared to $23.6 million in Q3 Fiscal 2024. The increase was due to:
| ● | $34.8 million cash flow from operations before changes in non-cash operating working capital, up $11.0 million compared to $23.7 million in Q3 Fiscal 2024; and |
| ● | $10.0 million cash from the changes in non-cash working capital, compared to $0.1 million provided in Q3 Fiscal 2024. |
For the nine months ended December 31, 2024, cash flow provided by operating activities was $107.9 million, up $26.6 million compared to $81.3 million for the same prior year period. Before the changes in non-cash operating working capital, cash flow from operating activities was $101.9 million, up $28.6 million compared to $73.3 million for the same prior year period.
Cash flow provided by investing activities in Q3 Fiscal 2025 was $5.4 million, compared to $0.8 million in Q3 Fiscal 2024, and comprised mostly of:
| ● | $27.8 million proceeds from the redemptions of short-term investments (same prior year period - $47.6 million); |
| Management’s Discussion and Analysis | Page 29 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| ● | $1.8 million proceeds from the disposals in other investments (same prior year period - $0.02 million); offset by |
| ● | $17.1 million spent on mineral exploration and development expenditures (same prior year period - $14.6 million); |
| ● | $9.4 million spent to purchase short-term investments (same prior year period - $32.0 million); |
| ● | $1.2 million paid related to the acquisition of Adventus (same prior year period - $nil); |
| ● | $7.2 million spent to acquire plant and equipment (same prior year period - $2.2 million); and |
| ● | $0.1 million spent on investment in other investments (same prior year period - $1.2 million). |
For the nine months ended December 31, 2024, cash flow used in investing activities was $31.3 million, compared to $71.4 million used by the same prior year period, and comprised mostly of:
| ● | $104.5 million spent to purchase short-term investments (same prior year period - $61.5 million); |
| ● | $46.7 million spent on mineral exploration and development expenditures (same prior year period - $38.6 million); |
| ● | $6.2 million cash paid for the acquisition of Adventus (same prior year period - $nil); |
| ● | $19.8 million spent on the acquisition of other investments (same prior year period - $23.3 million); |
| ● | $16.6 million spent to acquire plant and equipment (same prior year period - $8.7 million); offset by, |
| ● | $126.5 million proceeds from the redemptions of short-term investments (same prior year period - $61.1 million); and |
| ● | $36.0 million proceeds from the disposal of other investments (same prior year period - $1.1 million). |
Cash flow provided by financing activities in Q3 Fiscal 2025 was $127.7 million, compared to $2.6 million used in Q3 Fiscal 2024, and comprised mostly of:
| ● | $143.3 million net proceeds from the issuance of the convertible notes (same prior year period - $nil); |
| ● | $1.5 million cash from share issuance due to stock options exercised (same prior year period - $nil); offset by, |
| ● | $nil in distributions to non-controlling shareholders (same prior year period - $0.1 million). |
| ● | Cash flow provided by financing activities for the nine months ended December 31, 2024 was $115.1 million, compared to $12.8 million used in the same prior year period, and comprised mostly of: |
| ● | $143.3 million net proceeds from the issuance of the convertible notes (same prior year period - $nil); |
| ● | $2.7 million cash from share issuance due to stock options exercised (same prior year period - $nil); offset by, |
| ● | $11.0 million in distributions to non-controlling shareholders (same prior year period - $7.3 million); |
| ● | $4.9 million cash dividends paid to equity holders of the Company (same prior year period - $4.4 million); |
| ● | $0.5 million loaned to TIN, an associate of the Company (same prior year period - $nil). |
| ● | $1.0 million spent to buy back 300,000 common shares under the Normal Course Issuer Bid (same prior year period - $0.8 million spent to buy back 315,824 common shares). |
Capital Resources
The Company’s objective when managing capital is to maintain financial flexibility to continue as a going concern while optimizing growth and maximizing returns of investments for shareholders. The Company’s strategy to achieve these objectives is to invest its excess cash balance in a portfolio of primarily fixed income instruments.
| Management’s Discussion and Analysis | Page 30 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
The Company monitors its capital structure based on changes in operations and economic conditions, and may adjust the structure by repurchasing shares, issuing new shares, or issuing debt. If additional funds are raised through the issuance of equity securities, the percentage ownership of current shareholders will be reduced, and such equity securities may have rights, preferences or privileges senior to those of the holders of the Company’s common shares.
On November 25, 2024, the Company issued an aggregate amount of $150 million unsecured senior Convertible Notes on a private placement basis before transaction costs of $6.6 million. The Convertible Notes mature on December 15, 2029, and bear interest at 4.75% per annum, payable semi-annually in arrears on June 15 and December 15 of each year, beginning June 15, 2025. Details of the Convertible Notes are described in section 8 - Convertible Notes below.
As at December 31, 2024, the Company had cash, cash equivalents, and short-term investments of $354.6 million and working capital of $300.2 million. The Company’s financial position at December 31, 2024 and the operating cash flows that are expected over the next 12 months lead the Company to believe that the Company’s liquid assets are sufficient to satisfy the Company’s Fiscal 2025 and Fiscal 2026 working capital requirements, fund currently planned capital expenditures, and to discharge liabilities as they come due. The Company remains well positioned to take advantage of strategic opportunities as they become available. Liquidity risks are discussed further in the “Risks and Uncertainties” section of this MD&A. The Company is not subject to any externally imposed capital requirements.
Contractual Obligation and Commitments
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following table summarizes the remaining contractual maturities of the Company’s financial and non-financial liabilities, shown in contractual undiscounted cash flow as at December 31, 2024.
| Within a year | 2-5 years | Over 5 years | Total | |||||||||||||
| Accounts payable and accrued liabilities | $ | 74,594 | $ | — | $ | — | $ | 74,594 | ||||||||
| Deposits received | 6,234 | — | — | 6,234 | ||||||||||||
| Income tax payable | 1,382 | — | — | 1,382 | ||||||||||||
| Lease obligation | 371 | 1,284 | 127 | 1,782 | ||||||||||||
| Convertible notes | 7,515 | 178,520 | — | 186,035 | ||||||||||||
| Total Contractual Obligation | $ | 90,096 | $ | 179,804 | $ | 127 | $ | 270,027 | ||||||||
The Company’s customers are required to make full amount of payment as deposits prior to the shipment of its concentrate inventories, and the customers also have rights to demand repayment of any unused deposits paid.
| 8. | Convertible Notes |
On November 25, 2024, the Company issued the unsecured Convertible Senior Notes (“Convertible Notes”) and received gross proceeds of $150 million, before transaction costs of $6.6 million. The Convertible Notes mature on December 15, 2029, and bear interest at 4.75% per annum, payable semi-annually in arrears on June 15 and December 15 of each year, beginning June 15, 2025. In addition, the Convertible Notes are convertible at the holder’s option into common shares of the Company at any time prior to maturity at a fixed conversion rate of 216.0761 common shares per $1,000 principal amount, representing an initial conversion price of approximately $4.628 per share, subject to certain anti-dilution adjustments.
In addition, if certain fundamental changes occur, including a change in control or upon notice of redemption by the Company as described below, the holders may elect to convert their Convertible Notes and may be entitled to an increased conversion rate. A fundamental change includes the following occurrences:
| Management’s Discussion and Analysis | Page 31 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| ● | A change in control where a person or group becomes the beneficial owner of more than 50% of our voting stock, or gains the power to elect a majority of our board of directors; |
| ● | The consummation of significant transactions such as certain mergers or consolidations pursuant to which our common shares will be converted or exchanged for cash, securities or other property, or sales of substantially all our assets that change the corporate structure or ownership; |
| ● | Approval by our shareholders of any plan for liquidation or dissolution. |
Prior to December 20, 2027, the Company may not redeem the notes except in the event of certain changes in Canadian tax law. At any time on or after December 20, 2027, and until maturity, the Company may redeem all or part of the Convertible Notes for cash if the price of the Company’s common shares for at least 20 trading days in a period of 30 consecutive trading days, ending on the trading day prior to the date of notice of redemption, exceeds 130% of the conversion price in effect on each such day. The redemption price is equal to 100% of the principal amount of the Convertible Notes to be redeemed. In the event of a fundamental change, the Company is required to offer to purchase its outstanding Convertible Notes at a cash purchase price equal to 100% of the principal amount plus accrued and unpaid interest, ensuring protection against major corporate transformations that could affect the value of the investment held by the holders.
Upon conversion, the Convertible Notes may be settled, at the Company’s election, in cash, common shares or a combination thereof. As a result of the Company’s right to elect to settle the conversion in cash or shares, the conversion feature represents a derivative liability which is accounted for initially and subsequently at fair value through profit or loss. The host debt contract is accounted for at amortized cost. Of the gross proceeds of $150 million, $39.1 million was allocated to the derivative liability component first, representing the fair value on November 25, 2024, the residual value of $110.9 million was allocated to the host loan. Transaction costs of $4.9 million associated with the host loan were capitalized to the liability whereas transaction costs of $1.7 million associated with the embedded derivative liability were expensed in the unaudited condensed consolidated statements of income. The $105.9 million net amount allocated to the host loan will be accreted to the face value of the Convertible Notes over the term to maturity using the effective interest method with an effective interest rate of 12.6%. There are no financial covenants associated with the Convertible Notes.
The following key inputs and assumptions were used when determining the value of the embedded derivative liability:
| November 25, 2024 | December 31, 2024 | |||||||
| Share Price: | 3.34 | 3.00 | ||||||
| Credit spread (basis points): | 809 | 610 | ||||||
| Risk free rate: | 3.84 | % | 4.05 | % | ||||
| Volatility: | 42 | % | 42 | % | ||||
| Borrowing costs (basis points): | 200 | 200 | ||||||
| Dividend yield: | 0.75 | % | 0.83 | % | ||||
| Management’s Discussion and Analysis | Page 32 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
The continuity of the host liability and embedded derivative liability is as follow:
Convertible Notes | Host liability | Derivative liability | Total | |||||||||
| Balance as at April 1, 2024 | $ | — | $ | — | $ | — | ||||||
| Issuance | 110,880 | 39,120 | 150,000 | |||||||||
| Allocated transaction costs | (4,935 | ) | — | (4,935 | ) | |||||||
| Interest accretion | 1,333 | — | 1,333 | |||||||||
| Changes on fair value valuation | — | (9,900 | ) | (9,900 | ) | |||||||
| Balance as at December 31, 2024 | $ | 107,278 | $ | 29,220 | $ | 136,498 | ||||||
| Presentation | ||||||||||||
| Current liability | 703 | — | 703 | |||||||||
| Non-current liability | 106,575 | 29,220 | 135,795 | |||||||||
| Total | $ | 107,278 | $ | 29,220 | $ | 136,498 | ||||||
| 9. | Environmental Rehabilitation Provision |
The estimated future environmental rehabilitation costs are based principally on the requirements of relevant authorities and the Company’s environmental policies. The provision is measured using management’s assumptions and estimates for future cash outflows. In view of uncertainties concerning environmental rehabilitation obligations, the ultimate costs could be materially different from the amounts estimated. The Company accrues these costs, which are determined by discounting costs using rates specific to the underlying obligation. Upon recognition of a liability for the environmental rehabilitation costs, the Company capitalizes these costs to the related mine and amortizes such amounts over the life of each mine on a unit-of-production basis. The accretion of the discount due to the passage of time is recognized as an increase in the liability and a finance expense.
As at December 31, 2024, the total inflated and undiscounted amount of estimated cash flows required to settle the Company’s environmental rehabilitation provision was $8.0 million (March 31, 2024 - $9.9 million) over the next twenty years, which has been discounted using an average discount rate of 2.26% (March 31, 2024 – 2.26%).
The accretion of the discounted charge for the nine months ended December 31, 2024 was $0.1 million (same prior year period - $0.1 million), and reclamation expenditures incurred for the nine months ended December 31, 2024 was $0.7 million (same prior year period - $0.8 million).
| 10. | Risks and Uncertainties |
The Company is exposed to a number of risks in conducting its business, including but not limited to: metal price risk as the Company derives its revenue from the sale of silver, lead, zinc, and gold; credit risk in the normal course of dealing with other companies and financial institutions; foreign exchange risk as the Company reports its financial statements in the US dollar whereas the Company operates in jurisdictions that utilize other currencies; equity price risk and interest rate risk as the Company has investments in marketable securities that are traded in the open market or earn interest at market rates that are fixed to maturity or at variable interest rates; inherent risk of uncertainties in estimating mineral reserves and mineral resources; political risks; economic and social risks related to conducting business in foreign jurisdictions such as China, Ecuador, and Bolivia; environmental risks; risks related to its relations with employees and local communities where the Company operates, and emerging risks relating to the widespread outbreak of epidemics, pandemics, or other health crises, which has to date resulted in profound health and economic impacts globally and which presents future risks and uncertainties that are largely unknown at this time.
| Management’s Discussion and Analysis | Page 33 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Management and the Board continuously assess risks that the Company is exposed to and attempt to mitigate these risks where practical through a range of risk management strategies.
These and other risks are described in the Company’s Annual Information Form, NI 43-101 technical reports, Form 40-F, and annual Audited Consolidated Financial Statements, which are available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Readers are encouraged to refer to these documents for a more detailed description of the risks and uncertainties inherent to Silvercorp’s business.
| (a) | Financial Instruments Risk Exposure |
The Company is exposed to financial risks, including metal price risk, credit risk, interest rate risk, foreign currency exchange rate risk, and liquidity risk. The Company’s exposures and management of each of those risks is described in the unaudited condensed consolidated interim financial statements for the three and nine months ended December 31, 2024 under Note 23 “Financial Instruments”, along with the financial statement classification, the significant assumptions made in determining the fair value, and amounts of income, expenses, gains and losses associated with financial instruments. Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. The following provides a description of the risks related to financial instruments and how management manages these risks:
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they arise. The Company manages liquidity risk by monitoring actual and projected cash flows and matching the maturity profile of financial assets and liabilities. Cash flow forecasting is performed regularly to ensure that there is sufficient capital in order to meet short-term business requirements, after taking into account cash flows from operations and our holdings of cash and cash equivalents, and short-term investments.
Foreign exchange risk
The Company reports its financial statements in US dollars. The functional currency of the head office, Canadian subsidiaries and intermediate holding companies, except those acquired from the acquisition of Adventus, has changed from the Canadian dollar to the US dollar. The functional currency of Adventus and its subsidiaries, New Infini and its subsidiaries, is the US dollar. The functional currency of all Chinese subsidiaries is Chinese yuan (“RMB”).The Company is exposed to foreign exchange risk when the Company undertakes transactions and holds assets and liabilities in currencies other than its functional currencies.
The Company currently does not engage in foreign exchange currency hedging. The sensitivity of the Company’s net income due to the exchange rates of the U.S. dollar against the Canadian dollar and the Australian dollar as at December 31, 2024 is summarized as follows:
Currency | Cash and cash equivalents | Short-term investments | Due from related parties | Other investments | Accounts payable and accrued liabilities | Total | Effect of +/- 10% change in currency | |||||||||||||||||||||
| Canadian dollar | $ | 1,783 | $ | 199 | $ | 6,899 | $ | (1,159 | ) | $ | (1,121 | ) | $ | 6,601 | $ | 660 | ||||||||||||
| Australian dollar | — | — | 1,994 | — | — | 1,994 | 199 | |||||||||||||||||||||
| $ | 1,783 | $ | 199 | $ | 8,893 | $ | (1,159 | ) | $ | (1,121 | ) | $ | 8,595 | $ | 859 | |||||||||||||
| Management’s Discussion and Analysis | Page 34 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company is exposed to interest rate risk on its cash and cash equivalents, short-term investments, lease liabilities, convertible notes, and the mark-to-market value of derivative instruments. All of the Company’s cash, cash equivalents and short-term investments earn interest at market rates that are fixed to maturity or at variable interest rates. Due to the short-term nature of these financial instruments, fluctuations in interest rates would not have a significant impact on the Company’s net income.
As at December 31, 2024, the Company had $1.4 million lease obligations that are subject to annualized interest rates ranging from 9.2% to 15.6%, and $107.3 million convertible notes liabilities that are discounted at 12.6% of the Company’s unsecured senior convertible notes. The principle of the convertible notes is $150.0 million bearing a fixed coupon rate of 4.75% with a maturity date of December 15, 2029. As the amount of the lease obligation is immaterial and the convertible notes bear interest at fixed rates, they are not subject to significant interest rate risk.
As at December 31, 2024, the Company had $30.2 million mark-to-market value derivative liabilities. With other assumptions unchanged, a change of 25 basis points increase or decrease of market interest would have resulted in a decrease (increase) to the net income of approximately $0.4 million.
Credit risk
Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company is exposed to credit risk primarily associated to accounts receivable, due from related parties, cash and cash equivalents, and short-term investments. The carrying amount of assets included on the statements of financial position represents the maximum credit exposure.
The Company undertakes credit evaluations on counterparties as necessary, requires deposits from customers prior to delivery, and has monitoring processes intended to mitigate credit risks. There were no material amounts in trade or other receivables which were past due on December 31, 2024 (March 31, 2024 - $nil).
Equity price risk
The Company holds certain marketable securities that will fluctuate in value as a result of trading on Canadian financial markets. As the Company’s marketable securities holdings are mainly in mining companies, the value will also fluctuate based on commodity prices. Based upon the Company’s portfolio as at December 31, 2024, a 10% increase (decrease) in the market price of the securities held, ignoring any foreign currency effects, would have resulted in an increase (decrease) to the net income of $1.1 million.
| (b) | Metal price risk |
The Company primarily produces and sells silver, lead, zinc, gold and other metals. In line with market practice, the Company prices its metal concentrates based on the quoted market prices and the head grades of its metal concentrates. The Company’s sales price for silver is fixed against the Shanghai White Platinum & Silver Exchange as quoted at www.ex-silver.com; lead and zinc are fixed against the Shanghai Metals Exchange as quoted at www.shmet.com; and gold is fixed against the Shanghai Gold Exchange as quoted at www.sge.com.cn.
The Company’s revenues, if any, are expected to be in large part derived from the mining and sale of silver, lead, zinc, and gold contained in metal concentrates. The prices of those commodities have fluctuated widely, particularly in recent years, and are affected by numerous factors beyond the Company’s control including international and regional economic and political conditions; emerging risks related to pandemics; expectations of inflation; currency exchange fluctuations; interest
| Management’s Discussion and Analysis | Page 35 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
rates; global or regional supply and demand for jewelry and industrial products containing silver and other metals; sale of silver and other metals by central banks and other holders, forward selling activities, speculators and producers of silver and other metals; availability and costs of metal substitutes; and increased production due to new mine developments and improved mining and production methods. The effects of these factors on the price of base and precious metals, and therefore the viability of the Company’s exploration projects and mining operations, cannot be accurately predicted and thus the price of base and precious metals may have a significant influence on the market price of the Company’s shares and the value of its projects.
If silver and other metal prices were to decline significantly for an extended period of time, the Company may be unable to continue operations, develop its projects, or fulfil obligations under agreements with the Company’s non-controlling interest holders or under its permits or licenses.
| (c) | Mineral Reserves and Mineral Resources estimates may not reflect the amount of minerals that may ultimately be extracted as uncertainties involved in the estimation of Mineral Resources and Mineral Reserves |
The Mineral Resources and Mineral Reserves estimates of mineral assets as disclosed to investors/shareholders are based on a number of assumptions made by the relevant Qualified Persons in accordance with National Instrument 43-101 (“NI43-101”) of Canada. Any report of Mineral Resources and Mineral Reserves estimates of our mineral assets not reviewed and checked by a Qualified Person is not NI43-101 compliance and cannot be relied on.
While operating in China, to apply or renew mining permit, one must follow China regulations. According to Chinese mining related laws and regulations, to apply or renew a mining permit in China, a report of Mineral Resources and Mineral Reserves estimates completed by certified (qualified) Chinese institute shall be reviewed by a panel organized by Industry Association such as provincial mining association. Then the report needs to be filed with the Ministry of Natural Resources or the provincial natural resources authorities (dependent on the size). Once a mining permit has been granted, the report of Mineral Resources and Mineral Reserves estimates does not have to be updated until the time to renew the mining permit. As the Chinese report generally use different standards, including cut-off grade and cut-off time data or effective date, it may have different results from NI 43-101 Mineral Resources and Mineral Reserves estimates.
Each year, mines in China are required to file a “Dynamic Reconnaissance Report” on Mineral resources, which reports tonnage and grades mined and remaining at the year-end during the valid period of the mining permit from the zones in which the resources were reported in the first report of Mineral Resources and Mineral Reserves estimates which has been filed with Department of Natural Resources before applying the mining permit.
As the Chinese government doesn’t require an updated report of Mineral Resources and Mineral Reserves estimates every year, any new discovery after the mining permit is issued and production may not be reflected in the annual “Dynamic Reconnaissance Report”. Accordingly, this “Dynamic Reconnaissance Report” may have different results from a NI 43-101 report which may have been completed for that year as it will include any new discovery.
There is a degree of uncertainty attributable to the estimation of Mineral Resources, Mineral Reserves, mineralization and corresponding grades being mined or dedicated to future production. Until Mineral Resources, Mineral Reserves or mineralization are actually mined and processed, the quantity of metals and grades must be considered as estimates only. The figures for mineral reserves and mineral resources contained in this MD&A are estimates only and based on a number of assumptions, any adverse changes to which could require us to lower our mineral resource and mineral reserve estimates and no assurance can be given that the anticipated tonnages and grades will be achieved, that the indicated level of recovery will be realized or that mineral reserves could be mined or processed profitably. Our estimates of economically recoverable reserves are primarily based upon interpretations of geological models, which make various assumptions, such as assumptions with respect to prices, costs, regulations, and environmental and geological factors. These assumptions have
| Management’s Discussion and Analysis | Page 36 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
a significant effect on the amounts recognized in our technical reports and our financial statements, and any material difference between these assumptions and actual events may affect the economic viability of our properties or any project undertaken by us.
There are numerous uncertainties inherent in estimating Mineral Reserves and Mineral Resources, including many factors beyond the Company’s control. Such estimation is a subjective process, and the accuracy of any reserve or resource estimate is a function of the quantity and quality of available data and of the assumptions made and judgments used in engineering and geological interpretation. Short-term operating factors relating to the Mineral Reserves, such as the need for orderly development of the ore bodies or the processing of new or different ore grades, may cause the mining operation to be unprofitable in any particular accounting period. Valid estimates made at a given time may significantly change when new information becomes available. Any material change in quantity of Mineral Resources, Mineral Reserves, mineralization, or grade may affect the economic viability of the Company’s projects. In addition, there can be no assurance that precious or other metal recoveries in small-scale laboratory tests will be duplicated in larger scale tests or during production, or that the known and experienced recoveries will continue.
| (d) | Mineral Reserve and Mineral Resource estimates may change adversely, and such changes may negatively impact our results of operations or financial conditions |
Unless otherwise indicated, mineral resource and mineral reserve estimates presented in this offering memorandum and in the Company’s other filings with securities regulatory authorities, press releases and other public statements that may be made from time to time are based upon estimates made by the Company’s personnel and independent geologists/mining engineers. These estimates are imprecise and depend upon geologic interpretation and statistical inferences drawn from drilling and sampling analysis, which may prove to be unreliable. The mineral resource and mineral reserve estimates contained in this offering memorandum have been determined based on assumed future prices, cut-off grades, operating costs and other estimates that may prove to be inaccurate. There can be no assurance that these estimates will be accurate, that mineral reserve, mineral resource or other mineralization figures will be accurate, or that the mineralization could be mined or processed profitably. The interpretation of drill results, the geology, grade and continuity of the Company’s mineral deposits contains inherent uncertainty. Any material reductions in estimates of mineralization, or of the Company’s ability to extract this mineralization, could have a material adverse effect on its results of operations or financial condition.
The market price of silver, lead, zinc, gold, and other metals is subject to fluctuations, which can affect the economic viability of developing our Mineral Reserves for a specific project or lead to a reduction in reserves. There is no guarantee that Mineral Resource estimates will be reclassified as Proven or Probable Reserves or that the mineralization can be mined or processed profitably. Inferred Mineral Resources are highly uncertain in terms of their existence and economic and legal feasibility. Additionally, Mineral Resource estimates may be revised based on actual production experience. The evaluation of reserves and resources is influenced by economic and technological factors that may change over time. If our Mineral Reserve or Mineral Resource figures are decreased in the future, it could have a negative impact on our cash flows, earnings, operational results, and financial condition.
| (e) | Mineral exploration activities have a high risk of failure and may never result in finding ore bodies sufficient to develop a producing mine |
The long-term operation of our business and profitability is dependent, in part, on the costs and success of our exploration and development programs. Mineral exploration and development involve a high degree of risk and few properties that are explored are ultimately developed into producing mines. There can be no assurance that our mineral exploration and development programs will result in any discoveries of bodies of commercial mineralization. There can also be no assurance
| Management’s Discussion and Analysis | Page 37 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
that even if commercial quantities of mineralization are discovered that a mineral property will be brought into commercial production. Development of our mineral properties will follow only upon obtaining satisfactory exploration results.
Discovery of mineral deposits is dependent upon a number of factors, including the technical skill of the exploration personnel involved. The commercial viability of a mineral deposit once discovered is also dependent upon a number of factors, some of which are the particular attributes of the deposit (such as size, grade and proximity to infrastructure), metals prices and government regulations, including regulations relating to royalties, allowable production, importing and exporting of minerals, and environmental protection. Most of the above factors are beyond our control. As a result, there can be no assurance that our exploration and development programs will yield reserves to replace or expand current resources. Unsuccessful exploration or development programs could have a material adverse effect on our operations and profitability.
| (f) | Mineral projects have a finite life and eventual closure of the mineral projects will entail costs and risks regarding on-going, rehabilitation, and compliance with environmental standards |
All mining operations have a finite life and will eventually close. The key costs and risks for mine closures are (i) long-term management of permanent engineered structures; (ii) achievement of environmental remediation rehabilitation and closure standards (including the assessment, funding and implementation of post-closure polluted and extraneous water pumping treatment); (iii) orderly retrenchment of employees; and (iv) relinquishment of the site with associated permanent structures and community development infrastructure and programs to new owners. The successful completion of these tasks is dependent on our ability to successfully implement negotiated agreements with the relevant government authorities, communities, and employees. The consequences of a difficult closure range from increased closure costs and handover delays to on-going environmental rehabilitation costs and damage to our reputation if a desired outcome cannot be achieved, all of which could materially and adversely affect our business and results of operations.
| (g) | Our activities and business could be adversely affected by the effects of public health crises in regions where we conduct our business operations |
Global financial conditions and the global economy in general have at various times in the past and may in the future, experience extreme volatility in response to economic shocks or other events. Many industries including the mining industry, are impacted by volatile conditions in response to the widespread outbreak of epidemics, pandemics, or other health crises. Such public health crises and the responses of governments and private actors can result in disruptions and volatility in economies, financial markets, and global supply chain as well as declining trade and market sentiment and reduced mobility of people, all of which could impact commodity prices, interest rates, credit ratings, credit risk and inflation.
There is no guarantee that we will not experience disruptions to some of the active mining operations due to any health epidemics in the future. Any spread of public health crises could materially and adversely impact our business, including without limitation, employee health, workforce availability and productivity, limitations on travel, supply chain disruptions, increased insurance premiums, increased costs and reduced efficiencies, the availability of industry experts and personnel, restrictions on our exploration and drilling programs and/or the timing to process drill and other metallurgical testing and the slowdown or temporary suspension of operations at some or all of our properties, resulting in reduced production volumes. Although we have the capacity to continue certain administrative functions remotely, many other functions, including mining operations, cannot be conducted remotely. Any such disruptions could have an adverse effect on our production, revenue, net income and business.
| Management’s Discussion and Analysis | Page 38 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (h) | Market conditions may adversely affect our results of operations and financial condition |
Many industries, including the mining industry, are impacted by market conditions. Some of the key impacts of the recent financial market turmoil include risks relating to public health crises, contraction in credit markets resulting in a widening of credit risk, devaluations and high volatility in global equity, commodity, foreign exchange and precious metals markets, and a lack of market liquidity. A continued or worsened slowdown in the financial markets or other economic conditions, including but not limited to, consumer spending, employment rates, business conditions, inflation, fuel and energy costs, consumer debt levels, lack of available credit, the state of the financial markets, interest rates, and tax rates may adversely affect our growth and profitability. Specifically: (i) the volatility prices for silver, lead, zinc, gold and other metals we sold may impact our revenue, profits, losses, and cash flow; (ii) volatile energy prices, commodity and consumable prices and currency exchange rates would impact our production costs; and (iii) the devaluation and volatility of global stock markets may impact the valuation of our equity and other securities. These factors could have a material adverse effect on our financial condition and results of operations.
| (i) | Actual capital costs, operating costs, production and economic returns may differ significantly from those we have anticipated, and future development activities may not result in profitable mining operations |
There is no assurance if and when a particular mineral property of ours can enter into production. The amount of future production is based on the estimates prepared by or for us. The capital and operating costs to take our projects into production or maintain or increase production levels may be significantly higher than anticipated. Capital and operating costs of production and economic returns are based on estimates prepared by or for us and may differ significantly from their actual values. There can be no assurance that our actual capital and operating costs will not be higher than currently anticipated. In addition, the construction and development of mines and infrastructure are complex. Resources invested in construction and development may yield outcomes that may differ significantly from those anticipated by us.
| (j) | We may fail to successfully acquire and integrate future acquisitions into existing operations |
If we plan to acquire mineral assets in other overseas jurisdictions, the successful completion of such acquisitions are subject to risks and uncertainties relating to the relevant countries or regions, including but not limited to, (i) exposure to international, regional and local economic and conditions and regulatory policies; (ii) exposure to different legal standards and ability to enforce contracts in some jurisdictions; (iii) changes in legal development and enforcement; (iv) restrictions or requirements relating to foreign investments, in particular, on mineral resources; and (v) compliance with the requirements of applicable sanctions, anti-bribery and related laws and regulations.
If we make other acquisitions, any positive effects will depend on a variety of factors, including but not limited to: integration of the acquired business or property in a timely and efficient manner; maintaining our financial and strategic focus while integrating the acquired business or property; implementing uniform standards, controls, procedures and policies at the acquired business, as appropriate; and to the extent that we make an acquisition outside of the markets in which we have previously operated, conducting and managing operations in a new operating environment.
Acquiring additional businesses or properties could place pressure on our cash reserves if such acquisitions involve cash consideration or if such acquisitions involve share consideration, existing shareholders may experience dilution. The integration of our existing operations with any acquired business may require significant expenditures of time, attention, and funds. Achievement of the benefits expected from consolidation may require us to incur significant costs in connection with, among other things, implementing financial and planning systems. We may not be able to integrate the operations of a recently acquired business or restructure our previously existing business operations without encountering difficulties and delays. In addition, this integration may require significant attention from our management team, which may detract attention from our day-to-day operations.
| Management’s Discussion and Analysis | Page 39 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Over the short-term, difficulties associated with integration could have a material adverse effect on our business, operating results, financial condition and the price of our Common Shares. In addition, the acquisition of mineral properties may subject us to unforeseen liabilities, including environmental liabilities, which could have a material adverse effect on us. Since the acquisition of Adventus completed on July 31, 2024, the Company has been diligently working to reorganize its operational structure in Ecuador and to review the development plan of its mineral properties. However, there can be no assurance that the Company is able to successfully integrate Adventus' operation into our existing operation, and there is no assurance that any future acquisitions will be successfully integrated into our existing operations.
| (k) | The permits and licenses required for our mining and exploration may not be granted or renewed |
All mineral resources and mineral reserves of the Company’s subsidiaries are owned by their respective governments. Mineral exploration and mining activities in China may only be conducted by entities that have obtained or renewed exploration or mining permits and licenses in accordance with the relevant mining laws and regulations. Under the Chinese laws and regulations, if there are residual reserves in a property when the mining permit in respect of such property expires, the holder of the expiring mining permit will be entitled to apply for an extension for an additional term. The Company believes that there will be no material substantive obstacle in renewing such permits. Nevertheless, there can be no assurance as to whether the current relevant Chinese laws and regulations, as well as the current mining industry policy, will remain unchanged at the time of the extension application of such permits, nor can there be any assurance that the competent authorities will not use their discretion to deny or delay the renewal or the extension of relevant mining permits due to factors outside the Company’s control. Therefore, there can be no assurance that the Company will successfully renew its mining permits on favourable terms, or at all, once such permits expire.
Any failure to obtain or any delay in obtaining or retaining any required governmental approvals, permits or licenses could subject the Company to a variety of administrative penalties or other government actions and adversely impact the Company’s business operations. The relevant state and provincial authorities in China do not allow exploration permit renewal applications to be submitted earlier than 30 days before the permit expiration date and a delay of 2 to 3 months for permit application processing times is not uncommon. The relevant state and provincial authorities in China do not issue formal documentation to guarantee permit renewal while processing renewal applications. If any administrative penalties and other government actions are imposed on or taken against the Company due to the Company’s failure to obtain, or delay in obtaining or retaining, any required governmental approvals, permits or licenses, the Company’s business, financial condition and results of operations could be materially and adversely affected.
No guarantee can be given that the necessary exploration and mining permits and licenses will be issued to the Company or, if they are issued, that they will be renewed, or if renewed under reasonable operational and/or financial terms, or in a timely manner, or that the Company will be in a position to comply with all conditions that are imposed.
| (l) | The title to our mineral projects may be uncertain or defective, which puts our investments in such properties at risk |
The validity of mining or exploration titles or claims or rights, which constitute most of our property holdings, can be uncertain and may be contested. Our properties may be subject to prior unregistered liens, agreements or transfers, indigenous land claims, or undetected title defects. In some cases, we do not own or hold rights to the mineral concessions we mine. We have not conducted surveys of all the claims in which we hold direct or indirect interests and therefore, the precise area and location of such claims may be in doubt. No assurance can be given that applicable governments will not revoke or significantly alter the conditions of the applicable exploration and mining titles or claims, or that such exploration and mining titles or claims will not be challenged or impugned by third parties.
| Management’s Discussion and Analysis | Page 40 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
We may be unable to operate our properties as expected, or to enforce our rights to our properties. Any defects in title to our properties, or the revocation of our rights to mine, could have a material adverse effect on our operations and financial condition.
We operate in countries with developing mining laws, and changes in such laws could materially impact our rights or interests to our properties. We are also subject to expropriation risk, including the risk of expropriation or extinguishment of property rights based on a perceived lack of development or advancement. Expropriation, extinguishment of rights and any other such similar governmental actions would likely have a material adverse effect on our operations and profitability.
In the jurisdictions in which we operate, legal rights applicable to mining concessions are different and separate from legal rights applicable to surface lands. Accordingly, title holders of mining concessions in many jurisdictions must agree with surface landowners on compensation in respect of mining activities conducted on such land. We do not hold title to all of the surface lands at many of our operations and rely on contracts or other similar rights to conduct surface activities.
Title insurance is generally not available for mineral properties in China and the Company’s ability to ensure that it has obtained secure claims to individual mineral properties or mining concessions may be severely constrained. Accordingly, the Company may have little or no recourse as a result of any successful challenge to title to any of its properties. The Company’s properties may be subject to prior unregistered liens, agreements or transfers, land claims or undetected title defects which may have a material adverse effect on the Company’s ability to develop or exploit the properties.
| (m) | Our non-controlling interest shareholders could materially affect our results of operations and financial conditions |
Our interests in various projects may, in certain circumstances, become subject to the risks normally associated with the conduct of non-controlling interest shareholders. The existence or occurrence of one or more of the following events could have a material adverse impact on our profitability or the viability of our interests held with non-controlling interest shareholders, which could have a material adverse impact on our business prospects, results of operations and financial conditions: (i) disagreements with non-controlling interest shareholders on how to conduct exploration; (ii) inability of non-controlling interest shareholders to meet their obligations to the applicable entity or third parties; and (iii) disputes or litigation between shareholders regarding budgets, development activities, reporting requirements and other matters.
| (n) | We may not successfully acquire additional commercially mineable mineral rights |
Most exploration projects do not result in the discovery of commercially mineable ore deposits and no assurance can be given that any particular level of recovery of Mineral Reserves will be realized or that any identified mineral deposit will ever qualify as a commercially mineable (or viable) ore body which can be legally and economically exploited.
Our future growth and productivity will depend, in part, on our ability to identify and acquire additional mineral rights, and on the costs and results of continued exploration and development programs. Mineral exploration is highly speculative in nature and is frequently non-productive. Substantial expenditures are required to: (i) establish Mineral Reserves through drilling and metallurgical and other testing techniques; (ii) determine metal content and metallurgical recovery processes to extract metal from the ore; and (iii) construct, renovate or expand mining and processing facilities.
In addition, if we discover a mineral deposit, it will likely take at least several years from the initial phases of exploration until production is possible. During this time, the economic feasibility of production may change.
Our success at completing any acquisitions will depend on a number of factors, including, but not limited to identifying acquisitions that fit our business strategy; negotiating acceptable terms with the seller of the business or property to be acquired; and obtaining approval from regulatory authorities in the jurisdictions of the business or property to be acquired. As a result of these uncertainties, there can be no assurance that we will successfully acquire additional mineral rights.
| Management’s Discussion and Analysis | Page 41 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (o) | Our business requires significant and continuous capital investment and we may experience difficulty obtaining financing |
Our operations and future growth require a high level of capital expenditure. We have invested significant amount in the past and will continue to invest in maintaining and expanding our mining operations. The amount of our capital expenditure depends on a number of factors, such as the projected production mine plan over the life of mine, refurbishing infrastructure, replacement of equipment due to wear and tear and availability of funding for our exploration projects.
In addition, if more of our exploration programs are successful in establishing ore of commercial tonnage and grade, additional funds will be required for the development of the ore body and to place it in commercial production. Therefore, our ability to continue exploration and development activities, if any, will depend in part on our ability to obtain suitable financing.
We intend to fund our capital expenditures, future acquisitions, and plan of operations from working capital, proceeds of production, external financing, strategic alliances, sale of property interests and other financing alternatives. The sources of external financing that we may use for these purposes include project or bank financing, or public or private offerings of equity or debt. Our ability to obtain external financing in the future at a reasonable costs are subject to a variety of uncertainties, including, among others: (i) our future financial condition, results of operations and cash flows; (ii) the condition of the global and domestic financial markets; and (iv) changes in the monetary policy of the relevant jurisdictions with respect to bank interest rates and lending practices. There is no assurance that those sources of external financing will continue to be available as required or on suitable terms, or at all. If we require additional funds and cannot obtain them on acceptable terms when required or at a reasonable financing costs or at all, we may be unable to fulfill our working capital needs, upgrade our existing facilities or expand our business. These or other factors may also prevent us from entering into transactions that would otherwise benefit our business or implementing our future strategies. Any of these factors may have a material adverse effect on our business, financial condition and results of operations.
In addition, another source of future funds presently available to us is through the sale of equity capital. There is no assurance this source of financing will continue to be available as required or on suitable terms, or at all. If it is available, future equity financings may result in substantial dilution to shareholders. Another alternative for the financing of further exploration would be the offering by us of an interest in the properties to be earned by another party or parties carrying out further exploration or development thereof. There can be no assurance we will be able to conclude any such agreements, on favorable terms or at all. The failure to obtain financing could have a material adverse effect on our growth strategy and results of operations and financial condition.
| (p) | We operate in a highly competitive industry |
The mining industry in general is intensely competitive and there is no assurance that a ready market will exist for the sale of metal concentrate, by us. Marketability of natural resources which may be discovered by us will be affected by numerous factors beyond our control, such as market fluctuations, the proximity and capacity of natural resource markets and processing equipment, government regulations including regulations relating to prices, royalties, land tenure, land use, importing and exporting of minerals and environmental protection. The exact effect of such factors cannot be predicted but they may result in us not receiving an adequate return on our capital.
We may be at a competitive disadvantage in acquiring additional mining properties because we must compete with other individuals and companies, many of which have greater financial resources, operational experience, and technical capabilities than us. We may also encounter increasing competition from other mining companies in our efforts to hire experienced mining professionals. Competition for exploration resources at all levels is currently very intense, particularly
| Management’s Discussion and Analysis | Page 42 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
affecting the availability of manpower. Increased competition could adversely affect our ability to attract necessary capital funding or acquire suitable producing properties or prospects for mineral exploration in the future.
| (q) | A continued or worsened slowdown in the financial markets or other economic conditions could have a material adverse effect on our business, financial condition and results of operations |
General economic conditions may adversely affect our growth, profitability, and ability to obtain financing. Events in global financial markets in the past several years have had a profound impact on the global economy. Many industries, including the silver and gold mining industry, have been and continue to be impacted by these market conditions. Some of the key impacts of the current financial market turmoil include contraction in credit markets resulting in a widening of credit risk, inflationary pressures, devaluations, high volatility in global equity, commodity, foreign exchange and precious metal markets and a lack of market confidence and liquidity. A continued or worsened slowdown in the financial markets or other economic conditions, including but not limited to, consumer spending, employment rates, business conditions, inflation, fuel and energy costs, consumer debt levels, lack of available credit, the state of the financial markets, interest rates and tax rates, may adversely affect our growth, profitability and ability to obtain financing. A number of issues related to economic conditions could have a material adverse effect on our business, financial condition and results of operations, including:
| ● | contraction in credit markets could impact the costs and availability of financing and our overall liquidity; |
| ● | the volatility of silver, lead, zinc, gold and other metal prices would impact our revenues, profits, losses and cash flow; |
| ● | recessionary pressures could adversely impact demand for our production; |
| ● | volatile energy, commodity and consumables prices and currency exchange rates could impact our production costs; |
| ● | the devaluation and volatility of global stock markets could impact the valuation of our equity and other securities; and |
| ● | significant disruption to the global economic conditions caused by public health crises. |
| (r) | We rely on third-party contracts to conduct specific drilling, mining and tunneling and ore transportation work |
It is common for mining companies like us to engage third-party contractors to carry out the specific exploring and mining work. We designed, planned and monitored our exploring activities and we have retained full control of the crucial functions of our mining operations, including the decision of mining method and formulation of production safety programs. We primarily outsourced our (i) drilling; (ii) mining and tunneling; and (iii) ore transportation within our mines and ore processing plants to third-party contractors according to our design and plan and the relevant applicable production safety requirements.
As a result, our operations will be affected by the performance of these third-party contractors. Although we monitor the works of those third-party contractors to ensure that they are carried out on time, on budget and in accordance with our mine plannings and specification, we may not be able to control the quality, safety and environmental standards of the works conducted by those third-party contractors to the same extent as the works conducted by our own employees. In such event, we may become engaged in disputes with them, which could lead to additional expenses, distractions and potentially loss of production time and additional costs, any of which could materially and adversely affect our business, financial condition and results of operations.
| Management’s Discussion and Analysis | Page 43 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (s) | The production, processing and product delivery capabilities of our mining assets rely on their infrastructure being adequate and remaining available |
Our operations depend on adequate infrastructure of our mining assets. Roads, power sources, transport infrastructure and water supplies are essential for the conduct of these operations and the availability and costs of these utilities and infrastructure affect capital and operating costs and, therefore, our ability to maintain expected levels of production and results of operations. Unusual weather or other natural phenomena, sabotage or other interference in the maintenance or provision of such infrastructure could impact the development of a project, reduce production volumes, increase extraction or exploration costs, or delay the transportation of raw materials to the mines and projects and commodities to end customers. Any such issues arising in respect of the infrastructure supporting or on our sites could have a material adverse effect on our business, results of operations, financial condition and prospects.
| (t) | We may not be able to maintain the provision of adequate and uninterrupted supplies of utilities at commercially acceptable prices, or at all |
Electricity and water are the main utilities used in our operations. Our mining and ore processing processes require adequate and stable supply of electricity. No assurance can be given that that we would not be subject to any power outages in the future. If we are to be subject to power outages or there is prolonged power shortage in the future or there are any possible changes in the power consumption policies adopted by the PRC government and any other overseas government where our mineral assets are located, our production will be inevitably disrupted. Our business, financial conditions and results of operation will therefore be adversely and materially affected.
In addition, there can be no assurance that supplies of utilities will not be interrupted or that their prices will not increase in the future. In the event that our existing suppliers cease to supply us with utilities at commercially acceptable prices or at all, our operations will be interrupted, and our financial condition and results of operations will be materially and adversely affected.
| (u) | Our reputation in the communities in which we operate could deteriorate |
The continued success of our existing operations and its future projects are in part dependent upon broad support of and a healthy relationship with the respective local communities, in addition to conducting operations in a manner that is not detrimental to the environment. If it is perceived that we are not respecting or advancing the economic and social progress and safety of the communities in which we operate, our reputation and shareholder value could be damaged, which could have a negative impact on our “social license to operate”, our ability to secure new resources and its financial performance.
The consequences of negative community reaction could therefore have a material adverse impact on the costs, profitability, ability to finance or even the viability of an operation. Such events could lead to disputes with national or local governments or with local communities or any other stakeholders and give rise to material reputational damage. If our operations are delayed or shut down as a result of political and community instability, its earnings may be constrained, and the long-term value of its business could be adversely impacted. Even in cases where no action adverse to us is actually taken, the uncertainty associated with such political or community instability could negatively impact the perceived value of our assets and mining investments and, consequently, have a material adverse effect on our financial condition. Failure to comply with the social and labor plan could adversely impact upon our social license to operate and may result in the suspension and/or cancellation of our mining rights.
| Management’s Discussion and Analysis | Page 44 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (v) | We are subject to environmental, health and safety laws, regulation, and permits that may subject us to material costs, liabilities and obligations |
The Company’s activities are subject to extensive laws and regulations governing environmental protection and employee health and safety, including environmental laws and regulations in China and other jurisdictions where our mineral assets may be located. These laws address emissions into the air, discharges into water, management of waste, management of hazardous substances, protection of natural resources, antiquities and endangered species, and reclamation of lands disturbed by mining operations. The Company’s Chinese subsidiaries are required to have been issued environmental permits and safety production permits with various expiration dates. These permits are also subject to periodic inspection by government authorities. Failure to pass the inspections may result in penalties. No guarantee can be given that the necessary permits will be issued to the Company or, if they are issued, that they will be renewed, or if renewed under reasonable operational and/or financial terms, or in a timely manner, or that the Company will be in a position to comply with all conditions that are imposed. Failure to comply with the relevant Chinese and other relevant jurisdiction's environmental laws and regulations could materially and adversely affect our business and results of operations.
Nearly all mining projects require government approval and permits relating to environmental, social, land and water usage, community matters, and other matters. There are also laws and regulations prescribing reclamation activities on some mining properties. Environmental legislation in many countries, including China, is evolving and the trend has been toward stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and increasing responsibility for companies and their officers, directors and employees. Compliance with environmental laws and regulations may require significant capital outlays on behalf of us and may cause material changes or delays in our intended activities.
There can be no assurance that we have been or will be at all times in complete compliance with current and future environmental, and health and safety laws, and the status of permits will not materially adversely affect our business, results of operations or financial condition. Amendments to current PRC and other relevant jurisdiction’s laws and regulations governing operations and activities of mining companies or more stringent implementation thereof could have a material adverse impact on us and cause increases in capital expenditure, production costs or reductions in levels of production at producing properties or require abandonment or delays in the development of new mining properties. It is possible that future changes in these laws or regulations could have a significant adverse impact on some portion of our business, causing us to re-evaluate those activities at that time. Our compliance with environmental laws and regulations entails uncertain costs.
| (w) | Our operations involve significant risks and hazards inherent to the mining industry |
Mining is inherently dangerous and the Company’s operations are subject to a number of risks and hazards including, without limitation: environmental hazards; discharge of pollutants or hazardous chemicals; industrial accidents; failure of processing and mining equipment; labour disputes; supply problems and delays; encountering unusual or unexpected geologic formations or other geological or grade problems; encountering unanticipated ground or water conditions; cave-ins, pit wall failures, flooding, rock bursts and fire; periodic interruptions due to inclement or hazardous weather conditions; equipment breakdown; other unanticipated difficulties or interruptions in development, construction or production; other acts of God or unfavourable operating conditions; and health and safety risks associated with spread of pandemics, and any future emergence and spread of similar pathogens.
Such risks could result in damage to, or destruction of, mineral properties or processing facilities, personal injury or death, loss of key employees, environmental damage, delays in mining, monetary losses and possible legal liability. Satisfying such
| Management’s Discussion and Analysis | Page 45 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
liabilities may be very costly and could have a material adverse effect on the Company’s future cash flow, results of operations and financial condition.
| (x) | Our operations and financial results could be adversely affected by climate change |
There is significant evidence of the effects of climate change on our planet and an intensifying focus on addressing these issues. The Company recognizes that climate change is a global challenge that may have both favorable and adverse effects on our business in a range of possible ways. Mining and processing operations are energy intensive and result in a carbon footprint either directly or through the purchase of fossil-fuel based electricity. As such, the Company is impacted by current and emerging policy and regulation relating to greenhouse gas emission levels, energy efficiency, and reporting of climate-change related risks. While some of the costs associated with reducing emissions may be offset by increased energy efficiency, technological innovation, or the increased demand for our metals as part of technological innovations, the current regulatory trend may result in additional transition costs at some of our operations. Governments are introducing climate change legislation and treaties at the international, national, and local levels, and regulations relating to emission levels and energy efficiency are evolving and becoming more rigorous. Current laws and regulatory requirements are not consistent across the jurisdictions in which we operate, and regulatory uncertainty is likely to result in additional complexity and costs in our compliance efforts. Public perception of mining is, in some respects, negative and there is increasing pressure to curtail mining in many jurisdictions as a result, in part, of perceived adverse effects of mining on the environment.
Concerns around climate change may also affect the market price of our shares as institutional investors and others may divest interests in industries that are thought to have more environmental impacts. While we are committed to operating responsibly and reducing the negative effects of our operations on the environment, our ability to reduce emissions, energy and water usage by increasing efficiency and by adopting new innovation is constrained by technological advancement, operational factors and economics. Adoption of new technologies, the use of renewable energy, and infrastructure and operational changes necessary to reduce water usage may also increase our costs significantly. Concerns over climate change, and our ability to respond to regulatory requirements and societal pressures, may have significant impacts on our operations and on our reputation, and may even result in reduced demand for our products.
The physical risks of climate change could also adversely impact our operations. These risks include, among other things, extreme weather events, resource shortages, changes in rainfall and in storm patterns and intensities, water shortages, changing sea levels and extreme temperatures. Climate-related events such as mudslides, floods, droughts and fires can have significant impacts, directly and indirectly, on our operations and could result in damage to our facilities, disruptions in accessing our sites with labour and essential materials or in shipping products from our mines, risks to the safety and security of our personnel and to communities, shortages of required supplies such as fuel and chemicals, inability to source enough water to supply our operations, and the temporary or permanent cessation of one or more of our operations. There is no assurance that we will be able to anticipate, respond to, or manage the risks associated with physical climate change events and impacts, and this may result in material adverse consequences to our business and to our financial results.
| (y) | We may be subject to regulatory investigations, claims and legal proceeding that could materially and adversely impact our business, financial condition, or results of operations |
Due to the nature of our business, we may be subject to numerous regulatory investigations, claims, lawsuits, and other proceedings in the ordinary course of our business. The results of these legal proceedings cannot be predicted with certainty due to the uncertainty inherent in litigation, including the discovery of evidence process, the difficulty of predicting decisions of judges and juries and the possibility that decisions may be reversed on appeal. There can be no assurance that these matters will not have a material adverse effect on our business.
| Management’s Discussion and Analysis | Page 46 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
No assurance can be given with respect to the ultimate outcome of current or future litigation or regulatory proceedings, and the amount of any damages awarded, or penalties assessed in such a proceeding could be substantial. In addition to monetary damages and penalties, the allegations made in connection with the proceedings may have a material adverse effect on the reputation of us and may impact our ability to conduct operations in the normal course.
Litigation and regulatory proceedings also require significant resources to be expended by the Directors, officers and employees of ours and as a result, the diversion of such resources could materially affect the ability of us to conduct our operations in the normal course of business. Significant fees and expenses may be incurred by us in connection with the investigation and defense of litigation and regulatory proceedings. We may also be obligated to indemnify certain directors, officers, employees, and experts for additional legal and other expenses pursuant to such proceedings, which additional costs may be substantial and could have a negative effect on our future operating results. We may be able to recover certain costs and expenses incurred in connection with such matters from our insurer. However, there can be no assurance regarding when or if the insurer will reimburse us for such costs and expenses.
The Company is subject to various claims and legal proceedings covering a wide range of matters that arise in the ordinary course of business activities. Each of these matters is subject to various uncertainties and it is possible that some of these other matters may be resolved in a manner that is unfavourable to the Company which may result in a material adverse impact on the Company's financial performance, cash flow or results of operations. The Company carries liability insurance coverage and establishes provisions for matters that are probable and can be reasonably estimated, however there can be no guarantee that the amount of such coverage is sufficient to protect against all potential liabilities. In addition, the Company may in the future be subjected to regulatory investigations or other proceedings and may be involved in disputes with other parties in the future which may result in a significant impact on our financial condition, cash flow and results of operations.
With respect to our recent acquisition of Adventus, there was a litigation brought by a group of plaintiffs against a government agency of Ecuador concerning the environmental consultation process of the Company's El Domo and sought to void the environmental license of the project. The local court in Las Naves Canton, Bolivia Province, Ecuador rejected the litigation and ruled the Ecuadorean government correctly discharged its environmental consultation obligation prior to issuing an environmental license for the project on July 24, 2024. The plaintiffs have appealed to the provincial court, and the appeal was heard on October 17, 2024, and was dismissed by the provincial court on November 12, 2024, affirming the lower court decision that the Ministry of Environment, Water, and Ecological Transition of Ecuador ("MAATE") correctly discharged its environmental consultation obligations prior to issuing an environmental license of the El Domo Project. On December 19, 2024, the plaintiff filed an Extraordinary Protection Action ("EPA") with the Constitutional Court of Ecuador against the ruling by the provincial court, but the EPA has not yet been admitted or dismissed by the Constitutional Court. In the event that the EPA is admitted and the ruling of the EPA is against MAATE, MAATE could cancel the licenses and restart the consultation process, which could significantly delay the construction of the project.
| (z) | We face risks associated with our acquisition of Adventus, and if we fail to successfully integrate our recently acquired business or any future targets into our own operations, our post-acquisition performance and business prospects may be adversely affected. |
We completed the acquisition of all of the equity interests in Adventus on July 31, 2024. Currently, we are still in the process of integrating Adventus into our existing enterprise structure. There can be no assurance that the Adventus Acquisition will bring benefits to us to the extent anticipated. We may not be able to successfully integrate Adventus into our existing business to achieve the expected synergies with our existing operations and to fulfill the contemplated purposes of this acquisition. These synergies are inherently uncertain, and are subject to significant business, economic and competitive uncertainties, and contingencies, many of which are difficult to predict and are beyond our control. If implemented
| Management’s Discussion and Analysis | Page 47 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
ineffectively or if impacted by unforeseen negative economic or market conditions or other factors, we may not realize the full anticipated benefits of the acquisition of Adventus. Our failure to meet the challenges involved in realizing the anticipated benefits of the acquisition of Adventus could cause an interruption of, or a loss of momentum in, our activities and could adversely affect our results of operations. The acquisition and integration of the businesses may result in material unanticipated problems, expenses, liabilities, competitive responses and diversion of management’s attention, and we may record impairment charges or write-offs in connection therewith if the anticipated benefits of the acquisition fail to realize.
Adventus’ operations are subject to government approvals, licenses and permits. No guarantee can be given that the necessary government exploration and mining permits and licenses will be issued to Adventus or, if they are issued, that they will be renewed in an appropriate or timely manner, or that Adventus will be in a position to comply with all conditions that are imposed.
Even if we achieve the expected benefits, they may not be achieved within the anticipated time frame. Also, the synergies from our acquisition of Adventus may be offset by costs incurred in the acquisition, losses of or disputes with key customers, suppliers, shareholders and employees of Adventus, increases in other expenses, operating losses, liabilities or problems in the business unrelated to our collaboration. As a result, there can be no assurance that these synergies will be achieved.
| (aa) | We face risks associated with certain political and economic instability in Ecuador where the Curipamba – El Domo Project is located. |
The Company is subject to certain risks and possible political and economic instability specific to Ecuador, arising from change of government, political unrest, labour disputes, invalidation of government orders, permits or property rights, legal proceedings and referendums seeking to suspend mining activities, unsupportive local and regional governments, risk of corruption, military repression, war, civil disturbances, criminal and terrorist acts, hostage taking, changes in laws, expropriation, nationalization, renegotiation or nullification of existing concessions, agreements, licenses or permits and changes to monetary or taxation policies. The occurrence of any of these risks may adversely affect the mining industry, mineral exploration and mining activities generally or the Company specifically and could result in the impairment or loss of mineral concessions or other mineral rights.
Exploration, development or operations may also be affected to varying degrees by government regulations with respect to, but not limited to, restrictions on future exploration, development and production, price controls, export controls, income taxes, labour and immigration, and by delays in obtaining or the inability to obtain necessary permits, opposition to mining from environmental and other non-governmental organizations, limitations on foreign ownership, expropriation of property, ownership of assets, environmental legislation, labour relations, limitations on repatriation of income and return of capital, high rates of inflation, increased financing costs and site safety. In addition, the legislative uncertainty regarding the consultation process for environmental licenses may pose a risk for future permitting of exploration activity near protected forests and the need to carry out consultation activities prior to the start of any activities. These factors may affect both the ability of the Company to undertake exploration and development activities in respect of future properties in the manner contemplated, as well as its ability to continue to explore, develop and operate those properties in which it has an interest or in respect of which it has obtained exploration and development rights to date.
Ecuador is experiencing a period of instability. In 2023, former President Guillermo Lasso did not complete his term due to the triggering of “muerte cruzada”, a constitutional mechanism whereby the Presidency and the National 20 Assembly was dissolved, and elections were held. A new National Assembly was elected and Daniel Noboa, from the National Democratic Action (ADN) party, was elected to assume the presidency in November 2023 for a period of 18 months, being the balance of Former President Lasso’s term. It is uncertain if President Noboa’s presidency will bring stability to the country given a variety of challenges including, but not limited to, lack of majority in the National Assembly, the significant national debt,
| Management’s Discussion and Analysis | Page 48 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
the security situation, the condition of the economy and the brevity of President Noboa’s term. The instability present in Ecuador, and overall risks associated with foreign operations, may impact the Company’s operations and financial results. In addition, this instability could impact the Company’s ability to obtain financing in the future or to obtain such financing on terms favourable to the Company. This may, in turn, impact the Company’s ability to execute on further acquisitions, developments or exploration if financing is required.
Any shifts in political attitudes or changes in laws that may result in, among other things, significant changes to mining laws or any laws, regulations or policies are beyond the control of the Company and may adversely affect its business. The Company faces the risk that governments or courts may adopt substantially different policies or interpretation of laws, which might extend to the expropriation of assets or increased government participation in the mining sector. In addition, changes in resource development or investment policies, increases in taxation rates or changes to tax regulations, higher mining fees and royalty payments, revocation or cancellation of mining concession rights or shifts in political attitudes in Ecuador may adversely affect the Company’s business.
| (bb) | Our investment in New Pacific Metals Corp. is subject to a number of risks and may prove unprofitable. |
The Company is a strategic investor in New Pacific, a Canadian public company listed on the TSX under the symbol “NUAG” and NYSE American under the symbol “NEWP”. As of the date of this report, the Company owned 46,907,606 shares of New Pacific, representing a 27.3% ownership interest. New Pacific is a mining company engaged in exploring and developing mineral properties in Bolivia. Investments in junior mining companies involve volatile share prices, liquidity risk, and may result in possible loss of principal. New Pacific has no revenue from operations and no ongoing mining operations of any kind.
Resource exploration and development is a speculative business and involves a high degree of risk, including, among other things, unprofitable efforts resulting both from the failure to discover mineral deposits and from finding mineral deposits which, though present, are insufficient in size and grade at the then prevailing market conditions to return a profit from production. The marketability of natural resources which may be acquired or discovered by New Pacific will be affected by numerous factors beyond the control of New Pacific. These factors include market fluctuations, the proximity and capacity of natural resource markets, and government regulations, including regulations relating to prices, taxes, royalties, land use, importing and exporting of minerals and environmental protection. The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result in the Company not receiving an adequate return on invested capital or the possible loss of principal.
Substantial expenditures are required to establish ore reserves through drilling, metallurgical, and other testing techniques, determine metal content and metallurgical recovery processes to extract metal from the ore, and construct, renovate, or expand mining and processing facilities. No assurance can be given that any level of recovery of ore reserves will be realized or that any identified mineral deposit, even if it is established to contain an estimated resource, will ever qualify as a commercial mineable ore body, which can be legally and economically exploited.
In addition to the high degree of risk associated with investing in junior exploration mining companies, the Company’s investment in New Pacific entails an additional risk by virtue of the fact that its projects are located in Bolivia. There has been a significant level of political and social unrest in Bolivia in recent years resulting from a number of factors, including Bolivia’s history of political and economic instability under a variety of governments and high rate of unemployment. New Pacific’s exploration and development activities may be affected by changes in government, political instability, and the nature of various government regulations relating to the mining industry.
Bolivia’s fiscal regime has historically been favourable to the mining industry, but there is a risk that this could change. New Pacific cannot predict the government’s positions on foreign investment, mining concessions, land tenure, environmental
| Management’s Discussion and Analysis | Page 49 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
regulation, or taxation. A change in government positions on these issues could adversely affect New Pacific’s business and/or its holdings, assets, and operations in Bolivia. Any changes in regulations or shifts in political conditions are beyond the control of New Pacific. Moreover, protestors and cooperatives have previously targeted foreign companies in the mining sector, and as a result there is no assurance that future social unrest will not have an adverse impact on the Company’s operations.
Mining companies are increasingly required to operate in a sustainable manner and to provide benefits to affected communities and there are risks associated with New Pacific failing to acquire and subsequently maintain a “social licence” to operate on its mineral properties. “Social licence” does not refer to a specific permit or licence, but rather is a broad term and generic used to describe community acceptance of a company’s plans and activities related to exploration, development or operations on its mineral projects. New Pacific will place a high priority on, and dedicates considerable efforts and resources toward, its community relationships and responsibilities. Despite its best efforts, there are factors that may affect New Pacific’s efforts to establish and maintain social licence at any of its projects, including national or local changes in sentiment toward mining, evolving social concerns, changing economic conditions and challenges, and the influence of third-party opposition toward mining on local support. There can be no guarantee that a social licence can be earned by New Pacific or if established, that a social licence can be maintained in the long term, and without strong community support the ability to secure necessary permits, obtain project financing, and/or move a project into development or operation may be compromised. Delays in projects attributable to a lack of community support or other community related disruptions or delays can translate directly into a decrease in the value of a project or into an inability to bring New Pacific’s projects to, or maintain, production. The costs of measures and other issues relating to the sustainable development of mining operations may result in additional operating costs, higher capital expenditures, reputational damage, active community opposition (possibly resulting in delays, disruptions and stoppages), legal suits, regulatory intervention and investor withdrawal.
Labour in Bolivia is customarily unionized and there are risks that labour unrest or wage agreements may impact operations. New Pacific’s operations in Bolivia may also be adversely affected by economic uncertainty characteristic of developing countries. In addition, operations may be affected in varying degrees by government regulations with respect to restrictions on production, price controls, export controls, currency remittance, income taxes, expropriation of property, foreign investment, maintenance of claims, environmental legislation, land use, land claims of local people, water use, and safety factors. There is no assurance that New Pacific will be successful in obtaining ratification of the mining production contract (“MPC”) it signed with Corporación Minera de Bolivia (COMIBOL) in a timely manner or at all, or that they will be obtained on reasonable terms. New Pacific cannot predict the government’s positions on foreign investment, mining concessions, land tenure, environmental regulation, community relations, or taxation. A change in government positions on these issues could adversely affect the ratification of the MPC and New Pacific’s business.
Exploration and development of, and production from, any deposits at New Pacific’s mineral projects require permits from various government authorities. There can be no assurance that any required permits will be obtained in a timely manner or at all, or on reasonable terms. Delays or failure to obtain, expiry of, or a failure to comply with the terms of such permits could prohibit development of New Pacific’s mineral projects and have a material adverse impact on New Pacific.
| (cc) | Our investment in Tincorp Metals Inc. is subject to a number of risks and may prove unprofitable. |
The Company is a strategic investor in Tincorp, a Canadian public company listed on the TSX-V under the symbol “TIN”. As of the date of this report, the Company owned 19,864,285 common shares of Tincorp, representing a 29.1% interest in Tincorp.
Tincorp is a junior exploration company currently in the business of acquiring and exploring mineral properties. Investments in junior mining companies involve volatile share prices, liquidity risk, and may result in possible loss of principal. Tincorp has no revenue from operations and no ongoing mining operations of any kind. If Tincorp is not able to raise the funds
| Management’s Discussion and Analysis | Page 50 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
needed to continue its operations or meet its liabilities, the results from its exploration activities are unsuccessful, or if share price declines significantly for a prolonged period, the Company may have to record impairment charges against its investment.
Long-term operation of Tincorp’s business and its profitability are dependent, in part, on the costs and success of its exploration and future development programs. Mineral exploration and development involve a high degree of risk and historically few properties that are explored are ultimately developed into producing mines. There is no assurance that Tincorp’s mineral exploration and future development programs will result in any discoveries, expansions of mineral resources or the definition of mineral reserves. There is also no assurance that, even if commercially viable quantities of mineral resources or mineral reserves are discovered, a mineral property will be brought into commercial production. Development of Tincorp’s mineral properties will only commence if it obtains satisfactory exploration results. Discovery of mineral deposits is dependent upon a number of factors, including the technical skill of the exploration geoscientists involved. The commercial viability of a mineral deposit is also dependent upon a number of factors including: the particular attributes of the deposit such as size, grade and proximity to infrastructure; metal prices; and government regulations including regulations relating to royalties, allowable production, importing and exporting of minerals and environmental protection. Most of the above factors are beyond the control of Tincorp. Unsuccessful exploration or development programs could have a material adverse impact on Tincorp’s operations and profitability.
In addition, Tincorp’s mineral projects are subject to a number of risks that may make it less successful than anticipated, including, without limitation: (a) delays or higher than expected exploration costs; (b) negative technical results and/or technical results that fail to deliver the required returns to render the ongoing development of the Skukum Gold Project economic; (c) delays in receiving environmental permits and/or social license from indigenous groups; (d) delays in receiving permits; (e) delays or higher than expected costs in obtaining the necessary equipment or services to build and operate the Skukum Gold Project; and (f) adverse mining conditions may delay and hamper the ability of Tincorp to produce the expected quantities of minerals.
Tincorp's operations are subject to government approvals, licences and permits. No guarantee can be given that the necessary government exploration and mining permits and licenses will be issued to Tincorp or, if they are issued, that they will be renewed in an appropriate or timely manner, or that Tincorp will be in a position to comply with all conditions that are imposed. The granting and enforcement of the terms of such approvals, licences and permits are, as a practical matter, subject to the discretion of the applicable governments or governmental officials. To the extent such approvals, licenses or permits are required and not obtained, Tincorp may be curtailed or prohibited from continuing or proceeding with exploration or development of mineral properties.
Some of Tincorp’s projects are located in Bolivia and, therefore, Tincorp’s current and future mineral exploration and mining activities are exposed to various levels of political economic, and other risks and uncertainties. In recent years, there has been a significant level of political, social and economic instability under a variety of governments and a high rate of unemployment. Tincorp’s exploration activities may be affected by changes in government, political instability, and the nature of various government regulations relating to the mining industry.
Bolivia’s fiscal regime has historically been favourable to the mining industry, but there is a risk that this could change. Tincorp cannot predict the government’s positions on foreign investment, mining concessions, land tenure, environmental regulation, or taxation. A change in government positions on these issues could adversely affect Tincorp’s business and/or its holdings, assets, and operations in Bolivia. Any changes in regulations or shifts in political conditions are beyond the control of Tincorp. Moreover, protestors and cooperatives have previously targeted foreign companies in the mining sector, and as a result there is no assurance that future social unrest will not have an adverse impact on Tincorp’s operations.
| Management’s Discussion and Analysis | Page 51 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
Despite Tincorp’s best efforts, there are factors that may affect its efforts to establish and maintain social licence at any of its projects, including national or local changes in sentiment toward mining, evolving social concerns, changing economic conditions and challenges, and the influence of third-party opposition toward mining on local support. There can be no guarantee that a social licence can be earned by Tincorp or if established, that a social licence can be maintained in the long term, and without strong community support the ability to secure necessary permits, obtain project financing, and/or move a project into development or operation may be compromised. Delays in projects attributable to a lack of community support or other community related disruptions or delays can translate directly into a decrease in the value of a project or into an inability to bring Tincorp’s projects to production, or maintain production. The costs of measures and other issues relating to the sustainable development of mining operations may result in additional operating costs, higher capital expenditures, reputational damage, active community opposition (possibly resulting in delays, disruptions and stoppages), legal suits, regulatory intervention and investor withdrawal.
Labour in Bolivia is customarily unionized and there are risks that labour unrest or wage agreements may impact operations. Tincorp’s operations in Bolivia may also be adversely affected by economic uncertainty characteristic of developing countries. In addition, operations may be affected in varying degrees by government regulations with respect to restrictions on production, price controls, export controls, currency remittance, income taxes, expropriation of property, foreign investment, maintenance of claims, environmental legislation, land use, land claims of local people, water use, and safety factors. Tincorp cannot predict the government’s positions on foreign investment, mining concessions, land tenure, environmental regulations, community relations, taxation or otherwise.
| (dd) | Our information technology system may be vulnerable to disruption, which could place our systems at risk for data loss, operational failure, or compromise of confidential information |
We are subject to cybersecurity risks including unauthorized access to privileged information, destroy data or disable, degrade or sabotage our systems, including through the introduction of computer viruses. Although we take steps to secure our configurations and manage our information system, including our computer systems, internet sites, emails and other telecommunications, and financial/geological data, there can be no assurance that measures we take to ensure the integrity of our systems will provide adequate protection, especially because cyberattack techniques used change frequently or are not recognized until successful. We have not experienced any material cybersecurity incident in the past, but there can be no assurance that we would not experience in the future. If our systems are compromised, do not operate properly or are disabled, we could suffer financial loss, disruption of business, loss of geology data which could affect our ability to conduct effective mine planning and accurate mineral resources estimates, loss of financial data which could affect our ability to provide accurate and timely financial reporting.
| (ee) | If we are unable to implement and maintain effective internal controls over financial reporting, investors may lose confidence in the accuracy and completeness of our financial reports |
Management of the Company is responsible for establishing and maintaining an adequate system of internal control over financial reporting, and used the Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) to evaluate, with the participation of the CEO and CFO, the effectiveness of internal controls. The Company’s internal control over financial reporting includes:
| ● | maintaining records, that in reasonable detail, accurately and fairly reflect our transactions and dispositions of the assets of the Company; |
| ● | providing reasonable assurance that transactions are recorded as necessary for preparation of our consolidated financial statements in accordance with generally accepted accounting principles; |
| Management’s Discussion and Analysis | Page 52 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| ● | providing reasonable assurance that receipts and expenditures are made in accordance with authorizations of management and the directors of the Company; and |
| ● | providing reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on the Company’s consolidated financial statements would be prevented or detected on a timely basis. |
No matter how well a system of internal control over financial reporting is designed, any system has inherent limitations. Even systems determined to be effective can provide only reasonable assurance of the reliability of financial statement preparation and presentation. Also, controls may become inadequate in the future because of changes in conditions or deterioration in the degree of compliance with the Company’s policies and procedures. In addition, as some of the risk management and internal control policies and procedures are relatively new, the Company may need to establish and implement additional policies and procedures to further improve the Company’s systems from time to time. Since the Company’s risk management and internal controls depend on implementation by Company employees, there is a risk that such implementation will involve human errors or mistakes. If the Company fails to implement its policies and procedures in a timely manner or fails to identify risks that affect the Company’s business, the Company’s business, results of operations and financial condition could be materially and adversely affected.
The failure to achieve and maintain the adequacy of our internal control over financial reporting on a timely basis could result in the loss of investor confidence in the reliability of the financial statements, which in turn could harm the business and negatively impact the trading price of shares or market value of other securities. In addition, any failure to implement required new or improved controls, or difficulties encountered in their implementation, could harm the operating results or cause to fail to meet the reporting obligations. There can be no assurance that the Company will be able to remediate material weaknesses, if any, identified in future periods, or maintain all of the controls necessary for continued compliance, and there can be no assurance that the Company will be able to retain sufficient skilled finance and accounting personnel, especially in light of the increased demand for such personnel among publicly traded companies. Future acquisitions of companies may provide the Company with challenges in implementing the required processes, procedures and controls in the acquired operations. Acquired companies may not have disclosure controls and procedures or internal control over financial reporting that are as thorough or effective as those required by securities laws currently applicable to the Company.
| (ff) | Any failure by us to maintain effective disclosure controls could have an adverse effect on our business, financial position, and results of operations |
We are subject to the periodic reporting requirements of the Exchange Act and under Canadian securities laws and we are required to maintain disclosure controls and procedures that are designed to reasonably assure that information required to be disclosed by us in reports we file or submit under the Exchange Act and under Canadian Securities Laws is recorded, processed, summarized and reported within the time periods specified by the rules and forms of the SEC and the Canadian Securities Administrators and that such information is accumulated and communicated to management to allow timely decisions regarding required disclosure.
Any failure or alleged failure by us to maintain effective disclosure controls could have an adverse effect on investor confidence or on our business, financial position and results of operations. Further, our efforts to maintain effective disclosure controls may result in increased general and administrative expenses and may divert management’s time and attention from our business.
| Management’s Discussion and Analysis | Page 53 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (gg) | We are dependent on management and key personnel |
Key members of our management team and non-executive directors have extensive experience in the mineral resources industry. Our success depends to a significant extent upon our ability to retain, attract and train key management personnel, in Canada, China, Ecuador and other jurisdictions where the Company conduct business operations.
We depend on the services of several key personnel, including the Chief Executive Officer, President, Chief Financial Officer, and the operational management team. The loss of any one of whom could have an adverse effect on our operations. Our ability to manage growth effectively will require us to continue to implement and improve management systems and to recruit and train new employees. We cannot be assured that we will be successful in attracting and retaining skilled and experienced personnel.
| (hh) | Our directors and officers may have conflicts of interest as a result of their relationship with other mining companies that are not affiliated with us |
Conflicts of interest may arise as a result of our directors and officers also holding positions as directors and/or officers of other companies. Some of those persons who are our directors and officers have and will continue to be engaged in the identification and evaluation of assets and business opportunities and companies on their own behalf and on behalf of other companies, and situations may arise where the directors and officers may be in direct competition with us. Conflicts, if any, will be subject to the procedures and remedies under the Business Corporations Act (British Columbia).
| (ii) | Changes in economic, political or social conditions or government policies in China could have a material adverse effect on our business and results of operations |
As at date of this report, all the Company's material mining operations are in China. Accordingly, our business, results of operations and financial conditions are, to a material extent, subject to economic, political, social conditions and legal and regulatory development in China. The market conditions and levels of consumer spending in China are influenced by many factors beyond our control, including consumer perception of current and future economic conditions, levels of employment, inflation or deflation, household income, interest rates, taxation and currency exchange rates.
It may be difficult for us to predict all the risks and uncertainties that we may face from the current and future economic, political, social, legal and regulatory development in the PRC. Any severe or prolonged negative impacts on the economic, political or social conditions in the PRC may affect our business, results of operations, financial conditions and business prospects.
| (jj) | We are subject to laws and regulations in other jurisdictions, breaching of which could have a material and adverse impact on our business, results of operations, financial conditions and business prospects |
The Company is incorporated in Canada with corporate office in Vancouver, Canada. As at the date of this report, the Company i) is conducting mining and exploration operations in China; ii) holds minority interest in NUAG, which held majority interests in three different mineral properties located in Bolivia; (iii) holds minority interest in Tincorp, which held 100% interests in two tin projects in Bolivia and a gold project in Yukon, Canada; and (iv) controls several exploration projects in Ecuador through the acquisition of Adventus. In addition, we also control a subsidiary incorporated in Mexico and used to hold an exploration permit in Mexico. We are subject to laws and regulations in those jurisdictions. Foreign laws and regulations, particularly, in areas of mining, import and export controls, data protection and privacy may have significant impacts on our operations. Such laws and regulations may require us to obtain licenses, permits and consents from various governmental authorities and indigenous groups. Failure to comply with applicable laws and regulations, including licensing and permitting requirements, may result in civil or criminal fines, penalties or enforcement actions, including orders issued by regulatory or judicial authorities enjoining or curtailing operations, requiring corrective measures, requiring the
| Management’s Discussion and Analysis | Page 54 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
installation of additional equipment, requiring remedial actions or imposing additional local or foreign parties as joint venture partners, any of which could result in significant expenditures or loss of income by us. We may also be required to compensate private parties suffering loss or damage by reason of a breach of such laws, regulations, licensing requirements or permitting requirements.
Our income and mining, exploration and development projects, could be adversely affected by amendments to such laws and regulations, by future laws and regulations, by more stringent enforcement of current laws and regulations, by changes in the policies of China, Canada, the United States, Bolivia, Ecuador, Mexico and other applicable jurisdictions affecting investment, mining and repatriation of financial assets, by shifts in political attitudes in those jurisdictions and by exchange controls and currency fluctuations. The effect, if any, of these factors cannot be accurately predicted. Further, there can be no assurance that we will be able to obtain or maintain all necessary licenses and permits that may be required to carry out exploration, development and mining operations in those jurisdictions.
Compliance with foreign laws and regulations may be onerous and costly. Such laws and regulations are evolving, and they may not be consistent from jurisdiction to jurisdiction, which may further increase our compliance costs. We have implemented appropriate internal control policies and measures to ensure our operations in foreign jurisdictions are in full compliance. However, we cannot guarantee that our efforts in complying with such laws and regulations are sufficient and effective and are updated in a timely manner. In addition, we may further expand our operations into other foreign jurisdictions, which will expose us to further legal risks and incur additional compliance costs to us. If we are found to be in breach of laws and regulations in foreign jurisdictions, we may be subject to penalties, fines and sanctions by relevant regulatory authorities, which in turn may have a material and adverse impact on our business, results of operations, financial conditions and business prospects. As at date of this report, all the Company's material mining operations are in China. Accordingly, our business, results of operations and financial conditions are, to a material extent, subject to economic, political, social conditions and legal and regulatory development in China. The market conditions and levels of consumer spending in China are influenced by many factors beyond our control, including consumer perception of current and future economic conditions, levels of employment, inflation or deflation, household income, interest rates, taxation and currency exchange rates.
It may be difficult for us to predict all the risks and uncertainties that we may face from the current and future economic, political, social, legal and regulatory development in China, Canada, the United States, Bolivia, Ecuador, and Mexico. Any severe or prolonged negative impacts on the economic, political or social conditions in these countries may affect our business, results of operations, financial conditions and business prospects.
| (kk) | The M&A Rules and certain other regulations establish complex procedures for certain acquisition of Chinese companies by foreign investors, which could make it more difficult for us to pursue growth opportunities through acquisition in China |
On August 8, 2006, six Chines regulatory authorities, including the Ministry of Commerce ("MOFCOM") and other government authorities jointly issued the Rules on Mergers and Acquisitions of Domestic Enterprise by Foreign Investors which was effective on September 8, 2006 and amended on June 22, 2009 (the “M&A Rules”). The M&A Rules and other regulations and rules concerning mergers and acquisitions established procedures and requirements that could make merger and acquisition activities by foreign investors time consuming and complex. For example, the M&A Rules requires MOFCOM be notified in advance of any change-of control transaction in which a foreign investor takes control of a Chinese domestic enterprise, if (i) any important industry is concerned; (ii) such transaction involves factors that have or may have impact on the national economic security; or (iii) such transaction will lead to a change in control of a domestic enterprise which bolds a famous trademark or China time-honored brand. Moreover, the Anti-Monopoly Law of China promulgated by the Standing Committee of the National People's Congress ("SCNPC") which became effective in 2008 and recently
| Management’s Discussion and Analysis | Page 55 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
amended in 2022 requires that transactions which are deemed concentrations and involve parties with specified share of the market must be cleared by the State Administration for Market Supervision ("SAMR") before they can be completed. In addition, the Notice of the General Office of the State Council on the Implementation of Security Review System for Mergers and Acquisitions of Domestic Enterprises by Foreign Investors, effective in March 2011, and Measures for the Security Review of Foreign Investment, effective in January 2021, require acquisitions by foreign investors of Chinese companies engaged in certain industries that are crucial to national security be subject to security review before the consummation of such acquisition.
In the future, we may grow our business by acquiring complementary businesses. Complying with the requirements of the above-mentioned regulations and other relevant rules to complete such transactions could be time consuming, and any required approval processes, including obtaining approval from the MOFCOM or its local counterparts, may delay or inhibit our ability to complete such transactions. The MOFCOM or other government agencies may publish explanations in the future determining that our business is in an industry subject to the security review, in which case our future acquisitions in China, including those by way of entering contractual control arrangements with target entities, may be closely scrutinized or prohibited. Our ability to expand our business or maintain or expand our market share through future acquisitions would as such be materially and adversely affected.
| (ll) | The permit, filing or other requirements of relevant government authorities in relation to our future equity or convertible financings or share listing application to exchanges other than TSX and NYSE American may be required under the laws of China |
On July 6, 2021, the General Office of the Central Committee of the Communist Party of China and the General Office of the State Council jointly issued the Opinions on Strictly Cracking Down on Illegal Securities Activities, which emphasized the need to strengthen the administration over illegal listing, and the supervision over overseas listing by domestic companies. Stringent measures aimed at establishing a robust regulatory system are expected to be taken to deal with the risks associated with overseas listed companies based in or having significant operations in the PRC, and to tackle any related cybersecurity and data security, cross-border data transmission, and confidential information management, among other matters.
Further, on February 17, 2023, the China Securities Regulatory Commission ("CSRC") released the Trial Administrative Measures of the Overseas Securities Offering and Listing by Domestic Companies and five ancillary interpretive guidelines (collectively, the “Overseas Listing Trial Measures”), which apply to overseas offerings and listing by domestic companies of equity shares, depository receipts, corporate bonds convertible to equity shares, and other equity securities, and came into effect on March 31, 2023. According to the Overseas Listing Trial Measures, overseas offering and listing by domestic companies shall be made in strict compliance with relevant laws, administrative regulations and rules concerning national security in spheres of foreign investment, cybersecurity and data security and duly fulfill their obligations to protect national security, and the domestic companies may be required to rectify, make certain commitment, divest business or assets, or take any other measures as per the competent authorities’ requirements, so as to eliminate or avert any impact of national security resulting from such overseas offering and listing. No overseas offering and listing shall be made under any of the following circumstances: (i) such securities offering and listing is explicitly prohibited by provisions in laws, administrative regulations and relevant state rules; (ii) the intended securities offering and listing may endanger national security as reviewed and determined by competent authorities under the State Council in accordance with law, among other scenarios. The Overseas Listing Trial Measures provide that if an issuer meets both of the following conditions, the overseas securities offering and listing conducted by such issuer will be determined as an indirect overseas offering and listing subject to the filing procedure set forth under the Overseas Listing Trial Measures: (i) 50% or more of the issuer’s operating revenue, total profit, total assets or net assets as documented in its audited consolidated financial statements over the same period for
| Management’s Discussion and Analysis | Page 56 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
the most recent accounting year is accounted for by domestic companies; and (ii) the main parts of the issuer’s business activities are conducted in China, or its main places of business are located in China, or the senior managers in charge of its business operation and management are mostly Chinese citizens or domiciled in China. For an initial public offering and listing in an overseas market, the issuer shall designate a major domestic operating entity to file with the CSRC within three working days after the relevant application is submitted overseas.
Pursuant to these regulations, our future capital raising activities such as follow-on equity or debt offerings, listing on other stock exchanges, and going private transactions, may be subject to the filing requirement with the CSRC. Failure to complete such filing procedures as required under the Overseas Listing Trial Measures, or a rescission of any such filings completed by us, would subject us to sanctions by the CSRC or other Chinese regulatory authorities, which could include fines and penalties on our operations in China, and other forms of sanctions that may materially and adversely affect our business, financial conditions, and results of operations.
| (mm) | The Chinese government's policy on foreign currency conversion may adversely affect our business, the results of operations, and our ability to receive dividends out of China |
Conversion and remittance of foreign currencies are subject to the foreign exchange regulations in China. It cannot be guaranteed that under a certain exchange rate, we shall have sufficient foreign exchange to meet our foreign exchange needs. Under the current foreign exchange control system in China, foreign exchange transactions under the current account conducted by us, including the payment of dividends, do not require advance approval from the State Administration of Foreign Exchange ("SAFE"), but we are required to present relevant documentary evidence of such transactions and conduct such transactions at designated foreign exchange banks within the PRC that have the licenses to carry out foreign exchange business. Foreign exchange transactions under the capital account, however, normally need to be approved by or registered with the SAFE or its local branch or its designated banks unless otherwise permitted by law. Any restriction on or insufficiency of foreign exchange may restrict our ability to obtain sufficient foreign exchange for dividend payments to shareholders or satisfy any other foreign exchange obligation. If we fail to convert RMB into any foreign exchange for any of the above purposes, any offshore capital expenditure we may have in the future and even our business may be materially and adversely affected.
| (nn) | Development in the labour market, increase in labor costs or any possible labour unrest may adversely affect our business and results of operations |
Competition for skilled labor is intense in the industry, and the labor market is always developing. The development of the labor market may consequently incur an increase in labor costs. Such development of market and possible increases in labor costs could result in a material may adversely affect our business, financial condition and results of operations.
No assurance can be given that there is no potential for unrest amongst employees, local communities and/or labor unions. Such unrest could result in a material work slowdown, stoppage or strike and/or negative publicity in respect of us, which may adversely affect our business, financial condition and results of operations
| (oo) | The enforcement of the labour contract laws, social insurance law, and other labour related regulations in China and any failure of our contribution to social insurance and housing provident fund may materially affect our business, financial condition, and results of operations |
Pursuant to the Labor Contract Law of China, employers are subject to strict requirements in terms of signing labor contracts, minimum wages, paying remuneration, overtime working hours limitations, determining the term of employees’ probation and unilaterally terminating labor contracts. In the event that we decide to terminate the employment of some of our employees or otherwise change our employment or labor practices, the PRC Labor Contract Law and its
| Management’s Discussion and Analysis | Page 57 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
implementation rules may limit our ability to effect those changes in a desirable or cost-effective manner, which could adversely affect our business and results of operations.
According to the Social Insurance Law of China, employees shall participate in pension insurance, work-related injury insurance, medical insurance, unemployment insurance and maternity insurance and the employers shall, together with their employees or separately, pay the social insurance premiums for such employees. We as employees are required to make contributions to social insurance funds including these insurances in accordance with applicable Chinese laws and regulations. According to the Regulation on the Administration of Housing Provident Funds, which was promulgated by the State Council and became effective on April 3, 1999 and amended on March 24, 2019, we are required to set up housing provident fund accounts and pay the housing provident fund on time and in full for our employees. According to the Chinese Social Insurance Law, which was promulgated by the Standing Committee of the National People’s Congress on October 28, 2010 and became effective on July 1, 2011, and amended on December 29, 2018, a Chinese enterprise is required to obtain social insurance certificates for its employees and to pay the social insurance contributions on time and in full.
In the event of any non-compliance with housing provident fund contribution, the relevant competent authorities may order us to pay the outstanding amount within a certain period of time; failing to comply with which the relevant competent authorities may apply for people’s court for enforcement. In the event of any non-compliance with social insurance contribution, the relevant competent authorities may order us to pay the outstanding amount within a certain period of time and impose an overdue fee amounting to 0.05% of the outstanding amount per day, failing to comply with which the relevant competent authorities may further impose a fine amounting to no less than one time but less than three times the outstanding amount.
As the interpretation and implementation of the Chines Labor Contract Law, the Chinese Social Insurance Law, the Regulation on the Administration of Housing Provident Funds and other labor-related regulations (the “labor-related laws and regulations”) are still evolving, no assurance can be given that our employment practice do not and will not violate labor-related laws and regulations in China, which may subject us to labor disputes or government investigations. If we are deemed to have violated relevant labor-related laws and regulations, we could be required to provide additional compensation to our employees and our business, financial condition and results of operations could be materially and adversely affected.
| (pp) | The reduced corporate income tax rate currently enjoyed by our Chinese subsidiaries may be changed or discontinued, which may increase our income tax expenses and materially reduce our net income |
Pursuant to Enterprise Income Tax Law and related regulations, the standard income tax rate of our subsidiaries in China is 25%, and the subsidiaries in China approved as high and new technology enterprises (“NHTEs”) by the relevant government authorities are subject to a reduced corporate income tax rate of 15%. This tax treatment of HNTEs in the PRC is designed to foster innovation and technological advancement. Henan Found and Guangdong Found are currently recognized as HNTEs and enjoy a reduced corporate income tax rate of 15%. In order to maintain the statuses as NHTEs and enjoy a reduced corporate income tax rate, in the future, NHTEs will need to continue to file an application with the designated authorities for their review and determination as high and new technology enterprises prior to the expiration of the applicable high-tech certificate. After passing the review, NHTEs are required to comply with all applicable laws and regulations, including maintaining accurate records and documentation to substantiate their eligibility, and annual tax reduction and exemption filing. Regular audits and inspections by the designated tax authorities may be conducted to verify
| Management’s Discussion and Analysis | Page 58 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
compliance, and non-compliance or fraudulent claims can result in penalties, revocation of NHTE status, and repayment of tax benefits received.
In addition, the tax incentives for NHTEs are subject to changes in government policies and regulations. No assurance can be given that Henan Found and Guangdong Found are always in compliance with all laws and regulations, able to pass all audits and inspections, and successful renew the NHTE status every three years to maintain the reduced corporate income tax rate. No assurance can be given that the reduced corporate tax rate treatment for HNTEs under PRC laws will not change or be discontinued in the future. The reduction or elimination of the tax incentive may increase our income tax expense and materially reduce our net income.
| 11. | Off-Balance Sheet Arrangements |
The Company does not have any off-balance sheet arrangements.
| 12. | Transactions with Related Parties |
Related party transactions are made on terms agreed upon by the related parties. The balances with related parties are unsecured, non-interest bearing, and due on demand. Related party transactions not disclosed elsewhere in the unaudited condensed consolidated interim financial statements are as follows:
| As at | December 31, 2024 | March 31, 2024 | ||||||
| NUAG (i) | $ | 38 | $ | 28 | ||||
| TIN (ii) | 1,056 | 562 | ||||||
| $ | 1,094 | $ | 590 | |||||
| i. | The Company recovers costs for services rendered to NUAG and expenses incurred on behalf of NUAG pursuant to a services and administrative costs reallocation agreement. During the three and nine months ended December 31, 2024, a total of $0.2 million and $0.7 million (three and nine months ended December 31, 2023 - $0.2 million and $0.5 million, respectively) of services rendered to and expenses incurred on behalf of NUAG. The costs recoverable from NUAG were recorded as a direct reduction of general and administrative expenses on the condensed consolidated interim statements of income. |
| ii. | The Company recovers costs for services rendered to TIN and expenses incurred on behalf of TIN pursuant to a services and administrative costs reallocation agreement. During the three and nine months ended December 31, 2024, a total of $0.02 million and $0.07 million (three and nine months ended December 31, 2023 - $0.05 million and $0.13 million, respectively) of services rendered to and expenses incurred on behalf of TIN. The costs recoverable from TIN were recorded as a direct reduction of general and administrative expenses on the condensed consolidated interim statements of income. In January 2024, the Company and TIN entered into an interest-free unsecured credit facility agreement with no conversion features (the “Facility”) to allow TIN to advance up to $1.0 million from the Company. In January 2024, the Company advanced $0.5 million to TIN and received 350,000 common shares of TIN as the Bonus Shares for granting the Facility. In April 2024, the Company advanced the remaining $0.5 million to TIN. Subsequent to December 31, 2024, the Facility has been extended for another year with a new maturity date of January 31, 2026. |
| 13. | Alternative Performance (Non-GAAP) Measures |
The Company uses the following alternative performance measures to manage and evaluate operating performance of the Company’s mines and are widely reported in the silver mining industry as benchmarks for performance but are alternative performance (non-GAAP) measures that do not have standardized meaning prescribed by IFRS Accounting Standards and
| Management’s Discussion and Analysis | Page 59 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
therefore unlikely to be comparable to similar measures presented by other companies. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. To facilitate a better understanding of these measures, the tables in this section provide the reconciliation of these measures to the financial statements for the three and nine months ended December 31, 2024 and 2023:
| (a) | Adjusted Earnings and Adjusted Earnings per Share |
Adjusted earnings and adjusted earnings per share are non-GAAP measures and supplement information to the Company’s consolidated financial statements. The Company believes that, in addition to the conventional measures prepared in accordance with IFRS Accounting Standards, the Company and certain investors and analysts use this information to evaluate the Company’s underlying core operating performance. The presentation of adjusted earnings and adjusted earnings per share is not meant to be a substitute of net income and net income per share presented in accordance with IFRS Accounting Standards, but rather should be evaluated in conjunction with such IFRS Accounting Standards measure.
The Company defines the adjusted earnings as net income adjusted to exclude certain non-cash items, and items that in the Company’s judgment are subject to volatility as a result of factors which are unrelated to the Company’s operation in the period, and/or relate to items that will settle in future period, including impairment adjustments and reversal, foreign exchange gain or loss, dilution gain or loss, share-based compensation, share of gain or loss of associates, gain or loss on fair valuation of derivative liabilities, gain or loss on investments, and expenses are unrelated to the normal operations of the Company and are not expected to continue. In the current period, a total of $8.9 million mineral right transfer royalty, before tax, calculated based the mineral mineral resources consumed in the prior year but not compensated to the government was treated as one-time non routine expenses and excluded from the calculation of adjusted earnings. Certain items that become applicable in a period may be adjusted for, with the Company retroactively presenting comparable periods with an adjustment for such items and, conversely, items no longer applicable may be removed from the calculation. The following table provides a detailed reconciliation of net income as reported in the Company’s consolidated financial statements to adjusted earnings and adjusted earnings per share.
| Management’s Discussion and Analysis | Page 60 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Three months ended December 31, | Nine months ended December 31, | |||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| Net income as reported for the period | $ | 31,213 | $ | 14,070 | $ | 82,396 | $ | 42,053 | ||||||||
| Adjustments, net of tax | ||||||||||||||||
| Share-based compensation included in general and administrative | 662 | 765 | 3,045 | 3,502 | ||||||||||||
| Non routine expenses included in property evaluation and business development | 126 | — | 2,393 | — | ||||||||||||
| One time expenses included in government fee and other taxes | 7,599 | — | 7,599 | — | ||||||||||||
| Foreign exchange loss | 629 | 701 | — | 1,614 | ||||||||||||
| Share of loss in associates | 379 | 5,680 | 1,263 | 7,025 | ||||||||||||
| Gain on fair valuation of derivative liabilities | (11,561 | ) | — | (11,561 | ) | — | ||||||||||
| Issuance costs of convertible debenture allocated to derivative liabilities | 1,741 | — | 1,741 | — | ||||||||||||
| Dilution gain on investment in associate | — | — | — | (733 | ) | |||||||||||
| Gain on investments | (1,472 | ) | (6,204 | ) | (7,528 | ) | (6,687 | ) | ||||||||
| Adjusted earnings for the period | $ | 29,316 | $ | 15,012 | $ | 79,348 | $ | 46,774 | ||||||||
| Non-controlling interest as reported | 5,083 | 3,560 | 16,621 | 11,276 | ||||||||||||
| Adjustments to non-controlling interest | 2,270 | — | 144 | — | ||||||||||||
| Adjusted non-controlling interest | $ | 7,353 | $ | 3,560 | $ | 19,006 | $ | 11,276 | ||||||||
| Adjusted earnings attributable to equity holders | $ | 21,963 | $ | 11,452 | $ | 60,342 | $ | 35,498 | ||||||||
| Adjusted earnings per share attributable to the equity shareholders of the Company | ||||||||||||||||
| Basic adjusted earnings per share | $ | 0.10 | $ | 0.06 | $ | 0.30 | $ | 0.20 | ||||||||
| Diluted adjusted earnings per share | $ | 0.10 | $ | 0.06 | $ | 0.30 | $ | 0.20 | ||||||||
| Basic weighted average shares outstanding | 217,475,279 | 176,905,791 | 199,608,181 | 176,892,354 | ||||||||||||
| Diluted weighted average shares outstanding | 220,212,314 | 179,437,206 | 202,213,409 | 179,423,769 | ||||||||||||
| (b) | Working Capital |
Working capital is an alternative performance (non-GAAP) measure calculated as current asset less current liabilities. Working capital does not have any standardized meaning prescribed by IFRS Accounting Standards and is therefore unlikely to be comparable to similar measures presented by other companies. The Company and certain investors use this information to evaluate whether the Company is able to meet its current obligations using its current assets.
| (c) | Silver Equivalent |
Silver equivalent is an alternative performance (non-GAAP) measure calculated by converting the gold metals quantity to its silver equivalent using the ratio between the realized selling prices of gold and silver and adding the converted amount expressed in silver ounces to the ounces of silver.
| Management’s Discussion and Analysis | Page 61 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
The following table provides a reconciliation of the Company’s production in silver equivalent:
| Nine months ended December 31, 2024 | Nine months ended December 31, 2023 | |||||||||||||||||||||||
| Ying
Mining District | GC | Consolidated | Ying
Mining District | GC | Consolidated | |||||||||||||||||||
| Gold production (ounces) | 4,385 | — | 4,385 | 5,352 | — | 5,352 | ||||||||||||||||||
| Realized selling price for gold ($/ounce) | 2,198 | — | 2,198 | 1,754 | — | 1,754 | ||||||||||||||||||
| Realized selling price for silver ($/ounce) | 27.26 | 20.63 | 26.70 | 20.16 | 15.22 | 19.74 | ||||||||||||||||||
| Silver Equivalent Production | ||||||||||||||||||||||||
| Gold converted into silver (in thousands of ounces) | 354 | — | 354 | 466 | — | 466 | ||||||||||||||||||
| Silver production (in thousands of ounces) | 4,868 | 450 | 5,318 | 4,614 | 440 | 5,054 | ||||||||||||||||||
| Silver Equivalent (in thousands of ounces) | 5,222 | 450 | 5,672 | 5,080 | 440 | 5,520 | ||||||||||||||||||
| Q3 Fiscal 2025 | Q3 Fiscal 2024 | |||||||||||||||||||||||
| Ying Mining District | GC | Consolidated | Ying Mining District | GC | Consolidated | |||||||||||||||||||
| Gold production (ounces) | 2,056 | — | 2,056 | 1,342 | — | 1,342 | ||||||||||||||||||
| Realized selling price for gold ($/ounce) | 2,322 | — | 27 | 1,718 | — | 1,718 | ||||||||||||||||||
| Realized selling price for silver ($/ounce) | 27.71 | 21.58 | 27.20 | 20.64 | — | 20.14 | ||||||||||||||||||
| Silver Equivalent Production | ||||||||||||||||||||||||
| Gold converted into silver (in thousands of ounces) | 172 | — | 172 | 111 | — | 111 | ||||||||||||||||||
| Silver production (in thousands of ounces) | 1,778 | 450 | 2,228 | 1,511 | 173 | 1,684 | ||||||||||||||||||
| Silver Equivalent (in thousands of ounces) | 1,950 | 450 | 2,400 | 1,622 | 173 | 1,795 | ||||||||||||||||||
| (d) | Costs per Ounce of Silver |
Cash costs and all-in sustaining costs (“AISC”) per ounce of silver, net of by-product credits, are non-GAAP measures. The Company produces by-product metals incidentally to its silver mining activities. The Company has adopted the practice of calculating a performance measure with the net costs of producing an ounce of silver, its primary payable metal, after deducting revenues gained from incidental by-product production. This performance measure has been commonly used in the mining industry for many years and was developed as a relatively simple way of comparing the net production costs of the primary metal for a specific period against the prevailing market price of such metal.
Cash costs are calculated by deducting revenue from the sales of all metals other than silver from the production costs reported on statements of income and is calculated per ounce of silver sold.
AISC is an extension of the “cash costs” metric and provides a comprehensive measure of the Company’s operating performance and ability to generate cash flows. AISC has been calculated based on World Gold Council (“WGC”) guidance released in 2013 and updated in 2018. The WGC is not a regulatory organization and does not have the authority to develop accounting standards for disclosure requirements.
AISC is based on the Company’s cash costs, net of by-product sales, and further includes general and administrative expense, mineral resources tax, government fees and other taxes, reclamation costs accretion, lease liability payments, and sustaining capital expenditures that already paid. Sustaining capital expenditures are those costs incurred to sustain and maintain existing assets at current productive capacity and constant planned levels of production output. Excluded are non-sustaining capital expenditures, which result in a material increase in the life of assets, materially increase resources or reserves, productive capacity, or future earning potential, or significant improvement in recovery or grade, or which do not
| Management’s Discussion and Analysis | Page 62 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
relate to the current production activities. In the current period, a total of $8.9 million mineral right transfer royalty calculated based the mineral resources consumed in the prior year but not compensated to the government was treated as one-time non-routine expenses and excluded from the AISC calculation. The Company believes that this measure represents the total sustainable costs of producing silver from current operations and provides additional information about the Company’s operational performance and ability to generate cash flows.
The following table provides a reconciliation of cash costs and AISC per ounce of silver, net of by-product credits:
| Three months ended December 31, 2024 | ||||||||||||||||||||||||||
| Ying Mining District | GC | El Domo | Condor | Other | Consolidated | |||||||||||||||||||||
| Production costs expensed as reported | A | $ | 22,265 | $ | 4,614 | $ | — | $ | — | $ | — | $ | 26,879 | |||||||||||||
| By-product sales | ||||||||||||||||||||||||||
| Gold | (4,354 | ) | — | — | — | — | (4,354 | ) | ||||||||||||||||||
| Lead | (14,353 | ) | (1,730 | ) | — | — | — | (16,083 | ) | |||||||||||||||||
| Zinc | (2,717 | ) | (5,322 | ) | — | — | — | (8,039 | ) | |||||||||||||||||
| Other | (1,385 | ) | (682 | ) | — | — | — | (2,067 | ) | |||||||||||||||||
| Total by-product sales | B | (22,809 | ) | (7,734 | ) | — | — | — | (30,543 | ) | ||||||||||||||||
| Total cash costs, net of by-product credits | C=A+B | (544 | ) | (3,120 | ) | — | — | — | (3,664 | ) | ||||||||||||||||
| Add: Mineral resources tax | 1,988 | 283 | — | — | — | 2,271 | ||||||||||||||||||||
| General and administrative | 2,718 | 647 | 277 | 125 | 4,752 | 8,519 | ||||||||||||||||||||
| Amortization included in general and administrative | (148 | ) | (72 | ) | (15 | ) | (7 | ) | (229 | ) | (471 | ) | ||||||||||||||
| Property evaluation and business development | 130 | — | — | — | 95 | 225 | ||||||||||||||||||||
| Non routine expenses included in property evaluation and business development | (130 | ) | — | — | — | 4 | (126 | ) | ||||||||||||||||||
| Government fees and other taxes | 12,380 | 280 | — | — | 11 | 12,671 | ||||||||||||||||||||
| Mineral right transfer royalty included in government fee | (8,939 | ) | — | — | — | — | (8,939 | ) | ||||||||||||||||||
| Reclamation accretion | 20 | 8 | — | — | (11 | ) | 17 | |||||||||||||||||||
| Lease payment | — | — | 15 | — | 197 | 212 | ||||||||||||||||||||
| Sustaining capital expenditures | 12,283 | 976 | 599 | 141 | 154 | 14,152 | ||||||||||||||||||||
| All-in sustaining costs, net of by-product credits | F | 19,757 | (998 | ) | 876 | 259 | 4,973 | 24,867 | ||||||||||||||||||
| Add: Non-sustaining capital expenditures | 6,998 | 73 | 2,596 | 479 | 26 | 10,173 | ||||||||||||||||||||
| All-in costs, net of by-product credits | G | 26,756 | (925 | ) | 3,472 | 738 | 4,999 | 35,040 | ||||||||||||||||||
| Silver ounces sold ('000s) | H | 1,788 | 163 | — | — | — | 1,951 | |||||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits | C/H | $ | (0.30 | ) | $ | (19.14 | ) | $ | — | $ | — | $ | — | $ | (1.88 | ) | ||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits | F/H | $ | 11.05 | $ | (6.13 | ) | $ | — | $ | — | $ | — | $ | 12.75 | ||||||||||||
| All-in costs per ounce of silver, net of by-product credits | G/H | $ | 14.96 | $ | (5.67 | ) | $ | — | $ | — | $ | — | $ | 17.96 | ||||||||||||
| By-product credits per ounce of | ||||||||||||||||||||||||||
| silver | ||||||||||||||||||||||||||
| Gold | (2.44 | ) | — | — | — | (2.23 | ) | |||||||||||||||||||
| Lead | (8.03 | ) | (10.61 | ) | — | — | (8.24 | ) | ||||||||||||||||||
| Zinc | (1.52 | ) | (32.65 | ) | — | — | (4.12 | ) | ||||||||||||||||||
| Other | (0.77 | ) | (4.18 | ) | — | — | (1.06 | ) | ||||||||||||||||||
| Total by-product credits per ounce of silver | $ | (12.76 | ) | $ | (47.44 | ) | $ | — | $ | — | $ | (15.65 | ) | |||||||||||||
| Management’s Discussion and Analysis | Page 63 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Three months ended December 31, 2023 | ||||||||||||||||||||||||||
| Ying Mining District | GC | El Domo | Condor | Other | Consolidated | |||||||||||||||||||||
| Production costs expensed as reported | A | $ | 17,585 | $ | 4,981 | $ | — | $ | — | $ | — | $ | 22,566 | |||||||||||||
| By-product sales | ||||||||||||||||||||||||||
| Gold | (2,305 | ) | — | — | — | — | (2,305 | ) | ||||||||||||||||||
| Lead | (12,429 | ) | (1,782 | ) | — | — | — | (14,211 | ) | |||||||||||||||||
| Zinc | (1,881 | ) | (4,155 | ) | — | — | — | (6,036 | ) | |||||||||||||||||
| Other | (1,112 | ) | (539 | ) | — | — | — | (1,651 | ) | |||||||||||||||||
| Total by-product sales | B | (17,727 | ) | (6,476 | ) | — | — | — | (24,203 | ) | ||||||||||||||||
| Total cash costs, net of by-product credits | C=A+B | (142 | ) | (1,495 | ) | — | — | — | (1,637 | ) | ||||||||||||||||
| Add: Mineral resources tax | 1,141 | 231 | — | — | — | 1,372 | ||||||||||||||||||||
| General and administrative | 2,303 | 680 | — | — | 3,318 | 6,301 | ||||||||||||||||||||
| Amortization included in general and administrative | (158 | ) | (76 | ) | — | — | 124 | (110 | ) | |||||||||||||||||
| Property evaluation and business development | — | — | — | — | 562 | 562 | ||||||||||||||||||||
| Non routine expenses included in property evaluation and business development | — | — | — | — | — | — | ||||||||||||||||||||
| Government fees and other taxes | 567 | 240 | — | — | 1 | 808 | ||||||||||||||||||||
| Reclamation accretion | 30 | 9 | — | — | 7 | 46 | ||||||||||||||||||||
| Lease payment | — | — | — | — | 66 | 66 | ||||||||||||||||||||
| Sustaining capital expenditures | 10,065 | 1,748 | — | — | 76 | 11,889 | ||||||||||||||||||||
| All-in sustaining costs, net of by-product credits | F | 13,806 | 1,337 | — | — | 4,154 | 19,297 | |||||||||||||||||||
| Add: Non-sustaining capital expenditures | 4,310 | 566 | — | — | — | 4,876 | ||||||||||||||||||||
| All-in costs, net of by-product credits | G | 18,116 | 1,903 | — | — | 4,154 | 24,173 | |||||||||||||||||||
| Silver ounces sold ('000s) | H | 1,536 | 167 | — | — | — | 1,703 | |||||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits | C/H | $ | (0.09 | ) | $ | (8.95 | ) | $ | — | $ | — | $ | — | $ | (0.96 | ) | ||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits | F/H | $ | 8.99 | $ | 8.01 | $ | — | $ | — | $ | — | $ | 11.33 | |||||||||||||
| All-in costs per ounce of silver, net of by-product credits | G/H | $ | 11.79 | $ | 11.40 | $ | — | $ | — | $ | — | $ | 14.19 | |||||||||||||
| By-product credits per ounce of | ||||||||||||||||||||||||||
| silver | ||||||||||||||||||||||||||
| Gold | (1.50 | ) | — | — | — | (1.35 | ) | |||||||||||||||||||
| Lead | (8.09 | ) | (10.67 | ) | — | — | (8.34 | ) | ||||||||||||||||||
| Zinc | (1.22 | ) | (24.88 | ) | — | — | (3.54 | ) | ||||||||||||||||||
| Other | (0.72 | ) | (3.23 | ) | — | — | (0.97 | ) | ||||||||||||||||||
| Total by-product credits per ounce of silver | $ | (11.53 | ) | $ | (38.78 | ) | $ | — | $ | — | $ | (14.20 | ) | |||||||||||||
| Management’s Discussion and Analysis | Page 64 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Nine months ended December 31, 2024 | ||||||||||||||||||||||||||
| Ying Mining District | GC | El Domo | Condor | Other | Consolidated | |||||||||||||||||||||
| Production costs expensed as reported | A | $ | 60,059 | $ | 13,625 | $ | — | $ | — | $ | — | $ | 73,684 | |||||||||||||
| By-product sales | ||||||||||||||||||||||||||
| Gold | (9,039 | ) | — | — | — | — | (9,039 | ) | ||||||||||||||||||
| Lead | (40,451 | ) | (4,502 | ) | — | — | — | (44,953 | ) | |||||||||||||||||
| Zinc | (7,368 | ) | (13,899 | ) | — | — | — | (21,267 | ) | |||||||||||||||||
| Other | (3,895 | ) | (2,291 | ) | — | — | — | (6,186 | ) | |||||||||||||||||
| Total by-product sales | B | (60,753 | ) | (20,692 | ) | — | — | — | (81,445 | ) | ||||||||||||||||
| Total cash costs, net of by-product credits | C=A+B | (694 | ) | (7,067 | ) | — | — | — | (7,761 | ) | ||||||||||||||||
| Add: Mineral resources tax | 4,724 | 742 | — | — | — | 5,466 | ||||||||||||||||||||
| General and administrative | 7,410 | 1,937 | 282 | 187 | 14,442 | 24,258 | ||||||||||||||||||||
| Amortization included in general and administrative | (435 | ) | (215 | ) | (18 | ) | (7 | ) | (693 | ) | (1,368 | ) | ||||||||||||||
| Property evaluation and business development | 634 | 160 | — | — | 2,110 | 2,904 | ||||||||||||||||||||
| Non routine expenses included in property evaluation and business development | (634 | ) | (160 | ) | — | — | (1,599 | ) | (2,393 | ) | ||||||||||||||||
| Government fees and other taxes | 13,554 | 438 | — | — | 29 | 14,021 | ||||||||||||||||||||
| Mineral right transfer royalty included in government fee | (8,939 | ) | — | — | — | — | (8,939 | ) | ||||||||||||||||||
| Reclamation accretion | 64 | 25 | — | — | 16 | 105 | ||||||||||||||||||||
| Lease payment | — | — | 15 | — | 197 | 212 | ||||||||||||||||||||
| Sustaining capital expenditures | 29,050 | 4,620 | 599 | 141 | 170 | 34,580 | ||||||||||||||||||||
| All-in sustaining costs, net of by-product credits | F | 44,733 | 480 | 878 | 321 | 14,672 | 61,085 | |||||||||||||||||||
| Add: Non-sustaining capital expenditures | 22,053 | 675 | 4,794 | 820 | 354 | 28,696 | ||||||||||||||||||||
| All-in costs, net of by-product credits | G | 66,787 | 1,155 | 5,672 | 1,141 | 15,026 | 89,781 | |||||||||||||||||||
| Silver ounces sold ('000s) | H | 4,883 | 448 | — | — | — | 5,331 | |||||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits | C/H | $ | (0.14 | ) | $ | (15.77 | ) | $ | — | $ | — | $ | — | $ | (1.46 | ) | ||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits | F/H | $ | 9.16 | $ | 1.07 | $ | — | $ | — | $ | — | $ | 11.46 | |||||||||||||
| All-in costs per ounce of silver, net of by-product credits | G/H | $ | 13.68 | $ | 2.58 | $ | — | $ | — | $ | — | $ | 16.84 | |||||||||||||
| By-product credits per ounce of silver | ||||||||||||||||||||||||||
| Gold | (1.85 | ) | — | — | — | (1.70 | ) | |||||||||||||||||||
| Lead | (8.28 | ) | (10.05 | ) | — | — | (8.43 | ) | ||||||||||||||||||
| Zinc | (1.51 | ) | (31.02 | ) | — | — | (3.99 | ) | ||||||||||||||||||
| Other | (0.80 | ) | (5.11 | ) | — | — | (1.16 | ) | ||||||||||||||||||
| Total by-product credits per ounce of silver | $ | (12.44 | ) | $ | (46.18 | ) | $ | — | $ | — | $ | (15.28 | ) | |||||||||||||
| Management’s Discussion and Analysis | Page 65 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Nine months ended December 31, 2023 | ||||||||||||||||||||||||||
| Ying Mining District | GC | El Domo | Condor | Other | Consolidated | |||||||||||||||||||||
| Production costs expensed as reported | A | $ | 54,016 | $ | 14,085 | $ | — | $ | — | $ | 31 | $ | 68,132 | |||||||||||||
| By-product sales | 0 | |||||||||||||||||||||||||
| Gold | (9,385 | ) | — | — | — | — | (9,385 | ) | ||||||||||||||||||
| Lead | (37,433 | ) | (4,500 | ) | — | — | — | (41,933 | ) | |||||||||||||||||
| Zinc | (5,408 | ) | (9,902 | ) | — | — | — | (15,310 | ) | |||||||||||||||||
| Other | (3,565 | ) | (1,703 | ) | — | — | — | (5,268 | ) | |||||||||||||||||
| Total by-product sales | B | (55,791 | ) | (16,105 | ) | — | — | — | (71,896 | ) | ||||||||||||||||
| Total cash costs, net of by-product credits | C=A+B | (1,775 | ) | (2,020 | ) | — | — | 31 | (3,764 | ) | ||||||||||||||||
| Add: Mineral resources tax | 3,772 | 563 | — | — | — | 4,335 | ||||||||||||||||||||
| General and administrative | 6,379 | 2,066 | — | — | 10,955 | 19,400 | ||||||||||||||||||||
| Amortization included in general and administrative | (417 | ) | (243 | ) | — | — | (287 | ) | (947 | ) | ||||||||||||||||
| Property evaluation and business development | — | — | — | — | 785 | 785 | ||||||||||||||||||||
| Non routine expenses included in property evaluation and business development | — | — | — | — | — | — | ||||||||||||||||||||
| Government fees and other taxes | 1,795 | 417 | — | — | 4 | 2,216 | ||||||||||||||||||||
| Reclamation accretion | 96 | 30 | — | — | 21 | 147 | ||||||||||||||||||||
| Lease payment | — | — | — | — | 195 | 195 | ||||||||||||||||||||
| Sustaining capital expenditures | 27,676 | 4,349 | — | — | 226 | 32,251 | ||||||||||||||||||||
| All-in sustaining costs, net of by-product credits | F | 37,526 | 5,162 | — | — | 11,930 | 54,618 | |||||||||||||||||||
| Add: Non-sustaining capital expenditures | 13,962 | 1,080 | — | — | — | 15,042 | ||||||||||||||||||||
| All-in costs, net of by-product credits | G | 51,488 | 6,242 | — | — | 11,930 | 69,660 | |||||||||||||||||||
| Silver ounces sold ('000s) | H | 4,665 | 431 | — | — | — | 5,096 | |||||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits | C/H | $ | (0.38 | ) | $ | (4.69 | ) | $ | — | $ | — | $ | — | $ | (0.74 | ) | ||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits | F/H | $ | 8.04 | $ | 11.98 | $ | — | $ | — | $ | — | $ | 10.72 | |||||||||||||
| All-in costs per ounce of silver, net of by-product credits | G/H | $ | 11.04 | $ | 14.48 | $ | — | $ | — | $ | — | $ | 13.67 | |||||||||||||
| By-product credits per ounce of silver | ||||||||||||||||||||||||||
| Gold | (2.01 | ) | — | — | — | (1.84 | ) | |||||||||||||||||||
| Lead | (8.02 | ) | (10.44 | ) | — | — | (8.23 | ) | ||||||||||||||||||
| Zinc | (1.16 | ) | (22.97 | ) | — | — | (3.00 | ) | ||||||||||||||||||
| Other | (0.76 | ) | (3.95 | ) | — | — | (1.03 | ) | ||||||||||||||||||
| Total by-product credits per ounce of silver | $ | (11.95 | ) | $ | (37.36 | ) | $ | — | $ | — | $ | (14.10 | ) | |||||||||||||
| (e) | Costs per Tonne of Ore Processed |
The Company uses costs per tonne of ore processed to manage and evaluate operating performance at each of its mines. Production costs per tonne of ore processed are calculated based on total production costs on a sales basis, adjusted for changes in inventory, to arrive at total production costs that relate to ore production during the period. These total production costs are then further divided into mining costs, shipping costs, and milling costs. Mining costs includes costs of material and supplies, labour costs, applicable mine overhead costs, and mining contractor costs for mining ore; shipping costs includes freight charges for shipping stockpile ore from mine sites and mill sites, and milling costs include costs of materials and supplies, labour costs, and applicable mill overhead costs related to ore processing. Mining costs per tonne are the mining costs divided by the tonnage of ore mined, shipping costs per tonne are the shipping costs divided by the tonnage of ore shipped from mine sites to mill sites; and milling costs per tonne are the milling costs divided by the tonnage of ore processed at the mill. Costs per tonne of ore processed are the total of per tonne mining cost, per tonne shipping cost, and per tonne milling cost.
All-in sustaining production costs per tonne are extensions of the production costs per tonne and provide a comprehensive measure of the Company’s operating performance and ability to generate cash flows. All-in sustaining production costs per
| Management’s Discussion and Analysis | Page 66 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
tonne are based on the Company’s production cost, and further includes general and administrative expenses, government fees and other taxes, reclamation costs accretion, lease liability payments, and sustaining capital expenditures that already paid. In the current period, a total of $8.9 million mineral right transfer royalty calculated based the mineral mineral resources consumed in the prior year but not compensated to the government was treated as one-time non routine expenses and excluded from the calculation of all-in sustaining production costs. Mineral resources tax, which mainly levy based on revenue, are not included in the calculation of all-in sustaining production costs. The Company believes that this measure represents the total sustainable costs of processing ore from current operations and provides additional information about the Company’s operational performance and ability to generate cash flows. The following table provides a reconciliation of production costs and all-in sustaining production costs per tonne of ore processed:
| Three months ended December 31, 2024 | ||||||||||||||||||||||||
| Ying Mining District | GC | El Domo | Condor | Other | Consolidated | |||||||||||||||||||
| Production costs expensed as reported | $ | 22,265 | $ | 4,614 | $ | — | $ | — | $ | — | $ | 26,879 | ||||||||||||
| Adjustment for aggregate plant operations | (227 | ) | — | — | — | — | (227 | ) | ||||||||||||||||
| Changes in stockpile and concentrate inventory | ||||||||||||||||||||||||
| Less: stockpile and concentrate inventory - Beginning | (15,605 | ) | (189 | ) | — | — | — | (15,794 | ) | |||||||||||||||
| Add: stockpile and concentrate inventory - Ending | 17,913 | 167 | — | — | — | 18,080 | ||||||||||||||||||
| Net change of depreciation and amortization charged to inventory | (108 | ) | 2 | — | — | — | (106 | ) | ||||||||||||||||
| Adjustment for foreign exchange movement | 832 | 6 | — | — | — | 838 | ||||||||||||||||||
| 3,032 | (14 | ) | — | — | — | 3,018 | ||||||||||||||||||
| Adjusted production cost | $ | 25,070 | $ | 4,600 | $ | — | $ | — | $ | — | $ | 29,670 | ||||||||||||
| Mining cost | 21,166 | 3,311 | — | — | — | 24,477 | ||||||||||||||||||
| Shipping cost | 993 | — | — | — | — | 993 | ||||||||||||||||||
| Milling Cost | 2,911 | 1,289 | — | — | — | 4,200 | ||||||||||||||||||
| Total production costs | $ | 25,070 | $ | 4,600 | $ | — | $ | — | $ | — | $ | 29,670 | ||||||||||||
| General and administrative | $ | 2,718 | $ | 647 | 277 | 125 | 4,753 | 8,520 | ||||||||||||||||
| Amortization included in general and administrative | (148 | ) | (72 | ) | (15 | ) | (7 | ) | (229 | ) | (471 | ) | ||||||||||||
| Property evaluation and business development | 130 | — | — | — | 95 | 225 | ||||||||||||||||||
| Non routine expenses included in property evaluation and business development | (130 | ) | — | — | — | 4 | (126 | ) | ||||||||||||||||
| Government fees and other taxes | 12,380 | 280 | — | — | 11 | 12,671 | ||||||||||||||||||
| Mineral right transfer royalty included in government fee | (8,939 | ) | — | — | — | — | (8,939 | ) | ||||||||||||||||
| Reclamation accretion | 20 | 8 | — | — | (11 | ) | 17 | |||||||||||||||||
| Lease payment | — | — | 12 | — | 115 | 127 | ||||||||||||||||||
| Sustaining capital expenditures | 12,283 | 976 | 599 | 141 | 154 | 14,152 | ||||||||||||||||||
| All-in sustaining production cost | $ | 43,383 | $ | 6,439 | $ | 873 | $ | 259 | $ | 4,892 | $ | 55,846 | ||||||||||||
| Non-sustaining capital expenditures | 6,998 | 73 | 2,596 | 479 | 26 | 10,173 | ||||||||||||||||||
| All in production cost | $ | 50,382 | $ | 6,512 | $ | 3,469 | $ | 738 | $ | 4,918 | $ | 66,019 | ||||||||||||
| Ore mined ('000s) | 297.246 | 86.297 | — | — | — | 383.543 | ||||||||||||||||||
| Ore shipped ('000s) | 307.238 | 86.297 | — | — | — | 393.535 | ||||||||||||||||||
| Ore milled ('000s) | 277.695 | 84.115 | — | — | — | 361.810 | ||||||||||||||||||
| Per tonne Production cost | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 71.21 | 38.37 | — | — | — | 63.82 | ||||||||||||||||||
| Shipping costs ($/tonne) | 3.23 | — | — | — | — | 2.52 | ||||||||||||||||||
| Milling costs ($/tonne) | 10.48 | 15.32 | — | — | — | 11.61 | ||||||||||||||||||
| Cash production costs ($/tonne) | $ | 84.92 | $ | 53.69 | $ | — | $ | — | $ | — | $ | 77.95 | ||||||||||||
| All-in sustaining production costs ($/tonne) | $ | 150.87 | $ | 75.55 | $ | — | $ | — | $ | — | $ | 150.30 | ||||||||||||
| All in costs ($/tonne) | $ | 176.07 | $ | 76.42 | $ | — | $ | — | $ | — | $ | 178.41 | ||||||||||||
| Management’s Discussion and Analysis | Page 67 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Three months ended December 31, 2023 | ||||||||||||||||||||||||
| Ying Mining District | GC | El Domo | Condor | Other | Consolidated | |||||||||||||||||||
| Production costs expensed as reported | $ | 17,585 | $ | 4,981 | $ | — | $ | — | $ | — | $ | 22,566 | ||||||||||||
| Adjustment for aggregate plant operations | (202 | ) | — | — | — | — | (202 | ) | ||||||||||||||||
| Changes in stockpile and concentrate inventory | ||||||||||||||||||||||||
| Less: stockpile and concentrate inventory - Beginning | (4,057 | ) | (119 | ) | — | — | — | (4,176 | ) | |||||||||||||||
| Add: stockpile and concentrate inventory - Ending | 7,343 | 144 | — | — | — | 7,487 | ||||||||||||||||||
| Net change of depreciation and amortization charged to inventory | 633 | 6 | — | — | — | 639 | ||||||||||||||||||
| Adjustment for foreign exchange movement | (1,156 | ) | (10 | ) | — | — | — | (1,166 | ) | |||||||||||||||
| 2,763 | 21 | — | — | — | 2,784 | |||||||||||||||||||
| Adjusted production cost | $ | 20,146 | $ | 5,002 | $ | — | $ | — | $ | — | $ | 25,148 | ||||||||||||
| Mining cost | 16,916 | 3,603 | — | — | — | 20,519 | ||||||||||||||||||
| Shipping cost | 743 | — | — | — | — | 743 | ||||||||||||||||||
| Milling Cost | 2,487 | 1,399 | — | — | — | 3,886 | ||||||||||||||||||
| Total production costs | $ | 20,146 | $ | 5,002 | $ | — | $ | — | $ | — | $ | 25,148 | ||||||||||||
| General and administrative | 2,303 | 680 | — | — | 3,318 | 6,301 | ||||||||||||||||||
| Amortization included in general and administrative | (158 | ) | (76 | ) | — | — | 124 | (110 | ) | |||||||||||||||
| Property evaluation and business development | — | — | — | — | 562 | 562 | ||||||||||||||||||
| Government fees and other taxes | 567 | 240 | — | — | 1 | 808 | ||||||||||||||||||
| Reclamation accretion | 30 | 9 | — | — | 7 | 46 | ||||||||||||||||||
| Lease payment | — | — | — | — | 66 | 66 | ||||||||||||||||||
| Sustaining capital expenditures | 10,065 | 1,748 | — | — | 76 | 11,889 | ||||||||||||||||||
| All-in sustaining production cost | $ | 32,953 | $ | 7,603 | $ | — | $ | — | $ | 4,154 | $ | 44,710 | ||||||||||||
| Non-sustaining capital expenditures | 4,310 | 566 | — | — | — | 4,876 | ||||||||||||||||||
| All in production cost | $ | 37,263 | $ | 8,169 | $ | — | $ | — | $ | 4,154 | $ | 49,586 | ||||||||||||
| Ore mined ('000s) | 245.606 | 99.667 | — | — | — | 345.273 | ||||||||||||||||||
| Ore shipped ('000s) | 210.618 | 99.667 | — | — | — | 310.285 | ||||||||||||||||||
| Ore milled ('000s) | 214.201 | 98.299 | — | — | — | 312.500 | ||||||||||||||||||
| Per tonne Production cost | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 68.87 | 36.15 | — | — | — | 59.43 | ||||||||||||||||||
| Shipping costs ($/tonne) | 3.53 | — | — | — | — | 2.39 | ||||||||||||||||||
| Milling costs ($/tonne) | 11.61 | 14.23 | — | — | — | 12.44 | ||||||||||||||||||
| Cash production costs ($/tonne) | $ | 84.01 | $ | 50.38 | $ | — | $ | — | $ | — | $ | 74.26 | ||||||||||||
| All-in sustaining production costs ($/tonne) | $ | 143.80 | $ | 76.84 | $ | — | $ | — | $ | — | $ | 136.86 | ||||||||||||
| All in costs ($/tonne) | $ | 163.92 | $ | 82.60 | $ | — | $ | — | $ | — | $ | 152.46 | ||||||||||||
| Management’s Discussion and Analysis | Page 68 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Nine months ended December 31, 2024 | ||||||||||||||||||||||||
| Ying Mining District | GC | El Domo | Condor | Other | Consolidated | |||||||||||||||||||
| Production costs expensed as reported | 60,059 | 13,625 | $ | — | $ | — | $ | — | $ | 73,684 | ||||||||||||||
| Adjustment for aggregate plant operations* | (878 | ) | — | — | — | — | (878 | ) | ||||||||||||||||
| Changes in stockpile and concentrate inventory | ||||||||||||||||||||||||
| Less: stockpile and concentrate inventory - Beginning | (3,346 | ) | (384 | ) | — | — | — | (3,730 | ) | |||||||||||||||
| Add: stockpile and concentrate inventory - Ending | 17,913 | 167 | — | — | — | 18,080 | ||||||||||||||||||
| Net change of depreciation and amortization charged to inventory | 2,046 | (36 | ) | — | — | — | ||||||||||||||||||
| Adjustment for foreign exchange movement | (3,552 | ) | 73 | — | — | — | (3,480 | ) | ||||||||||||||||
| 13,061 | (180 | ) | — | — | — | 10,871 | ||||||||||||||||||
| Adjusted production cost | $ | 72,242 | $ | 13,445 | $ | — | $ | — | $ | — | $ | 85,687 | ||||||||||||
| Mining cost | 62,034 | 9,436 | — | — | — | 71,470 | ||||||||||||||||||
| Shipping cost | 2,558 | — | — | — | — | 2,558 | ||||||||||||||||||
| Milling Cost | 7,650 | 4,009 | — | — | — | 11,659 | ||||||||||||||||||
| Total production costs | $ | 72,242 | $ | 13,445 | $ | — | $ | — | $ | — | $ | 85,687 | ||||||||||||
| General and administrative | 7,410 | 1,937 | 282 | 187 | 14,442 | 24,258 | ||||||||||||||||||
| Amortization included in general and administrative | (435 | ) | (215 | ) | (18 | ) | (7 | ) | (693 | ) | (1,368 | ) | ||||||||||||
| Property evaluation and business development | 634 | 160 | — | — | 2,110 | 2,904 | ||||||||||||||||||
| Non routine expenses included in property evaluation and business development | (634 | ) | (160 | ) | — | — | (1,599 | ) | (2,393 | ) | ||||||||||||||
| Government fees and other taxes | 13,554 | 438 | — | — | 29 | 14,021 | ||||||||||||||||||
| Mineral right transfer royalty included in government fee | (8,939 | ) | — | — | — | — | (8,939 | ) | ||||||||||||||||
| Reclamation accretion | 64 | 25 | — | — | 16 | 105 | ||||||||||||||||||
| Lease payment | — | — | 15 | — | 197 | 212 | ||||||||||||||||||
| Sustaining capital expenditures | 29,050 | 4,620 | 599 | 141 | 170 | 34,580 | ||||||||||||||||||
| All-in sustaining production cost | $ | 112,945 | $ | 20,250 | $ | 878 | $ | 321 | $ | 14,672 | $ | 149,067 | ||||||||||||
| Non-sustaining capital expenditures | 22,053 | 675 | 4,794 | 820 | 354 | 28,696 | ||||||||||||||||||
| All in production cost | $ | 134,999 | $ | 20,925 | $ | 5,672 | $ | 1,141 | $ | 15,026 | $ | 177,763 | ||||||||||||
| Ore mined ('000s) | 825.371 | 263.459 | — | — | — | 1,088.830 | ||||||||||||||||||
| Ore shipped ('000s) | 782.308 | 263.459 | — | — | — | 1,045.767 | ||||||||||||||||||
| Ore milled ('000s) | 709.435 | 257.276 | — | — | — | 966.711 | ||||||||||||||||||
| Per tonne Production cost | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 75.16 | 35.82 | — | — | — | 65.64 | ||||||||||||||||||
| Shipping costs ($/tonne) | 3.27 | — | — | — | — | 2.45 | ||||||||||||||||||
| Milling costs ($/tonne) | 10.78 | 15.58 | — | — | — | 12.06 | ||||||||||||||||||
| Production costs ($/tonne) | $ | 89.21 | $ | 51.40 | $ | — | $ | — | $ | — | $ | 80.15 | ||||||||||||
| All-in sustaining production costs ($/tonne) | $ | 146.58 | $ | 77.85 | $ | — | $ | — | $ | — | $ | 145.71 | ||||||||||||
| All in costs ($/tonne) | $ | 177.67 | $ | 80.47 | $ | — | $ | — | $ | — | $ | 175.40 | ||||||||||||
| Management’s Discussion and Analysis | Page 69 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| Nine months ended December 31, 2023 | ||||||||||||||||||||||||
| Ying Mining District | GC | El Domo | Condor | Other | Consolidated | |||||||||||||||||||
| Production costs expensed as reported | $ | 54,016 | $ | 14,085 | $ | — | $ | — | $ | 31 | $ | 68,132 | ||||||||||||
| Adjustment for aggregate plant operations* | (651 | ) | — | — | — | — | (651 | ) | ||||||||||||||||
| Changes in stockpile and concentrate inventory | ||||||||||||||||||||||||
| Less: stockpile and concentrate inventory - Beginning | (3,657 | ) | (246 | ) | — | — | (32 | ) | (3,935 | ) | ||||||||||||||
| Add: stockpile and concentrate inventory - Ending | 7,343 | 144 | — | — | — | 7,487 | ||||||||||||||||||
| Net change of depreciation and amortization charged to inventory | 623 | (16 | ) | — | — | — | 607 | |||||||||||||||||
| Adjustment for foreign exchange movement | (875 | ) | 41 | — | — | 1 | (833 | ) | ||||||||||||||||
| 3,434 | (77 | ) | — | — | (31 | ) | 3,326 | |||||||||||||||||
| Adjusted production cost | $ | 56,799 | $ | 14,008 | $ | — | $ | — | $ | — | $ | 70,807 | ||||||||||||
| Mining cost | 47,322 | 10,238 | — | — | — | 57,560 | ||||||||||||||||||
| Shipping cost | 2,234 | — | — | — | — | 2,234 | ||||||||||||||||||
| Milling Cost | 7,243 | 3,770 | — | — | — | 11,013 | ||||||||||||||||||
| Total production costs | $ | 56,799 | $ | 14,008 | $ | — | $ | — | $ | — | $ | 70,807 | ||||||||||||
| General and administrative | 6,379 | 2,066 | — | — | 10,955 | 19,400 | ||||||||||||||||||
| Amortization included in general and administrative | (417 | ) | (243 | ) | — | — | (287 | ) | (947 | ) | ||||||||||||||
| Property evaluation and business development | — | — | — | — | 785 | 785 | ||||||||||||||||||
| Government fees and other taxes | 1,795 | 417 | — | — | 4 | 2,216 | ||||||||||||||||||
| Reclamation accretion | 96 | 30 | — | — | 21 | 147 | ||||||||||||||||||
| Lease payment | — | — | — | — | 195 | 195 | ||||||||||||||||||
| Sustaining capital expenditures | 27,676 | 4,349 | — | — | 226 | 32,251 | ||||||||||||||||||
| All-in sustaining production cost | $ | 92,328 | $ | 20,627 | $ | — | $ | — | $ | 11,899 | $ | 124,854 | ||||||||||||
| Non-sustaining capital expenditures | 13,962 | 1,080 | — | — | — | 15,042 | ||||||||||||||||||
| All in production cost | $ | 106,290 | $ | 21,707 | $ | — | $ | — | $ | 11,899 | $ | 139,896 | ||||||||||||
| Ore mined (’000s) | 679.990 | 241.968 | — | — | — | 921.958 | ||||||||||||||||||
| Ore shipped (’000s) | 667.355 | 241.968 | — | — | — | 909.323 | ||||||||||||||||||
| Ore milled (’000s) | 635.878 | 232.824 | — | — | — | 868.702 | ||||||||||||||||||
| Per tonne Production cost | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 69.59 | 42 | — | — | — | 62.43 | ||||||||||||||||||
| Shipping costs ($/tonne) | 3.35 | — | — | — | — | 2.46 | ||||||||||||||||||
| Milling costs ($/tonne) | 11.39 | 16 | — | — | — | 12.68 | ||||||||||||||||||
| Production costs ($/tonne) | $ | 84.33 | $ | 58.50 | $ | — | $ | — | $ | — | $ | 77.57 | ||||||||||||
| All-in sustaining production costs ($/tonne) | $ | 140.20 | $ | 86.93 | $ | — | $ | — | $ | — | $ | 139.79 | ||||||||||||
| All in costs ($/tonne) | $ | 162.16 | $ | 91.57 | $ | — | $ | — | $ | — | $ | 157.10 | ||||||||||||
| 14. | Accounting Policies, Judgement and Estimates |
(a) Material Accounting Policies
The accounting policies applied in the preparation of those unaudited condensed consolidated interim financial statements are consistent with those applied and disclosed in the audited consolidated financial statements for the year ended March 31, 2024 with the exception of the mandatory adoption of certain amendments, a change of functional currency of certain entities and convertible notes noted below. Their adoption has not had any material impact on the disclosures or on the amounts reported in these financial statements.
Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)
The amendments to IAS 1, clarifies the presentation of liabilities. The classification of liabilities as current or non-current is based on contractual rights that are in existence at the end of the reporting period and is affected by expectations about
| Management’s Discussion and Analysis | Page 70 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
whether an entity will exercise its right to defer settlement. A liability not due over the next twelve months is classified as non-current even if management intends or expects to settle the liability within twelve months. The amendment also introduces a definition of ‘settlement’ to make clear that settlement refers to the transfer of cash, equity instruments, other assets, or services to the counterparty. The amendment issued in October 2022 also clarifies how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability. Covenants to be complied with after the reporting date do not affect the classification of debt as current or non-current at the reporting date. The amendments were applied effective April 1, 2024 and did not have a material impact on the Company’s unaudited condensed consolidated interim financial statements.
Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
The amendments require a seller-lessee to subsequently measure lease liabilities arising from a leaseback in a way that it does not recognize any amount of the gain or loss that relates to the right of use it retains. The new requirements do not prevent a seller-lessee from recognizing in profit or loss any gain or loss relating to the partial or full termination of a lease. A seller-lessee applies the amendments retrospectively in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors to sale and leaseback transactions entered into after the date of initial application. The amendments were applied effective April 1, 2024 and did not have a material impact on the Company’s unaudited condensed consolidated interim financial statements.
Supplier Financing Arrangements (Amendments to IAS 7 and IFRS 7)
The amendments require disclosure requirements regarding the effects of supplier finance arrangement on their liabilities, cash flows and exposure to liquidity risk. Entities are required to disclose the followings:
| ● | The terms and conditions; |
| ● | The amount of the liabilities that are part of the arrangements, breaking out the amounts for which the suppliers have already received payment from the finance providers, and stating where the liabilities are reflected in the balance sheet; |
| ● | Ranges of payment due dates; and |
| ● | Liquidity risk information. |
The amendments were applied effective April 1, 2024 and did not have a material impact on the Company’s unaudited condensed consolidated interim financial statements.
Foreign Currency Translation
The functional currency for each subsidiary of the Company is the currency of the primary economic environment in which the entity operates. The functional currency of all Chinese subsidiaries is the Chinese Yuan (“RMB”). The functional currency of New Infini, Adventus and their subsidiaries is U.S. dollars (“USD”). Effective October 1, 2024, the functional currency of the corporate office and all intermediate holding companies, incorporated in Canada and BVI, has changed from the Canadian dollars (“CAD”) to the U.S. dollars. (“USD”). This change reflects the fact that corporate office’s primary economic environment has shifted due to the acquisition of the El Domo project and Condor project in Ecuador, their future development and investment plan, and the issuance of convertible notes, all of which are predominately denominated in US dollars. The change in functional currency is accounted for prospectively. The change in functional currency is accounted for prospectively in accordance with IAS 21, The Effects of Changes in Foreign Exchanges Rates. As the Company’s reporting currency is the US dollars and the change has no impact on the Company’s financial position as at October 1, 2024, other
| Management’s Discussion and Analysis | Page 71 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
than the remeasurement difference resulting from the reclassification of the share purchase warrants from equity to derivative liabilities, which is charged to retained earnings. Comparative financial information has not been restated.
Foreign currency monetary assets and liabilities are translated into the functional currency using exchange rates prevailing at the reporting date. Foreign currency non-monetary assets are translated using exchange rates prevailing at the transaction date. Foreign exchange gains and losses are included in the determination of net income.
The consolidated financial statements are presented in USD. The financial position and results of the Company’s entities are translated from functional currencies to USD as follows:
| ● | assets and liabilities are translated using exchange rates prevailing at the reporting date; |
| ● | income and expenses are translated using average exchange rates prevailing during the period; and |
| ● | all resulting exchange gains and losses are included in other comprehensive income |
The Company treats inter-company loan balances, which are not intended to be settled in the foreseeable future, as part of its net investment. When a foreign entity is sold, the historical exchange differences plus the foreign exchange impact that arises on the transaction are recognized in the consolidated statements of income as part of the gain or loss on sale.
Convertible Notes
Convertible notes are loans with an equity conversion feature that gives the holder an option to convert the loan into shares of the borrower. Convertible notes are first assessed whether they are compound financial instruments with the host contract being a financial liability and the conversion feature being equity, as required by IAS 32. Under IAS 32, the convertible instrument is assessed by analyzing the two components: the liability host contract and the conversion feature which may be classified as equity or liability. The conversion feature is classified as equity if the Company can satisfy the conversion by exchanging a fixed amount of the Company’s shares for a fixed amount of cash. Otherwise, it will be classified as a derivative liability.
(b) Business combinations or asset acquisition
It follows the same policies set out in note 2 to the audited consolidated financial statements for the year ended March 31, 2024.
Previously held interest
In a step acquisition to acquire control of another company that is not accounted for as a business combination, previously held equity interest in an acquiree is remeasured to fair value at the acquisition date, and a gain or loss is recognized in profit or loss, or other comprehensive income, as appropriate (depending on whether the previously held equity interest was measured at fair value through profit or loss or fair value through other comprehensive income).
(c) Critical Judgement and Estimates
The preparation of financial statements in conformity with IFRS Accounting Standards requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses on the consolidated financial statements. Estimates and underlying assumptions are reviewed at each period end. Revision to accounting estimates is recognized in the period in which the estimates are revised and in any future periods affected.
For further information on our significant judgement and accounting estimates, refer to note 2 of the Company’s unaudited condensed consolidated interim financial statements for the three and nine months ended December 31, 2024 and the
| Management’s Discussion and Analysis | Page 72 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
audited consolidated financial statements for the year ended March 31, 2024. There have been no subsequent material changes to these significant accounting judgments and estimates.
(d) Future Changes in Accounting Policies Not Yet Effective as at December 31, 2024
At the date of the authorization of these financial statements, the Company has not applied the following new and revised IFRS Accounting Standards that have been issued but are not effective. Management does not expect that the adoption of the Standards listed below will have a material impact on the financial statements of the Company in future periods, except if indicated.
Presentation and Disclosure in Financial Statements (IFRS 18 replaces IAS 1)
In April 2024, the IASB released IFRS 18 Presentation and Disclosure in Financial Statements. IFRS 18 replaces IAS 1 Presentation of Financial Statements while carrying forward many of the requirements in IAS 1. IFRS 18 introduces new requirements to: i) present specified categories and defined subtotals in the statement of earnings, ii) provide disclosures on management-defined performance measures (“MPMs”) in the notes to the financial statements, iii) improve aggregation and disaggregation. Some of the requirements in IAS 1 are moved to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and IFRS 7 Financial Instruments: Disclosures. The IASB also made minor amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share in connection with the new standard. IFRS 18 requires retrospective application with specific transition provisions.
The amendments are effective for annual reporting periods beginning on or after January 1, 2027, with early adoption permitted. The Company is currently evaluating the impact of IFRS 18 on its financial statements.
Lack of Exchangeability (Amendments to IAS 21)
The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025. The Company is currently evaluating the impact of this amendment.
Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)
The amendments contain guidance to derecognition of a financial liability settled through electronic transfer, as well as classification of financial assets for:
| ● | Contractual terms that are consistent with a basic lending arrangement; |
| ● | Assets with non-recourse features; |
| ● | Contractually linked instruments. |
Also, additional disclosures relating to investments in equity instruments designated at fair value through other comprehensive income (“FVOCI”) and added disclosure requirements for financial instruments with contingent features. The amendments are effective for annual reporting periods beginning on or after January 1, 2026. The Company is currently evaluating the impact of these amendments.
| 15. | Other MD&A Requirements |
Additional information relating to the Company:
| (a) | may be found on SEDAR+ at www.sedarplus.ca; |
| (b) | may be found on EDGAR at www.sec.gov; |
| Management’s Discussion and Analysis | Page 73 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| (c) | may be found at the Company’s website www.silvercorpmetals.com; |
| (d) | may be found in the Company’s Annual Information Form and Form 40-F; and |
| (e) | is also provided in the Company’s annual audited consolidated financial statements as of March 31, 2024. |
| 16. | Outstanding Share Data |
As at the date of this MD&A, the following securities were outstanding:
| (a) | Share Capital |
Authorized - unlimited number of common shares without par value
Issued and outstanding – 217,416,492 common shares with a recorded value of $410.6 million
Shares subject to escrow or pooling agreements - $nil.
| (b) | Options |
As at the date of this MD&A, the outstanding options comprise the following:
Number of Options | Exercise Price (CAD$) | Expiry Date | |||||||
| 50,750 | $8.48 | February 4, 2025 | |||||||
| 325,667 | $5.46 | May 26, 2025 | |||||||
| 41,956 | $9.96 | November 26, 2025 | |||||||
| 49,096 | $7.49 | November 25, 2026 | |||||||
| 224,989 | $9.07 | February 2, 2027 | |||||||
| 126,875 | $7.99 | February 15, 2027 | |||||||
| 310,000 | $3.93 | April 26, 2027 | |||||||
| 15,225 | $6.21 | May 31, 2027 | |||||||
| 10,150 | $3.75 | September 28, 2027 | |||||||
| 20,162 | $3.65 | November 24, 2027 | |||||||
| 5,075 | $4.93 | December 28, 2027 | |||||||
| 256,708 | $5.13 | January 20, 2028 | |||||||
| 60,000 | $4.08 | February 23, 2028 | |||||||
| 150,220 | $2.67 | January 26, 2029 | |||||||
| 304,999 | $4.41 | April 1, 2029 | |||||||
| 2,347,397 | |||||||||
| (c) | Warrants |
As at the date of this MD&A, the outstanding warrants comprise the following:
Number of Warrants | Exercise Price (CAD$) | Expiry Date | |||||||
| 1,387,164 | $6.47 | February 16, 2025 | |||||||
| 1,370,249 | 4.41 | August 3, 2026 | |||||||
| 2,757,413 | |||||||||
| (d) | Restricted Share Units (RSUs) |
Outstanding – 2,501,040 RSUs.
| Management’s Discussion and Analysis | Page 74 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
| 17. | Disclosure Controls and Procedures |
Disclosure controls and procedures (a) under Canadian law, are designed to provide reasonable assurance that material information is gathered and reported to senior management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), as appropriate to allow for timely decision about public disclosure, and (b) under U.S. law, are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the U.S. Securities Exchange Act of 1934, as amended (the “U.S. Exchange Act”) is recorded, processed, summarized and reported, within the time periods specified in the U.S. Securities and Exchange Commission’s rules and forms, and include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the U.S. Exchange Act is accumulated and communicated to the Company’s management, including its CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
Management of the Company, including the CEO and CFO, is responsible for establishing and maintaining adequate disclosure controls and procedures. Under the supervision and with the participation of the CEO and CFO, management has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures in accordance with requirements of National Instrument 52-109 of the Canadian Securities Commission (“NI 52-109”) and U.S. Exchange Act.
As of December 31, 2024, based on the evaluation, management concluded that the disclosure controls and procedures are effective in providing reasonable assurance that the information required to be disclosed in annual filings, interim filings, and other reports the Company filed or submitted under United States and Canadian securities legislation were recorded, processed, summarized and reported within the time periods specified in those rules.
| 18. | Management’s Report on Internal Control over Financial Reporting |
Management of the Company is responsible for establishing and maintaining an adequate system of internal control, including internal controls over financial reporting. Internal control over financial reporting is a process designed by and/or under the supervision of the CEO and CFO and effected by the Board, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS Accounting Standards as issued by IASB. The Company’s internal control over financial reporting includes those policies and procedures that:
| ● | pertain to maintaining records, that in reasonable detail, accurately and fairly reflect our transactions and dispositions of the assets of the Company; |
| ● | provide reasonable assurance that transactions are recorded as necessary for preparation of our consolidated financial statements in accordance with generally accepted accounting principles; |
| ● | provide reasonable assurance that receipts and expenditures are made in accordance with authorizations of management and the directors of the Company; and |
| ● | provide reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on the Company’s consolidated financial statements would be prevented or detected on a timely basis. |
The Company’s management, including its Chief Executive Officer and Chief Financial Officer, believes that due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely basis. In addition, projections of any evaluation of the effectiveness of internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
| Management’s Discussion and Analysis | Page 75 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
The Company’s management evaluates the effectiveness of the Company’s internal control over financial reporting based upon the criteria set forth in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organization of the Treadway Commission.
Given the timing of the recent acquisition of Adventus, management has excluded Adventus, which the Company acquired on July 31, 2024, from the scope of our evaluation of internal controls as of December 31, 2024. Adventus’ total assets, net assets, total revenue, and net income on a combined basis constitute approximately 22%, 24%, 0%, and 0%, respectively, of the condensed interim consolidated financial statements amount as of for the nine month ended December 31, 2024. This limitation of scope is in accordance with section 3.3(1)(b) of NI 52-109, which allows for an issuer to limit the design of DC&P or ICFR to exclude a business that the issuer acquired not more than 365 days before the end of the financial period to which the CEO’s and CFO’s certification of annual filing relates.
Based on the evaluation, management concluded that the Company’s internal control over financial reporting as of December 31, 2024 was effective and provides a reasonable assurance of the reliability of the Company’s financial reporting and preparation of the financial statements.
| 19. | Changes in Internal Control over Financial Reporting |
Other than the Adventus acquisition, there has been no significant change in the Company’s internal control over financial reporting during the three months ended December 31, 2024 that has materially affected or is reasonably likely to materially affect, its internal control over financial reporting.
| 20. | Directors and Officers |
As at the date of this MD&A, the Company’s directors and officers are as follows:
|
Directors |
Officers |
| Dr. Rui Feng, Director, Chairman | Rui Feng, Chief Executive Officer |
| Paul Simpson, Independent Director | Lon Shaver, President |
| Yikang Liu, Independent Director | Derek Liu, Chief Financial Officer |
| Marina A. Katusa, Independent Director | Jonathan Hoyles, General Counsel |
| Ken Robertson, Independent Director | |
| Helen Cai, Independent Director |
Technical Information
Scientific and technical information contained in this MD&A has been reviewed and approved by Mr. Guoliang Ma, P.Geo., Manager of Exploration and Resources of the Company and a Qualified Person as such term is defined in NI 43-101.
Forward Looking Statements
Certain of the statements and information in this MD&A constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian provincial securities laws. Any statements or information that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”,
| Management’s Discussion and Analysis | Page 76 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
“estimates”, “assumes”, “intends”, “strategies”, “targets”, “goals”, “forecasts”, “objectives”, “budgets”, “schedules”, “potential” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements or information. Forward-looking statements or information relate to, among other things:
| ● | the price of silver and other metals; |
| ● | estimates of the Company’s revenues and capital expenditures; |
| ● | estimated ore production and grades from the Company’s mines in the Ying Mining District and the GC Mine; |
| ● | projected cash operating costs and all-in sustaining costs, and budgets, on a consolidated and mine-by-mine basis; |
| ● | statements regarding anticipated exploration, drilling, development, construction, and other activities or achievements of the Company; |
| ● | plans, projections and estimates included in the Fiscal 2025 and Fiscal 2026 Guidance; |
| ● | timing of receipt of permits, licenses, and regulatory approvals. |
Forward-looking statements or information are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those reflected in the forward-looking statements or information, including, without limitation, risks relating to,
| ● | public health crises; |
| ● | fluctuating commodity prices; |
| ● | fluctuating currency exchange rates; |
| ● | increasing labour cost; |
| ● | exploration and development programs; |
| ● | feasibility and engineering reports; |
| ● | permits and licenses; |
| ● | title to our properties; |
| ● | operations and political conditions; |
| ● | regulatory environment in China, Ecuador, Mexico and Canada; |
| ● | environmental risks; |
| ● | mining operations; |
| ● | cybersecurity; |
| ● | climate changes; |
| ● | general economic conditions; and |
| ● | matters referred to in this MD&A under the heading “Risks and Uncertainties” and other public filings of the Company. |
| Management’s Discussion and Analysis | Page 77 |
| SILVERCORP METALS INC. |
| Management’s Discussion and Analysis |
| For the Three and Nine Months Ended December 31, 2024 |
| (Expressed in thousands of U.S. dollars, except per share data and unit cost data or otherwise stated) |
This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements or information. Forward-looking statements or information are statements about the future and are inherently uncertain, and actual achievements of the Company or other future events or conditions may differ materially from those expressed or implied in the forward-looking statements or information. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.
The Company’s forward-looking statements and information are necessarily based on a number of estimates, assumptions, beliefs, expectations and opinions of management as of the date of this MD&A that, while considered reasonable by management of the Company, are inherently subject to significant business, economic and competitive uncertainties and contingencies. These estimates, assumptions, beliefs, expectations and options include, but are not limited to, those related to the Company’s ability to carry on current and future operations, including: the duration and effects of epidemics, pandemics, or other health crises on our operations and workforce; development and exploration activities; the timing, extent, duration and economic viability of such operations; the accuracy and reliability of estimates, projections, forecasts, studies and assessments; the Company’s ability to meet or achieve estimates, projections and forecasts; the availability and costs of inputs; the price and market for outputs; foreign exchange rates; taxation levels; the timely receipt of necessary approvals, licenses or permits; the ability to meet current and future obligations; the ability to obtain timely financing on reasonable terms when required; the current and future social, economic and political conditions; and other assumptions and factors generally associated with the mining industry.
Other than as required by applicable securities laws, the Company does not assume any obligation to update forward-looking statements and information if circumstances or management’s assumptions, beliefs, expectations or opinions should change, or changes in any other events affecting such statements or information. For the reasons set forth above, investors should not place undue reliance on forward-looking statements and information.
| Management’s Discussion and Analysis | Page 78 |
Exhibit 99.3
Form 52-109F2
Certification of Interim Filings
Full Certificate
I, Rui Feng, Chief Executive Officer of Silvercorp Metals Inc. certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Silvercorp Metals Inc. (the “issuer”) for the interim period ended December 31, 2024. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. |
| 4. | Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer. |
| 5. | Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings |
| (a) | designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that |
| (i) | material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and |
| (ii) | information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| (b) | designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. |
| 5.1 | Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). |
| 5.2 | ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period |
| (a) | a description of the material weakness; |
| (b) | the impact of the material weakness on the issuer’s financial reporting and its ICFR; and |
| (c) | the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness. |
| 5.3 | N/A |
| 6. | Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on October 1, 2024 and ended on December 31, 2024 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: February 11, 2025
/s/ “Rui Feng”
Rui Feng
Chief Executive Officer
2
Exhibit 99.4
Form 52-109F2
Certification of
Interim Filings
Full Certificate
I, Derek Liu, Chief Financial Officer of Silvercorp Metals Inc. certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Silvercorp Metals Inc. (the “issuer”) for the interim period ended December 31, 2024. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. |
| 4. | Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer. |
| 5. | Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings |
| (a) | designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that |
| (i) | material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and |
| (ii) | information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| (b) | designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. |
| 5.1 | Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). |
| 5.2 | ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period |
| (a) | a description of the material weakness; |
| (b) | the impact of the material weakness on the issuer’s financial reporting and its ICFR; and |
| (c) | the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness. |
| 5.3 | N/A |
| 6. | Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on October 1, 2024 and ended on December 31, 2024 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: February 11, 2025
/s/ “Derek Liu”
Derek Liu
Chief Financial Officer
2